Douglas C. Yearley Jr. - 07 Dec 2023 Form 4 Insider Report for Toll Brothers, Inc. (TOL)

Role: Chief Executive Officer, Director
Signature: /s/ Michael J. Grubb, attorney-in-fact
Issuer symbol: TOL
Transactions as of: 07 Dec 2023
Transactions value $: -$1,373,861
Form type: 4
Filing time: 08 Dec 2023, 16:16:13 UTC
Previous filing: 05 Dec 2023
Next filing: 15 Dec 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TOL	Common Stock	Award	$0	+38K	+13.79%	$0.00	314K	07 Dec 2023	Direct	F1
transaction	TOL	Common Stock	Tax liability	-$1.37M	-15.5K	-4.92%	$88.90	298K	07 Dec 2023	Direct
holding	TOL	Common Stock						1.55K	07 Dec 2023	401(k) Plan
holding	TOL	Common Stock						500	07 Dec 2023	Trust
holding	TOL	Common Stock						80.5K	07 Dec 2023	By SLAT

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
transaction	TOL	Performance Based Restricted Stock Units	Award	$0	+62.6K		$0.00	62.6K	07 Dec 2023	Common Stock	62.6K	$0.00	Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reflects the number of shares earned in respect of ROE-based performance restricted stock units originally granted on December 21, 2020. On December 7, 2023, the Compensation Committee of the Issuer's Board of Directors certified the achievement of the applicable performance metrics, which measured return on equity (ROE) of the Issuer over the three year period from November, 1 2020 to October 31, 2023. Settlement of the shares will occur on December 21, 2023.
F2	Reflects the number of shares earned in respect to operational performance restricted stock units originally granted December 19, 2022. On December 7, 2023, the Compensation Committee of the Board of Directors certified the achievement levels of the operational metrics applicable to the award and the number of shares earned based on such results. One quarter of the shares earned vest each anniversary of the grant date, with settlement of 100% of the award on the fourth anniversary.
F3	These performance-based restricted stock units vest 25% on each of December 19, 2023, 2024, 2025 and 2026. Settlement of 100% of earned shares is scheduled to occur on 12/19/2026.