TORO CO — Director's Dealing 2014

Jun 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2014-06-02

Reporting Person: BURKART PHILIP A (VP, Irrig. & Lighting Business)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-02	Common Stock	G	160	—	Disposed	83906	Direct
2014-06-02	Common Stock	S	1600	$64.941	Disposed	82306	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	38218.138	Indirect
Performance Share Units	16801.734	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 $64.93 to $64.95, 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 the following shares of common stock acquired by the reporting person since the date of his last report: 237.955 net shares acquired under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP (IS&ESOP) less quarterly non-discretionary administrative fees; and 58.661 shares acquired through issuer annual investment fund contributions to the IS&ESOP.

F3: Includes 105.224 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.