Toro (TTC) Group VP Janey exercises options, sells 3,500 shares but retains sizable stake

Rhea-AI Filing Summary

TORO CO Group VP Gregory S. Janey exercised stock options and sold shares of common stock. On March 24, 2026, Janey exercised options covering 3,500 shares of common stock at an exercise price of $56.54 per share and then sold 3,500 shares in open-market trades at prices of $95.49 and $95.44 per share.

After these transactions, Janey directly held 5,521.284 shares of Toro common stock, plus deferred awards. Direct derivative holdings include restricted stock units tied to 20,722.227 and 2,634.000 underlying shares and 7,190.370 performance share units. Janey also had an indirect holding of 2,216.097 common shares through The Toro Company Retirement Plan.

Insights

Equity compensation analyst

Routine option exercise and sale with sizable remaining equity position.

The filing shows Gregory S. Janey, a Group VP at TORO CO, exercising stock options for 3,500 common shares at an exercise price of $56.54, then selling the same number of shares at around $95.45 per share. This is a classic exercise-and-sell pattern converting options into cash.

Following the trades, Janey still directly holds 5,521.284 common shares, plus significant deferred equity: restricted stock units linked to 20,722.227 and 2,634.000 underlying shares and 7,190.370 performance share units, as well as 2,216.097 indirectly held shares in The Toro Company Retirement Plan. The transaction scale appears modest relative to the total equity exposure visible in this filing, indicating routine compensation-related portfolio activity rather than a transformational position change.

Insider Trade Summary

Net Seller: 3,500 shares ($334,128)

Net Sell 10 txns

Insider JANEY GREGORY S

Role Group VP, Landscapes & Contrac

Sold 3,500 shs ($334K)

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option	1,750	$0.00	--
Exercise	Non-Qualified Stock Option	1,750	$0.00	--
Exercise	Common Stock	1,750	$56.54	$99K
Sale	Common Stock	1,750	$95.49	$167K
Exercise	Common Stock	1,750	$56.54	$99K
Sale	Common Stock	1,750	$95.44	$167K
holding	Restricted Stock Units	--	--	--
holding	Restricted Stock Units	--	--	--
holding	Common Stock	--	--	--
holding	Performance Share Units	--	--	--

Holdings After Transaction: Non-Qualified Stock Option — 0 shares (Direct); Common Stock — 7,271.284 shares (Direct); Restricted Stock Units — 20,722.227 shares (Direct); Common Stock — 2,216.097 shares (Indirect, The Toro Company Retirement Plan); Performance Share Units — 7,190.37 shares (Direct)

Footnotes (1)

1. Includes 1.770 shares acquired by the reporting person since the date of his last report under a dividend reinvestment feature of the account in which the shares are held. Includes 9.687 net shares acquired by the reporting person since the date of his last report under the dividend reinvestment feature of The Toro Company Retirement Plan less non-discretionary quarterly administrative fees. Includes 28.270 performance share units acquired by the reporting person since the date of his last report under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers. The option vests in three equal annual installments commencing on the first anniversary of the December 9, 2016 grant date. The option vests in full on December 9, 2019, which is the third anniversary of the date of grant. Each restricted stock unit represents a contingent right to receive one share of TTC common stock. The restricted stock units and related dividend equivalents vest in full on October 10, 2028, which is the third anniversary of the date of grant. The restricted stock units and related dividend equivalents vest in three equal annual installments commencing on the first anniversary of the December 22, 2025 grant date.

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^*

JANEY GREGORY S

(Last) (First) (Middle)

8111 LYNDALE AVENUE SOUTH

(Street)

BLOOMINGTON MINNESOTA 55420

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	Group VP, Landscapes & Contrac

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

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	03/24/2026		M		1,750	A	$56.54	7,271.284(1)	D
Common Stock	03/24/2026		S		1,750	D	$95.49	5,521.284	D
Common Stock	03/24/2026		M		1,750	A	$56.54	7,271.284	D
Common Stock	03/24/2026		S		1,750	D	$95.44	5,521.284	D
Common Stock								2,216.097(2)	I	The Toro Company Retirement Plan
Performance Share Units								7,190.37(3)	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	$56.54	03/24/2026		M			1,750	(4)	12/09/2026	Common Stock	1,750	$0	0	D
Non-Qualified Stock Option	$56.54	03/24/2026		M			1,750	(5)	12/09/2026	Common Stock	1,750	$0	0	D
Restricted Stock Units	(6)							(7)	(7)	Common Stock	20,722.227		20,722.227	D
Restricted Stock Units	(6)							(8)	(8)	Common Stock	2,634		2,634	D

Explanation of Responses:

1. Includes 1.770 shares acquired by the reporting person since the date of his last report under a dividend reinvestment feature of the account in which the shares are held.

2. Includes 9.687 net shares acquired by the reporting person since the date of his last report under the dividend reinvestment feature of The Toro Company Retirement Plan less non-discretionary quarterly administrative fees.

3. Includes 28.270 performance share units acquired by the reporting person since the date of his last report under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers.

4. The option vests in three equal annual installments commencing on the first anniversary of the December 9, 2016 grant date.

5. The option vests in full on December 9, 2019, which is the third anniversary of the date of grant.

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

7. The restricted stock units and related dividend equivalents vest in full on October 10, 2028, which is the third anniversary of the date of grant.

8. The restricted stock units and related dividend equivalents vest in three equal annual installments commencing on the first anniversary of the December 22, 2025 grant date.

Remarks:

	/s/ Joanna M. Totsky, Attorney-in-Fact	03/26/2026
	** 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 activity did TTC executive Gregory S. Janey report on this Form 4?

Gregory S. Janey reported exercising stock options for 3,500 Toro common shares at $56.54 and selling 3,500 shares in open-market trades around $95.45. The filing reflects a typical compensation-driven exercise-and-sell transaction rather than a large standalone share purchase or sale.

How many Toro (TTC) shares did Gregory S. Janey sell, and at what prices?

Janey sold 3,500 shares of Toro common stock. The trades were executed in two blocks of 1,750 shares each at sale prices of $95.49 and $95.44 per share, following the exercise of stock options on the same date.

What is Gregory S. Janey’s remaining direct ownership in Toro (TTC) common stock after these transactions?

After the option exercise and matching share sales, Janey directly holds 5,521.284 Toro common shares. This figure excludes additional indirect holdings through a company retirement plan and deferred equity awards such as restricted stock units and performance share units disclosed in the same filing.

What deferred equity awards in Toro (TTC) does Gregory S. Janey hold following the reported trades?

Janey holds restricted stock units tied to 20,722.227 and 2,634.000 underlying Toro common shares, plus 7,190.370 performance share units. Each restricted stock unit represents the right to receive one Toro share upon vesting under the company’s long-term incentive and deferred compensation arrangements.

Does the Toro (TTC) Form 4 show any indirect share ownership for Gregory S. Janey?

Yes. The filing reports an indirect holding of 2,216.097 Toro common shares through The Toro Company Retirement Plan. Footnotes indicate that dividend reinvestment features in this plan have incrementally increased the position since Janey’s prior ownership report.

How do the stock options exercised by Gregory S. Janey in Toro (TTC) vest and what was the grant structure?

Footnotes state that the option grant vests in three equal annual installments beginning on the first anniversary of the December 9, 2016 grant date, with full vesting reached on December 9, 2019. The exercised options carried a $56.54 per-share exercise price.