Toast CEO sells shares to cover RSU taxes

Toast, Inc. CEO Aman Narang reported routine equity compensation activity and a related tax sale of company stock.

Rhea-AI Filing Summary

Toast, Inc. CEO Aman Narang reported routine equity compensation activity and a related tax sale of company stock. On July 2, 2026, he sold 14,365 shares of Class A Common Stock at $28.849 per share, with a footnote stating the sale was required to cover tax withholding obligations from Restricted Stock Unit (RSU) vesting and was not a discretionary trade.

On July 1, 2026, a total of 30,803 RSUs converted into Class A Common Stock at a $0.00 exercise price on a one-for-one basis. Following these direct transactions, Narang held 70,451 Class A shares directly, in addition to indirect holdings through entities such as Starlight 2026 Trust LLC, The Narang Family Trust, and Starlight 2026 Charitable Remainder Trust.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 12 txns

Insider Narang Aman

Role CEO

Sold 14,365 shs ($414K)

Approx. gross sale proceeds $414K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	14,365	$28.849	$414K
Exercise	Restricted Stock Units	6,330	$0.00	$0.00
Exercise	Restricted Stock Units	12,597	$0.00	$0.00
Exercise	Restricted Stock Units	8,574	$0.00	$0.00
Exercise	Restricted Stock Units	3,302	$0.00	$0.00
Exercise	Class A Common Stock	6,330	$0.00	$0.00
Exercise	Class A Common Stock	12,597	$0.00	$0.00
Exercise	Class A Common Stock	8,574	$0.00	$0.00
Exercise	Class A Common Stock	3,302	$0.00	$0.00
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 251,029 contracts (Direct); Class A Common Stock — 70,451 shares (Direct); Class A Common Stock — 300,000 shares (Indirect, Starlight 2026 Charitable Remainder Trust); Class A Common Stock — 200,000 shares (Indirect, The Narang Family Trust); Class A Common Stock — 100,750 shares (Indirect, Starlight 2026 Trust LLC)

Footnotes (6)

1. F1. The Restricted Stock Units ("RSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement.
2. F2. 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. F3. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2023.
4. F4. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2024.
5. F5. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2025.
6. F6. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2026.

Key Figures

Shares sold: 14,365 shares Sale price per share: $28.849 per share RSUs converted: 30,803 RSUs +4 more

7 metrics

Shares sold 14,365 shares Class A Common Stock sold on July 2, 2026 at $28.849 to cover tax withholding

Sale price per share $28.849 per share Price for 14,365 Class A shares sold on July 2, 2026

RSUs converted 30,803 RSUs Restricted Stock Units converting into Class A Common Stock on July 1, 2026

Direct shares after transactions 70,451 shares Direct Class A Common Stock holdings following reported transactions

Indirect holding – Starlight 2026 Trust LLC 100,750 shares Class A Common Stock held indirectly through Starlight 2026 Trust LLC as of July 1, 2026

Indirect holding – Narang Family Trust 200,000 shares Class A Common Stock held indirectly through The Narang Family Trust as of July 1, 2026

Indirect holding – Charitable Remainder Trust 300,000 shares Class A Common Stock held indirectly through Starlight 2026 Charitable Remainder Trust as of July 1, 2026

Key Terms

Restricted Stock Units, tax withholding obligations, Class A Common Stock, charitable remainder trust, +1 more

5 terms

Restricted Stock Units financial

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

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"Represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs"

Class A Common Stock financial

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

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.

charitable remainder trust financial

"Starlight 2026 Charitable Remainder Trust"

quarterly installments financial

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

FAQ

What insider transactions did Toast (TOST) CEO Aman Narang report?

Toast CEO Aman Narang reported RSU vesting that converted 30,803 Restricted Stock Units into Class A Common Stock and a related sale of 14,365 shares. The sale was identified as covering tax withholding obligations tied to the RSU vesting rather than a discretionary stock trade.

At what price did the Toast (TOST) CEO sell Class A shares?

Aman Narang sold 14,365 shares of Toast Class A Common Stock at an average price of $28.849 per share. According to the filing footnote, these shares were sold specifically to satisfy tax withholding obligations arising from the vesting and settlement of Restricted Stock Units.

How many Toast (TOST) shares does the CEO hold directly after these transactions?

After the reported transactions, Aman Narang directly held 70,451 shares of Toast Class A Common Stock. This direct position reflects the impact of both the RSU conversions into stock and the sale of 14,365 shares executed to fund associated tax withholding obligations.

Were the Toast (TOST) CEO’s share sales discretionary trades?

The filing states the reported sale of 14,365 Toast shares was required to cover tax withholding obligations tied to RSU vesting. It explicitly notes that this activity does not represent a discretionary trade by Aman Narang, indicating the sale was mechanically driven by tax requirements.

How do Toast (TOST) RSUs convert into Class A Common Stock for the CEO?

The filing explains that Toast Restricted Stock Units held by Aman Narang convert into Class A Common Stock on a one-for-one basis upon vesting and settlement. Several RSU grants vest in sixteen equal quarterly installments following April 1 of 2023, 2024, 2025, and 2026, respectively.

What indirect Toast (TOST) holdings are associated with the CEO?

In addition to direct holdings, the filing lists indirect ownership entries for Aman Narang through Starlight 2026 Trust LLC, The Narang Family Trust, and Starlight 2026 Charitable Remainder Trust, with each entity shown holding Toast Class A Common Stock as of July 1, 2026.

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Accepted by SEC EDGAR 07/06/2026 - 04:42 PM Learn about SEC filing dates

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^*

Narang Aman

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/01/2026		M		6,330	A	(1)	60,343	D
Class A Common Stock	07/01/2026		M		12,597	A	(1)	72,940	D
Class A Common Stock	07/01/2026		M		8,574	A	(1)	81,514	D
Class A Common Stock	07/01/2026		M		3,302	A	(1)	84,816	D
Class A Common Stock	07/02/2026		S(2)		14,365	D	$28.849	70,451	D
Class A Common Stock								300,000	I	Starlight 2026 Charitable Remainder Trust
Class A Common Stock								200,000	I	The Narang Family Trust
Class A Common Stock								100,750	I	Starlight 2026 Trust LLC

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)	07/01/2026		M			6,330	(3)	(3)	Class A Common Stock	6,330	$0	18,992	D
Restricted Stock Units	(1)	07/01/2026		M			12,597	(4)	(4)	Class A Common Stock	12,597	$0	88,182	D
Restricted Stock Units	(1)	07/01/2026		M			8,574	(5)	(5)	Class A Common Stock	8,574	$0	94,318	D
Restricted Stock Units	(1)	07/01/2026		M			3,302	(6)	(6)	Class A Common Stock	3,302	$0	49,537	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. 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.

6. The RSUs shall vest in sixteen equal quarterly installments following April 1, 2026.

Remarks:

As of the date of this Form 4, the Reporting Person also owns 18,612,840 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	07/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)