8-K - TTC - Equibles

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<br><br><br>of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
8111 Lyndale Avenue South<br>Bloomington, Minnesota		55420
(Address of principal executive offices)		(Zip Code)

(952) 888-8801

Registrant’s telephone number, including area code:

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $1.00 per share	TTC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Section 5—Corporate Governance and Management

Item 5.02.	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)	On December 1, 2020, Gregg W. Steinhafel notified the Board of Directors (the “Board”) of The Toro Company (the “Company”) of his intention to retire as a Board member at the expiration of his current term at the Company’s 2021 Annual Meeting of Shareholders (the “Annual Meeting”) currently scheduled to be held on March 16, 2021. Accordingly, Mr. Steinhafel will not stand for re-election to the Board at the Annual Meeting and, as a result, effective immediately before the Annual Meeting the size of the Board will be reduced from eleven to ten members. Mr. Steinhafel has served on the Board since 1999.
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Item 5.02.

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

(b)

On December 1, 2020, Gregg W. Steinhafel notified the Board of Directors (the “Board”) of The Toro Company (the “Company”) of his intention to retire as a Board member at the expiration of his current term at the Company’s 2021 Annual Meeting of Shareholders (the “Annual Meeting”) currently scheduled to be held on March 16, 2021. Accordingly, Mr. Steinhafel will not stand for re-election to the Board at the Annual Meeting and, as a result, effective immediately before the Annual Meeting the size of the Board will be reduced from eleven to ten members. Mr. Steinhafel has served on the Board since 1999.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	THE TORO COMPANY
	(Registrant)
Date: December 1, 2020	By:	/s/ Amy E. Dahl
		Amy E. Dahl
		Vice President, Human Resources and General Counsel