Polaris (NYSE: PII) director adds 460.66 stock equivalents via deferred pay

Rhea-AI Filing Summary

Polaris Inc. director reports routine share-equivalent accrual under deferred plan. A Polaris Inc. director acquired 460.66 common stock equivalents on 01/02/2026 at a reference price of $66.48 per share. These units were credited to the director’s account through the company’s Deferred Compensation Plan for Directors after the director chose to defer their quarterly cash retainer into equity-based compensation.

Each common stock equivalent may be settled in one share of Polaris common stock under the plan’s terms. After this transaction, the director beneficially owned a total of 36,262.32 common stock equivalents and deferred stock units, which includes the newly acquired 460.66 units and an additional 336.91 units accumulated through the plan’s dividend reinvestment feature.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Henricks Gwenne A.

(Last) (First) (Middle)

2100 HIGHWAY 55

(Street)

MEDINA MN 55340

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Polaris Inc. [ PII ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

4. If Amendment, Date of 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

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	01/02/2026		A		460.66	A	$66.48	36,262.32(1)	D

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 Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. The reported transaction involved the crediting of 460.66 Common Stock Equivalents (CSEs), each of which may be settled in one share of common stock, to the reporting person's account under the Company's Deferred Compensation Plan for Directors (DC Plan) in connection with the reporting person's election to defer receipt of the reporting person's quarterly cash retainer payment. The total reported in column 5 includes the 460.66 newly acquired CSEs, and 336.91 CSEs and deferred stock units acquired pursuant to the dividend reinvestment feature of the DC Plan.

Remarks:

	/s/ Sarah Maveus, as attorney-in-fact	01/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FAQ

What insider transaction did Polaris Inc. (PII) disclose in this filing?

A Polaris Inc. director reported the acquisition of 460.66 common stock equivalents on 01/02/2026 through the company’s Deferred Compensation Plan for Directors.

At what price were the Polaris Inc. (PII) common stock equivalents credited?

The 460.66 common stock equivalents were credited at a reference price of $66.48 per share.

How many Polaris Inc. (PII) share-equivalent units does the director own after the transaction?

Following the reported transaction, the director beneficially owned 36,262.32 common stock equivalents and deferred stock units in total.

What plan was used to acquire the Polaris Inc. (PII) common stock equivalents?

The units were credited under Polaris Inc.’s Deferred Compensation Plan for Directors, based on the director’s election to defer their quarterly cash retainer.

What is the role of dividend reinvestment in the Polaris Inc. (PII) director’s holdings?

The total holdings include 336.91 common stock equivalents and deferred stock units that were acquired through the DC Plan’s dividend reinvestment feature.

Can Polaris Inc. (PII) common stock equivalents be settled in actual shares?

Yes. Each common stock equivalent reported may be settled in one share of Polaris common stock under the terms of the Deferred Compensation Plan for Directors.