Toro Co (NYSE: TTC) director exercises options and gifts shares

Rhea-AI Filing Summary

Toro Co director D. Christian Koch reported routine equity compensation activity and gifts of company stock. On March 10, 2026, he exercised a non-qualified stock option for 4,951 shares of Toro common stock at an exercise price of $47.17 per share, converting an option granted in November 2016 into shares. On the same date, 2,335 shares were withheld at $100.04 per share to cover the exercise price or related tax obligations, leaving 2,616 shares held directly. On March 11, 2026, Koch made two bona fide gifts totaling 5,232 shares of Toro common stock, including a transfer that resulted in 18,191 shares being held indirectly through the Dale Christian Koch Trust. Following these transactions, his direct holdings reported in this filing were reduced to zero, with continued indirect ownership through the trust.

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^*

KOCH D CHRISTIAN

(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)
03/10/2026

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	03/10/2026		M		4,951	A	$47.17	4,951	D
Common Stock	03/10/2026		F		2,335	D	$100.04	2,616	D
Common Stock	03/11/2026		G		2,616	D	$0	0	D
Common Stock	03/11/2026		G		2,616	A	$0	18,191	I	Held by Dale Christian Koch Trust

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	$47.17	03/10/2026		M			4,951	(1)	11/01/2026	Common Stock	4,951	$0	0	D

Explanation of Responses:

1. The option vests in three equal annual installments commencing on the first anniversary of the November 1, 2016 grant date.

Remarks:

	/s/ Joanna M. Totsky, Attorney-in-Fact	03/12/2026
	** 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 did Toro Co (TTC) director D. Christian Koch do in this Form 4?

Director D. Christian Koch exercised stock options and made gifts of Toro Co shares. He converted 4,951 options into common stock, had 2,335 shares withheld for tax or exercise costs, and then gifted 5,232 shares, shifting holdings largely to an indirect trust.

How many Toro Co (TTC) options did D. Christian Koch exercise?

He exercised non-qualified stock options for 4,951 shares of Toro Co common stock at an exercise price of $47.17 per share. These options were originally granted in November 2016 and vested in three equal annual installments beginning one year after the grant date.

Were any Toro Co (TTC) shares sold on the market in this Form 4?

No open-market sales were reported. Shares were acquired through an option exercise, with 2,335 shares delivered to cover exercise or tax obligations and 5,232 shares transferred as bona fide gifts, including to a trust, rather than sold for cash in the market.

How many Toro Co (TTC) shares were gifted by D. Christian Koch?

He reported bona fide gifts totaling 5,232 shares of Toro Co common stock. These included 2,616 shares transferred from his direct holdings and 2,616 shares associated with indirect holdings, resulting in 18,191 shares held indirectly by the Dale Christian Koch Trust after the transactions.

What are D. Christian Koch’s Toro Co (TTC) holdings after these transactions?

After the reported transactions, his direct Toro Co common stock holdings fell to zero, while 18,191 shares were reported as held indirectly through the Dale Christian Koch Trust. The filing shows no remaining position in the exercised option series, as those derivatives were fully converted into shares.

What does the tax-withholding transaction mean in this Toro Co (TTC) Form 4?

The tax-withholding entry shows 2,335 Toro Co shares delivered at $100.04 per share to pay the option exercise price or related tax liabilities. This is a mechanical disposition to satisfy obligations, not an open-market sale reflecting a view on the stock’s investment prospects.