TOST · 4

Toast, Inc.: CRO Exercises and Sells 4,600 Shares for About $165,618 Under a 10b5-1 Plan [[TOST]]

### Executive Summary
Chief Revenue Officer Jonathan Vassil reported 77,424 directly held shares and 84,269 shares held indirectly through a grantor retained annuity trust after the transactions; the filing does not disclose his ownership percentage. He exercised options for 4,600 shares and sold the same number on November 4, 2026, in transactions under a Rule 10b5-1 plan—not a company financing.

### What Happened
Vassil exercised 900 options at $17.38 and 3,700 at $17.33, then sold 4,600 shares at a reported weighted-average price of $36.004, for about $165,618 in gross sale value. The filing reports two remaining option positions totaling 361,231 underlying shares. Net sale proceeds after taxes, fees, or other deductions are not disclosed in filing materials.

Transaction codes on this Form 4: M means exercise or conversion of a derivative security exempted under Rule 16b-3; S means an open-market or private sale. The SEC’s Form 4 instructions define the full standard code set as follows; only M and S appear in this filing’s reported transactions. (sec.gov)

- P — Open-market or private purchase of a non-derivative or derivative security.
- S — Open-market or private sale of a non-derivative or derivative security.
- V — Transaction voluntarily reported earlier than required.
- A — Grant, award, or other acquisition under Rule 16b-3(d).
- D — Disposition to the issuer under Rule 16b-3(e).
- F — Payment of an exercise price or tax liability by delivering or withholding securities in connection with receiving, exercising, or vesting a Rule 16b-3 security.
- I — Discretionary acquisition or disposition under Rule 16b-3(f).
- M — Exercise or conversion of a derivative security exempted under Rule 16b-3.
- C — Conversion of a derivative security.
- E — Expiration of a short derivative position.
- H — Expiration or cancellation of a long derivative position with value received.
- O — Exercise of an out-of-the-money derivative security.
- X — Exercise of an in-the-money or at-the-money derivative security.
- G — Bona fide gift.
- L — Small acquisition under Rule 16a-6.
- W — Acquisition or disposition by will or laws of descent and distribution.
- Z — Deposit into or withdrawal from a voting trust.
- J — Other acquisition or disposition, with an explanation.
- K — Transaction in an equity swap or similar instrument; the instructions say to use it alongside the code that otherwise describes the transaction.
- U — Disposition pursuant to a tender of shares in a change-of-control transaction.

The filing also checks the box indicating Vassil is no longer subject to Section 16 reporting, while noting that Form 4 or Form 5 obligations may continue. The reason for that status change is not disclosed in filing materials.

### Why It Matters
The equal-sized exercise and sale left Vassil’s reported direct share balance at 77,424. The sale price exceeded the option exercise prices, but the filing does not state his net proceeds. Because the sale was reported under a Rule 10b5-1 plan adopted March 13, 2026, the filing gives it a prearranged trading context; it does not establish a change in his view of Toast. The transaction itself does not provide cash to Toast.

### Context & Prior Filing Comparison
A separate, earlier Vassil Form 4 in the supplied context—filed November 4 for transactions dated November 2—also reported 77,424 directly held shares and 84,269 trust-held shares after its transactions. That filing is context, not the target. It reported a separate option position at a different exercise price; the supplied materials do not establish that its derivative balance is directly comparable to the 361,231 options reported here.

### What to Watch Next
- Whether Vassil reports further exercises or sales, and any updates to his direct, trust-held, or option positions.
- Whether further Form 4 or Form 5 filings occur, given the checked box indicating he is no longer subject to Section 16 reporting; the reason for that status change is not disclosed.
- The filing gives no duration or remaining scheduled transactions for the 10b5-1 plan.

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