Polaris Inc. — Director's Dealing 2019

Feb 1, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: POLARIS INDUSTRIES INC/MN (PII)
CIK: 0000931015
Period of Report: 2019-01-30

Reporting Person: Eastman Stephen L. (President - PG&A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-31	Common Stock	F	3104	$83.88	Disposed	17955	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-01-30	Deferred Stock Units	$	M	596	Acquired		Common Stock (596)	Direct
2019-01-30	Employee Stock Option (right to buy)	$84.58	A	28872	Acquired	2029-01-30	Common Stock (28872)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	145	Indirect

Footnotes

F1: Estimate of the number of shares held in the reporting person's 401(k) Polaris Stock fund as of January 30, 2019. This plan uses unit accounting and the numbers of shares that a participant is deemed to hold varies with the price of Polaris stock.

F2: Each deferred stock unit represents the right to receive one share of the Issuer's common stock, and is received in exchange for one performance restricted stock unit upon the vesting of such performance restricted stock unit.

F3: At the settlement date elected by the reporting officer under the Issuer's Supplemental/Retirement Savings Plan ("SERP"), the reporting officer is entitled to receive one share of common stock for each deferred stock unit held. The deferred stock units may be transferred into an alternative investment account in the SERP after a period of six months and one day.

F4: The option vests in three equal installments on January 30, 2020, January 30, 2021, and January 30, 2022.