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Polaris Inc. Director's Dealing 2017

Feb 1, 2017

31297_dirs_2017-02-01_8396ada2-3bda-46fc-8a36-5c9d9b262262.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: POLARIS INDUSTRIES INC/MN (PII)
CIK: 0000931015
Period of Report: 2017-01-30

Reporting Person: Homan Matthew J. (President-Off-Road Vehicles)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-01-30 Common Stock M 272 Acquired 23577 Direct
2017-01-30 Common Stock F 106 $83.55 Disposed 23471 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-01-30 Performance Restricted Stock Units $ M 272 Disposed 2017-03-15 Common Stock (272) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 2449 Indirect

Footnotes

F1: Shares acquired in settlement of an equal number of performance restricted stock units upon vesting of the units.

F2: Each performance restricted stock unit represents the right to receive one share of the Issuer's common stock upon the vesting of the units.

F3: Shares withheld to satisfy reporting person's tax withholding obligation upon the vesting and settlement of a performance restricted stock unit award.

F4: Estimate of the number of shares held in the reporting person's ESOP fund as of January 30, 2017. This plan uses unit accounting and the number of shares that a participant is deemed to hold varies with the price of Polaris stock.