Polaris (NYSE: PII) director defers pay into 605.58 stock equivalents

Rhea-AI Filing Summary

Polaris Inc. director Bernd F. Kessler received an award of 605.58 Common Stock Equivalents tied to the company’s common stock. These units were credited at a reference price of $54.70 in connection with his election to defer his quarterly cash retainer under the Deferred Compensation Plan for Directors.

After this award and related dividend reinvestment credits, Kessler’s account under the plan reflects a total of 59,076.77 Common Stock Equivalents and deferred stock units. This is a routine, compensation-related, non-cash acquisition rather than an open-market stock purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider KESSLER BERND F

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	605.58	$54.70	$33K

Holdings After Transaction: Common Stock — 59,076.77 shares (Direct)

Footnotes (1)

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Key Figures

Awarded Common Stock Equivalents: 605.58 units Reference price per unit: $54.70 per share Total stock equivalents after transaction: 59,076.77 units +1 more

4 metrics

Awarded Common Stock Equivalents 605.58 units Credited under Deferred Compensation Plan on April 1, 2026

Reference price per unit $54.70 per share Transaction price per Common Stock Equivalent for this award

Total stock equivalents after transaction 59,076.77 units Common Stock Equivalents and deferred stock units following the award

Dividend reinvestment units 744.88 units CSEs and deferred stock units from dividend reinvestment included in total

Key Terms

Common Stock Equivalents (CSEs), Deferred Compensation Plan for Directors (DC Plan), dividend reinvestment feature, quarterly cash retainer payment

4 terms

Common Stock Equivalents (CSEs) financial

"The reported transaction involved the crediting of 605.58 Common Stock Equivalents (CSEs), each of which may be settled in one share of common stock"

Deferred Compensation Plan for Directors (DC Plan) financial

"to the reporting person's account under the Company's Deferred Compensation Plan for Directors (DC Plan)"

dividend reinvestment feature financial

"744.88 CSEs and deferred stock units acquired pursuant to the dividend reinvestment feature of the DC Plan"

quarterly cash retainer payment financial

"in connection with the reporting person's election to defer receipt of the reporting person's quarterly cash retainer payment"

Form 4 Insider Transactions: What Each Field Means →

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^*

KESSLER BERND F

(Last) (First) (Middle)

2100 HIGHWAY 55

(Street)

MEDINA MINNESOTA 55340

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/01/2026		A		605.58	A	$54.7	59,076.77(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 605.58 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 605.58 newly acquired CSEs, and 744.88 CSEs and deferred stock units acquired pursuant to the dividend reinvestment feature of the DC Plan.

Remarks:

	/s/ Sarah Maveus, as attorney-in-fact	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Polaris (PII) director Bernd Kessler report?

Polaris director Bernd F. Kessler reported receiving 605.58 Common Stock Equivalents as a compensation award. These units were credited under the Deferred Compensation Plan for Directors after he chose to defer his quarterly cash retainer into stock-based equivalents.

Did the Polaris (PII) director buy shares on the open market?

No, the filing shows a compensation-related award, not an open-market purchase. The 605.58 units are Common Stock Equivalents credited under a deferred compensation plan when the director deferred his quarterly cash retainer into stock-linked units.

How many Polaris (PII) stock equivalents does the director hold after this Form 4?

Following the reported transaction, the director’s account shows 59,076.77 Common Stock Equivalents and deferred stock units. This total includes the 605.58 newly credited units plus 744.88 units acquired through the plan’s dividend reinvestment feature.

What price is associated with the Polaris (PII) stock equivalent award?

The 605.58 Common Stock Equivalents were credited at a reference price of $54.70 per unit. Each Common Stock Equivalent may be settled in one share of Polaris common stock under the terms of the Deferred Compensation Plan for Directors.

What is the Polaris (PII) Deferred Compensation Plan for Directors?

The Deferred Compensation Plan for Directors allows directors to defer their quarterly cash retainer into stock-linked units. In this case, 605.58 Common Stock Equivalents were credited, and additional units accrue over time through the plan’s dividend reinvestment feature.