-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, O/aMQc8RiLAD4tWhzq8NQBt+R3mUCqMvgKt/m4nzUajVnvMH0LDEL9vKd5IECKDF xd45N3xaq7zypbmOxHV9RQ== 0000794170-08-000015.txt : 20080910 0000794170-08-000015.hdr.sgml : 20080910 20080910133045 ACCESSION NUMBER: 0000794170-08-000015 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080908 FILED AS OF DATE: 20080910 DATE AS OF CHANGE: 20080910 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TOLL BROTHERS INC CENTRAL INDEX KEY: 0000794170 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 232416878 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 BUSINESS ADDRESS: STREET 1: 250 GIBRALTAR ROAD CITY: HORSHAM STATE: PA ZIP: 19044 BUSINESS PHONE: 2159388000 MAIL ADDRESS: STREET 1: 250 GIBRALTAR ROAD CITY: HORSHAM STATE: PA ZIP: 19044 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TOLL ROBERT I CENTRAL INDEX KEY: 0000922997 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09186 FILM NUMBER: 081064692 BUSINESS ADDRESS: BUSINESS PHONE: 2159388044 MAIL ADDRESS: STREET 1: 3103 PHILMONT AVENUE CITY: HUNTINGDON STATE: PA ZIP: 19006 4 1 doc.xml PRIMARY DOCUMENT X0303 4 2008-09-08 0000794170 TOLL BROTHERS INC TOL 0000922997 TOLL ROBERT I 250 GIBRALTAR ROAD HORSHAM PA 19044 1 1 1 0 Chief Executive Officer Common Stock 2008-09-08 4 M 0 190000 5.5782 A 16359994 D Common Stock 2008-09-08 4 M 0 1000000 5.7188 A 17359994 D Common Stock 2008-09-08 4 M 0 200000 6 A 17559994 D Common Stock 2008-09-08 4 F 0 743165 26.47 D 16816829 D Common Stock 2706 I 401(k) Plan Common Stock 250000 I By GRAT-Expires June, 2010 Common Stock 59738 I By GRAT-Expires March, 2009 Common Stock 2459973 I Entities wholly owned by reporting person Common Stock 328420 I Partnership Common Stock 74355 I Trusts Stock Options (Right to buy) 4.375 1999-12-20 2009-12-20 Common Stock 3000000 3000000 D Stock Options (Right to buy) 9.6563 2001-12-20 2010-12-20 Common Stock 1000000 1000000 D Stock Options (Right to buy) 10.525 2003-12-20 2012-12-20 Common Stock 500000 500000 D Stock Options (Right to buy) 10.88 2002-12-20 2011-12-20 Common Stock 1000000 1000000 D Stock Options (Right to buy) 20.135 2004-12-20 2013-12-20 Common Stock 500000 500000 D Stock Options (Right to buy) 20.76 2008-12-20 2017-12-20 Common Stock 550000 550000 D Stock Options (Right to buy) 31.82 2007-12-20 2016-12-20 Common Stock 550000 550000 D Stock Options (Right to buy) 32.55 2005-12-20 2014-12-20 Common Stock 500000 500000 D Stock Options (Right to buy) 35.97 2006-12-20 2015-12-20 Common Stock 250000 250000 D Stock Options (Right to buy) 5.5782 2008-09-08 4 M 0 190000 0 D 1998-12-30 2008-12-30 Common Stock 190000 0 D Stock Options (Right to buy) 5.7188 2008-09-08 4 M 0 1000000 0 D 1999-12-20 2008-12-20 Common Stock 1000000 0 D Stock Options (Right to buy) 6 2008-09-08 4 M 0 200000 0 D 1999-11-02 2008-11-02 Common Stock 200000 0 D By a partnership of which trusts f/b/o the reporting person's children are the sole partners. The reporting person's spouse is co-trustee of such trusts. By trusts f/b/o the reporting person's children and grandchildren. The reporting person's spouse is a co-trustee of such trusts. The Reporting Person exercised options to purchase 200,000, 1,000,000 and 190,000 shares at exercise prices per share of $6.00, $5.7188 and $5.5782, respectively. The options were granted on November 2, 1998, December 20, 1998 and December 30, 1998, respectively, as compensation, and were scheduled to expire on November 2, 2008, December 20, 2008 and December 30, 2008, respectively. The Company withheld 743,165 shares to cover payment of the exercise price and applicable tax withholding, and the Reporting Person received a net issuance of 646,835 shares, in the aggregate, of which he will retain beneficial ownership following the exercises. Kathryn G. Flanagan,Attorney-in-Fact 2008-09-10 EX-24 2 powerofattorney.txt POWER OF ATTORNEY LETTER POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Kathryn G. Flanagan, Mark K. Kessler and Joseph R. Sicree, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Toll Brothers, Inc, (the ?Company?), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys- in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall replace and supersede any prior power of attorney executed by the undersigned relating to the matters contemplated herein and shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 3rd day of September, 2008. /s/Robert I. Toll -----END PRIVACY-ENHANCED MESSAGE-----