Toast President Stephen Fredette Sells $275K in Shares for Tax Withholding

Overview & Context

On October 5, 2026, Stephen Fredette, President and Director of Toast, Inc. ($TOST), filed a Form 4 reporting transactions that occurred on October 1 and October 2, 2026. The filing reflects quarterly vesting of Restricted Stock Units (RSUs) and an associated mandatory sell-to-cover disposition to fulfill tax withholding obligations.

Transaction Breakdown

• RSU Settlements (October 1, 2026):
  • Four separate tranches of RSUs vested and settled for a combined total of 19,611 shares of Class A Common Stock (5,698 + 5,652 + 3,858 + 4,403 shares) at $0 conversion price.
• Sell-to-Cover Disposition (October 2, 2026):
  • Shares Sold: 9,368 shares of Class A Common Stock
  • Price Per Share: $29.354
  • Gross Value: $274,988.27
  • Nature: Required statutory sale to cover tax withholding obligations resulting from RSU vesting, rather than a discretionary market sale.

Ownership Structure Post-Transaction

Following these transactions, Stephen Fredette retains significant equity ownership in Toast, Inc.:

• Direct Ownership: 941,692 shares of Class A Common Stock.
• Indirect Ownership: 2,009,778 shares of Class A Common Stock held across family trusts (66,896 shares via the Fredette Family Nominee Trust, 1,718,029 shares via the SHFA 2021 Nominee Trust, and 224,853 shares via the SHFA Family Trust).
• Class B Common Stock: An additional aggregate of 25,722,670 shares of Class B Common Stock (convertible 1-for-1 into Class A Common Stock).

Trading Significance

This transaction carries Low significance. It was an automated sell-to-cover transaction executed solely to satisfy tax withholding requirements tied to routine equity incentive vesting schedule, and Fredette retains a massive multi-million-share stake in the company.