TORO CO — Director's Dealing 2016

Sep 30, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2016-09-28

Reporting Person: HOFFMAN MICHAEL J (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-09-28	Common Stock	G	3140	—	Disposed	1169403.79	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	40	Indirect
Common Stock	251603.292	Indirect
Common Stock	136538.43	Indirect

Footnotes

F1: 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 585,098.697 additional shares of common stock and 2,346.396 post-split shares of common stock acquired 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.

F2: Includes 20 additional shares of common stock as a result of the Stock Split by the reporting person's son, who shares the reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his son, and this report should not be deemed an admission that the reporting person is the beneficial owner of his son's shares for purposes of Section 16 or for any other purpose.

F3: Includes 828.436 post-split shares of common stock acquired by the reporting person under the DRIP since the date of his last report and 125,387.428 additional shares of common stock as a result of the Stock Split.

F4: Includes 448.792 post-split net shares acquired by the reporting person under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP since the date of his last report, less quarterly non-discretionary administrative fees, and 68,044.819 additional shares of common stock as a result of the Stock Split.