[Form 4] TORO CO Insider Trading Activity

Rhea-AI Filing Summary

The Toro Company reported an equity award for a vice president who serves as VP, Golf, Grounds & Irrigation. On December 17, 2025, the officer received 266 performance share units at a price of $0 as the payout of a Fiscal 2023 to Fiscal 2025 Performance Share Award that was approved after confirmation of Fiscal 2025 financial results. Following the transaction, the officer beneficially owned 2,513.27 performance share units, 1,881.834 shares of common stock directly, and 2,552.722 shares of common stock indirectly through The Toro Company Retirement Plan.

The disclosure also shows 3,438 restricted stock units, each representing one share of TTC common stock, which vest along with related dividend equivalents in three equal annual installments commencing on the first anniversary of October 10, 2025. Additional performance share units and shares were acquired through dividend reinvestment features under the company’s deferred compensation and retirement plans.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Young Grant

Role VP, Golf, Grounds & Irrigation

Type	Security	Shares	Price	Value
Grant/Award	Performance Share Units	266	$0.00	--
holding	Restricted Stock Units	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Performance Share Units — 2,513.27 shares (Direct); Restricted Stock Units — 3,438 shares (Direct); Common Stock — 1,881.834 shares (Direct); Common Stock — 2,552.722 shares (Indirect, The Toro Company Retirement Plan)

Footnotes (1)

1. Represents the payout of a Performance Share Award for the Fiscal 2023 to Fiscal 2025 Performance Period under The Toro Company 2022 Equity and Incentive Plan, as approved by the Issuer's Compensation & Human Resources Committee of its Board of Directors on December 9, 2025, and which was conditioned upon and subject to confirmation by the Issuer's Fiscal 2025 financial results that were released on December 17, 2025. The reporting person has deferred the payout of his Performance Share Award under The Toro Company Deferred Compensation Plan for Officers (the "Deferred Plan"), and accordingly, the reporting person's Performance Share Award is paid in performance share units under the Deferred Plan. Includes 11.183 performance share units acquired by the reporting person since the date of his last report under the dividend reinvestment feature of the Deferred Plan. Includes 12.699 net shares acquired under the dividend reinvestment feature of The Toro Company Retirement Plan less quarterly non-discretionary administrative fees. Each restricted stock unit represents a contingent right to receive one share of TTC common stock. The restricted stock units vest and related dividend equivalents vest and become non-forfeitable in three equal annual installments commencing on the first anniversary of the October 10, 2025.

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^*

Young Grant

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Golf, Grounds & Irrigation

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2025

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
Performance Share Units	12/17/2025		A		266(1)	A	$0	2,513.27(2)	D
Common Stock								1,881.834	D
Common Stock								2,552.722(3)	I	The Toro Company Retirement Plan

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
Restricted Stock Units	(4)							(5)	(5)	Common Stock	3,438		3,438	D

Explanation of Responses:

1. Represents the payout of a Performance Share Award for the Fiscal 2023 to Fiscal 2025 Performance Period under The Toro Company 2022 Equity and Incentive Plan, as approved by the Issuer's Compensation & Human Resources Committee of its Board of Directors on December 9, 2025, and which was conditioned upon and subject to confirmation by the Issuer's Fiscal 2025 financial results that were released on December 17, 2025. The reporting person has deferred the payout of his Performance Share Award under The Toro Company Deferred Compensation Plan for Officers (the "Deferred Plan"), and accordingly, the reporting person's Performance Share Award is paid in performance share units under the Deferred Plan.

2. Includes 11.183 performance share units acquired by the reporting person since the date of his last report under the dividend reinvestment feature of the Deferred Plan.

3. Includes 12.699 net shares acquired under the dividend reinvestment feature of The Toro Company Retirement Plan less quarterly non-discretionary administrative fees.

4. Each restricted stock unit represents a contingent right to receive one share of TTC common stock.

5. The restricted stock units vest and related dividend equivalents vest and become non-forfeitable in three equal annual installments commencing on the first anniversary of the October 10, 2025.

Remarks:

	/s/ Joanna M. Totsky, Attorney-in-Fact	12/18/2025
	** 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).
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