DEF: Toast, Inc. Announces Details for 2025 Annual Stockholders Meeting
Proxy Statement
Toast, Inc. sets date and agenda for its 2025 Annual Meeting of Stockholders, focusing on director elections, auditor ratification, and executive compensation.
Summary
- Toast, Inc. will hold its 2025 Annual Meeting of Stockholders virtually on June 13, 2025.
- Stockholders will vote on the election of Paul Bell and Hilarie Koplow-McAdams as Class I Directors, the ratification of Ernst & Young LLP as the independent auditor, and an advisory vote on executive compensation.
- The Board of Directors recommends voting FOR the director nominees, FOR the auditor ratification, and FOR the approval of executive compensation.
- The record date for determining stockholders eligible to vote is April 15, 2025.
- The proxy materials are available online, and stockholders can vote online, by phone, or by mail.
Sentiment
Score: 7
Explanation: The document is a standard proxy statement, which is generally neutral in tone. It provides information about the upcoming annual meeting and the matters to be voted on. The Board's recommendations are positive, but the overall sentiment is informational.
Positives
- The Board recommends voting FOR all proposals.
- Stockholders can access proxy materials and vote online at www.proxyvote.com.
Future Outlook
The document outlines the matters to be voted on at the 2025 Annual Meeting, including the election of directors, ratification of the auditor, and executive compensation, providing a glimpse into the company's governance and future direction.
Management Comments
- Aman Narang, Chief Executive Officer, expresses gratitude for stockholders' ongoing support and interest in Toast.
Industry Context
This announcement is a standard part of corporate governance, ensuring shareholders have a voice in key decisions. The virtual meeting format reflects a broader trend towards accessibility and cost-effectiveness.
Comparison to Industry Standards
- The proxy statement follows standard SEC guidelines for disclosing executive compensation, director nominations, and related matters.
- The virtual meeting format is increasingly common among public companies to enhance accessibility and reduce costs.
- The use of independent directors on key committees aligns with best practices in corporate governance.
- The company's engagement of Ernst & Young LLP as its independent registered public accounting firm is a common practice among publicly traded companies.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| CEO | Christopher P. Comparato | Aman Narang | 2024-01-01 | Promotion |
Related Party Transactions
- Timothy Fredette, brother of Stephen Fredette, our President, Co-Founder, and a Director of the Company, was a non-executive employee of the Company in 2024.
- In 2024, Timothy Fredette earned cash compensation of $266,814.
- Timothy Fredette was also eligible to participate in our employee benefit plans on the same basis as our other employees, including our 401(k) plan, employee stock purchase plan and our health and welfare plans and is paid compensation commensurate with other employees in similar positions.
Stakeholder Impact
- Stockholders are invited to participate in the Annual Meeting and vote on key proposals.
- The outcome of the votes will influence the composition of the Board and the company's governance practices.
- Executive compensation decisions impact the alignment of management's interests with those of the stockholders.
Next Steps
- Stockholders should review the proxy materials and vote on the proposals.
- Attend the virtual Annual Meeting on June 13, 2025, to participate and vote.
- Monitor the company's website for updates and announcements.
Key Dates
| Date | Description |
|---|---|
| 2011-12-01 | Stephen Fredette was our Chief Executive Officer from December 2011 to February 2015. |
| 2011-12-01 | Aman Narang also served as a member of our Board from December 2011 to December 2015 and from June 2017 to June 2018. |
| 2012-12-01 | Aman Narang was our Co-President between December 2012 and December 2023. |
| 2013-07-01 | Paul Bell has been an Operating Partner at Lead Edge Capital since July 2013. |
| 2013-12-01 | Hilarie Koplow-McAdams worked at New Relic, Inc., where she served as Chief Revenue Officer from December 2013 to September 2015. |
| 2014-08-01 | Mark Hawkins served as the Executive Vice President and Chief Financial Officer at Salesforce between August 2014 and 2017. |
| 2014-05-01 | Susan Chapman-Hughes served on the board of directors of Potbelly Corporation from May 2014 to June 2020. |
| 2014-07-01 | Brian Elworthy was Assistant General Counsel at inVentiv Health Inc., now Syneos Health, Inc., from July 2014 to November 2016. |
| 2015-04-01 | Deval L. Patrick previously founded and, from April 2015 to December 2019, served as Managing Partner of the Double Impact Fund, an investment fund focused on delivering competitive financial returns and positive social impact. |
| 2015-02-01 | Christopher P. Comparato was our Chief Executive Officer between February 2015 and December 2023. |
| 2015-12-01 | Kent Bennett has been a member of our Board since December 2015. |
| 2015-10-01 | Hilarie Koplow-McAdams worked at New Relic, Inc., where she served as President from October 2015 to April 2017. |
| 2016-05-01 | Elena Gomez served as the Chief Financial Officer of Zendesk, Inc., a global customer service software company, from May 2016 to May 2021. |
| 2016-04-01 | Mark Hawkins served as a board member of SecureWorks Inc. from April 2016 until its acquisition by Sophos, Inc. in February 2025. |
| 2016-12-01 | Hilarie Koplow-McAdams has served on the board of directors of Tableau Software, Inc. from December 2016 until it was acquired by Salesforce.com, Inc. in August 2019. |
| 2016-11-01 | Brian Elworthy has been our General Counsel since November 2016 and our Secretary since August 2021. |
| 2017-06-01 | Paul Bell has been a member of our Board since June 2017. |
| 2017-08-01 | Mark Hawkins served as the President and Chief Financial Officer from August 2017 to February 2021. |
| 2017-08-01 | Jonathan Vassil led the Companys Sales and Onboarding organizations from August 2017 until January 2022. |
| 2017-09-01 | Hilarie Koplow-McAdams has served on the board of directors of Zendesk, Inc. since September 2017 and continues to serve as a director following its acquisition in November 2022. |
| 2017-12-01 | Hilarie Koplow-McAdams has been a Venture Partner at New Enterprise Associates since December 2017. |
| 2018-02-01 | Susan Chapman-Hughes was the Executive Vice President, Global Head of Digital Capabilities, Transformation and Operations of The American Express Company from February 2018 to February 2021. |
| 2018-10-01 | Elena Gomez has served on the boards of directors of PagerDuty, Inc., a SaaS incident response platform provider, since October 2018. |
| 2019-03-01 | David Yuan has been a member of our Board since March 2019. |
| 2020-04-01 | Mark Hawkins has been a member of our Board since April 2020, Chairperson of the Board since January 2024, and the Lead Independent Director of our Board between November 2021 and December 2023. |
| 2020-08-01 | Susan Chapman-Hughes has served on the board of directors of The J.M. Smucker Company since August 2020. |
| 2020-05-01 | Hilarie Koplow-McAdams has been a Trustee of the University of Chicago since May 2020. |
| 2021-02-01 | Susan E. Chapman-Hughes has been a member of our Board since February 2021. |
| 2021-02-01 | Deval L. Patrick has been a member of our Board since February 2021. |
| 2021-01-01 | Deval L. Patrick has served on the boards of directors of Twilio Inc., a cloud communications developer platform, since January 2021. |
| 2021-05-01 | Elena Gomez has been our Chief Financial Officer since May 2021 and our President since February 2025. |
| 2021-06-01 | Aman Narang was our Chief Operating Officer between June 2021 and December 2023. |
| 2021-08-01 | Stephen Fredette has been a member of our Board since August 2021. |
| 2021-08-01 | Brian Elworthy has been our Secretary since August 2021. |
| 2021-11-01 | Mark Hawkins was the Lead Independent Director of our Board between November 2021 and December 2023. |
| 2021-11-01 | Hilarie Koplow-McAdams has been a member of our Board since November 2021. |
| 2022-01-01 | Jonathan Vassil has been our Chief Revenue Officer since January 2022. |
| 2022-02-01 | Deval L. Patrick has been a professor of the practice of public leadership and a co-director of the Center for Public Leadership at Harvard Kennedy School since February 2022. |
| 2022-06-01 | Mark Hawkins has served on the board of directors of Cloudflare, Inc. since June 2022. |
| 2023-02-01 | Mark Hawkins has served on the board of directors of Workday, Inc. since February 2023. |
| 2024-01-01 | Mark Hawkins has been Chairperson of the Board since January 2024. |
| 2024-01-01 | Aman Narang has been our Chief Executive Officer since January 2024. |
| 2024-01-01 | Stephen Fredette is our President since January 2024. |
| 2025-02-01 | Elena Gomez has been our President since February 2025. |
| 2025-04-15 | Record date for the Annual Meeting. |
| 2025-04-24 | Expected mailing date of the Notice of Internet Availability of Proxy Materials. |
| 2025-06-13 | Date of the 2025 Annual Meeting of Stockholders. |
| 2025-12-31 | Fiscal year ending date for which Ernst & Young LLP is being considered as the independent registered public accounting firm. |
| 2025-12-25 | Deadline for stockholders to submit proposals for inclusion in the 2026 proxy statement. |
| 2026-02-13 | Earliest date for stockholders to submit notice of proposals for the 2026 annual meeting (outside of proxy materials). |
| 2026-03-15 | Latest date for stockholders to submit notice of proposals for the 2026 annual meeting (outside of proxy materials). |
| 2028 | End of term for Class I directors elected at the 2025 Annual Meeting. |
Keywords
Annual Meeting, Proxy Statement, Stockholders, Directors, Executive Compensation, Ernst & Young, Voting, Toast, Inc.
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