SEC Form 4 · accession 0001127602-16-069439
TORO CO · TTC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Amy E Dahl
Officer — VP, Human Resources
Period of report
Dec 5, 2016
Accepted (ET)
Dec 7, 2016 · 5:31 pm EST
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 | Dec 5, 2016 | M | 78 | $0.00 | A | 2,114 | D | |
| Common Stock | Dec 5, 2016 | F | 27 | $52.75 | D | 2,087 | D | |
| Common Stock | Dec 6, 2016 | M | 240 | $0.00 | A | 2,327 | D | |
| Common Stock | Dec 6, 2016 | F | 81 | $54.52 | D | 2,246 | D | |
| Common Stock | Dec 6, 2016 | M | 81 | $0.00 | A | 2,327 | D | |
| Common Stock | Dec 6, 2016 | F | 28 | $54.52 | D | 2,299 | D | |
| Common StockF2 | holding | — | — | — | 3,047 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4,F5 | — | Dec 5, 2016 | M | 78 | D | — | — | Common Stock | 78 | 80 | D |
| Restricted Stock UnitsF3,F6,F5 | — | Dec 6, 2016 | M | 240 | D | — | — | Common Stock | 240 | 0 | D |
| Restricted Stock UnitsF3,F7,F5 | — | Dec 6, 2016 | M | 81 | D | — | — | Common Stock | 81 | 0 | D |
Explanation of responses
- F1On September 16, 2016, the common stock of the issuer split two-for-one (the "Stock Split"), resulting in the reporting person's ownership of 1,017.893 additional shares of common stock. All future Form 4 and 5 filings made by the reporting person will include adjustments, as necessary, to reflect the Stock Split.
- F2Includes the following shares of common stock acquired by the reporting person since the date of her last report: 18.571 post-split shares acquired through regular individual and issuer matching contributions to The Toro Company Investment, Savings & ESOP (the "IS&ESOP"); 19.278 post-split net shares acquired under the dividend reinvestment feature of the IS&ESOP less quarterly non-discretionary administrative fees; and 1,504.526 additional shares of common stock as a result of the Stock Split.
- F3Each restricted stock unit represents a contingent right to receive one share of Toro common stock.
- F4The restricted stock units and related dividend equivalents vest and become non-forfeitable in three equal annual installments commencing on December 5, 2015, which was the first anniversary of the date of grant.
- F5The restricted stock units were adjusted to reflect the Stock Split.
- F6The restricted stock units and related dividend equivalents vested and became non-forfeitable in full on December 6, 2016, which is the third anniversary of the date of grant.
- F7The restricted stock units and related dividend equivalents vested and became non-forfeitable in three equal annual installments commencing on December 6, 2014, which was the first anniversary of the date of grant.