SEC Form 4 · accession 0001209191-15-015552

Polaris Inc. · PII

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — VP Finance & CFO

Period of report

Feb 13, 2015

Accepted (ET)

Feb 18, 2015 · 6:24 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000931015

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 13, 2015	M	4,536	—	A	91,167	D
Common Stock^F2	Feb 13, 2015	F	1,648	$156.00	D	89,519	D
Common Stock	Feb 17, 2015	S	2,888	$156.438	D	86,631	D
Common Stock	Feb 17, 2015	M	50,000	$22.33	A	136,631	D
Common Stock^F3	Feb 17, 2015	S	50,000	$155.43	D	86,631	D
Common Stock	holding	—	—		—	20,994	I	By Colleen M. Malone Living Trust
Common Stock	holding	—	—		—	32,400	I	By Malone Lifetime Trust

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Performance Restricted Stock Units^F4	—	Feb 13, 2015	M	9,072	D	—	Mar 15, 2015	Common Stock	9,072	0	D
Deferred Stock Units^F5,F6	—	Feb 13, 2015	M	4,536	A	—	—	Common Stock	4,536	4,536	D
Employee Stock Options (Right to Buy)	$22.33	Feb 17, 2015	M	50,000	D	Feb 1, 2012	Feb 1, 2020	Common Stock	50,000	0	D

F1Shares acquired in settlement of an equal number of performance restricted stock units upon vesting of the units.
F2Shares withheld to satisfy reporting person's tax withholding obligation upon the vesting and settlement of a performance restricted stock unit award.
F3Reflects the weighted average price of 50,000 shares of Common Stock sold by the reporting person in multiple transactions on February 17, 2015 with sale prices ranging from $155.15 to $156.53 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F4Each performance restricted stock unit represents the right to receive, upon vesting, one share of the Issuer's common stock or, if a deferral election is made, one deferred stock unit under the Issuer's Supplemental/Retirement Savings Plan ("SERP").
F5Each deferred stock unit represents the right to receive one share of the Issuer's common stock, and is received in exchange for one performance restricted stock unit as described in note 4.
F6At the settlement date elected by the reporting person under the SERP, the reporting person is entitled to receive one share of common stock for each deferred stock unit held. The deferred stock units may be transferred into an alternative investment account in the SERP after a period of six months and one day.