TORO CO — Director's Dealing 2017

Mar 6, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2017-03-02

Reporting Person: Rodier Richard W (VP, Sitework Systems)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-02	Common Stock	M	5000	$7.155	Acquired	34395	Direct
2017-03-02	Common Stock	S	5000	$60.652	Disposed	29395	Direct
2017-03-03	Common Stock	S	2000	$60.109	Disposed	10355.505	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-02	Non-Qualified Stock Option	$7.155	M	5000	Disposed	2018-12-03	Common Stock (5000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Performance Share Units	2131.642	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 $60.64 to $60.659, 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 ranges set forth in footnotes (1) and (2) to this Form 4.

F2: 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 $60.098 to $60.13, inclusive.

F3: Includes 38.312 net shares acquired by the reporting person since the date of his last report under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP less quarterly non-discretionary administrative fees.

F4: Includes 6.602 performance share units acquired by the reporting person since the date of his last report under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers.

F5: The option vested in three equal annual installments commencing on the first anniversary of the date of grant, which was December 3, 2008.