TTC Form 4: Director awarded 1,235 shares and 2,266 options

Rhea-AI Filing Summary

Toro Co (TTC) director reported routine equity awards on a Form 4. On 11/03/2025, the director acquired 1,235 shares of common stock at $74.21 as an annual non‑employee director stock award under The Toro Company 2022 Equity and Incentive Plan. Following this, the director beneficially owned 3,765 common shares, held directly.

The filing also reports a non‑qualified stock option grant covering 2,266 shares with an exercise price of $74.21, expiring on 11/03/2035. The option vests in three equal annual installments beginning on the first anniversary of the November 3, 2025 grant date. After the transaction, the director held 2,266 options directly.

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

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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^*

CRAIG DIANNE C

(Last) (First) (Middle)

8111 LYNDALE AVENUE SOUTH

(Street)

BLOOMINGTON MN 55420

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TORO CO [ TTC ]

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)
11/03/2025

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	11/03/2025		A		1,235(1)	A	$74.21	3,765	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
Non-Qualified Stock Option	$74.21	11/03/2025		A		2,266(2)		(3)	11/03/2035	Common Stock	2,266	$0	2,266	D

Explanation of Responses:

1. Annual common stock award for service as a non-employee director issued under The Toro Company 2022 Equity and Incentive Plan.

2. Annual option grant for service as a non-employee director issued under The Toro Company 2022 Equity and Incentive Plan.

3. The option vests in three equal annual installments commencing on the first anniversary of the November 3, 2025 grant date.

Remarks:

	/s/ Joanna M. Totsky, Attorney-in-Fact	11/04/2025
	** 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 TTC disclose in this Form 4?

A director received an annual stock award of 1,235 common shares at $74.21 and a non‑qualified stock option for 2,266 shares at $74.21.

How many TTC shares does the director own after the award?

The director beneficially owned 3,765 common shares directly after the reported transaction.

What are the key terms of the new TTC stock options?

Options for 2,266 shares at an exercise price of $74.21, expiring on 11/03/2035.

When do the TTC options vest?

They vest in three equal annual installments starting on the first anniversary of November 3, 2025.

Under what plan were the TTC awards granted?

Both the stock award and option were issued under the The Toro Company 2022 Equity and Incentive Plan.

Is the ownership reported as direct or indirect?

Both the 3,765 shares and the 2,266 options are reported as direct ownership.