Toll Brothers Form 4: CEO Sale of 20,145 Shares at $148.08 VWAP

Rhea-AI Filing Summary

Douglas C. Yearley Jr., Chief Executive Officer and Director of Toll Brothers, Inc. (TOL) reported an insider sale on 09/08/2025. The Form 4 discloses he sold 20,145 shares of Toll Brothers common stock at a volume-weighted average selling price of $148.0817. Following the sale, the filing shows 265,972 shares beneficially owned directly. The report also lists indirect holdings of 1,547 shares through a 401(k) plan, 500 shares held in a trust, and 80,500 shares held by SLAT. The filing was signed by an attorney-in-fact on 09/10/2025.

Positive

• Transparent disclosure of the insider sale with transaction date, VWAP, and post-transaction direct and indirect holdings
• Significant retained ownership remains after the sale: 265,972 shares directly plus specified indirect holdings (1,547; 500; 80,500)

Negative

• Insider sale of 20,145 shares by the CEO is a reduction in direct holdings

Insights

Financial Analyst

TL;DR: Insider sale disclosed; CEO retains substantial direct and indirect holdings, signaling ongoing ownership alignment with shareholders.

The sale of 20,145 shares is explicitly reported with a VWAP of $148.0817 and leaves the reporting person with 265,972 direct shares. From an analytical perspective, the filing documents both direct and indirect ownership components—401(k), trust, and SLAT—providing a clear view of the reporting person’s stake structure. The disclosure is precise on quantities and price range and complies with Section 16 reporting requirements.

Corporate Governance Expert

TL;DR: Routine insider transaction disclosed; disclosure quality is complete and timely per the form's data.

The Form 4 identifies the reporting person as both CEO and director and reports the transaction date and prices (with an explanatory note on price range). It also distinguishes direct versus indirect ownership, which is important for governance transparency. No additional governance events or departures are stated in the filing.

Insider Trade Summary

Net Seller: 20,145 shares ($2,983,106)

Net Sell 4 txns

Insider Yearley Douglas C. Jr.

Role Chief Executive Officer

Sold 20,145 shs ($2.98M)

Type	Security	Shares	Price	Value
Sale	Common Stock	20,145	$148.0817	$2.98M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 265,972 shares (Direct); Common Stock — 1,547 shares (Indirect, 401(k) Plan)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Yearley Douglas C. Jr.

(Last) (First) (Middle)

1140 VIRGINIA DRIVE

(Street)

FORT WASHINGTON PA 19034

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Toll Brothers, Inc. [ TOL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/08/2025		S		20,145	D	$148.0817(1)	265,972	D
Common Stock								1,547	I	401(k) Plan
Common Stock								500	I	Trust
Common Stock								80,500	I	By SLAT

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Price is the volume weighted average selling price of all sales by the reporting person on the transaction date within a one dollar range. Actual prices ranged from $148.00 to $148.23. The reporting person hereby undertakes to provide upon request of the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

	/s/ Michael J. Grubb, attorney-in-fact	09/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Douglas C. Yearley Jr. report on Form 4 for TOL?

The Form 4 reports a sale of 20,145 shares of Toll Brothers common stock on 09/08/2025.

At what price were the Toll Brothers (TOL) shares sold in the reported transaction?

The sale was executed at a volume-weighted average selling price of $148.0817, with actual prices ranging from $148.00 to $148.23 as noted in the filing.

How many Toll Brothers shares does the reporting person own after the transaction?

Following the reported sale, the Form 4 shows 265,972 shares beneficially owned directly by the reporting person.

Does the Form 4 disclose any indirect holdings for the reporting person?

Yes. The filing lists indirect holdings of 1,547 shares via a 401(k) plan, 500 shares via a trust, and 80,500 shares held by SLAT.

What roles does the reporting person hold at Toll Brothers according to the Form 4?

The Form 4 indicates the reporting person is a Director and the Chief Executive Officer of Toll Brothers.

When was the Form 4 signed and filed for this transaction?

The signature on the filing was executed by an attorney-in-fact on 09/10/2025 as shown in the document.