TORO CO — Director's Dealing 2013

Mar 20, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2013-03-19

Reporting Person: Dordell Timothy P (VP, Secretary, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-12	Common Stock	G	210	—	Disposed	3461.777	Indirect
2013-03-13	Common Stock	G	280	—	Disposed	3181.777	Indirect
2013-03-13	Common Stock	G	280	—	Acquired	280	Indirect
2013-03-19	Common Stock	S	280	$47.66	Disposed	0	Indirect
2013-03-19	Common Stock	S	605.315	$47.624	Disposed	0	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Performance Share Units	29274.784	Direct

Footnotes

F1: Includes 0.461 shares of common stock acquired by the reporting person under The Toro Company Dividend Reinvestment Plan since the date of his last report.

F2: Includes the following shares of common stock acquired by the reporting person since the date of his last report: 1.718 shares acquired under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP (IS&ESOP); and 78.014 shares acquired through issuer annual investment fund contributions to the IS&ESOP.

F3: 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 $47.60 to $47.64, 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.

F4: Includes 95.521 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.