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Toast, Inc. (NYSE: TOST) announced a partial early lock-up release of its Class A common stock. Up to 15% of vested equity held by employees and consultants may be sold starting November 11, 2021, following the earnings announcement on November 9, 2021. Additionally, if the stock price reaches $50 on November 10, 2021, up to 65,442,460 shares held by directors and executive officers will also be eligible for sale on November 12, 2021. The remaining shares will continue to be restricted under the lock-up agreements.
Positive
Up to 10,692,110 shares may become eligible for sale, offering liquidity to employees and consultants.
Potential for an additional 65,442,460 shares to be released if the share price condition is met.
Negative
The release of a significant number of shares could lead to dilution for existing shareholders.
Market reaction may be uncertain due to the large volume of shares eligible for sale.
BOSTON--(BUSINESS WIRE)--
Toast, Inc. (NYSE: TOST), today announced an upcoming partial early lock-up release with respect to shares of Toast’s Class A common stock (the “shares”) pursuant to the terms of certain lock-up agreements (“lock-up agreements”) entered into by Toast’s securityholders with the underwriters of Toast’s initial public offering.
Pursuant to the terms of the lock-up agreements, up to 15% of the vested equity held as of October 15, 2021 by Toast’s current and former employees and consultants (but excluding executive officers and directors) (each, a “Service Provider”) and their immediate family members and affiliated trusts (each, an “Estate Planning Transferee”) may be sold beginning at the commencement of trading on the second trading day after the date that Toast publicly announces its earnings for the third quarter of 2021. Toast intends to publicly announce its earnings for the third quarter of 2021 on November 9, 2021. Accordingly, Toast estimates that up to 10,692,110 shares will become eligible for sale in the public market at the open of trading on November 11, 2021.
Additionally, pursuant to the terms of the lock-up agreements, up to 15% of the vested equity held as of October 15, 2021 by Toast’s directors, executive officers, and other securityholders (other than Service Providers and Estate Planning Transferees) may be sold beginning at the commencement of trading on the second trading day after the date that certain share price conditions are met. The share price conditions will be satisfied if the closing price per share of Toast’s Class A common stock on the New York Stock Exchange is at least $50.00 on November 10, 2021 (the “Price Condition”). Accordingly, Toast estimates that up to 65,442,460 additional shares will become eligible for sale in the public market at the open of trading on November 12, 2021, if the Price Condition is satisfied.
The restricted period will continue to apply with respect to all remaining shares subject to the lock-up agreements referenced above.
About Toast
Toast (NYSE: TOST) is the all-in-one platform built for restaurants of all sizes. Toast provides a single platform of software as a service (SaaS) products and financial technology solutions that give restaurants everything they need to run their business across point of sale, operations, digital ordering and delivery, marketing and loyalty, and team management. By serving as the restaurant operating system across dine-in, takeout, and delivery channels, Toast helps restaurants streamline operations, increase revenue and deliver amazing guest experiences. For more information, visit www.toasttab.com.
