TORO CO — Director's Dealing 2022

Dec 23, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2022-12-21

Reporting Person: Walters Daryn A (VP, Exmark & Intimidator Group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-21	Common Stock	A	864	—	Acquired	864	Direct
2022-12-21	Common Stock	F	254	$112.87	Disposed	610	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-12-22	Non-Qualified Stock Option	$111.15	A	6500	Acquired	2032-12-22	Common Stock (6500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2006.98	Indirect

Footnotes

F1: Represents the payout of a Performance Share Award for the Fiscal 2020 to Fiscal 2022 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 13, 2022, and which was conditioned upon and subject to confirmation by the Issuer's Fiscal 2022 financial results that were released on December 21, 2022. Performance Share Awards are paid in shares of common stock under the Amended and Restated 2010 Plan.

F2: Includes the following shares of common stock acquired by the reporting person since the date of his last report: 0.458 shares acquired through regular individual and issuer matching contributions to The Toro Company Retirement Plan (the "Plan") and 13.813 net shares acquired under the dividend reinvestment feature of the Plan less quarterly non-discretionary administrative fees.

F3: The option vests in three equal annual installments commencing on the first anniversary of the December 22, 2022 grant date.