Good morning, everyone, and welcome to the 2026 Annual Stockholder Meeting of Toast. I'm Mark Hawkins, the Chair of Toast's board of directors, and I'll be acting as the chairperson for today's meeting. It is my pleasure to welcome you here today. Similarly to last year, we are hosting this annual meeting virtually to be inclusive and to reduce the burden of our stockholders for attending our annual meeting. We are joined here today by our Chief Executive Officer, Aman Narang, other members of our board, and management. It's approximately 11:30 A.M. Eastern Time, and this meeting is officially called to order. Before we begin, I'd like to take a moment to welcome Anu Bharadwaj, who joined our board last October. Anu brings deep experience scaling enterprise software companies, and we're really grateful to have her perspective on the board. Welcome, Anu. At this time, I'd like to introduce our General Counsel and Corporate Secretary, Brian Elworthy. Brian will act as the secretary of this meeting. I will now turn the meeting over to him for the formal business. Brian, over to you. Great. Thank you, Mark. Good morning. It's good to be here. Also with us today are John Lang and Rachel Swenson of Ernst & Young LLP, our independent registered public accounting firm, Greg Kates from Goodwin Procter, our external counsel. Terry Hassett, who on behalf of Broadridge Financial Solutions, has been appointed Inspector of Election and has signed and filed his oath of Inspector of Election prior to this meeting. The oath will be filed with the minutes of this meeting. After we have voted on all matters subject to a vote, Mr. Hassett will tabulate the votes and determine the results of the voting. The agenda and rules of conduct for today's meeting are posted on the virtual meeting website. Please abide by the rules of conduct in order to facilitate an orderly meeting and allow us to accomplish the items outlined in the agenda. Please note that this meeting is being recorded by Toast. Recording of this meeting by attendees is not permitted. I have an affidavit certifying that the notice of internet availability of the notice of this meeting was duly given, that the proxy materials were made available or mailed on or about April 23rd, 2026 to all stockholders of record as of the close of business on April 14th, 2026, which was the record date approved by our board of directors for this meeting. As of the record date, there were 515,264,051 shares of Class A common stock issued and outstanding and entitled to vote on each proposal presented at this meeting. 64,434,924 shares of Class B common stock issued and outstanding and entitled to vote on each proposal presented at this meeting. Each share of Class A common stock is entitled to one vote, and each share of Class B common stock is entitled to 10 votes. A complete list of stockholders of record as of the record date has been prepared and certified by our transfer agent and has been on file at the principal place of business of Toast for the last 10 days immediately prior to the date of this meeting and has been available for inspection by stockholders in accordance with our bylaws. The Inspector of Election has advised me that we have present virtually or by proxy approximately 94.7% of the voting power of the record date. This represents more than a majority of the eligible voting power, I now declare the quorum necessary to proceed with this meeting is present. This meeting is being held in accordance with Toast bylaws and Delaware law. In today's meeting, we will address and vote on the proposals described in Toast's proxy statement filed on April 23rd, 2026, with the SEC. After the proposals have been presented, we will respond to appropriate questions related to the proposals, then we will announce the preliminary voting results. We will attempt to answer as many questions as the time allows, only questions that are relevant to the proposals to be voted on at this meeting and submitted in accordance with our rules of conduct will be addressed. Out of consideration for others, please limit yourself to one question. Please submit your question now to make sure that they are received in a timely fashion for our review. If you have a question that's not related to the proposals discussed, feel free to reach out to our IR team based on the information we provided in the rules of conduct. I'll now present the proposals to be voted on. As set forth in the notice of this meeting, there are three proposals to be considered at this meeting. The first proposal is to elect Kent Bennett, Susan Chapman-Hughes, and Mark Hawkins as Class II directors, each to hold office for a three-year term until the 2029 annual meeting of stockholders, or until their respective successors are duly elected and qualified, subject to their earlier resignation or removal. The election of directors requires a plurality of the votes properly cast to be approved, meaning that the three nominees receiving the most floor votes for such nominees will be elected. Our board of directors recommends that you vote in favor of each of these nominees. The second proposal is to ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026. A majority of the votes properly cast on this proposal is required in order to ratify the appointment of Ernst & Young. Our board of directors recommends you vote in favor of this proposal. The third proposal is to approve on an advisory, non-binding basis the compensation of our named executive officers. The approval of this proposal requires the affirmative vote of a majority of the votes properly cast on this proposal. Our board of directors recommends that you vote in favor of this proposal. I will now review if we've received any questions that are relevant to the proposals before we open the polls. There are no questions that have been submitted by stockholders. In terms of voting procedures, we will vote today via the meetings link as provided in the notice. If you previously voted via telephone or internet or by returning a proxy card and you do not wish to change your vote, it is not necessary for you to take further action, as the vote you already cast will be counted. If you are eligible to vote and have not done so, or if you want to change your vote, you may vote by clicking on the vote button on the meeting link and follow the instructions there. Any votes cast today will be counted in the final tally, along with the proxy previously received. It is now 11:36 A.M. Eastern Time, and the polls are open for voting. Upon closing of the polls, no ballots, proxies, or votes or any revocation or changes will be accepted. I will pause at this time to allow all stockholders to complete any online voting. It is now 11:37 Eastern Time. Now that everyone has had the opportunity to vote, I hereby declare that the polls are closed. We have been informed by the Inspector of Election that based upon the preliminary vote reports and subject to final adjustments for any votes made during this meeting, that each of Kent Bennett, Susan Chapman-Hughes, and Mark Hawkins has been duly elected as Class 2 director. The proposal to ratify Ernst & Young LLP as Toast's independent registered public accounting firm for fiscal year ending December 31st, 2026, has been approved. The proposal to approve on an advisory non-binding basis the compensation of our named executive officers has been approved. The Inspector of Election will conduct the final count of all votes, and we will announce final results on our current report on Form 8-K to be filed with the SEC within four business days of this meeting. With that, I will now turn the meeting back over to Mark. Thank you, Brian. There being no further business to come before the meeting, I declare this meeting adjourned. I also want to thank you all for attending Toast's annual meeting this year. Your engagement and insights are invaluable for our committed and continued success. We are deeply grateful to all of our shareholders, our employees, our partners, and our customers for their continuing support and dedication. Toast is purpose-built for the success of the restaurant and retail community, and we are truly honored to be on this journey with all of you. Thank you and have a great rest of your day. That concludes our meeting today. You may now disconnect.
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