Elworthy Brian R 4

What Happened
Brian R. Elworthy, General Counsel of Toast, Inc. (TOST), reported the vesting/conversion of 2,152 restricted stock units (RSUs) into Class A common stock on February 1, 2026. The filing shows an acquisition/conversion of 2,152 shares (price listed as N/A) and a concurrent disposition of 2,152 shares at $0.00 (total reported proceeds $0). This is not an open-market purchase or sale; it reflects RSU vesting and conversion into shares.

Key Details

• Transaction date: 2026-02-01; Form 4 filed: 2026-02-03 (timely filing).
• Acquired: 2,152 shares via exercise/conversion (code M), price reported as N/A.
• Disposed: 2,152 shares via exercise/conversion (code M), price $0.00, proceeds $0.
• Shares owned after transaction: Not reported in the supplied data.
• Relevant footnotes:
  • F1: RSUs convert one-for-one into Class A common stock upon vesting.
  • F2: These RSUs vest in 16 equal quarterly installments following Feb 1, 2022.
• The filing does not explicitly state the reason for the $0 disposition in the provided footnotes.

Context
RSU conversions (derivative code M) occur when restricted stock units vest and are settled in shares. A simultaneous disposition at $0 is commonly used to report shares withheld to cover tax withholding or other settlement mechanics, though the supplied footnotes do not explicitly state withholding here. These transactions are routine for employees receiving vested equity and do not on their own indicate a buy or sell signal from the insider.