Toast GC sells 108K shares after option exercise
Toast, Inc. General Counsel Brian R. Elworthy reported multiple transactions in Class A Common Stock.
Rhea-AI Filing Summary
Toast, Inc. General Counsel Brian R. Elworthy reported multiple transactions in Class A Common Stock. He exercised stock options to acquire 54,000 shares at $2.21 per share, then sold a total of 108,000 shares in open-market transactions at weighted average prices of $25.846 and $26.154 per share.
The sales were effected under a pre-arranged Rule 10b5-1 trading plan adopted on February 27, 2026. After these transactions, he held 189,642 shares directly and 39,368 shares indirectly through the Brian R. Elworthy Irrevocable Trust of 2019, indicating a significant sale relative to his remaining direct holdings while retaining a substantial position.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Exercise and sale activity reported; no spread calculated
Exercise and Sale
5 txns
Insider
Elworthy Brian R
Role
General Counsel
Sold
108,000 shs ($2.80M)
Approx. gross sale proceeds
$2.80M
Approx. exercise cost
$119K
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (Right to Buy) | 54,000 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 54,000 | $2.21 | $119K |
| Sale | Class A Common Stock | 92,864 | $25.846 | $2.40M |
| Sale | Class A Common Stock | 15,136 | $26.154 | $396K |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Stock Option (Right to Buy) — 125,755 contracts (Direct);
Class A Common Stock — 189,642 shares (Direct);
Class A Common Stock — 39,368 shares (Indirect, By the Brian R. Elworthy Irrevocable Trust of 2019)
Footnotes (4)
- F1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 27, 2026.
- F2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.105 to $26.10 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this price range set forth in this footnote.
- F3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.11 to $26.24 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this price range set forth in this footnote.
- F4. The shares subject to this option are fully vested and exercisable as of the date hereof.
Key Figures
Shares sold: 108,000 shares
Sale price (weighted avg 1): $25.846 per share
Sale price (weighted avg 2): $26.154 per share
+4 more
7 metrics
Shares sold
108,000 shares
Class A Common Stock open-market sales on May 29, 2026
Sale price (weighted avg 1)
$25.846 per share
Weighted average sale price for one sale tranche
Sale price (weighted avg 2)
$26.154 per share
Weighted average sale price for second sale tranche
Options exercised
54,000 shares
Stock option exercise converting to Class A Common Stock
Option exercise price
$2.21 per share
Strike price of exercised stock options
Direct holdings after
189,642 shares
Direct Class A Common Stock owned post-transaction
Indirect holdings after
39,368 shares
Indirect holding via Brian R. Elworthy Irrevocable Trust of 2019
Key Terms
Rule 10b5-1 trading plan, weighted average price, Stock Option (Right to Buy), Class A Common Stock, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 27, 2026."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The reported price in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Stock Option (Right to Buy) financial
"security_title: Stock Option (Right to Buy)"
Class A Common Stock financial
"security_title: Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Irrevocable Trust financial
"By the Brian R. Elworthy Irrevocable Trust of 2019"
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
FAQ
What insider transactions did Toast (TOST) General Counsel Brian Elworthy report?
Brian Elworthy reported exercising stock options for 54,000 Toast Class A shares at $2.21 each and selling 108,000 shares in open-market transactions. These trades combined option exercise with share sales while leaving him with a sizable remaining stake.
How many Toast (TOST) stock options did Brian Elworthy exercise and at what strike price?
He exercised options covering 54,000 shares of Toast Class A Common Stock at a strike price of $2.21 per share. A footnote states these option shares were fully vested and exercisable as of the transaction date.
Were Brian Elworthy’s Toast (TOST) stock sales under a Rule 10b5-1 plan?
Yes. A footnote states the stock sale transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on February 27, 2026. Such plans pre-schedule trades, making the timing more routine and less discretionary.
AI-generated analysis. How Rhea-AI works. Not financial advice.
