Transaction Details

Footnotes

On August 18, 2025, the Reporting Person executed a prepaid variable share forward contract (the "Contract") under Rule 144 with an unaffiliated dealer on the Class A Common Stock (the "Subject Shares") of Toast, Inc. (the "Issuer"). Pursuant to the Contact, the Reporting Person received an upfront cash payment of approximately $17.6 million in exchange for agreeing to deliver to the dealer up to 500,000 of the Subject Shares (the "Maximum Number of Shares") or an equivalent amount of cash if the Reporting Person elects cash settlement of the Contract. The number of shares to be delivered (or amount of cash to be paid), will be determined based on the closing price per share of the Subject Shares on the valuation date (the "Settlement Price"), but will not exceed the Maximum Number of Shares. | The number of Subject Shares to be delivered (or amount of cash to be paid) to the dealer at settlement will be determined as follows: (A) if the Settlement Price is less than or equal to $38.18 (the "Floor Price"), the Reporting Person will deliver the Maximum Number of Shares; (B) if the Settlement Price is less than or equal to $53.54 (the "Cap Price"), but greater than the Floor Price, the Reporting Person will deliver a variable number of Subject Shares; and (C) if the Settlement Price is greater than the Cap Price, the Reporting Person will deliver a minimum number of 356,555 shares of Subject Shares, but will not exceed the Maximum Number of Shares. The Contract is expected to be settled in August 2027. | Under the Contract, the Reporting Person pledged a number of shares of the Issuer's Class B common stock (the "Pledged Shares") to the dealer. The Reporting Person retains beneficial ownership and voting rights of the Pledged Shares unless and until the Reporting Person elects to physically settle the Contract.