03/26/2026 | Press release | Distributed by Public on 03/26/2026 07:23
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FORM 4
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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 |
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| 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) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option | $56.54 | 03/24/2026 | M | 1,750 | (4) | 12/09/2026 | Common Stock | 1,750 | $ 0 | 0 | D | ||||
| Non-Qualified Stock Option | $56.54 | 03/24/2026 | M | 1,750 | (5) | 12/09/2026 | Common Stock | 1,750 | $ 0 | 0 | D | ||||
| Restricted Stock Units | (6) | (7) | (7) | Common Stock | 20,722.227 | 20,722.227 | D | ||||||||
| Restricted Stock Units | (6) | (8) | (8) | Common Stock | 2,634 | 2,634 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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JANEY GREGORY S 8111 LYNDALE AVENUE SOUTH BLOOMINGTON, MN 55420 |
Group VP, Landscapes & Contrac | |||
| /s/ Joanna M. Totsky, Attorney-in-Fact | 03/26/2026 | |
| **Signature of Reporting Person | Date |
| * | 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 1.770 shares acquired by the reporting person since the date of his last report under a dividend reinvestment feature of the account in which the shares are held. |
| (2) | Includes 9.687 net shares acquired by the reporting person since the date of his last report under the dividend reinvestment feature of The Toro Company Retirement Plan less non-discretionary quarterly administrative fees. |
| (3) | Includes 28.270 performance share units acquired by the reporting person since the date of his last report under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers. |
| (4) | The option vests in three equal annual installments commencing on the first anniversary of the December 9, 2016 grant date. |
| (5) | The option vests in full on December 9, 2019, which is the third anniversary of the date of grant. |
| (6) | Each restricted stock unit represents a contingent right to receive one share of TTC common stock. |
| (7) | The restricted stock units and related dividend equivalents vest in full on October 10, 2028, which is the third anniversary of the date of grant. |
| (8) | The restricted stock units and related dividend equivalents vest in three equal annual installments commencing on the first anniversary of the December 22, 2025 grant date. |