TORO CO — Director's Dealing 2016

Feb 24, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2016-02-22

Reporting Person: STEINHAFEL GREGG W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-22	Common Stock	M	5024	$26.48	Acquired	32972	Direct
2016-02-22	Common Stock	S	5024	$79.466	Disposed	27948	Direct
2016-02-22	Common Stock	M	4622	$28.24	Acquired	32570	Direct
2016-02-22	Common Stock	S	4622	$79.486	Disposed	27948	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-22	Non-Qualified Stock Option	$26.48	M	5024	Disposed	2021-11-01	Common Stock (5024)	Direct
2016-02-22	Non-Qualified Stock Option	$28.24	M	4622	Disposed	2020-11-01	Common Stock (4622)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock Units	2715.894	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 $79.47 to $79.486, 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 11.862 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.

F3: The option vested in three equal annual installments commencing on the first anniversary of the date of grant, which was November 1, 2011.

F4: The option vested in three equal annual installments commencing on the first anniversary of the date of grant, which was November 1, 2010.