TORO CO — Director's Dealing 2013

Mar 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2013-03-08

Reporting Person: BURKART PHILIP A (VP, Irrigation Business)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-08	Common Stock	M	12669	$18.51	Acquired	101947	Direct
2013-03-08	Common Stock	S	12669	$47.766	Disposed	89278	Direct
2013-03-11	Common Stock	M	531	$18.51	Acquired	89809	Direct
2013-03-11	Common Stock	S	531	$48.244	Disposed	89278	Direct
2013-03-11	Common Stock	G	212	—	Disposed	89066	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-08	Non-Qualified Stock Option	$18.51	M	12669	Disposed	2014-12-02	Common Stock (12669)	Direct
2013-03-11	Non-Qualified Stock Option	$18.51	M	531	Disposed	2014-12-02	Common Stock (531)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	46048.175	Indirect
Performance Share Units	12076.416	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 $47.75 to $47.925, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, 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 150.095 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 39.404 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.