TORO CO
For the period ended Oct 31, 2025. Filed Feb 3, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Oct 31, 2025 · Filed Feb 3, 2026
TTC$104.84-0.3%Stored close · as of Nov 6, 2026
Contents
Elements of Our Executive Compensation Program
Our fiscal 2025 executive compensation program consisted of the following elements, their purpose and key actions taken during fiscal 2025.
| Element | Description | Purpose | Key Fiscal 2025 Actions |
|---|---|---|---|
| Base Salary | A fixed amount, paid in cash and reviewed annually and,if appropriate, adjusted. | Provide a source of fixed income that is market competitive and reflects scope and responsibility of the position held. | Our NEOs received base salary increases on March 1, 2025 with our Chairman and CEO receiving a 3.4% increase and other NEOs receiving increases between 3.5% and 10.2%.On September 1, 2025, in connection with his promotion to President and Chief Operating Officer, Mr. Funk received an additional 44.3% base salary increase.On October 27, 2025, Mr. Moeller received an additional 22.7% base salary increase to acknowledge his additional international division responsibilities and to align with our competitive market positioning and Mr. Janey received an additional 14.9% base salary increase to align with our competitive market positioning. |
| Annual Cash Incentive | A variable, short-term element of compensation, payable in cash based on achievement of pre-established annual financial goals. | Motivate and reward our executive officers for achievement of annual financial goals intended to drive overall company, group or divisional performance. | At the beginning of fiscal 2025, a target award as a percent of base salary was established at 130% for our Chairman and CEO and between 65% and 70% for our other NEOs.In connection with his promotion, Mr. Funk's annual percentage increased to 90% effective on September 1, 2025.Corporate performance measures, weightings and goals were established for all our NEOs. Additionally, group performance measures, weightings and goals were established for Mr. Funk, who served as group vice president for a portion of the fiscal year and Messrs. Moeller and Janey who served as group vice presidents during fiscal 2025. |
| Long-Term Incentives | A variable, long-term element of compensation, provided in the form of performance share awards (payable based on achievement of three-year cumulative financial goals) and stock options, which vest annually over three years. | Align the interests of our executive officers with our stockholders; encourage focus on long-term company financial performance measures that are deemed strategically and operationally important to our Company; promote retention of our executive officers; and encourage significant ownership of our common stock. | All our NEOs were granted performance share awards and stock options.Mr. Funk was granted a restricted stock unit award in connection with his promotion in September 2025 and each of Messrs. Moeller and Janey were granted a restricted stock unit award for retention purposes. Mr. Funk's restricted stock unit award vests in annual installments over three years and Messrs. Moeller's and Janey's cliff vest on the three-year anniversary of the grant date. All stock options vest in annual installments over three years. |
| Health and Welfare Benefits | Includes medical and dental insurance, life and disability insurance and certain voluntary benefits. | Provide competitive health and welfare benefits. | No significant changes were made to our health and welfare benefits. |
| Retirement Plans | Includes a defined contribution retirement plan and certain nonqualified retirement plans. | Provide an opportunity for employees to save and prepare financially for retirement. | No significant changes were made to our retirement plans. |
|---|---|---|---|
| Perquisites | Includes a financial planning allowance, Company products, company-leased automobile, executive physical and certain travel costs for spouses in connection with certain off-site business related meetings in which it is appropriate for a spouse to attend. | Assist in promoting the personal financial security of our executive officers; promote personal use of our products by our executive officers and the attraction, retention and wellbeing of our executive officers. | No significant changes were made to perquisites. |
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