TTC / The Toro Company - SEC-arkivering, Årsberetning, Fuldmagtserklæring

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2026 THE TORO COMPANY (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2026 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

The Toro Company Reports Strong Second-Quarter Results Driven by Broad-Based Customer Demand and Margin Improvement Exceeds second-quarter expectations and raises full-year guidance

Investor Relations Heather Hille Vice President, Corporate Affairs and Investor Relations (952) 887-8923, heather.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 (State or other jurisdiction of incorporation) (Commission File Number) 8111 Lyndale Avenue South Bloomington, Minnesota 55420 (Address of principal executive offices) (Zip Code) Joanna M. Totsky (952)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 (State or other jurisdiction of incorporation) (Commission File Number) 8111 Lyndale Avenue South Bloomington, Minnesota 55420 (Address of principal executive offices) (Zip Code) Joanna M. Totsky (952)

The Toro Company 2026 Equity Plan

Exhibit 10.1 The Toro Company 2026 Equity Plan Article 1. Establishment, Purpose and Duration 1.1Establishment. The Toro Company, a Delaware corporation (the “Company”), has established an equity compensation plan known as The Toro Company 2026 Equity Plan, as set forth in this document (this “Plan”). This Plan provides for the grant of Nonqualified Stock Options, Incentive Stock Options, Stock Ap

POWER OF ATTORNEY

Exhibit 24.1 POWER OF ATTORNEY The undersigned directors of The Toro Company, a Delaware corporation (the “Company”), hereby authorize and appoint Richard M. Olson and Angela C. Drake, each of them severally, the individual’s true and lawful attorneys-in-fact and agents, with power to act with or without the other, and with full power of substitution and resubstitution, for the person and in his o

RESTATED CERTIFICATE OF INCORPORATION THE TORO COMPANY

Exhibit 3.2 RESTATED CERTIFICATE OF INCORPORATION OF THE TORO COMPANY The Toro Company (hereinafter called the “corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify: FIRST: The present name of the corporation is The Toro Company, which is the name under which the corporation was originally incorporated,

Nonqualified Stock Option Agreement The Toro Company 2026 Equity Plan

Exhibit 10.2 Nonqualified Stock Option Agreement The Toro Company 2026 Equity Plan This Agreement (this “Agreement”) dated (the “Grant Date”), between The Toro Company, a Delaware corporation (“TTC”), and (“you”) sets forth the terms and conditions of the grant to you of a nonqualified stock option (this “Option”) to purchase shares of common stock, par value $0.01 per share, of TTC (“Shares”) at

AMENDED AND RESTATED BYLAWS THE TORO COMPANY (A Delaware Corporation) ARTICLE I OFFICES, CORPORATE SEAL, RECORDS, AND FORUM

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF THE TORO COMPANY (A Delaware Corporation) ARTICLE I OFFICES, CORPORATE SEAL, RECORDS, AND FORUM Section 1.1 Registered Office; Other Offices. The address of the registered office of The Toro Company (the “Corporation”) in the State of Delaware, and the name of its registered agent at such address, shall be as set forth in the Corporation’s certificate of

DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 4.1 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The Toro Company, a Delaware corporation (“TTC,” “we,” “us” and “our”), has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, par value $0.01 per share (“common stock”). The following description of our common stock is a

Non-Employee Director Stock Option Agreement The Toro Company 2026 Equity Plan

Exhibit 10.3 Non-Employee Director Stock Option Agreement The Toro Company 2026 Equity Plan This Agreement (this “Agreement”) dated (the “Grant Date”), between The Toro Company, a Delaware corporation (“TTC”), and (“you”) sets forth the terms and conditions of the grant to you of a nonqualified stock option (this “Option”) to purchase shares of common stock, par value $0.01 per share, of TTC (“Sha

The Toro Company Annual Incentive Plan

Exhibit 10.6 The Toro Company Annual Incentive Plan Article 1. Establishment, Purpose and Duration 1.1Establishment. The Toro Company, a Delaware corporation (the “Company”), has established an annual cash incentive plan known as The Toro Company Annual Incentive Plan, as set forth in this document (this “Plan”). This Plan provides for the grant of Annual Performance Awards, as defined in Section

Calculation of Filing Fee Tables Form S-8 (Form Type) The Toro Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) The Toro Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(3) Equity Common Stock, par value $0.

As filed with the Securities and Exchange Commission on March 20, 2026

As filed with the Securities and Exchange Commission on March 20, 2026 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2026 THE TORO COMPANY (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2026 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numbe

Performance Share Award Agreement The Toro Company 2026 Equity Plan

Exhibit 10.5 Performance Share Award Agreement The Toro Company 2026 Equity Plan This Agreement (this “Agreement”) dated between The Toro Company, a Delaware corporation (“TTC”), and (“you”) sets forth the terms and conditions of a grant to you of a performance share award (this “Performance Share Award”) under The Toro Company 2026 Equity Plan, as such plan may be amended from time to time (the “

As filed with the Securities and Exchange Commission on March 20, 2026

As filed with the Securities and Exchange Commission on March 20, 2026 Registration No.

POWER OF ATTORNEY

Exhibit 24.1 POWER OF ATTORNEY The undersigned directors of The Toro Company, a Delaware corporation (the “Company”), hereby authorize and appoint Richard M. Olson and Angela C. Drake, each of them severally, the individual’s true and lawful attorneys-in-fact and agents, with power to act with or without the other, and with full power of substitution and resubstitution, for the person and in his o

CERTIFICATE OF AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION THE TORO COMPANY

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION OF THE TORO COMPANY The Toro Company (hereinafter called the “corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify: FIRST: The present name of the corporation is The Toro Company, which is the name under which the corporation

Restricted Stock Unit Award Agreement The Toro Company 2026 Equity Plan

Exhibit 10.4 Restricted Stock Unit Award Agreement The Toro Company 2026 Equity Plan This Agreement (this “Agreement”) dated (the “Grant Date”), between The Toro Company, a Delaware corporation (“TTC”), and (“you”) sets forth the terms and conditions of the grant to you of a restricted stock unit (“RSU”) award (this “RSU Award”) that will settle in shares of common stock, par value $0.01 per share

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2026 THE TORO COMPANY (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2026 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number

The Toro Company Reports Fiscal 2026 First-Quarter Results and Raises Full-Year Guidance Beat First-Quarter Expectations In Both Segments Driven by Strong Execution

Investor Relations Heather Hille Vice President, Corporate Affairs and Investor Relations (952) 887-8923, heather.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended January 30, 2026 ☐ Transition Report Pursuant t

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended January 30, 2026 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

ARS

The Toro Company 8111 Lyndale Avenue South Bloomington, MN 55420-1196 952-888-8801 www.

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You invested in THE TORO COMPANY and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2025 ☐ Transition Report Pursuant to Sectio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2025 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission file number: 1-8649 THE TORO COMPANY (Exact name

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2025 THE TORO COMPAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

THE TORO COMPANY POWER OF ATTORNEY

Exhibit 24.1 THE TORO COMPANY POWER OF ATTORNEY The undersigned directors of The Toro Company, a Delaware corporation (the “Company”), hereby authorize and appoint Richard M. Olson and Angela C. Drake, each of them severally, the individual’s true and lawful attorneys-in-fact and agents, with power to act with or without the other, and with full power of substitution and resubstitution, for the pe

Effective Date: 01/22/25 | Replaces Policy Dated: 10/02/23 | Last Review Date: 01/22/25

Policy Name: Clawback Policy Applies To: Executive Officers and other Covered Employees (as defined below) Purpose The Toro Company (the “Company”) is committed to conducting business with integrity in accordance with high ethical standards and in compliance with all applicable laws, rules and regulations, including those applicable to the presentation of the Company’s financial information to the public.

The Toro Company reserves the right to amend or rescind this policy at any time with or without written notice to employees.

Exhibit 19 Legal Department Policy: Insider Trading Policy For: All Employees Purpose Federal and state securities laws provide for civil and criminal penalties against a person who trades while in possession of material non-public information (or tips such information to another person who then trades) and realizes a profit (or avoids a loss) in the securities.

THE TORO COMPANY Subsidiaries of Registrant

Exhibit 21 THE TORO COMPANY Subsidiaries of Registrant The following are significant subsidiaries of The Toro Company as of October 31, 2025: Name State or Other Jurisdiction of Incorporation Percentage of Voting Securities Owned Ditch Witch Barcelona DC, Inc.

The Toro Company Reports Fourth-Quarter and Full-Year Fiscal 2025 Financial Results Exceeded Full-Year Expectations Driven by Strength in Underground Construction and Golf

Investor Relations Heather Hille Vice President, Corporate Affairs and Investor Relations (952) 887-8923, heather.

The Toro Company Declares Regular Quarterly Cash Dividend Authorizes repurchase of up to additional 6 million shares

Investor Relations Heather Hille Managing Director, Corporate Affairs (952) 887-8923, heather.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2025 THE TORO COMPANY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) DE 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number) (

The Toro Company to Acquire Tornado Infrastructure Equipment Ltd. Acquisition expands underground and specialty construction product portfolio and market reach with a leading manufacturer of vacuum excavation trucks for critical infrastructure needs

Investor Relations Heather Hille Managing Director, Corporate Affairs (952) 887-8923, heather.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2025 THE TORO COMPANY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) DE 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number) (I

THE TORO COMPANY TORNADO ACQUISITION COMPANY ULC TORNADO INFRASTRUCTURE EQUIPMENT LTD. ARRANGEMENT AGREEMENT October 6, 2025 TABLE OF CONTENTS ARTICLE 1 INTERPRETATION - 1 - Section 1.1 Defined Terms - 1 - Section 1.2 Certain Rules of Interpretation

Execution Copy THE TORO COMPANY and TORNADO ACQUISITION COMPANY ULC and TORNADO INFRASTRUCTURE EQUIPMENT LTD.

The Toro Company $200,000,000 5.27% Senior Notes, due September 30, 2032 Note Purchase Agreement Dated September 30, 2025

Exhibit 10.1 Execution Version The Toro Company $200,000,000 5.27% Senior Notes, due September 30, 2032 Note Purchase Agreement Dated September 30, 2025 The Toro Company Note Purchase Agreement Table of Contents Section Heading Page Section 1. Authorization of Notes. 5 Section 2. Sale and Purchase of Notes. 5 Section 3. Closing. 6 Section 4. Conditions to Closing. 6 Section 4.1. Representations an

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2025 THE TORO COMPA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) DE 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

[Form of Note] The Toro Company 5.27% Senior Note Due September 30, 2032

Exhibit 10.2 [Form of Note] The Toro Company 5.27% Senior Note Due September 30, 2032 No. R-[] [Date] $[] PPN 891092 For Value Received, the undersigned, The Toro Company (herein called the “Company”), a corporation organized and existing under the laws of the State of Delaware, hereby promises to pay to [], or registered assigns, the principal sum of [] Dollars (or so much thereof as shall not ha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2025 THE TORO COMPA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) DE 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2025 THE TORO COMPAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

The Toro Company Reports Fiscal 2025 Third Quarter Results Operating Performance Driven By Strength in Professional Segment

Investor Relations Heather Hille Managing Director, Corporate Affairs (952) 887-8923, heather.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended August 1, 2025 ☐ Transition Report Pursuant to

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended August 1, 2025 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO

The Toro Company Names Edric C. Funk President and Chief Operating Officer

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 THE TORO COMPANY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) DE 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number) (I

By signing below, I accept The Toro Company’s offer for the President & COO role.

[Letterhead] August 7, 2025 Edric Funk Subject: President & COO Offer Dear Edric, Congratulations! I am pleased to formally extend this offer to you for the position of President & COO, reporting to me, and subject to the terms and conditions summarized below.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8649 A. Full title of the plan and

The Toro Company Reports Results for the Second Quarter of Fiscal 2025 Highlighted by Professional Segment Growth and Profitability Improvement

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended May 2, 2025 ☐ Transition Report Pursuant to Sec

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended May 2, 2025 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO CO

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 (State or other jurisdiction of incorporation) (Commission File Number) 8111 Lyndale Avenue South Bloomington, Minnesota 55420 (Address of principal executive offices) (Zip Code) Jim Gessford (952) 887-

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended January 31, 2025 ☐ Transition Report Pursuant t

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended January 31, 2025 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TO

The Toro Company Reports Results for the First Quarter of Fiscal 2025 Highlighted by Professional Segment Growth and Profitability Improvement

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2025 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

ARS

2024 Annual Report The Toro Company 8111 Lyndale Avenue South Bloomington, MN 55420-1196 952-888-8801 www.

Smartphone users Point your camera here and vote without entering a control number

You invested in THE TORO COMPANY and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting.

Subsidiaries of Registrant (filed herewith).

Exhibit 21 THE TORO COMPANY Subsidiaries of Registrant The following are significant subsidiaries of The Toro Company as of October 31, 2024: Name State or Other Jurisdiction of Incorporation Percentage of Voting Securities Owned Ditch Witch Barcelona DC, Inc.

Insider Trading Policy

Exhibit 19 Legal Department Policy: Insider Trading Policy For: All Employees Purpose Federal and state securities laws provide for civil and criminal penalties against a person who trades while in possession of material non-public information (or tips such information to another person who then trades) and realizes a profit (or avoids a loss) in the securities.

Power of Attorney (filed herewith).

Exhibit 24.1 THE TORO COMPANY POWER OF ATTORNEY The undersigned directors of The Toro Company, a Delaware corporation (the “Company”), hereby authorize and appoint Richard M. Olson and Angela C. Drake, each of them severally, the individual’s true and lawful attorneys-in-fact and agents, with power to act with or without the other, and with full power of substitution and resubstitution, for the pe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2024 ☐ Transition Report Pursuant to Sectio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission file number: 1-8649 THE TORO COMPANY (Exact name

The Toro Company Reports Fourth-Quarter and Full-Year Fiscal 2024 Financial Results Record Full-Year Net Sales Driven by Strength in Residential Segment, Underground Construction, and Golf Significant Improvement in Cash Generation Supported Increase

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2024 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2024 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

The Toro Company Increases Regular Quarterly Cash Dividend

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

TTC / The Toro Company / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment

SC 13G/A 1 ttc13gasep24.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) TORO CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 891092108 (CUSIP NUMBER) September 30, 2024 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to whi

Second Amended and Restated Credit Agreement dated as of October 2, 2024, by and among The Toro Company and Toro Luxembourg S.à r.l., as Borrowers, the lenders from time to time party thereto, Bank of America, N.A., as administrative agent, swingline lender and L/C issuer, U.S. Bank National Association and Wells Fargo Bank, National Association, as co-syndication agents, and BMO Harris Bank, N.A., HSBC Bank USA, National Association and PNC Bank, National Association, as co-documentation agents (filed herewith).

Published Deal CUSIP: 891091AT7 Published Revolver CUSIP: 891091AU4 Published Term Loan CUSIP: 891091AV2 SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 2, 2024 among THE TORO COMPANY, TORO LUXEMBOURG S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2024 THE TORO COMPANY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2024 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended August 2, 2024 ☐ Transition Report Pursuant to

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended August 2, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2024 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

The Toro Company Reports Results for the Third Quarter of Fiscal 2024 Net Sales Growth Driven by Residential Mass Channel, Golf and Grounds, and Underground Construction Increased Macro Caution in July Drove Lower-Than-Expected Lawn Care Shipments to

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8649 A. Full title of the plan and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended May 3, 2024 ☐ Transition Report Pursuant to Sec

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended May 3, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 THE TORO COMPANY (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

The Toro Company Reports Results for the Second Quarter of Fiscal 2024 Record Net Sales Driven by Exceptional Growth in Residential Segment and Underground Construction Significant Progress in Reducing Dealer Field Inventories of Lawn Care Products R

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 (State or other jurisdiction of incorporation) (Commission File Number) 8111 Lyndale Avenue South Bloomington, Minnesota 55420 (Address of principal executive offices) (Zip Code) Jim Gessford (952) 887-

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2024 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended February 2, 2024 ☐ Transition Report Pursuant t

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended February 2, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TO

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 7, 2024 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number

The Toro Company Reports Results for the First Quarter of Fiscal 2024 Continued Strength in Demand Across Construction, and Golf and Grounds Markets Company Reaffirms Full-Year Fiscal 2024 Guidance

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

EXHIBIT 99.1

EX-99.1 2 s013024b.htm THE IDENTITY AND THE ITEM 3 CLASSIFICATION OF THE RELEVANT SUBSIDIARY EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Select Equity Group, L.P., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

TTC / The Toro Company / Select Equity Group, L.P. - SCHEDULE 13G/A - AMENDMENT NO. 1 Passive Investment

SC 13G/A 1 s013024a.htm SCHEDULE 13G/A - AMENDMENT NO. 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* The Toro Company (Name of Issuer) Common Stock (Title of Class of Securities) 891092108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to desig

TTC / The Toro Company / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment

SC 13G 1 ttc13gdec23.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) TORO CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 891092108 (CUSIP NUMBER) December 31, 2023 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which th

TTC / The Toro Company / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02088-torocothe.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 16)* Name of issuer: Toro Co/The Title of Class of Securities: Common Stock CUSIP Number: 891092108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

ARS

2023 Annual ReportHelping Customers Enrich the Beauty, Productivity and Sustainability of the Land Our world advances through the vision of those who build, shape and care for it.

TTC / The Toro Company / BlackRock Inc. Passive Investment

SC 13G/A 1 us8910921084012424.txt us8910921084012424.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 15) TORO CO - (Name of Issuer) Common Stock - (Title of Class of Securities) 891092108 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2023 ☐ Transition Report Pursuant to Sectio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2023 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission file number: 1-8649 THE TORO COMPANY (Exact name

The Toro Company Reports Fourth-Quarter and Full-Year Fiscal 2023 Financial Results Strength in Professional Segment Drives Full-Year Net Sales Growth

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

Sixth Amendment to Limited Liability Company Agreement of Red Iron Acceptance, LLC effective as of March 10, 2022 by and between Red Iron Holding Corporation and TCFIF Joint Venture I, LLC (filed herewith).

Exhibit 2.13 SIXTH AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF RED IRON ACCEPTANCE, LLC THIS SIXTH AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF RED IRON ACCEPTANCE, LLC, effective as of March 10, 2022 (this "Amendment"), is entered into by and between RED IRON HOLDING CORPORATION, a Delaware corporation ("Toro Sub"), and TCF1F JOINT VENTURE 1, LLC. a Minnesota limited liability comp

First Amendment to Credit and Security Agreement dated as of June 6, 2012 by and between Red Iron Acceptance, LLC and TCF Inventory Finance, Inc. (filed herewith).

Exhibit 10.34 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT, dated as of June 6, 2012 (this “Amendment”), is entered into by

Second Amendment to Limited Liability Company Agreement of Red Iron Acceptance, LLC dated June 6, 2012 by and between Red Iron Holding Corporation and TCFIF Joint Venture I, LLC (filed herewith).**

Exhibit 2.9 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] SECOND AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF RED IRON ACCEPTANCE, LLC THIS SECOND AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF RED IRON ACCEPTANCE,

First Amendment to Agreement to Form Joint Venture dated June 6, 2012 by and between The Toro Company and TCF Inventory Finance, Inc. (filed herewith).**

Exhibit 2.2 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] FIRST AMENDMENT TO AGREEMENT TO FORM JOINT VENTURE THIS FIRST AMENDMENT TO AGREEMENT TO FORM JOINT VENTURE, dated as of June 6, 2012 (this “Amendment”), is entered into

Subsidiaries of Registrant (filed herewith).

Exhibit 21 THE TORO COMPANY Subsidiaries of Registrant The following are significant subsidiaries of The Toro Company as of October 31, 2023: Name State or Other Jurisdiction of Incorporation Percentage of Voting Securities Owned Anvil Land and Properties, Inc.

Amendment No. 1 to Term Loan Credit Agreement dated as of September 22, 2023, by and among The Toro Company, each of the Lenders Party Thereto, and Bank of America, N.A., as Administrative Agent (filed herewith).

Exhibit 10.29 AMENDMENT NO. 1 TO TERM LOAN CREDIT AGREEMENT THIS AMENDMENT NO. 1 TO TERM LOAN CREDIT AGREEMENT (this “Amendment”) is made and entered into as of September 22, 2023 by and among THE TORO COMPANY, a Delaware corporation (the “Borrower”), each of the Lenders (as defined in the Credit Agreement) party hereto, and BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent

Clawback Policy (filed herewith)*.

Exhibit 97 Policy Name: Clawback Policy Applies To: All Employees that Receive Performance Share Awards and Former Executive Officers Purpose The Toro Company (the “Company”) is committed to conducting business with integrity in accordance with high ethical standards and in compliance with all applicable laws, rules and regulations, including those applicable to the presentation of the Company’s financial information to the public.

Third Amendment to Limited Liability Company Agreement of Red Iron Acceptance, LLC dated November 29, 2016 by and between Red Iron Holding Corporation and TCFIF Joint Venture I, LLC (filed herewith).**

Exhibit 2.10 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] THIRD AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF RED IRON ACCEPTANCE, LLC THIS THIRD AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF RED IRON ACCEPTANCE, L

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

Second Amendment to Agreement to Form Joint Venture dated November 29, 2016 by and between The Toro Company and TCF Inventory Finance, Inc. (filed herewith).**

Exhibit 2.3 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] SECOND AMENDMENT TO AGREEMENT TO FORM JOINT VENTURE THIS SECOND AMENDMENT TO AGREEMENT TO FORM JOINT VENTURE, dated as of November 29, 2016 (this “Amendment”), is entere

by and between Red Iron Acceptance, LLC and Huntington Distribution Finance, Inc. (previously known as TCF Inventory Finance, Inc.) (

Exhibit 10.39 SIXTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT This Amendment, entered into as of August 31, 2023, and effective as of August 31, 2023, is by and between RED IRON ACCEPTANCE, LLC, a Delaware limited liability company ("Borrower"), and HUNTINGTON DISTRIBUTION FINANCE, INC. ("Lender"). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in

Credit and Security Agreement dated as of August 12, 2009 by and between Red Iron Acceptance, LLC and TCF Inventory Finance, Inc. (filed herewith).

Exhibit 10.33 CREDIT AND SECURITY AGREEMENT dated as of AUGUST 12, 2009 between RED IRON ACCEPTANCE, LLC and TCF INVENTORY FINANCE, INC. [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] Table of Contents Page SECTION I INTERPRETAT

Limited Liability Company Agreement of Red Iron Acceptance, LLC dated August 12, 2009 by and between Red Iron Holding Corporation and TCFIF Joint Venture I, LLC (filed herewith).**

Exhibit 2.7 LIMITED LIABILITY COMPANY AGREEMENT of RED IRON ACCEPTANCE, LLC between RED IRON HOLDING CORPORATION and TCFIF JOINT VENTURE I, LLC Dated as of: August 12, 2009 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] Table of

Description of Common Stock of The Toro Company (filed herewith).

Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The Toro Company, a Delaware corporation (“TTC,” “we,” “us” and “our”), has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, par value $1.00 per share (“common stock”). The following description of our common stock is a

Agreement to Form Joint Venture dated August 12, 2009 by and between The Toro Company and TCF Inventory Finance, Inc. (filed herewith).**

Exhibit 2.1 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] AGREEMENT TO FORM JOINT VENTURE This Agreement To Form Joint Venture (this “Agreement”) is made and entered into as of the 12th day of August, 2009, between The Toro Com

Amendment No. 2 to Amended and Restated Credit Agreement dated as of September 22, 2023, by and among The Toro Company, Toro Luxembourg S.A.R.L., each of the Lenders Party Thereto, and Bank of America, N.A., as Administrative Agent (filed herewith).

Exhibit 10.27 AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made and entered into as of September 22, 2023 by and among THE TORO COMPANY, a Delaware corporation (“Toro”), TORO LUXEMBOURG S.A.R.L., a Luxembourg limited liability company (société à responsabilité limitée) incorporated and existing under th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2023 THE TORO COMPAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

The Toro Company Elects Dianne Craig to Board of Directors

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended August 4, 2023 ☐ Transition Report Pursuant to

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended August 4, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO

The Toro Company Reports Fiscal 2023 Third-Quarter Results and Revises Full-Year Outlook Lower-than-Expected Homeowner Demand for Lawn Care Solutions Driven by Macro Factors and Weather Continued Strength in Demand Across Construction, and Golf and G

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 THE TORO COMPAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

TTC / Toro Co. / BlackRock Inc. Passive Investment

us8910921084080723.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 14) TORO CO - (Name of Issuer) Common Stock - (Title of Class of Securities) 891092108 - (CUSIP Number) July 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8649 A. Full title of the plan and

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended May 5, 2023 ☐ Transition Report Pursuant to Sec

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended May 5, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO CO

The Toro Company Reports Record Results for the Second-Quarter of Fiscal 2023 Driven by Strong Professional Segment Performance and Continued Production Improvements

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

Conflict Minerals Report

Exhibit 1.01 Conflict Minerals Report I. Introduction The Toro Company (“TTC”) has included this Conflict Minerals Report as an exhibit to its Form SD as required by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (the “Conflict Minerals Rule”). As used herein, Conflict Minerals, or 3TG, are columbite-tantalite (coltan), cassiterite, gold, wolframite and the derivativ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 (State or other jurisdiction of incorporation) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 (State or other jurisdiction of incorporation) (Commission File Number) 8111 Lyndale Avenue South Bloomington, Minnesota 55420 (Address of principal executive offices) (Zip Code) Colleen Hart (952) 888-

Amended and Restated Bylaws of The Toro Company (incorporated by reference to Exhibit 3.1 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on May 30, 2023, Commission File No. 1-8649).

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF THE TORO COMPANY (A Delaware Corporation) ARTICLE I OFFICES, CORPORATE SEAL, RECORDS, AND FORUM Section 1.1 Registered Office; Other Offices. The address of the registered office of The Toro Company (the “Corporation”) in the State of Delaware, and the name of its registered agent at such address, shall be as set forth in the Corporation’s certificate of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 THE TORO COMPANY (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2023 THE TORO COMPANY (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2023 THE TORO COMPANY (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number

The Toro Company Reports Record Results for the First-Quarter of Fiscal 2023 Highlighted by Strong Professional Segment Performance and Improved Profitability

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended February 3, 2023 ☐ Transition Report Pursuant t

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended February 3, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TO

Renee J. Peterson to Retire as The Toro Company’s Chief Financial Officer Angela C. Drake elected Chief Financial Officer succeeding Peterson

Exhibit 99.1 Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release Renee J. Peterson to Retire as The Toro Company’s Chief Financial Officer Angela C. Drake elected Chief Financial Officer succeeding Peterson BLOOMINGTON, Min

EXHIBIT 99.1

EX-99.1 2 t020823b.htm EXHIBIT 99.1 EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Select Equity Group, L.P., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

TTC / Toro Co / Select Equity Group, L.P. - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* The Toro Company (Name of Issuer) Common Stock (Title of Class of Securities) 891092108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒

AGREEMENT OF REPORTING PERSONS

EX-99.2 3 t020823c.htm EXHIBIT 99.2 EXHIBIT 99.2 AGREEMENT OF REPORTING PERSONS The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. Th

Offer Letter dated February 13, 2023 between The Toro Company and Angela C. Drake (incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on February 14, 2023, Commission File No. 1-8649).

Exhibit 10.1 8111 Lyndale Avenue South, Bloomington, Minnesota 55420-1196 February 13, 2023 Angie Drake Dear Angie, Congratulations! This letter formalizes TTC’s offer to you for the vice president, CFO role, effective March 10, 2023 reporting to me. Annual Base Salary Your new annual base salary will be $565,000 and this will be effective as of March 10, 2023. Annual Cash Incentive Effective on M

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

TTC / Toro Co / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment

SC 13G/A 1 ttc13gadec22.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) TORO CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 891092108 (CUSIP NUMBER) December 31, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to whic

TTC / Toro Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02056-toroco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 15)* Name of issuer: Toro Co. Title of Class of Securities: Common Stock CUSIP Number: 891092108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte

ARS

The Toro Company 8111 Lyndale Avenue South Bloomington, MN 55420-1196 952-888-8801 www.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2023 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Num

TTC / Toro Co / BlackRock Inc. Passive Investment

SC 13G/A 1 us8910921084012523.txt us8910921084012523.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 13) TORO CO - (Name of Issuer) Common Stock - (Title of Class of Securities) 891092108 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

Description of Common Stock of The Toro Company (filed herewith).

Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The Toro Company, a Delaware corporation (“TTC,” “we,” “us” and “our”), has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, par value $1.00 per share (“common stock”). The following description of our common stock is a

Subsidiaries of Registrant (filed herewith).

Exhibit 21 THE TORO COMPANY Subsidiaries of Registrant The following are significant subsidiaries of The Toro Company as of October 31, 2022: Name State or Other Jurisdiction of Incorporation Percentage of Voting Securities Owned Anvil Land and Properties, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2022 ☐ Transition Report Pursuant to Sectio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission file number: 1-8649 THE TORO COMPANY (Exact name

Acceptance, LLC and Huntington Distribution Finance, Inc. (previously known as TCF Inventory Finance, Inc.) (filed

EX-10.35 4 ttc-10312022xex1035.htm EX-10.35 Exhibit 10.35 FIFTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT This Amendment, entered into as of October 25, 2022, and effective as of October 25, 2022, is by and between RED IRON ACCEPTANCE, LLC, a Delaware limited liability company (“Borrower”), and HUNTINGTON DISTRIBUTION FINANCE, INC. (previously known as TCF INVENTORY FINANCE, INC.) (“Lender”). Cap

Fifth Amendment to Agreement to Form Joint Venture dated and effective as of June 10, 2022 by and between The Toro Company and TCF Inventory Finance, Inc. (

Exhibit 2.6 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] FIFTH AMENDMENT TO AGREEMENT TO FORM JOINT VENTURE THIS FIFTH AMENDMENT TO AGREEMENT TO FORM JOINT VENTURE, is dated and effective as of June 10, 2022 (this “Amendment”)

The Toro Company Reports Record Results for the Fourth-Quarter and Full-Year Fiscal 2022 Driven by Strong Professional Segment Momentum and Disciplined Execution

Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, jeremy.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

The Toro Company Increases Regular Quarterly Cash Dividend by 13 Percent

Exhibit 99.1 Investor Relations Jeremy Steffan Director, Investor Relations (952) 887-7962, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Increases Regular Quarterly Cash Dividend by 13 Percent BLOOMINGTON, Minn. (December 13, 2022) ? The Toro Company (NYSE: TTC) today announced

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File N

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

The Toro Company Reports Record Third-Quarter Fiscal 2022 Results Highlighted by Strong Professional Segment Performance and Increased Profitability

Investor Relations Julie Kerekes Treasurer and Sr. Managing Director, Global Tax and Investor Relations (952) 887-8846, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Reports Record Third-Quarter Fiscal 2022 Results Highlighted by Strong Professional Segment Performance and Increa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended July 29, 2022 ☐ Transition Report Pursuant to S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended July 29, 2022 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO

LETTER

United States securities and exchange commission logo August 29, 2022 Renee J. Peterson Vice President, Chief Financial Officer The Toro Company 8111 Lyndale Avenue South Bloomington, Minnesota 55420-1196 Re: The Toro Company Form 10-K for the fiscal year ended October 31, 2021 Filed December 17, 2021 Form 8-K 2.02 Filed June 2, 2022 File No. 001-08649 Dear Ms. Peterson: We have completed our revi

1

August 25, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

LETTER

United States securities and exchange commission logo August 15, 2022 Renee J. Peterson Vice President, Chief Financial Officer The Toro Company 8111 Lyndale Avenue South Bloomington, Minnesota 55420-1196 Re: The Toro Company Form 10-K for the fiscal year ended October 31, 2021 Filed December 17, 2021 Form 8-K 2.02 Filed June 2, 2022 File No. 001-08649 Dear Ms. Peterson: We have limited our review

Second Amendment, dated as of June 30, 2022, to Note Purchase Agreement, dated as of April 30, 2019, by and among The Toro Company and each of the Institutions a Signatory Thereto (incorporated by reference to Exhibit 10.3 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on June 30, 2022, Commission File No. 1-8649).

Exhibit 10.3 Execution Version The Toro Company Second Amendment Dated as of June 30, 2022 to Note Purchase Agreement Dated as of April 30, 2019 Re: $100,000,000 3.81% Senior Notes, Series A, due June 15, 2029 $100,000,000 3.91% Senior Notes, Series B, due June 15, 2031 Second Amendment to Note Purchase Agreement This Second Amendment dated as of June 30, 2022 (the or this ?Second Amendment?) to t

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported):June 30, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

Note Purchase Agreement, dated as of June 30, 2022, by and among The Toro Company and the Purchasers Listed on the Purchaser Schedule Thereto and Form of 3.97% Senior Note due June 30, 2032 (incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on June 30, 2022, Commission File No. 1-8649).

Exhibit 10.1 Execution Version The Toro Company $100,000,000 3.97% Senior Notes due June 30, 2032 Note Purchase Agreement Dated June 30, 2022 Table of Contents Section Heading Page Section 1. Authorization of Notes and Incremental Leverage Fee 1 Section 1.1. Authorization of Notes 1 Section 1.2. Incremental Leverage Fee 1 Section 2. Sale and Purchase of Notes 2 Section 3. Closing 2 Section 4. Cond

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8649 A. Full title of the plan and

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number)

Amendment No. 1 to Amended and Restated Credit Agreement dated as of April 27, 2022, by and among The Toro Company, Toro Luxembourg S.A.R.L., each of the Lenders Party Thereto

Execution Version AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT (this ?Amendment?) is made and entered into as of April 27, 2022 by and among THE TORO COMPANY, a Delaware corporation (?Toro?), TORO LUXEMBOURG S.A.R.L., a Luxembourg limited liability company (soci?t? ? responsabilit? limit?e) incorporated and existing under th

The Toro Company Reports Solid Second-Quarter Fiscal 2022 Results Operational Execution Drives Sequential Quarterly Gross Margin Increase and Improved Full Year Outlook

Investor Relations Julie Kerekes Treasurer and Sr. Managing Director, Global Tax and Investor Relations (952) 887-8846, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Reports Solid Second-Quarter Fiscal 2022 Results Operational Execution Drives Sequential Quarterly Gross Margin In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended April 29, 2022 ☐ Transition Report Pursuant to

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended April 29, 2022 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO

Conflict Minerals Report

Exhibit 1.01 Conflict Minerals Report I. Introduction The Toro Company (?TTC?) has included this Conflict Minerals Report as an exhibit to its Form SD as required by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (the ?Conflict Minerals Rule?). As used herein, Conflict Minerals, or 3TG, are columbite-tantalite (coltan), cassiterite, gold, wolframite and the derivativ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 (State or other jurisdiction of incorporation) (Commission File Number) 8111 Lyndale Avenue South Bloomington, Minnesota 55420 (Address of principal executive offices) (Zip Code) Colleen Hart (952) 888-

Term Loan Credit Agreement dated as of April 27, 2022, by and among The Toro Company, as Borrower, Bank of America, N.A., as Administrative Agent, Wells Fargo Bank, National Association and U.S. Bank National Association, as Co-Syndication Agents and the Other Lenders Party Thereto (incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on April 28, 2022, Commission File No. 1-8649).

Exhibit 10.1 Execution Version Published Deal CUSIP: 891091AR1 Published Term Loan CUSIP: 891091AS9 TERM LOAN CREDIT AGREEMENT Dated as of April 27, 2022 among THE TORO COMPANY, as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION and U.S. BANK NATIONAL ASSOCIATION, as Co-Syndication Agents, and The Other Lenders Party Hereto WELLS FARGO SECURITIES, L

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numbe

Filing Fee Table (filed herewith)

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) The Toro Company (Exact name of registrant as specified in its charter) Table 1: Newly Registered Securities Security type Security class title Fee calculation rule Amount registered(1) Proposed maximum offering price per unit(2) Maximum aggregate offering price Fee rate Amount of registration fee Equity ? 2022 Plan Common Stock, par value $1.

As filed with the Securities and Exchange Commission on March 23, 2022

S-8 1 ttc-s8.htm S-8 As filed with the Securities and Exchange Commission on March 23, 2022 Registration No. 333- United States SECURITIES AND EXCHANGE cOMMISSION Washington, D.C. 20549 fOrm S-8 registration statement under the securities act of 1933 The Toro Company (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 41-05

Power of Attorney (filed herewith)

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, each being a member of the Board of Directors of The Toro Company, a Delaware corporation, do hereby make, nominate and appoint each of RICHARD M. OLSON AND AMY E. DAHL, signing singly, to be his or her attorney-in-fact, with full power and authority to sign his or her name to a Registration Statement on Form

As filed with the Securities and Exchange Commission on March 23, 2022

As filed with the Securities and Exchange Commission on March 23, 2022 Registration No.

Form of Nonqualified Stock Option Agreement for use with The Toro Company 2022 Equity and Incentive Plan (incorporated by reference to Exhibit 10.2 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on March 16, 2022, Commission File No. 1-8649).

EXHIBIT 10.2 NONQUALIFIED STOCK OPTION AGREEMENT THE TORO COMPANY 2022 EQUITY AND INCENTIVE PLAN This Agreement (this ?Agreement?) dated (the ?Grant Date?), between The Toro Company, a Delaware corporation (?TTC?), and (?you?) sets forth the terms and conditions of the grant to you of a nonqualified stock option (this ?Option?) to purchase shares of common stock, par value $1.00 per share, of TTC

Form of Performance Share Award Agreement for use with The Toro Company 2022 Equity and Incentive Plan (incorporated by reference to Exhibit 10.5 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on March 16, 2022, Commission File No. 1-8649).

EXHIBIT 10.5 PERFORMANCE SHARE AWARD AGREEMENT THE TORO COMPANY 2022 EQUITY AND INCENTIVE PLAN This Agreement (this ?Agreement?) dated between The Toro Company, a Delaware corporation (?TTC?), and (?you?) sets forth the terms and conditions of a grant to you of a performance share award (this ?Performance Share Award?) under The Toro Company 2022 Equity and Incentive Plan, as such plan may be amen

Form of Annual Performance Award Agreement for use with The Toro Company 2022 Equity and Incentive Plan (incorporated by reference to Exhibit 10.6 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on March 16, 2022, Commission File No. 1-8649).

EXHIBIT 10.6 Annual Performance Award Agreement Fiscal XXXX The Toro Company 2022 Equity and Incentive Plan This Agreement (this ?Agreement?) dated (?Grant Date?) between The Toro Company, a Delaware corporation (?TTC?), and (?you?) sets forth the terms and conditions of a grant to you of an annual performance award (this ?Annual Performance Award?) under The Toro Company 2022 Equity and Incentive

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March15, 2022 THE TORO COMPANY (Exact name of Registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number

Form of Nonemployee Director Stock Option Agreement for use with The Toro Company 2022 Equity and Incentive Plan (incorporated by reference to Exhibit 10.3 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on March 16, 2022, Commission File No. 1-8649).

EXHIBIT 10.3 NONEMPLOYEE DIRECTOR STOCK OPTION AGREEMENT THE TORO COMPANY 2022 EQUITY AND INCENTIVE PLAN This Agreement (this ?Agreement?) dated (the ?Grant Date?), between The Toro Company, a Delaware corporation (?TTC?), and (?you?) sets forth the terms and conditions of the grant to you of a nonqualified stock option (this ?Option?) to purchase shares of common stock, par value $1.00 per share,

Form of Restricted Stock Unit Award Agreement for use with The Toro Company 2022 Equity and Incentive Plan (incorporated by reference to Exhibit 10.4 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on March 16, 2022, Commission File No. 1-8649).

EXHIBIT 10.4 RESTRICTED STOCK UNIT AWARD AGREEMENT THE TORO COMPANY 2022 EQUITY AND INCENTIVE PLAN This Agreement (this ?Agreement?) dated (the ?Grant Date?), between The Toro Company, a Delaware corporation (?TTC?), and (?you?) sets forth the terms and conditions of the grant to you of a restricted stock unit (?RSU?) award (this ?RSU Award?) that will settle in shares of common stock, par value $

The Toro Company 2022 Equity and Incentive Plan (incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on March 16, 2022, Commission File No. 1-8649).

EXHIBIT 10.1 The Toro Company 2022 Equity and Incentive Plan Contents Article 1. Establishment, Purpose and Duration 1 Article 2. Definitions 1 Article 3. Administration 7 Article 4. Shares Subject to This Plan and Available for Awards; Adjustments; Minimum Vesting Periods 8 Article 5. Eligibility and Participation 10 Article 6. Stock Options 10 Article 7. Stock Appreciation Rights 12 Article 8. R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended January 28, 2022 ☐ Transition Report Pursuant t

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended January 28, 2022 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TO

The Toro Company Reports Solid First-Quarter Fiscal 2022 Results Drives Quarter over Quarter Sequential Gross Margin Improvement In a Dynamic Operating Environment

Investor Relations Julie Kerekes Treasurer and Sr. Managing Director, Global Tax and Investor Relations (952) 887-8846, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Reports Solid First-Quarter Fiscal 2022 Results Drives Quarter over Quarter Sequential Gross Margin Improvement In

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2

EXHIBIT 99.1

EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Select Equity Group, L.P., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

TTC / Toro Co / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) TORO CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 891092108 (CUSIP NUMBER) December 31, 2021 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: [x]

TTC / Toro Co / Select Equity Group, L.P. - SCHEDULE 13G/A, #1 Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* The Toro Company (Name of Issuer) Common Stock (Title of Class of Securities) 891092108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ?

TTC / Toro Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 14)* Name of issuer: Toro Co. Title of Class of Securities: Common Stock CUSIP Number: 891092108 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??Rule 13d-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 ttc-def14a20220315.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2

TTC / Toro Co / BlackRock Inc. Passive Investment

us8910921084013122.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 12) TORO CO - (Name of Issuer) Common Stock - (Title of Class of Securities) 891092108 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2022 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 001-08649 41-0580470 (State or other jurisdiction of incorporation) (Commission File

The Toro Company Acquires Intimidator Group, Manufacturer of Spartan Mowers Acquisition expands position in attractive zero-turn mower markets

Exhibit 99.1 Investor Relations Julie Kerekes Treasurer and Sr. Managing Director, Global Tax and Investor Relations (952) 887-8846, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Acquires Intimidator Group, Manufacturer of Spartan Mowers Acquisition expands position in attractive

Description of Common Stock of The Toro Company (filed herewith).

Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of October 31, 2021, The Toro Company, a Delaware corporation (?TTC,? ?we,? ?us? and ?our?), has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, par value $1.00 per share (?common stock?). The following description o

Fourth Amendment to Credit and Security Agreement effective as of November 1, 2021 by and between Red Iron Acceptance, LLC and TCF Inventory Finance, Inc. (incorporated by reference to Exhibit 10.24 to Registrant's Annual Report on Form 10-K for the fiscal year ended October 31, 2021, Commission File No. 1-8649).

Exhibit 10.24 FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT This Amendment, entered into as of August 23, 2021, and effective as of November 1, 2021, is by and between RED IRON ACCEPTANCE, LLC, a Delaware limited liability company (?Borrower?), and TCF INVENTORY FINANCE, INC., a Minnesota corporation (?Lender?). Capitalized terms used herein and not otherwise defined shall have the meanings as

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2021 ☐ Transition Report Pursuant to Sectio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2021 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission file number: 1-8649 THE TORO COMPANY (Exact name

Subsidiaries of Registrant (filed herewith).

Exhibit 21 THE TORO COMPANY Subsidiaries of Registrant The following are significant subsidiaries of The Toro Company as of October 31, 2021: Name State or Other Jurisdiction of Incorporation Percentage of Voting Securities Owned Anvil Land and Properties, Inc.

The Toro Company Reports Record Full-Year Fiscal 2021 Results Double-Digit Net Sales Growth in Both Segments in the Fourth Quarter

Investor Relations Julie Kerekes Treasurer and Sr. Managing Director, Global Tax and Investor Relations (952) 887-8846, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Reports Record Full-Year Fiscal 2021 Results Double-Digit Net Sales Growth in Both Segments in the Fourth Quarter

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 15, 2021 THE TORO COMPANY (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Nu

Amended and Restated Credit Agreement dated as of October 5, 2021, by and among The Toro Company and Toro Luxembourg S.à r.l., as Borrowers, the lenders from time to time party thereto, Bank of America, N.A., as administrative agent, swingline lender and L/C issuer, Wells Fargo Bank, National Association and U.S. Bank National Association, as co-syndication agents, and BMO Harris Bank, N.A. and HSBC Bank USA, National Association, as co-documentation agents (filed herewith).

EX-10.1 2 ttc-ex1016.htm EX-10.1 Exhibit 10.1 Published Deal CUSIP: 891091AN0 Published Revolver CUSIP: 891091AP5 Published Term Loan CUSIP: 891091AQ3 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 5, 2021 among THE TORO COMPANY, TORO LUXEMBOURG S.A.R.L., and CERTAIN OTHER SUBSIDIARIES, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, WELLS

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 5, 2021 THE TORO COMPANY (Exact name of Registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numb

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2021 THE TORO COMPANY (Exact name of registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or Other Jurisdiction of Incorporation) (Commission File Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended July 30, 2021 ☐ Transition Report Pursuant to S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended July 30, 2021 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO

The Toro Company Reports Record Third-Quarter Fiscal 2021 Results Continued Broad-Based Demand Across Professional and Residential Segments

EX-99.1 2 ttc09022021exhibit991.htm EX-99.1 Investor Relations Julie Kerekes Treasurer and Sr. Managing Director, Global Tax and Investor Relations (952) 887-8846, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Reports Record Third-Quarter Fiscal 2021 Results Continued Broad-Based

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8649 A. Full title of the plan and

TTC / Toro Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0010-toroco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 13)* Name of issuer: Toro Co. Title of Class of Securities: Common Stock CUSIP Number: 891092108 Date of Event Which Requires Filing of this Statement: May 28, 2021 Check the appropriate box to designate the rule pursuant to wh

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2021 THE TORO COMPANY (Exact name of registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or Other Jurisdiction of Incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended April 30, 2021 ☐ Transition Report Pursuant to

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended April 30, 2021 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO

The Toro Company Reports Strong Second-Quarter Fiscal 2021 Results Broad-Based Demand and Operational Execution Drive Record Results for Both Segments

Investor Relations Julie Kerekes Sr. Managing Director, Treasurer, Global Tax and Investor Relations (952) 887-8846, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Reports Strong Second-Quarter Fiscal 2021 Results Broad-Based Demand and Operational Execution Drive Record Results f

Fourth Amendment to Agreement to Form Joint Venture dated as of March 26, 2021 and effective as of March 2, 2020 by and between The Toro Company and TCF Inventory Finance, Inc. (filed herewith).

EX-2.2 2 ttc04302021exhibit22.htm EX-2.2 Exhibit 2.2 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] FOURTH AMENDMENT TO AGREEMENT TO FORM JOINT VENTURE THIS FOURTH AMENDMENT TO AGREEMENT TO FORM JOINT VENTURE, is dated as of Mar

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 8111 Lyndale Avenue South Bloomington, Minnesota 55420 (Address of principal executiv

Conflict Minerals Report

Exhibit 1.01 Conflict Minerals Report I. Introduction The Toro Company (?TTC?) has included this Conflict Minerals Report as an exhibit to its Form SD as required by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (the ?Conflict Minerals Rule?). As used herein, Conflict Minerals, or 3TG, are columbite-tantalite (coltan), cassiterite, gold, wolframite and the derivativ

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2021 THE TORO COMPANY (Exact name of Registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numbe

The Toro Company Reports Strong First-Quarter Fiscal 2021 Results Professional Landscape Contractor Sales and Residential Snow Products Drive Performance

Investor Relations Julie Kerekes Senior Managing Director, Investor Relations (952) 887-8846, julie.

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended January 29, 2021 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TO

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2021 THE TORO COMPANY (Exact name of registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or Other Jurisdiction of Incorporation) (Commission File Number

SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7) TORO CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 891092108 (CUSIP NUMBER) December 31, 2020 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: [x

EXHIBIT 99.1

EX-99.1 2 s40474487b.htm EXHIBIT 99.1 EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Select Equity Group, L.P., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* The Toro Company (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) December 31, 2020 (Date of

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* The Toro Company (Name of Issuer) Common Stock (Title of Class of Securities) 891092108 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ?

EXHIBIT 99.2

EX-99.2 3 s40474487c.htm EXHIBIT 99.2 EXHIBIT 99.2 AGREEMENT OF REPORTING PERSONS The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: Toro Co. Title of Class of Securities: Common Stock CUSIP Number: 891092108 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2

SC 13G/A

us8910921084013121.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 11) TORO CO - (Name of Issuer) Common Stock - (Title of Class of Securities) 891092108 - (CUSIP Number) December 31, 2020 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

Subsidiaries of Registrant (filed herewith).

Exhibit 21 THE TORO COMPANY Subsidiaries of Registrant The following are significant subsidiaries of The Toro Company as of October 31, 2020: Name State or Other Jurisdiction of Incorporation Percentage of Voting Securities Owned Anvil Land and Properties, Inc.

Description of Common Stock of The Toro Company (filed herewith).

EX-4.5 3 ttc-10312020xex45.htm EX-4.5 Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of October 31, 2020, The Toro Company, a Delaware corporation (“TTC,” “we,” “us” and “our”), has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, par value $1.00 per share (“commo

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended October 31, 2020 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission file number: 1-8649 THE TORO COMPANY (Exact name

Fourth Amendment to Limited Liability Company Agreement of Red Iron Acceptance, LLC dated as of July 17, 2019 by and between Red Iron Holding Corporation and TCFIF Joint Venture I, LLC (incorporated by reference to Exhibit 2.9 to Registrant's Annual Report on Form 10-K for the fiscal year ended October 31, 2020, Commission File No. 1-8649).

Exhibit 2.9 FOURTH AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF RED IRON ACCEPTANCE, LLC THIS FOURTH AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF RED IRON ACCEPTANCE, LLC, dated as of July 17, 2019 (this “Amendment”), is entered into by and between RED IRON HOLDING CORPORATION, a Delaware Corporation (“Toro Sub”), and TCFIF JOINT VENTURE I, LLC, a Minnesota limited liability company

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2020 THE TORO COMPANY (Exact name of registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or Other Jurisdiction of Incorporation) (Commission File Nu

The Toro Company Reports Strong Fourth-Quarter and Full-Year Fiscal 2020 Results Professional Segment Acquisitions and Residential Segment Performance Drive Results

Investor Relations Nicholas Rhoads Managing Director, Investor Relations (952) 887-8865, nicholas.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2020 THE TORO COMPANY (Exact name of Registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Num

The Toro Company Reports Third-Quarter Fiscal 2020 Results Residential Segment Retail Demand and Incremental Venture Products Sales Key Drivers of Performance

Investor Relations Nicholas Rhoads Managing Director, Investor Relations (952) 887-8865, nicholas.

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2020 THE TORO COMPANY (Exact name of registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or Other Jurisdiction of Incorporation) (Commission File Nu

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended July 31, 2020 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8649 A. Full title of the plan and

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended May 1, 2020 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number: 1-8649 THE TORO CO

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2020 THE TORO COMPANY (Exact name of registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or Other Jurisdiction of Incorporation) (Commission File Number)

The Toro Company Reports Second Quarter Fiscal 2020 Results Acquisitions and Residential Segment Growth Partially Offset COVID-19 Related Impacts

Investor Relations Nicholas Rhoads Managing Director, Investor Relations (952) 887-8865, nicholas.

Conflict Minerals Report

EX-1.01 Exhibit 1.01 Conflict Minerals Report I. Introduction The Toro Company (“TTC”) has included this Conflict Minerals Report as an exhibit to its Form SD as required by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (the “Conflict Minerals Rule”). As used herein, Conflict Minerals, or 3TG, are columbite-tantalite (coltan), cassiterite, gold, wolframite and the d

- SD

SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Toro Company (Exact name of registrant as specified in its charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 8111 Lyndale Avenue South Bloomington, Minnesota 55420 (Address of principal execu

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2020 THE TORO COMPANY (Exact name of Registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numbe

The Toro Company Takes Additional Proactive Actions in Response to COVID-19 Pandemic

EXHIBIT 99.1 Investor Relations Nicholas Rhoads Managing Director, Investor Relations (952) 887-8865, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Takes Additional Proactive Actions in Response to COVID-19 Pandemic BLOOMINGTON, Minn.—(BUSINESS WIRE) —April 30, 2020— The Toro C

- POST-EFFECTIVE AMENDMENT NO. 2

S-8 POS 1 ttc-s8pos.htm POST-EFFECTIVE AMENDMENT NO. 2 As filed with the Securities and Exchange Commission on April 24, 2020 Registration No. 333-151086 Registration No. 333-159767 United States SECURITIES AND EXCHANGE cOMMISSION Washington, D.C. 20549 Post-effective amendment no. 2 to form s-8 registration no. 333-151086 Post-effective amendment no. 2 to form s-8 registration no. 333-159767 unde

- POST-EFFECTIVE AMENDMENT NO. 2

As filed with the Securities and Exchange Commission on April 24, 2020 Registration No.

The Toro Company Provides Business Updates Related to COVID-19 Impact

EXHIBIT 99.1 Investor Relations Nicholas Rhoads Managing Director, Investor Relations (952) 887-8865, [email protected] Media Relations Branden Happel Senior Manager, Public Relations (952) 887-8930, [email protected] For Immediate Release The Toro Company Provides Business Updates Related to COVID-19 Impact BLOOMINGTON, Minn.—(BUSINESS WIRE) —March 30, 2020— The Toro Company (NYSE: T

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2020 THE TORO COMPANY (Exact name of Registrant as Specified in Its Charter) Delaware 1-8649 41-0580470 (State or other jurisdiction of incorporation) (Commission File Numbe

Term Loan Credit Agreement dated as of March 30, 2020, by and among The Toro Company, as Borrower, lenders as parties thereto, Bank of America, N.A., as Administrative Agent, and U.S. Bank National Association, as Syndication Agent (incorporated by reference to Exhibit 10.1 to Registrant's Current Report on Form 8-K dated March 30, 2020, Commission File No. 1-8649).

EX-10.1 2 ttc-ex1016.htm EX-10.1 EXHIBIT 10.1 Execution Version TERM LOAN CREDIT AGREEMENT Dated as of March 30, 2020 among THE TORO COMPANY, as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and The Other Lenders Party Hereto U.S. BANK NATIONAL ASSOCIATION, as Syndication Agent BofA SECURITIES, INC., as Lead Arranger and Bookrunner TABLE OF CONTENTS Section Page ARTICLE I. DEFINITIONS