SEC Form 4 · accession 0001127602-15-019875
TORO CO · TTC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael J Hoffman
Officer — Chairman, Pres. & CEO · Director
Period of report
Jun 2, 2015
Accepted (ET)
Jun 4, 2015 · 5:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000737758
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 2, 2015 | M | 26,080 | $20.095 | A | 586,871 | D | |
| Common StockF2 | Jun 2, 2015 | S | 26,080 | $69.067 | D | 560,791 | D | |
| Common Stock | Jun 3, 2015 | M | 66,010 | $20.095 | A | 626,801 | D | |
| Common StockF3 | Jun 3, 2015 | S | 66,010 | $68.338 | D | 560,791 | D | |
| Common Stock | Jun 3, 2015 | M | 23,310 | $20.095 | A | 584,101 | D | |
| Common StockF4 | Jun 3, 2015 | S | 23,310 | $69.175 | D | 560,791 | D | |
| Common StockF5 | holding | — | — | — | 123,547 | I | Held by Michael J. Hoffman Irrevocable Lifetime Family Trust | |
| Common StockF6 | holding | — | — | — | 67,001 | I | The Toro Company Investment, Savings & ESOP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock OptionF7 | $20.095 | Jun 2, 2015 | M | 26,080 | D | — | Nov 30, 2015 | Common Stock | 26,080 | 89,320 | D |
| Non-Qualified Stock OptionF7 | $20.095 | Jun 3, 2015 | M | 66,010 | D | — | Nov 30, 2015 | Common Stock | 66,010 | 23,310 | D |
| Non-Qualified Stock OptionF7 | $20.095 | Jun 3, 2015 | M | 23,310 | D | — | Nov 30, 2015 | Common Stock | 23,310 | 0 | D |
Explanation of responses
- F1Includes 2,707.314 shares of common stock acquired by the reporting person under The Toro Company Dividend Reinvestment Plan (the "DRIP") since the date of his last report.
- F2The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $69.00 to $69.28, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, 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 ranges set forth in footnotes (2), (3) and (4) to this Form 4.
- F3The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $68.00 to $68.97, inclusive.
- F4The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $69.01 to $69.47, inclusive.
- F5Includes 951.501 shares of common stock acquired by the reporting person under the DRIP since the date of his last report.
- F6Includes the following shares of common stock acquired by the reporting person since the date of his last report: 514.548 net shares acquired under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP (IS&ESOP) less quarterly non-discretionary administrative fees; and 57.894 shares acquired through issuer annual investment fund contributions to the IS&ESOP.
- F7The option vested in three equal annual installments commencing on the first anniversary of the date of grant, which was November 30, 2005.