Form 4: Toro VP Moeller Reports Significant Equity Grant

Toro Co. Group VP Peter D. Moeller reported changes in his beneficial ownership, including a new grant of 20,632 restricted stock units and dividend reinvestments.

Summary

• Peter D. Moeller, Group VP, Underground, Specialty Construction & International at The Toro Company (TTC), reported changes in his beneficial ownership of company securities.
• He was granted 20,632 Restricted Stock Units (RSUs) on October 10, 2025, which will vest in full on October 10, 2028.
• His beneficial ownership now includes 4,155.055 shares of Common Stock held indirectly through The Toro Company Retirement Plan, with 43.64 net shares acquired via dividend reinvestment since his last report.
• He directly owns 2,727.498 Performance Share Units, including 28.682 units acquired through the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers since his last report.
• He also directly holds 600.026 shares of Common Stock, with 2.965 shares acquired via a dividend reinvestment feature in his personal account since his last report.
• He continues to hold 941.991 Restricted Stock Units, granted on March 1, 2023, which vest in three equal annual installments commencing on the first anniversary of the grant date.

Sentiment

Score: 7

Explanation: The filing indicates an increase in executive ownership through new equity grants and dividend reinvestment, which generally aligns management interests with shareholders and suggests confidence in the company's future. This is a positive signal for long-term stability and executive commitment.

Positives

• The grant of 20,632 Restricted Stock Units to a Group VP indicates continued long-term incentive and retention of key executive talent.
• Increased executive ownership through equity grants and dividend reinvestments aligns management's interests with those of shareholders, fostering a focus on long-term company performance.

Future Outlook

The vesting schedules for the Restricted Stock Units, particularly the full vesting of 20,632 units on October 10, 2028, provide a clear timeline for a significant portion of executive compensation, indicating a long-term incentive structure.

Industry Context

Executive equity compensation, particularly through Restricted Stock Units with multi-year vesting periods, is a standard practice across publicly traded companies. This approach is widely used to attract and retain senior talent, align management's long-term interests with shareholder value creation, and incentivize sustained performance.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) with multi-year vesting schedules for executive compensation is a common and accepted practice across various industries, including manufacturing and equipment sectors, similar to companies like Deere & Company or Caterpillar Inc.
• Dividend reinvestment features in executive benefit plans are also standard mechanisms for executives to incrementally increase their equity stake in the company over time, reflecting a common approach to long-term wealth building and alignment.

Stakeholder Impact

• Shareholders: The increase in executive equity ownership through grants and reinvestments enhances the alignment of management's financial interests with shareholder value creation.
• Employees (Executive): The grant of Restricted Stock Units serves as a long-term incentive and retention mechanism for Peter D. Moeller, a key executive.

Next Steps

• The 941.991 Restricted Stock Units (granted March 1, 2023) will continue to vest in three equal annual installments.
• The 20,632 Restricted Stock Units granted on October 10, 2025, will vest in full on October 10, 2028.

Key Dates

Recommendation

This Form 4 details routine executive equity grants and dividend reinvestments, which are standard compensation practices and do not provide new fundamental information to alter an investment thesis. It primarily indicates continued alignment of executive interests with shareholders, which is generally positive but not a catalyst for a change in recommendation.

Keywords

Toro Co, TTC, Peter D. Moeller, Form 4, Insider Transaction, Restricted Stock Units, Equity Ownership, Executive Compensation, Dividend Reinvestment