TORO CO — Director's Dealing 2021

Dec 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2021-12-15

Reporting Person: Olson Richard M (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-15	Performance Share Units	A	23685	—	Acquired	124036.367	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-16	Non-Qualified Stock Option	$99.34	A	109100	Acquired	2031-12-16	Common Stock (109100)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	9575.461	Direct
Common Stock	16639.024	Indirect

Footnotes

F1: Represents the payout of a Performance Share Award for the Fiscal 2019 to Fiscal 2021 Performance Period under The Toro Company Amended and Restated 2010 Equity and Incentive Plan, as amended and restated, as approved by the Issuer's Compensation & Human Resources Committee of its Board of Directors on December 14, 2021, and which was conditioned upon and subject to confirmation by the Issuer's Fiscal 2021 financial results that were released on December 15, 2021. The reporting person has deferred the payout of his Performance Share Award under The Toro Company Deferred Compensation Plan for Officers (the "Deferred Plan") and, accordingly, the reporting person's Performance Share Award is paid in performance share units under the Deferred Plan.

F2: Includes 732.018 performance share units acquired by the reporting person since the date of his last report under the dividend reinvestment feature of the Deferred Plan.

F3: Includes 120.724 shares acquired by the reporting person since the date of his last report under the dividend reinvestment feature of the The Toro Company Retirement Plan less quarterly non-discretionary administrative fees.

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