Toast, Inc. — Director's Dealing 2021

Sep 28, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Toast, Inc. (TOST)
CIK: 0001650164
Period of Report: 2021-09-24

Reporting Person: Fredette Stephen (Director, Co-President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-24	Common Stock	J	23653040	—	Disposed	0	Direct
2021-09-24	Common Stock	J	6833335	—	Disposed	0	Indirect
2021-09-24	Common Stock	J	2000000	—	Disposed	0	Indirect
2021-09-24	Common Stock	J	750000	—	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-24	Class B Common Stock	$	J	23653040	Acquired		Class A Common Stock (23653040)	Direct
2021-09-24	Class B Common Stock	$	J	6833335	Acquired		Class A Common Stock (6833335)	Indirect
2021-09-24	Class B Common Stock	$	J	2000000	Acquired		Class A Common Stock (2000000)	Indirect
2021-09-24	Class B Common Stock	$	J	750000	Acquired		Class A Common Stock (750000)	Indirect
2021-09-24	Stock Option (Right to Buy)	$15.27	J	75000	Disposed	2031-03-22	Common Stock (75000)	Direct
2021-09-24	Stock Option (Right to Buy)	$15.27	J	75000	Acquired	2031-03-22	Class B Common Stock (75000)	Direct
2021-09-24	Restricted Stock Units	$	J	25000	Disposed	2028-03-22	Common Stock (25000)	Direct
2021-09-24	Restricted Stock Units	$	J	25000	Acquired	2028-03-22	Class B Common Stock (25000)	Direct

Footnotes

F1: Immediately prior to the completion of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.

F2: Each outstanding share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder or automatically upon the occurrence of other events set forth in the Issuer's certificate of incorporation.

F3: Shares held by the SHFA 2021 Nominee Trust.

F4: Shares held by the SHFA Family Trust.

F5: Shares held by the Fredette Family Nominee Trust.

F6: The shares subject to this option shall vest in twenty equal quarterly installments over five years following March 22, 2021.

F7: The Restricted Stock Units ("RSUs") convert into Class B Common Stock on a one-for-one basis upon vesting and settlement.

F8: The RSUs shall vest as follows: 25% on April 1, 2022, with the remainder vesting in equal quarterly installments over the following three years.