The Toro Company (TTC) Proxy Filing summary

Executive summary

• Annual meeting scheduled for March 17, 2026, with voting open until March 16, 2026, at 11:59 PM ET.

• Shareholders can access proxy materials online or request paper/email copies by March 3, 2026.

• Virtual participation and voting are available for all shareholders.

Voting matters and shareholder proposals

• Election of three directors: Dianne C. Craig, Eric P. Hansotia, and D. Christian Koch, with board recommending a vote for all.

• Ratification of KPMG LLP as independent registered public accounting firm for fiscal year ending October 31, 2026.

• Advisory approval of executive compensation.

• Amendment to Restated Certificate of Incorporation to eliminate or limit officer liability under Delaware law.

• Amendment to change par value of all capital stock from $1.00 to $0.01 per share.

Board of directors and corporate governance

• Board recommends all director nominees and all proposals for shareholder approval.