TORO CO — Director's Dealing 2012

Jun 8, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2012-06-06

Reporting Person: DRAZAN MICHAEL D (VP, Global Micro Irrigation)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-06	Common Stock	M	7050	$24.16	Acquired	29121	Direct
2012-06-06	Common Stock	S	7050	$71.436	Disposed	22071	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-06-06	Incentive Stock Option	$24.16	M	7050	Disposed	2013-12-04	Common Stock (7050)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2139.502	Indirect
Performance Share Units	13300.795	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $71.15 to $71.85, inclusive. The reporting person undertakes to provide to The Toro Company, any security holder of The Toro Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2: Includes 6.585 shares of common stock acquired by the reporting person under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP since the date of his last report.

F3: Includes 41.011 performance share units acquired by the reporting person under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers since the date of his last report.