TORO CO — Director's Dealing 2014

Dec 11, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2014-12-09

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-09	Common Stock	M	4800	$20.095	Acquired	63142	Direct
2014-12-09	Common Stock	S	4800	$63.032	Disposed	58342	Direct
2014-12-10	Common Stock	S	3600	$63.25	Disposed	54742	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-09	Non-Qualified Stock Option	$20.095	M	4800	Disposed	2015-11-30	Common Stock (4800)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4549.492	Indirect
Performance Share Units	27420.81	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 $63.00 to $63.13, 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: The option vested in three equal annual installments commencing on the first anniversary of the date of grant, which was November 30, 2005.