Date of report (Date of earliest event reported): March 10, 2026
Toll Brothers, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
001-09186
23-2416878
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1140 Virginia Drive
Fort Washington
PA
19034
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s telephone number, including area code: (215) 938-8000
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, par value $0.01 per share
TOL
The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting on March 10, 2026. There were 94,749,886 shares of common stock eligible to vote at the meeting. The final voting results for each proposal submitted to a vote of the Company's stockholders are as follows:
Proposal One – Election of Directors:
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
Douglas C. Yearley, Jr.
68,854,795
1,221,906
60,122
7,866,850
Stephen F. East
69,791,876
283,679
61,268
7,866,850
Karen H. Grimes
68,949,162
1,104,666
82,995
7,866,850
Derek T. Kan
69,808,819
267,439
60,565
7,866,850
John A. McLean
69,003,664
1,073,076
60,083
7,866,850
Wendell E. Pritchett
66,568,813
3,506,395
61,615
7,866,850
Judith A. Reinsdorf
69,666,748
387,861
82,214
7,866,850
Katherine M. Sandstrom
64,229,906
5,845,154
61,763
7,866,850
Scott D. Stowell
69,617,946
457,162
61,715
7,866,850
Proposal Two – Ratification of the Re-Appointment of Independent Registered Public Accounting Firm:
FOR
AGAINST
ABSTAIN
76,429,546
1,500,953
73,174
Proposal Three – Advisory and Non-Binding Vote on Executive Compensation (Say on Pay):
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
66,975,675
3,038,357
122,791
7,866,850
2
Item 9.01 Financial Statements and Exhibits.
(d). Exhibits
Exhibit
No. Item
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Filed electronically herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TOLL BROTHERS, INC.
Dated:
March 11, 2026
By:
/s/ Erica J. Mainardi
Erica J. Mainardi Senior Vice President, Chief Accounting Officer