Toast (TOST) general counsel details RSU vesting and holdings in Form 4

Rhea-AI Filing Summary

Toast, Inc. reported that its General Counsel, a company officer, filed a Form 4 disclosing the vesting and settlement of Restricted Stock Units (RSUs) into Class A common stock. On 01/01/2026, RSUs representing 3,482, 3,989, and 2,572 shares converted on a one-for-one basis into Class A common stock.

Following these transactions, the officer beneficially owned 239,060 shares of Class A common stock directly and 39,368 shares indirectly through the Brian R. Elworthy Irrevocable Trust of 2019. The filing also shows remaining RSU awards of 17,409, 35,903, and 33,440 units that continue to vest in sixteen equal quarterly installments beginning on April 1 of 2023, 2024, and 2025, respectively.

Insider Trade Summary

10,043 shares exercised/converted

Mixed 7 txns

Insider Elworthy Brian R

Role General Counsel

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	3,482	$0.00	--
Exercise	Restricted Stock Units	3,989	$0.00	--
Exercise	Restricted Stock Units	2,572	$0.00	--
Exercise	Class A Common Stock	3,482	$0.00	--
Exercise	Class A Common Stock	3,989	$0.00	--
Exercise	Class A Common Stock	2,572	$0.00	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 17,409 shares (Direct); Class A Common Stock — 232,499 shares (Direct); Class A Common Stock — 39,368 shares (Indirect, By the Brian R. Elworthy Irrevocable Trust of 2019)

Footnotes (1)

1. The Restricted Stock Units ("RSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2023. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2024. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2025.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Elworthy Brian R

(Last) (First) (Middle)

TOAST, INC.

333 SUMMER STREET

(Street)

BOSTON MA 02210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Toast, Inc. [ TOST ]

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

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

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

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
Class A Common Stock	01/01/2026		M		3,482	A	(1)	232,499	D
Class A Common Stock	01/01/2026		M		3,989	A	(1)	236,488	D
Class A Common Stock	01/01/2026		M		2,572	A	(1)	239,060	D
Class A Common Stock								39,368	I	By the Brian R. Elworthy Irrevocable Trust of 2019

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	(1)	01/01/2026		M			3,482	(2)	(2)	Class A Common Stock	3,482	$0	17,409	D
Restricted Stock Units	(1)	01/01/2026		M			3,989	(3)	(3)	Class A Common Stock	3,989	$0	35,903	D
Restricted Stock Units	(1)	01/01/2026		M			2,572	(4)	(4)	Class A Common Stock	2,572	$0	33,440	D

Explanation of Responses:

1. The Restricted Stock Units ("RSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement.

2. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2023.

3. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2024.

4. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2025.

Remarks:

	/s/ Monica Kleinman as Attorney-in-Fact for Brian R. Elworthy	01/05/2026
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Toast (TOST) disclose in this Form 4?

The General Counsel of Toast, Inc. reported the vesting and settlement of Restricted Stock Units (RSUs) into Class A common stock on 01/01/2026, with multiple RSU tranches converting into shares on a one-for-one basis.

How many Toast (TOST) RSUs converted to Class A common stock?

On 01/01/2026, RSUs corresponding to 3,482, 3,989, and 2,572 shares of Toast Class A common stock vested and converted on a one-for-one basis into Class A shares.

How many Toast (TOST) shares does the reporting person own after the transactions?

After the reported transactions, the General Counsel beneficially owned 239,060 Class A common shares directly and 39,368 Class A common shares indirectly through the Brian R. Elworthy Irrevocable Trust of 2019.

What RSU balances remain outstanding for the Toast (TOST) officer?

The filing shows remaining RSU awards of 17,409, 35,903, and 33,440 units, each tied to separate grants that continue to vest in sixteen equal quarterly installments following April 1 of 2023, 2024, and 2025, respectively.

How do the Toast (TOST) RSUs convert into Class A common stock?

The Restricted Stock Units (RSUs) convert into Toast Class A common stock on a one-for-one basis upon vesting and settlement, meaning each vested RSU delivers one share of Class A common stock.

What is the relationship of the reporting person to Toast (TOST)?

The reporting person is an officer of Toast, Inc., serving as General Counsel, and filed this Form 4 as an individual reporting person.