SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Technology Crossover Management X, Ltd.

(Last) (First) (Middle)
C/O TCV
250 MIDDLEFIELD ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/21/2021
3. Issuer Name and Ticker or Trading Symbol
Toast, Inc. [ TOST ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
May be part of a 13(d) group
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (1) (1) Class A Common Stock 26,057,515(2) (1) I See footnotes(2)(3)(4)
1. Name and Address of Reporting Person*
Technology Crossover Management X, Ltd.

(Last) (First) (Middle)
C/O TCV
250 MIDDLEFIELD ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
May be part of a 13(d) group
1. Name and Address of Reporting Person*
Technology Crossover Management X, L.P.

(Last) (First) (Middle)
C/O TCV
250 MIDDLEFIELD ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
May be part of a 13(d) group
1. Name and Address of Reporting Person*
TCV X, L.P.

(Last) (First) (Middle)
C/O TCV
250 MIDDLEFIELD ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
May be part of a 13(d) group
1. Name and Address of Reporting Person*
TCV X (A), L.P.

(Last) (First) (Middle)
C/O TCV
250 MIDDLEFIELD ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
May be part of a 13(d) group
1. Name and Address of Reporting Person*
TCV X (B), L.P.

(Last) (First) (Middle)
C/O TCV
250 MIDDLEFIELD ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
May be part of a 13(d) group
1. Name and Address of Reporting Person*
TCV X Member Fund, L.P.

(Last) (First) (Middle)
C/O TCV
250 MIDDLEFIELD ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
May be part of a 13(d) group
Explanation of Responses:
1. Each share of the Issuer's Class B common stock (the "Class B Stock") is convertible into one share of the Issuer's Class A common stock at any time at the option of the holder or automatically upon the occurrence of certain transfers and on the earlier of (i) the date that is seven years from the date of the filing and effectiveness of the Issuer's amended and restated certificate of incorporation in Delaware, prior to the closing of the Issuer's initial public offering, or (ii) the date the holders of at least two-thirds of the Issuer's outstanding Class B Stock elect to convert the Class B Stock to Class A common stock.
2. Includes 19,262,630 shares of Class B Stock held directly by TCV X, L.P., 4,776,800 shares of Class B Stock held directly by TCV X (A), L.P., 939,125 shares of Class B Stock held directly by TCV X (B), L.P. and 1,078,960 shares of Class B Stock held directly by TCV X Member Fund, L.P.
3. Technology Crossover Management X, Ltd. ("Management X") is the sole general partner of Technology Crossover Management X, L.P. ("TCM"), which in turn is the sole general partner of TCV X, L.P., TCV X (A), L.P. and TCV X (B), L.P. Management X is also the general partner of TCV X Member Fund, L.P.
4. Each of the entities described above are referred to herein as "Reporting Persons." Each Reporting Person disclaims Section 16 beneficial ownership of the shares reported herein except to the extent of its respective pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or any other purpose.
Remarks:
Exhibit 99.1 (Signatures and Joint Filer Information), incorporated herein by reference.
/s/ Frederic D. Fenton, Authorized Signatory for Technology Crossover Management X, Ltd. 10/29/2021
** 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 5 (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).
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