[144] Toast, Inc. SEC Filing

Rhea-AI Filing Summary

Toast, Inc. (TOST) – Form 144 notice shows insider Brian R. Elworthy plans to sell 1,051 Class A shares via Fidelity Brokerage on or about 4 Aug 2025. At the stated price, the trade is worth $50,843. With roughly 498 million shares outstanding, the proposed sale equals just 0.0002 % of Toast’s float, posing no dilution risk.

The stock was acquired through restricted-stock vesting on 1 Aug 2025, indicating routine compensation monetisation. Nevertheless, Elworthy has already disposed of 305,681 shares over the past three months, realising $13.0 million in gross proceeds (300,000 on 2 Jun 2025 and 5,681 on 2 Jul 2025). While small relative to share count (<0.07 %), the ongoing insider selling could be viewed by investors as a modestly negative sentiment signal.

Positive

• Negligible dilution: 1,051 shares represent only 0.0002 % of Toast’s 498 million shares outstanding.

Negative

• Continued insider selling: 305,681 shares (~$13 m) sold in prior three months may signal weak insider confidence.

Insights

Securities Analyst

TL;DR: Minor sale; sentiment slightly negative but quantitatively immaterial.

Form 144 flags 1,051-share insider disposal worth only $50k. Aggregate insider sales over three months hit 305,681 shares, still under 0.07 % of outstanding stock. From a capital-structure angle the effect is negligible; however, persistent liquidations, especially after recent large June sale, may weigh on sentiment. No operational data accompany this filing, so impact is limited to perceived insider outlook.

Portfolio Manager

TL;DR: Insider activity non-material for float; watch trend for sentiment cues.

The $50k planned sale is a rounding error against Toast’s market cap, so I see no liquidity or valuation impact. Still, cumulative $13 m sold since June by the same executive merits monitoring—continued unloading could cap near-term upside if other insiders follow. I classify the filing as low impact but directionally negative for optics.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	1051	50843.18	498000000	08/04/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A	08/01/2025	Restricted Stock Vesting	Issuer			1051	08/01/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Brian R. Elworthy 333 Summer Street Boston MA 02210	Class A	06/02/2025	300000	12778882.50
Brian R. Elworthy 333 Summer Street Boston MA 02210	Class A	07/02/2025	5681	241968.00

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Toast (TOST) shares are proposed for sale in this Form 144?

The filing covers 1,051 Class A shares.

What is the market value of the planned Toast insider sale?

Approximately $50,843.18 based on the figures provided.

When is the approximate sale date for the 1,051 shares?

The insider intends to sell on or about 08/04/2025.

How many Toast shares has the insider sold in the last three months?

He sold 305,681 shares, generating $13.0 million in gross proceeds.

What percentage of Toast’s outstanding shares does the proposed sale represent?

Roughly 0.0002 % of the 498 million shares outstanding.