TORO CO — Director's Dealing 2013

Nov 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2013-11-01

Reporting Person: HARLESS KATHERINE J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-01	Common Stock Units	A	875	—	Acquired	875	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-01	Non-Qualified Stock Option	$58.46	A	2552	Acquired	2023-11-01	Common Stock (2552)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	30948	Direct

Footnotes

F1: Annual common stock award for service as a non-employee director issued under The Toro Company 2010 Equity and Incentive Plan, as amended (the "2010 Plan"). The reporting person has deferred the payout of her stock award under The Toro Company Deferred Compensation Plan for Non-Employee Directors (the "Deferred Plan") and, accordingly, the reporting person's stock award is paid in common stock units under the Deferred Plan.

F2: Annual option grant for service as a non-employee director issued under the 2010 Plan.

F3: The option vests in three equal annual installments commencing on the first anniversary of the date of grant.