Toro (NYSE: TTC) CEO exercises options, sells 119,400, keeps stake

Rhea-AI Filing Summary

The Toro Company Chairman & CEO Richard M. Olson exercised options for 119,400 shares of common stock at $56.54 per share and on the same day sold 119,400 shares in open-market transactions at a weighted average price of about $100.148 per share, within a range of $100.00 to $100.69. Following these transactions, he directly holds 38,186.461 shares of common stock and indirectly holds 17,806.553 shares through The Toro Company Retirement Plan. He also holds 16,916 restricted stock units, each representing a right to receive one share of common stock, and 170,892.685 performance share units, giving him substantial remaining equity exposure to Toro.

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^*

Olson Richard M

(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
X	Officer (give title below)		Other (specify below)
	Chairman & CEO

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		119,400	A	$56.54	157,586.461	D
Common Stock	03/10/2026		S		119,400	D	$100.148(1)	38,186.461	D
Performance Share Units								170,892.685(2)	D
Common Stock								17,806.553(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
Non-Qualified Stock Option	$56.54	03/10/2026		M			119,400	(4)	12/09/2026	Common Stock	119,400	$0	0	D
Restricted Stock Units	(5)							(6)	(6)	Common Stock	16,916		16,916	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $100.00 per share to $100.690 per share, inclusive. The reporting person undertakes to provide to The Toro Company, any security holder of The Toro Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. Includes 748.027 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.

3. Includes 77.819 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 quarterly non-discretionary administrative fees.

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

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

6. The restricted stock units 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	03/12/2026
	** 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 (TTC) CEO Richard Olson report in this Form 4?

Richard Olson reported exercising options for 119,400 Toro common shares at $56.54 and selling 119,400 shares at a weighted average price of about $100.148 per share, reflecting an exercise-and-sell transaction on the same date.

How many Toro (TTC) shares did the CEO sell and at what prices?

He sold 119,400 common shares in multiple open-market trades at a weighted average price of about $100.148 per share, with individual sale prices ranging from $100.00 to $100.69, according to the weighted average pricing footnote.

How many Toro (TTC) shares does the CEO hold after these transactions?

After the reported transactions, Richard Olson directly holds 38,186.461 Toro common shares and indirectly holds 17,806.553 shares through The Toro Company Retirement Plan, as reflected in the holdings entries of the Form 4.

What options did the Toro (TTC) CEO exercise in this Form 4?

He exercised a non-qualified stock option covering 119,400 underlying Toro common shares at an exercise price of $56.54 per share. The option originally vested in three equal annual installments beginning on the first anniversary of the December 9, 2016 grant date.

What restricted and performance units does the Toro (TTC) CEO still hold?

He holds 16,916 restricted stock units, each equal to one Toro common share, and 170,892.685 performance share units. The restricted stock units vest in three equal annual installments starting on the first anniversary of the December 22, 2025 grant date.

Were any Toro (TTC) shares acquired through dividend reinvestment plans?

Yes. The filing notes 748.027 performance share units were acquired through the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers, and 77.819 net shares were acquired under The Toro Company Retirement Plan, net of administrative fees.