Sec Form 4 Filing - Dougherty Michael D. @ POLARIS INDUSTRIES INC/MN - 2016-11-11

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 Dougherty Michael D. 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) President-International (Last) (First) (Middle) 2100 HIGHWAY 55 3. Date of Earliest Transaction (MM/DD/YY) 11/11/2016 (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 04/29/2016 G V 3,704 D $ 0 5,000 D Common Stock 04/29/2016 G V 3,704 A $ 0 34,378 I by spouse's trust ( 1 ) Common Stock 05/27/2016 G V 627 D $ 0 33,751 I by spouse's trust ( 1 ) Common Stock 05/27/2016 G V 305 A $ 0 2,109 I by wife as UTMA custodian for son ( 2 ) Common Stock 05/27/2016 G V 322 A $ 0 2,147 I by wife as UTMA custodian for daughter ( 3 ) Common Stock 11/11/2016 M 2,000 A $ 0 7,000 D Common Stock 11/11/2016 S 2,000 D $ 89.4592 5,000 D Common Stock 4,705 ( 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) $ 38.46 11/11/2016 M 2,000 ( 5 ) 01/31/2021 Common Stock 2,000 $ 0 8,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Dougherty Michael D. 2100 HIGHWAY 55 MEDINA, MN55340 President-International Signatures Jennifer Carbert, Attorney-in-Fact 11/15/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares held in a revocable trust of which the reporting person and his spouse are trustees, and the reporting person and his spouse, or other members of their family, are the beneficiaries. ( 2 )Shares held by son who shares reporting person's household. 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. ( 3 )Shares held by daughter who shares reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed an admission that the reporting person is the beneficial owner of his daughter'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 November 11, 2016. 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 January 31, 2013 and January 31, 2015.

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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