Skip to main content

TORO CO

For the period ended Oct 31, 2025. Filed Dec 17, 2025.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Dec 17, 2025

TTC$104.84-0.3%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

Cover page

Show cover page

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 of registrant as specified in its charter)

Delaware41-0580470
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)

8111 Lyndale Avenue South

Bloomington, Minnesota 55420-1196

Telephone Number: (952)888-8801

(Address, including zip code, and telephone number, including area code, of registrant's principal executive offices)

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $1.00 per shareTTCNew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐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.☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐ No☒

The aggregate market value of the common stock held by non-affiliates of the registrant, based on the closing price of the common stock on May 2, 2025, the last business day of the registrant's most recently completed second fiscal quarter, as reported by the New York Stock Exchange, was approximately $7.0 billion.

The number of shares of the registrant's common stock outstanding as of December 10, 2025 was 97,904,689.

Documents Incorporated by Reference: Portions of the registrant's definitive Proxy Statement for the 2026 Annual Meeting of Shareholders expected to be held March 17, 2026 are incorporated by reference into Part III of this Annual Report on Form 10-K.

THE TORO COMPANY

FORM 10-K

TABLE OF CONTENTS

Description · Page Number
GENERAL3
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS3
PART I
ITEM 1.Business4
ITEM 1A.Risk Factors15
ITEM 1B.Unresolved Staff Comments31
ITEM 1C.Cybersecurity31
ITEM 2.Properties33
ITEM 3.Legal Proceedings33
ITEM 4.Mine Safety Disclosures33
Information About Our Executive Officers34
PART II
ITEM 5.Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities35
The Toro Company Common Stock Comparative Performance Graph36
ITEM 6.[Reserved]36
ITEM 7.Management's Discussion and Analysis of Financial Condition and Results of Operations37
Company Overview37
Results of Operations38
Business Segments40
Financial Position41
Non-GAAP Financial Measures45
Critical Accounting Policies and Estimates47
ITEM 7A.Quantitative and Qualitative Disclosures About Market Risk52
ITEM 8.Financial Statements and Supplementary Data55
Management's Report on Internal Control over Financial Reporting55
Report of Independent Registered Public Accounting Firm56
Consolidated Statements of Earnings58
Consolidated Statements of Comprehensive Income58
Consolidated Balance Sheets59
Consolidated Statements of Cash Flows60
Consolidated Statements of Stockholders' Equity61
Notes to Consolidated Financial Statements62
ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure97
ITEM 9A.Controls and Procedures97
ITEM 9B.Other Information97
ITEM 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections97
PART III
ITEM 10.Directors, Executive Officers and Corporate Governance98
ITEM 11.Executive Compensation98
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters98
ITEM 13.Certain Relationships and Related Transactions, and Director Independence98
ITEM 14.Principal Accountant Fees and Services98
PART IV
ITEM 15.Exhibit and Financial Statement Schedules99
SIGNATURES103
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.