TORO CO — Director's Dealing 2019

Dec 20, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2019-12-18

Reporting Person: PETERSON RENEE J (VP, Treasurer & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-18	Common Stock	A	10619	—	Acquired	20301.344	Direct
2019-12-18	Common Stock	F	4843	$75.75	Disposed	15458.344	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-12-19	Non-Qualified Stock Option	$76.53	A	33900	Acquired	2029-12-19	Common Stock (33900)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	30184	Indirect
Common Stock	19816	Indirect
Common Stock	716.027	Indirect
Performance Share Units	83841.535	Direct

Footnotes

F1: Represents the payout of a Performance Share Award for the Fiscal 2017 to Fiscal 2019 Performance Period under The Toro Company Amended and Restated 2010 Equity and Incentive Plan, as amended and restated (the "Amended and Restated 2010 Plan"), as approved by the Issuer's Compensation & Human Resources Committee of its Board of Directors on December 3, 2019, and which was conditioned upon and subject to confirmation by the Issuer's Fiscal 2019 financial results that were released on December 18, 2019. Performance Share Awards are paid in shares of common stock under the Amended and Restated 2010 Plan.

F2: Includes 2.15 net shares of common stock acquired by the reporting person since the date of her last report under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP, less quarterly non-discretionary administrative fees.

F3: Includes 254.375 performance share units acquired by the reporting person since the date of her last report under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers.

F4: The option vests in three equal annual installments commencing on the first anniversary of the date of grant.