TORO CO — Director's Dealing 2016

Dec 20, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2016-12-19

Reporting Person: Larson Thomas J (VP, Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-12-19	Common Stock	G	552	—	Disposed	25610.759	Direct
2016-12-19	Common Stock	M	2200	$15.88	Acquired	27810.759	Direct
2016-12-19	Common Stock	S	2200	$55.41	Disposed	25610.759	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-12-19	Non-Qualified Stock Option	$15.88	M	2200	Disposed	2020-12-08	Common Stock (2200)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	92.558	Indirect
Performance Share Units	19430.975	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 $55.404 to $55.42, 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 December 8, 2010.