The Toro Company

09/18/2025 | Press release | Distributed by Public on 09/18/2025 14:57

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
DAHL AMY E
2. Issuer Name and Ticker or Trading Symbol
TORO CO [TTC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, International
(Last) (First) (Middle)
8111 LYNDALE AVENUE SOUTH
3. Date of Earliest Transaction (Month/Day/Year)
09/17/2025
(Street)
BLOOMINGTON, MN 55420
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/17/2025 M 17,200 A $38.82 37,908.261 D
Common Stock 09/17/2025 F 11,589 D $80.15 26,319.261 D
Common Stock 09/17/2025 M 16,600 A $56.54 42,919.261 D
Common Stock 09/17/2025 F 13,207 D $80.15 29,712.261 D
Common Stock 09/17/2025 M 13,200 A $65.93 42,912.261 D
Common Stock 09/17/2025 F 11,576 D $80.15 31,336.261 D
Common Stock 4,175.082(1) I The Toro Company Retirement Plan
Performance Share Units 18,777.125(2) D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option $38.82 09/17/2025 M 17,200 (3) 12/04/2025 Common Stock 17,200 $ 0 0 D
Non-Qualified Stock Option $56.54 09/17/2025 M 16,600 (4) 12/09/2026 Common Stock 16,600 $ 0 0 D
Non-Qualified Stock Option $65.93 09/17/2025 M 13,200 (5) 12/08/2027 Common Stock 13,200 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DAHL AMY E
8111 LYNDALE AVENUE SOUTH
BLOOMINGTON, MN 55420
VP, International

Signatures

/s/ Joanna M. Totsky, Attorney-in-Fact 09/18/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes the following shares of common stock acquired by the reporting person since the date of her last report: 61.352 shares acquired through regular individual and issuer matching contributions to The Toro Company Retirement Plan ("Retirement Plan"); and 63.274 net shares acquired under the dividend reinvestment feature of the Retirement Plan less quarterly non-discretionary administrative fees.
(2) Includes 287.124 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.
(3) The option vests in three equal annual installments commencing on the first anniversary of the date of grant, which was December 4, 2015.
(4) The option vests in three equal annual installments commencing on the first anniversary of the date of grant, which was December 9, 2016.
(5) The option vests in three equal annual installments commencing on the first anniversary of the date of grant, which was December 8, 2017.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
The Toro Company published this content on September 18, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on September 18, 2025 at 20:57 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]