Polaris (PII) CFO receives 23 shares through deferred stock unit conversion

Rhea-AI Filing Summary

Polaris Inc. CFO Robert Paul Mack reported a routine equity transaction under the company’s Supplemental Executive Retirement Plan (SERP). On the reported date, he exercised 23 deferred stock units, which each represent the right to receive one share of Polaris common stock, and received 23 common shares at no cash exercise price. Following this conversion, his directly held balances were 2,752.75 deferred stock units and 80,469.25 common shares, reflecting ongoing SERP-based quarterly distributions rather than an open‑market purchase or sale.

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).

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^*

Mack Robert Paul

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO, EVP - Finance + Corp Dev

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		M		23(1)	A	(2)	80,469.25	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
Deferred Stock Units	(2)	03/02/2026		M			23	(3)	(3)	Common Stock	23	(2)	2,752.75	D

Explanation of Responses:

1. Pursuant to the Issuer's Supplemental Executive Retirement Plan (SERP), the reporting officer has elected to receive quarterly distributions of one share of common stock for each deferred stock unit held.

2. Each deferred stock unit represents the right to receive one share of the Issuer's common stock upon the settlement of the units.

3. At the settlement date elected by the reporting officer under the Issuer's SERP, the reporting officer is entitled to receive one share of common stock for each deferred stock unit held. The deferred stock units may be transferred into an alternative investment account in the SERP after a period of six months and one day.

Remarks:

	/s/ Sarah Maveus, as attorney-in-fact	03/03/2026
	** 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 (PII) report for CFO Robert Paul Mack?

Polaris reported that CFO Robert Paul Mack exercised 23 deferred stock units into 23 shares of common stock. This was a routine, non-cash conversion under the company’s Supplemental Executive Retirement Plan rather than an open-market buy or sell transaction.

How many Polaris (PII) shares did the CFO hold after this Form 4 transaction?

After the transaction, CFO Robert Paul Mack directly held 80,469.25 Polaris common shares. He also held 2,752.75 deferred stock units, each representing the right to receive one Polaris common share upon settlement under the Supplemental Executive Retirement Plan.

What are deferred stock units in Polaris (PII) CFO’s Form 4 filing?

The deferred stock units each represent the right to receive one Polaris common share upon settlement. Under the Supplemental Executive Retirement Plan, the reporting officer can receive quarterly distributions of one common share for each deferred stock unit held, or later transfer units into an alternative investment account.

Did the Polaris (PII) CFO buy or sell shares on the open market in this Form 4?

No open-market buy or sell occurred. The Form 4 shows a derivative exercise, where 23 deferred stock units converted into 23 common shares at a stated price of $0.0000 per share, consistent with a non-cash SERP distribution rather than a market trade.

What plan governed the Polaris (PII) CFO’s deferred stock unit conversion?

The transaction occurred under Polaris’s Supplemental Executive Retirement Plan. The plan allows the reporting officer to elect quarterly distributions of one common share for each deferred stock unit, and to elect a settlement date when the units convert into common stock or alternative investments.