STOCK TITAN

Toast (TOST) president logs RSU vesting and tax-driven share sale

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Toast, Inc. president Stephen Fredette reported routine equity compensation activity tied to restricted stock units. On April 1, 2026, RSUs covering a total of 15,207 shares of Class A Common Stock vested and were converted into shares at a $0.00 exercise price on a one-for-one basis.

On April 2, 2026, 7,289 shares of Class A Common Stock were sold at $26.187 per share to cover tax withholding obligations related to this RSU vesting, which the filing notes was not a discretionary trade. After these transactions, Fredette directly owned 920,985 shares of Class A Common Stock. The RSU awards are scheduled to vest in sixteen equal quarterly installments following April 1, 2023, April 1, 2024, and April 1, 2025.

Positive

  • None.

Negative

  • None.
Insider Fredette Stephen
Role President
Sold 7,289 shs ($191K)
Type Security Shares Price Value
Sale Class A Common Stock 7,289 $26.187 $191K
Exercise Restricted Stock Units 5,698 $0.00 --
Exercise Restricted Stock Units 5,651 $0.00 --
Exercise Restricted Stock Units 3,858 $0.00 --
Exercise Class A Common Stock 5,698 $0.00 --
Exercise Class A Common Stock 5,651 $0.00 --
Exercise Class A Common Stock 3,858 $0.00 --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 920,985 shares (Direct); Restricted Stock Units — 22,790 shares (Direct); Class A Common Stock — 66,896 shares (Indirect, By the Fredette Family Nominee Trust)
Footnotes (1)
  1. The Restricted Stock Units ("RSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement. 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. 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.
Shares sold for taxes 7,289 shares Class A Common Stock sale on April 2, 2026 to cover tax withholding
Sale price per share $26.187 per share Price for 7,289 Toast Class A shares sold
Direct holdings after transactions 920,985 shares Toast Class A Common Stock directly owned after April 2026 transactions
RSUs converted 15,207 units Restricted Stock Units converting one-for-one into Class A shares on April 1, 2026
RSU exercise price $0.00 Conversion price for RSUs into Class A Common Stock
Indirect holding – Fredette Family Nominee Trust 66,896 shares Class A Common Stock held indirectly through Fredette Family Nominee Trust
Indirect holding – SHFA 2021 Nominee Trust 1,718,029 shares Class A Common Stock held indirectly through SHFA 2021 Nominee Trust
Indirect holding – SHFA Family Trust 224,853 shares Class A Common Stock held indirectly through SHFA Family Trust
Restricted Stock Units ("RSUs") financial
"The Restricted Stock Units ("RSUs") convert into Class A Common Stock on a one-for-one basis"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
tax withholding obligations financial
"Represents shares required to be sold by the Reporting Person to cover tax withholding obligations"
one-for-one basis financial
"RSUs convert into Class A Common Stock on a one-for-one basis upon vesting and settlement"
quarterly installments financial
"The RSUs shall vest in sixteen equal quarterly installments following April 1, 2023"
derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
SEC Form 4
FORM 4UNITED 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*
Fredette Stephen

(Last)(First)(Middle)
TOAST, INC.
333 SUMMER STREET

(Street)
BOSTON MASSACHUSETTS 02210

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Toast, Inc. [ TOST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/01/2026M5,698A(1)918,765D
Class A Common Stock04/01/2026M5,651A(1)924,416D
Class A Common Stock04/01/2026M3,858A(1)928,274D
Class A Common Stock04/02/2026S(2)7,289D$26.187920,985D
Class A Common Stock66,896IBy the Fredette Family Nominee Trust
Class A Common Stock1,718,029IBy the SHFA 2021 Nominee Trust
Class A Common Stock224,853IBy the SHFA Family Trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)04/01/2026M5,698 (3) (3)Class A Common Stock5,698$022,790D
Restricted Stock Units(1)04/01/2026M5,651 (4) (4)Class A Common Stock5,651$045,211D
Restricted Stock Units(1)04/01/2026M3,858 (5) (5)Class A Common Stock3,858$046,302D
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. 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.
3. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2023.
4. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2024.
5. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2025.
Remarks:
As of the date of this Form 4, the Reporting Person also owns an aggregate of 25,722,670 shares of the Class B common stock of the Issuer. Each share of 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 Stephen Fredette04/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Toast (TOST) president Stephen Fredette report?

Stephen Fredette reported RSU vesting and a related share sale. RSUs for 15,207 shares of Toast Class A Common Stock vested and converted, and 7,289 shares were sold to satisfy tax withholding obligations tied to that vesting.

How many Toast (TOST) shares did Stephen Fredette sell and at what price?

He sold 7,289 shares of Toast Class A Common Stock at $26.187 per share. The filing states these shares were required to be sold to cover tax withholding obligations from RSU vesting, rather than representing a discretionary market trade.

How many Toast (TOST) shares does Stephen Fredette hold after the reported Form 4 transactions?

Following the reported transactions, Stephen Fredette directly owned 920,985 shares of Toast Class A Common Stock. The filing also lists additional indirect holdings held through various family trusts, separate from his direct ownership position.

What restricted stock unit (RSU) activity did Toast (TOST) disclose for Stephen Fredette?

RSUs covering 15,207 shares vested and converted into Class A Common Stock at a $0.00 exercise price on April 1, 2026. The RSUs convert one-for-one into Class A shares upon vesting and settlement, according to the accompanying footnote disclosure.

Why did Stephen Fredette’s Toast (TOST) Form 4 show a stock sale coded as an open-market transaction?

Although coded as a sale, a footnote explains the 7,289 shares were sold to cover tax withholding obligations from RSU vesting. The filing specifies this sale did not represent a discretionary trade by Stephen Fredette in the open market.

How do Stephen Fredette’s Toast (TOST) RSUs vest over time?

The RSUs vest in sixteen equal quarterly installments following specific grant dates. One award vests after April 1, 2023, another after April 1, 2024, and a third after April 1, 2025, providing a structured, multi-year vesting schedule.
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15.59B
484.41M
Software - Infrastructure
Services-computer Processing & Data Preparation
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United States
BOSTON