Form 4: Toast General Counsel Brian Elworthy Converts Restricted Stock Units to Class A Common Stock
Insider Transaction Report
Toast, Inc.'s General Counsel, Brian R. Elworthy, reported the conversion of Restricted Stock Units (RSUs) into Class A Common Stock, increasing his direct beneficial ownership.
Summary
- Brian R. Elworthy, General Counsel of Toast, Inc. (TOST), reported transactions involving the acquisition of Class A Common Stock and the disposition of Restricted Stock Units (RSUs) on July 1, 2025.
- A total of 11,292 shares of Class A Common Stock were acquired through the conversion of RSUs.
- The acquired shares were broken down into four separate transactions: 1,250 shares, 3,481 shares, 3,989 shares, and 2,572 shares.
- Following these transactions, Brian R. Elworthy's direct beneficial ownership of Class A Common Stock increased to 227,448 shares.
- Indirect beneficial ownership of Class A Common Stock remains at 39,368 shares, held by the Brian R. Elworthy Irrevocable Trust of 2019.
- The RSUs converted on a one-for-one basis into Class A Common Stock upon vesting and settlement.
- Remaining direct beneficial ownership of Restricted Stock Units after these transactions is 24,373, 43,881, and 38,584 units from different vesting schedules.
Sentiment
Score: 6
Explanation: The sentiment is slightly positive as it reflects a routine, pre-scheduled increase in an executive's direct ownership, aligning interests with shareholders, without indicating any negative discretionary actions.
Positives
- The increase in direct beneficial ownership by a key executive, Brian R. Elworthy, aligns his interests further with shareholders.
- The transactions represent the vesting of previously granted equity compensation, indicating the company is fulfilling its compensation commitments.
Future Outlook
The filing indicates future scheduled vesting events for Restricted Stock Units, with some vesting in sixteen equal quarterly installments following April 1, 2023, April 1, 2024, and April 1, 2025.
Industry Context
This Form 4 filing is a routine disclosure of an insider's equity compensation vesting and conversion, which is a common practice across all industries for executive compensation and does not provide specific industry-wide insights.
Related Party Transactions
- Indirect beneficial ownership of 39,368 shares of Class A Common Stock is held by the Brian R. Elworthy Irrevocable Trust of 2019.
Stakeholder Impact
- Shareholders: The increase in direct ownership by a key executive can be viewed positively as it further aligns management's interests with shareholder value.
Next Steps
- Continued vesting of remaining Restricted Stock Units according to their respective schedules.
Key Dates
| Date | Description |
|---|---|
| 07/01/2022 | Initial vesting date for a portion of RSUs (25%), with the remainder vesting in equal quarterly installments over the following three years. |
| 04/01/2023 | Start date for vesting of certain RSUs in sixteen equal quarterly installments. |
| 04/01/2024 | Start date for vesting of certain RSUs in sixteen equal quarterly installments. |
| 04/01/2025 | Start date for vesting of certain RSUs in sixteen equal quarterly installments. |
| 07/01/2025 | Transaction date for the reported RSU conversions to Class A Common Stock. |
| 07/02/2025 | Filing date of the Form 4. |
Keywords
Toast, TOST, Form 4, Insider Transaction, Restricted Stock Units, RSU, Beneficial Ownership, Executive Compensation, Brian R. Elworthy, Class A Common Stock
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