Toll Brothers (TOL) director converts 1,295 RSUs into common stock

Rhea-AI Filing Summary

Toll Brothers, Inc. director Katherine M. Sandstrom reported the settlement of previously granted restricted stock units into common shares. On January 19, 2026, she converted 1,295 restricted stock units into 1,295 shares of Toll Brothers common stock at an exercise price of $0 per unit, reported with transaction code M. These restricted stock units had vested 100% on December 19, 2025, and the share settlement occurred on January 19, 2026. Following this transaction, she directly beneficially owned 1,363 shares of Toll Brothers common stock, and held 0 restricted stock units of this grant as the award was fully settled.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sandstrom Katherine M

(Last) (First) (Middle)

1140 VIRGINIA AVE.

(Street)

FORT WASHINGTON PA 19034

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Toll Brothers, Inc. [ TOL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/19/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/19/2026		M		1,295	A	$0	1,363	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0	01/19/2026		M			1,295	12/19/2025(1)	12/19/2025	Common Stock	1,295	$0	0	D

Explanation of Responses:

1. These restricted stock units vested 100% on December 19, 2025. Settlement of 100% of these shares occurred on January 19, 2026.

	/s/ Michael J. Grubb, attorney-in-fact	01/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What insider transaction did Toll Brothers (TOL) report for Katherine M. Sandstrom?

Katherine M. Sandstrom, a director of Toll Brothers, Inc., reported the settlement of 1,295 restricted stock units into 1,295 shares of common stock on January 19, 2026, at an exercise price of $0 per unit.

When did Katherine M. Sandstroms restricted stock units in Toll Brothers (TOL) vest and settle?

The filing states that these restricted stock units vested 100% on December 19, 2025, and that settlement of 100% of these shares occurred on January 19, 2026.

How many Toll Brothers (TOL) shares does Katherine M. Sandstrom own after this Form 4 transaction?

After the reported transaction on January 19, 2026, Katherine M. Sandstrom directly beneficially owned 1,363 shares of Toll Brothers common stock, as disclosed in the filing.

What does transaction code M mean in the Toll Brothers (TOL) Form 4 for Katherine M. Sandstrom?

In this Form 4, transaction code M is used for the exercise or settlement of derivative securities, in this case the conversion of 1,295 restricted stock units into an equal number of Toll Brothers common shares at $0 per unit.

Does Katherine M. Sandstrom still hold restricted stock units of Toll Brothers (TOL) after this report?

No. The Form 4 shows that after the January 19, 2026 transaction, she held 0 restricted stock units from this award, because the 1,295 units vested and were fully settled into common stock.

Is Katherine M. Sandstrom a director or officer of Toll Brothers (TOL) in this Form 4?

The Form 4 identifies Katherine M. Sandstrom as a director of Toll Brothers, Inc., and indicates she is not reported as an officer or 10% owner in this filing.