Sec Form 4 Filing - MALONE MICHAEL W @ POLARIS INDUSTRIES INC/MN - 2012-04-26

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MALONE MICHAEL W 2. Issuer Name and Ticker or Trading Symbol POLARIS INDUSTRIES INC/MN [ PII] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP Finance & CFO (Last) (First) (Middle) 2100 HIGHWAY 55 3. Date of Earliest Transaction (MM/DD/YY) 04/26/2012 (Street) MEDINA, MN55340 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 04/26/2012 M 2,616 A $ 14.2475 82,592 D Common Stock 04/26/2012 M 4,648 A $ 21.5075 87,240 D Common Stock 04/26/2012 M 32,000 A $ 29.725 119,240 D Common Stock 04/26/2012 S 32,000 D $ 80.5628 ( 1 ) 87,240 D Common Stock 53,700 I By Colleen M. Malone Living Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (I nstr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Options (Right to Buy) $ 14.2475 04/26/2012 M 2,616 10/07/2005 10/07/2012 Common Stock 2,616 $ 0 0 D Employee Stock Options (Right to Buy) $ 21.5075 04/26/2012 M 4,648 11/03/2006 11/03/2013 Common Stock 4,648 $ 0 0 D Employee Stock Options (Right to Buy) $ 29.725 04/26/2012 M 32,000 11/01/2007 11/01/2014 Common Stock 32,000 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MALONE MICHAEL W 2100 HIGHWAY 55 MEDINA, MN55340 VP Finance & CFO Signatures Jennifer Carbert, Attorney-in-Fact 04/30/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects the weighted average price of 32,000 shares of Common Stock sold by the reporting person in multiple transactions on April 26, 2012 with sale prices ranging from $80.50 to $80.67 per share inclusive. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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