Sec Form 4 Filing - Longren David C. @ POLARIS INDUSTRIES INC/MN - 2015-05-29

Insider filing report for Changes in Beneficial Ownership
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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
Longren David C.
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-ORV and ORV Engineering
(Last) (First) (Middle)
2100 HIGHWAY 55
3. Date of Earliest Transaction (MM/DD/YY)
05/29/2015
(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 05/29/2015 M 4,000 A $ 24.44 28,747 D
Common Stock 05/29/2015 M 12,000 A $ 23.33 40,747 D
Common Stock 05/29/2015 M 16,000 A $ 21.785 56,747 D
Common Stock 05/29/2015 M 34,000 A $ 22.33 90,747 D
Common Stock 05/29/2015 M 13,704 A $ 38.46 104,451 D
Common Stock 05/29/2015 S 79,704 D $ 143.8319 ( 1 ) 24,747 D
Common Stock 06/01/2015 M 4,296 A $ 38.46 29,043 D
Common Stock 06/01/2015 S 4,296 D $ 145.6132 ( 2 ) 24,747 D
Common Stock 616 I By Son ( 3 )
Common Stock 1,996 ( 4 ) I By ESOP
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
(Instr. 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) $ 24.44 05/29/2015 M 4,000 12/22/2008 12/22/2015 Common Stock 4,000 $ 0 0 D
Employee Stock Options (Right to Buy) $ 23.33 05/29/2015 M 12,000 01/29/2010 01/29/2017 Common Stock 12,000 $ 0 0 D
Employee Stock Options (Right to Buy) $ 21.785 05/29/2015 M 16,000 01/31/2011 01/31/2018 Common Stock 16,000 $ 0 0 D
Employee Stock Options (Right to Buy) $ 22.33 05/29/2015 M 34,000 ( 5 ) 02/01/2020 Common Stock 34,000 $ 0 0 D
Employee Stock Options (Right to Buy) $ 38.46 05/29/2015 M 13,704 ( 6 ) 01/31/2021 Common Stock 13,704 $ 0 22,296 D
Employee Stock Options (Right to Buy) $ 38.46 06/01/2015 M 4,296 ( 6 ) 01/31/2021 Common 4,296 $ 0 18,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Longren David C.
2100 HIGHWAY 55
MEDINA, MN55340
VP-ORV and ORV Engineering
Signatures
Jennifer Carbert, Attorney-in-Fact 06/02/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects the weighted average price of 79,704 shares of Common Stock sold by the reporting person in multiple transactions on May 29, 2015 with sale prices ranging from $143.50 to $144.54 per share. 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.
( 2 )Reflects the weighted average price of 4,296 shares of Common Stock sold by the reporting person in multiple transactions on June 1, 2015 with sale prices ranging from $145.15 to $146.045 per share. 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.
( 3 )The reporting person disclaims beneficial ownership of the shares held by his son, and this report should not be deemed an admission that the reporting person is the beneficial owner of his son's shares for purposes of Section 16 or for any other purpose.
( 4 )Estimate of the number of shares held in the reporting person's ESOP fund as of May 29, 2015. This plan uses unit accounting and the number of shares that a participant is deemed to hold varies with the price of Polaris stock.
( 5 )The option vested in two equal installments on February 1, 2012 and February 1, 2014.
( 6 )The option vested in two equal installments on January 31, 2013 and January 31, 2015.

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