TORO CO — Director's Dealing 2017

Mar 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2017-03-01

Reporting Person: HOFFMAN MICHAEL J (Director, Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-01	Common Stock	M	184400	$7.155	Acquired	1383889	Direct
2017-03-01	Common Stock	S	184400	$61.073	Disposed	1199489	Direct
2017-03-02	Common Stock	M	40823	$7.155	Acquired	1240312	Direct
2017-03-02	Common Stock	S	40823	$60.647	Disposed	1199489	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-01	Non-Qualified Stock Option	$7.155	M	184400	Disposed	2018-12-03	Common Stock (184400)	Direct
2017-03-02	Non-Qualified Stock Option	$7.155	M	40823	Disposed	2018-12-03	Common Stock (40823)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	40	Indirect
Common Stock	253182.26	Indirect
Common Stock	137395.407	Indirect

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 $60.92 to $61.34, 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 $60.50 to $61.07, inclusive.

F3: Includes 787.153 shares of common stock acquired by the reporting person under under the dividend reinvestment feature of The Toro Company Direct Stock Purchase Plan since the date of his last report.

F4: Includes 426.658 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.

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