Toll Brothers (TOL) President & COO discloses RSU vesting and new stock units

Rhea-AI Filing Summary

Toll Brothers, Inc. insider equity transactions show the President & COO reporting stock activity in December 2025. On December 20, 2025, performance-based restricted stock units covering 4,518 shares of common stock were settled at an exercise price of $0 after previously meeting performance and service conditions. On the same date, 2,039 shares of common stock were disposed of at $139.79, typically reflecting shares withheld or sold to cover taxes.

After these transactions, the reporting person directly held 30,957 shares of Toll Brothers common stock. In a separate transaction on December 22, 2025, the officer was granted 7,876 restricted stock units at an exercise price of $0, scheduled to vest in four equal annual installments starting December 1, 2026, with settlement of all shares on December 1, 2029.

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^*

Parahus Robert

(Last) (First) (Middle)

1140 VIRGINIA DRIVE

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/20/2025

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	12/20/2025		M		4,518(1)	A	$0	32,996	D
Common Stock	12/20/2025		F		2,039	D	$139.79	30,957	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
Performance Based Restricted Stock Units	$0	12/20/2025		M			4,518(1)	12/20/2025(2)	12/20/2025	Common Stock	4,518	$0	4,518	D
Restricted Stock Units	$0	12/22/2025		A		7,876		12/01/2026(3)	12/01/2029	Common Stock	7,876	$0	7,876	D

Explanation of Responses:

1. The performance requirement was met on December 9, 2022. The service requirement was met on December 20, 2025.

2. These performance based restricted stock units vested 25% on each of December 20, 2022, 2023, 2024 and 2025. Settlement of 100% of the earned shares occurred on December 22, 2025.

3. These restricted stock units vest 25% on each of December 1, 2026, 2027, 2028 and 2029. Settlement of 100% of these shares will occur on December 1, 2029.

	/s/ Michael J. Grubb, attorney-in-fact	12/23/2025
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider activity did Toll Brothers (TOL) report in this Form 4?

The President & COO reported settlement of 4,518 performance-based restricted stock units, a related disposition of 2,039 common shares, and a new grant of 7,876 restricted stock units in December 2025.

How many Toll Brothers (TOL) shares does the insider hold after these transactions?

Following the reported transactions, the insider directly beneficially owned 30,957 shares of Toll Brothers common stock.

What was the price involved in the Toll Brothers (TOL) insider share disposition?

The reported disposition of Toll Brothers common stock involved 2,039 shares at a price of $139.79 per share.

What are the terms of the new restricted stock unit grant at Toll Brothers (TOL)?

The new grant consists of 7,876 restricted stock units that vest 25% on each of December 1, 2026, 2027, 2028 and 2029, with settlement of all shares on December 1, 2029.

When were the performance conditions for the Toll Brothers (TOL) performance-based RSUs satisfied?

The performance requirement for the 4,518 performance-based restricted stock units was met on December 9, 2022, and the service requirement was met on December 20, 2025.

What is the role of the reporting person in Toll Brothers (TOL)?

The reporting person is an officer of Toll Brothers, serving as President & COO, and filed the Form 4 as a single reporting person.