PII Form 4: Director Hendrickson Adds 577.58 Deferred Units

Rhea-AI Filing Summary

Gary E. Hendrickson, a director of Polaris Inc. (PII), reported a change in beneficial ownership dated 10/01/2025. The filing shows 577.58 Common Stock Equivalents (CSEs) were credited to his account under the Company's Deferred Compensation Plan for Directors because he elected to defer his quarterly cash retainer. The report lists a price of $61.68 and states Mr. Hendrickson beneficially owns 54,233.75 shares or equivalents following the transaction. The total in the ownership figure includes the 577.58 newly credited CSEs plus 547.34 CSEs and deferred stock units acquired through dividend reinvestment. The Form 4 was filed as a one-person report and signed on 10/02/2025.

Positive

• 577.58 CSEs were credited under the Deferred Compensation Plan for Directors, reflecting active use of the plan
• The report discloses participation in the dividend reinvestment feature (547.34 units included in total ownership)
• Filing was submitted timely and signed (10/02/2025), meeting Section 16 reporting requirements

Negative

• None.

Insights

Corporate Governance Expert

Director deferred cash retainer, receiving 577.58 CSEs on 10/01/2025

Crediting CSEs under a directors' deferred compensation plan is a routine compensation election; here the filing documents a non‑cash transaction where the director deferred his quarterly retainer and received 577.58 Common Stock Equivalents.

This increases the director's beneficial position to 54,233.75 shares/equivalents and shows participation in the dividend reinvestment feature (547.34 units). The filing is informational for governance oversight and SEC Section 16 transparency; it does not disclose option exercise, sale, or cash purchase activity.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hendrickson Gary E

(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)
10/01/2025

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	10/01/2025		A		577.58	A	$61.68	54,233.75(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 577.58 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 577.58 newly acquired CSEs, and 547.34 CSEs and deferred stock units acquired pursuant to the dividend reinvestment feature of the DC Plan.

Remarks:

	/s/ Sarah Maveus, as attorney-in-fact	10/02/2025
	** 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 did the Form 4 filed for Polaris (PII) report?

It reported that director Gary E. Hendrickson was credited with 577.58 Common Stock Equivalents on 10/01/2025 under the company's director Deferred Compensation Plan.

How many shares or equivalents does Gary Hendrickson own after the transaction?

The filing shows a total beneficial ownership of 54,233.75 shares or equivalents following the reported transaction.

Why were the 577.58 CSEs credited to the director?

They were credited in connection with the reporting person's election to defer receipt of his quarterly cash retainer under the DC Plan.

Does the Form 4 show any cash purchase or sale of shares by the director?

No. The transaction code is an acquisition of CSEs through deferral; the filing does not report a cash purchase or sale.

Are dividend reinvestment units included in the ownership total?

Yes. The ownership figure includes 547.34 CSEs and deferred stock units acquired via the plan's dividend reinvestment feature.