[Form 4] Toast, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Toast, Inc. (NYSE: TOST) – Form 4 filing dated 07/07/2025

CEO and Director Aman Narang reported the sale of 13,829 Class A shares on 07/02/2025 at an average price of $42.592, generating proceeds of roughly $0.59 million. The Form 4 states the sale was solely to satisfy tax-withholding obligations stemming from the vesting and settlement of restricted stock units (RSUs) and is therefore classified as a non-discretionary transaction (Code “S”).

Following the transaction, Mr. Narang’s direct Class A holdings stand at 302,498 shares. He also continues to own 18,912,840 Class B shares, each of which is convertible 1-for-1 into Class A shares, underscoring his substantial ongoing economic stake and voting control.

• No derivative security transactions were reported.
• The filing was executed by attorney-in-fact Xing Yan on 07/07/2025.

Given the small size of the sale relative to Mr. Narang’s total ownership and its stated tax purpose, the market impact is expected to be immaterial.

Positive

• High insider ownership maintained: CEO still controls 18.9 million Class B shares, reinforcing alignment with shareholders.

Negative

• Insider shares sold: Even though tax-related, any insider selling can be perceived as a modestly negative sentiment indicator.

Insights

Corporate Governance Analyst

TL;DR: Small, tax-related sale; CEO retains overwhelming stake—neutral governance signal.

The 13.8k-share sale equals <1% of Mr. Narang’s combined Class A and Class B position and was executed under a standard tax-withholding arrangement linked to RSU vesting. Such mechanical sales neither weaken insider alignment nor meaningfully change float dynamics. With 18.9 million Class B shares outstanding to the insider, voting control and long-term commitment remain intact. Investors are unlikely to view this as a bearish indicator.

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
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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^*

Narang Aman

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

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
Class A Common Stock	07/02/2025		S(1)		13,829	D	$42.592	302,498	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

Explanation of Responses:

1. Represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs, and does not represent a discretionary trade by the Reporting Person.

Remarks:

As of the date of this Form 4, the Reporting Person also owns 18,912,840 shares of Class B common stock of the Issuer. Each Class B common stock is convertible at any time into one share of the Class A common stock of the Issuer.

	/s/ Xing Yan as Attorney-in-Fact for Aman Narang	07/07/2025
	** 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).
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

How many Toast (TOST) shares did CEO Aman Narang sell?

He sold 13,829 Class A shares on 07/02/2025.

What price were the Toast shares sold for?

The shares were sold at an average price of $42.592.

Why did the CEO sell Toast shares?

The sale was solely to cover tax-withholding obligations tied to RSU vesting, per the Form 4 explanation.

How many Toast shares does the CEO still own after the sale?

He directly owns 302,498 Class A shares and 18,912,840 Class B shares after the transaction.

Does this insider sale materially impact Toast’s share count?

No. The sale represents a minor fraction of outstanding shares and is not expected to affect the share count or voting control.