TORO CO — Director's Dealing 2016

Nov 3, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2016-11-01

Reporting Person: BUHRMASTER ROBERT C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-01	Common Stock	A	1268	—	Acquired	34304.703	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-01	Non-Qualified Stock Option	$47.17	A	4951	Acquired	2026-11-01	Common Stock (4951)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	34193.955	Indirect
Common Stock Units	17828.642	Direct

Footnotes

F1: Annual common stock award for service as a non-employee director issued under The Toro Company Amended and Restated 2010 Equity and Incentive Plan, as amended (the "Amended and Restated 2010 Plan").

F2: On September 16, 2016, the common stock of the issuer split two-for-one (the "Stock Split"), resulting in the reporting person's ownership of 16,423.579 additional shares of common stock. Also includes 189.545 post-split shares of common stock acquired by the reporting person under the dividend reinvestment feature of The Toro Company Direct Stock Purchase Plan (the "DRIP") since the date of his last report. All future Form 4 and 5 filings made by the reporting person will include adjustments, as necessary, to reflect the Stock Split.

F3: Includes 403.109 post-split shares of common stock acquired by the reporting person under the DRIP since the date of his last report and 16,895.423 additional shares of common stock as a result of the Stock Split.

F4: Includes 175.336 post-split common stock units acquired by the reporting person under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Non-Employee Directors since the date of his last report and 8,826.653 additional common stock units acquired as a result of the Stock Split.

F5: Annual option grant for service as a non-employee director issued under the Amended and Restated 2010 Plan.

F6: The option vests in three equal annual installments commencing on the first anniversary of the date of grant.