Aman Narang - Sep 21, 2021 Form 3 Insider Report for Toast, Inc. (TOST)

Signature
/s/ Brian R. Elworthy, as Attorney-in-Fact
Stock symbol
TOST
Transactions as of
Sep 21, 2021
Transactions value $
$0
Form type
3
Date filed
9/21/2021, 08:30 PM
Next filing
Sep 27, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding TOST Common Stock 23.8M Sep 21, 2021 Direct F1
holding TOST Common Stock 200K Sep 21, 2021 See footnote F1, F2
holding TOST Common Stock 93.7K Sep 21, 2021 See footnote F1, F3
holding TOST Common Stock 65.7K Sep 21, 2021 See footnote F1, F4
holding TOST Common Stock 65.7K Sep 21, 2021 See footnote F1, F5
holding TOST Common Stock 17.7K Sep 21, 2021 See footnote F1, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding TOST Stock Option (Right to Buy) Sep 21, 2021 Common Stock 1.66M $1.52 Direct F1, F7
holding TOST Stock Option (Right to Buy) Sep 21, 2021 Common Stock 1.43M $1.52 Direct F1, F8
holding TOST Stock Option (Right to Buy) Sep 21, 2021 Common Stock 75K $15.27 Direct F1, F9
holding TOST Restricted Stock Units Sep 21, 2021 Common Stock 25K Direct F1, F10, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediately prior to the completion of the Issuer's initial public offering, each share of Common Stock shall be reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each outstanding share of Class B Common Stock will be 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.
F2 Shares held by the Narang Family Irrevocable Trust FBO Fitzgerald Family.
F3 Shares held by the Narang Family Irrevocable Trust FBO Varun Narang.
F4 Shares held by the Narang Family Irrevocable Trust FBO Lia Narang.
F5 Shares held by the Narang Family Irrevocable Trust FBO Noah Narang.
F6 Shares held by the Narang Family Irrevocable Trust FBO Vijay and Madhu Narang.
F7 The option was originally granted for 3,325,000 shares, of which 1,662,500 shares were early exercised. The shares subject to this option vest as follows: 207,810 shares vest on October 1, 2021, 207,815 shares vest on January 1, 2022, 207,810 shares vest on April 1, 2022, 207,815 shares vest on July 1, 2022, 207,810 shares vest on October 1, 2022, 207,815 shares vest on January 1, 2023, 207,810 shares vest on April 1, 2023, and 207,815 shares vest on July 1, 2023.
F8 The shares subject to this option based on the attainment of certain market-based performance criteria.
F9 The shares subject to this option shall vest in twenty equal quarterly installments over five years following March 22, 2021.
F10 The Restricted Stock Units ("RSUs") shall vest as follows: 25% shall vest on April 1, 2022, with the remainder vesting in equal quarterly installments over the following three years, contingent upon completion of the Issuer's initial public offering.
F11 RSUs convert into Class B Common Stock on a one-for-one basis upon vesting and settlement.

Remarks:

Chief Operating Officer and Co-President Exhibit 24 - Power of Attorney