UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 24, 2017


POLARIS INDUSTRIES INC.
(Exact name of Registrant as specified in its charter)

2100 Highway 55
Medina, Minnesota 55340
(Address of principal executive offices)
(Zip Code)

(763) 542-0500
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ⃞

Item 2.02       Results of Operations and Financial Condition.

On October 24, 2017, Polaris Industries Inc. (the “Company”) issued a press release announcing the Company’s third quarter 2017 financial results for the reporting period ended September 30, 2017.  On October 24, 2017, the Company also hosted its quarterly earnings conference call, which was accessible to the public.  A recording of the conference call will be available through the end of the business day on November 7, 2017 by dialing 855-859-2056 in the U.S. and Canada, or 404-537-3406 for international calls and entering passcode 45016317, and on the Company’s website at http://ir.polaris.com.

A copy of the Company’s press release is furnished as Exhibit 99.1 attached hereto and a copy of the presentation materials discussed during the conference call is being furnished as Exhibit 99.2 to this Current Report on Form 8-K.  

Item 7.01       Regulation FD Disclosure.

The disclosures set forth in Item 2.02 above are hereby incorporated by reference into this Item 7.01.

Item 9.01       Financial Statements and Exhibits.

(d) Exhibits.

The information contained in this Current Report is furnished and not deemed to be filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.  The information in this Current Report shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

EXHIBIT INDEX

Exhibit 99.1

Polaris Reports 2017 Third Quarter Results

Sales for the third quarter of 2017 increased 25% to a record $1,478.7 million; adjusted sales were $1,480.3 million, up 25%, about half from organic growth

Third quarter 2017 reported net income was $1.28 per diluted share; adjusted net income for the same period was $1.46 per diluted share, ahead of expectations and up 192% over the prior year

Polaris North American unit retail sales were up 13 percent with ORV retail sales up mid-teens percent and Indian Motorcycles unit retail sales up 16 percent. Retail sales were also up modestly versus the 2015 third quarter

Total dealer inventory was down 7% year-over-year; ORV dealer inventory was down 12%

Third quarter gross profit margin was 24.6%, up 261 basis points over prior year. Adjusted gross profit margin was 25.5%, up 351 basis points versus last year primarily due to positive product mix, increased VIP savings and lower warranty costs

Polaris is raising full year sales and earnings per share guidance. Adjusted net income is expected to be in the range of $4.75 to $4.85 per diluted share with adjusted sales for the full year 2017 expected in the range of up 18% to 19%

Note: the results and guidance in this release, including the highlights above, include references to non-GAAP operating measures, which are identified by the word “adjusted” preceding the measure. A reconciliation of GAAP to non-GAAP measures can be found at the end of this release.

MINNEAPOLIS--(BUSINESS WIRE)--October 24, 2017--Polaris Industries Inc. (NYSE: PII) today reported third quarter 2017 sales of $1,478.7 million, up 25 percent from $1,185.1 million for the third quarter of 2016. Adjusted sales, which excludes the impact from Victory Motorcycles^® net sales for the third quarter of 2017, were $1,480.3 million for the 2017 third quarter, up 25 percent. The Company reported third quarter 2017 net income of $81.9 million, or $1.28 per diluted share, compared with net income of $32.3 million, or $0.50 per diluted share, for the 2016 third quarter. The reported net income includes costs related to the wind down of Victory Motorcycles, certain Transamerican Auto Parts ("TAP") integration costs, and manufacturing network realignment costs. Adjusted net income for the quarter ended September 30, 2017, excluding these costs, was $93.5 million, or $1.46 per diluted share.

“Our emphatic return to profitable growth in the third quarter was a testament to the power of the Polaris brand, the strength of our dealer network and the competitive drive of the Polaris team. During the quarter, strong retail growth in both North America and nearly all of our International markets drove record sales and highlighted our ongoing product innovation, improving product quality and sharpened execution. We delivered North American unit retail sales growth of 13 percent and overall Company sales growth of 25 percent, about half of which was organic, while lowering North American dealer inventory seven percent year-over-year. Results were strong throughout our portfolio, led by Indian Motorcycles’ exceptional performance as they accelerated share gains and outpaced a declining North American motorcycle market while also delivering strong growth in Europe, Australia and Asia. I am particularly proud of the improved performance from our Off-Road Vehicle business, which was fueled by a well-planned and executed Factory Authorized Clearance sale and the strong reception of our model year 2018 introductions. Encouragingly, RZR retail sales were especially strong in the quarter, and we had our best ATV retail quarter in two years. Delivering such strong results, while also launching the all new RANGER XP 1000, the best utility side-by-side ever built, is a fitting way for Matt Homan to wrap up his influential 15 year run with Polaris. I want to thank Matt for his significant contribution and wish him continued success in his career. Welcoming Chris Musso earlier this month was also a major victory and we are excited to have him grab the reins of our industry-leading ORV business,” commented Scott Wine, Chairman and Chief Executive Officer of Polaris Industries.

“Most importantly, strong total Company sales growth translated to bottom-line improvement. Despite higher than expected costs for warranty and re-work and complications from Hurricanes Harvey and Irma, we delivered significant operating profit growth and earnings per share expansion for the quarter. With strong growth in revenue, profitability and cash flow I feel very good about the performance of the Polaris team and our improved outlook for the fourth Quarter and beyond,” said Wine.

Off-Road Vehicle (“ORV”) and Snowmobile segment sales, including their respective PG&A related sales, were $1,007.4 million for the third quarter of 2017, up 12 percent over $895.6 million for the third quarter of the prior year driven primarily by improved side-by-sides shipments. PG&A sales for ORV and Snowmobiles combined, increased five percent in the 2017 third quarter compared to the third quarter last year. Gross profit increased 34 percent to $296.9 million, or 29.5 percent of sales, in the third quarter of 2017, compared to $221.6 million, or 24.7 percent of sales, in the third quarter of 2016. Gross profit percentage increased primarily due to product mix as well as lower year over year warranty costs.

ORV wholegood sales for the third quarter of 2017 increased 13 percent primarily driven by strong RZR shipments. Polaris North American ORV unit retail sales for the third quarter of 2017 were up mid-teens percent from the 2016 third quarter, with both side-by-side vehicles and ATVs up mid-teens percent. The North American ORV industry was up high-single digits percent compared to the third quarter last year. ORV dealer inventory was down 12 percent in the 2017 third quarter compared to the same period last year.

Snowmobile wholegood sales in the third quarter of 2017 increased 20 percent to $144.2 million due to timing of shipments year-over-year, as the Company manufactured and shipped its snowmobiles later in 2016.

Motorcycle segment sales, including PG&A, totaled $155.1 million, a decrease of 14 percent compared to $181.2 million reported in the third quarter of 2016 which included $39.4 million of Victory Motorcycle wholegood, accessory and apparel sales. Indian motorcycle wholegood sales increased in the low twenty percent range in the third quarter driven by new product introductions and improving brand awareness. This increase somewhat offset lower Slingshot^® sales. Gross profit for the third quarter of 2017 was $10.4 million compared to $20.3 million in the third quarter of 2016. Adjusted for the Victory Motorcycles wind down costs of $7.6 million, motorcycle gross profit was $17.9 million, down from the third quarter last year due primarily to lower Slingshot volume.

North American consumer retail demand for the Polaris motorcycle segment, including Indian Motorcycle and Slingshot, was up mid-single digits percent during the 2017 third quarter. Indian Motorcycles increased retail sales 16 percent, partly driven by new model introductions including the new Chieftain Elite and Limited models and Roadmaster Classic. Indian Motorcycle market share surpassed the ten percent mark in September. Slingshot's retail sales were down although the rate of decline decelerated during the quarter. Motorcycle industry retail sales, 900cc and above, were down high-single digits percent in the 2017 third quarter.

Global Adjacent Markets segment sales along with its PG&A related sales, increased 17 percent to $91.6 million in the 2017 third quarter compared to $78.5 million in the 2016 third quarter. Reported gross profit decreased 27 percent to $16.0 million, or 17.5 percent of sales, in the third quarter of 2017, compared to $21.8 million, or 27.8 percent of sales, in the third quarter of 2016. Adjusted gross profit, excluding the manufacturing realignment costs, increased 2 percent to $22.2 million, or 24.2 percent of sales for the third quarter 2017. Work and Transportation group wholegood sales were up 17 percent during the third quarter of 2017 primarily due to an increase in sales in the Company's Aixam quadricycles and Goupil light-utility businesses.

Aftermarket segment sales, which include Transamerican Auto Parts ("TAP"), along with the Company's other aftermarket brands of Klim^®, Kolpin^®, Pro Armor^®, Trail Tech^® and 509^®, increased significantly to $224.7 million in the 2017 third quarter compared to $29.9 million in the 2016 third quarter. TAP added $190.6 million of sales in the third quarter of 2017. Gross profit increased significantly to $63.2 million, or 28.1 percent of sales in third quarter of 2017, compared to $10.6 million, or 35.5 percent of sales, in the third quarter of 2016. Sales and gross profit dollars were up primarily due to the addition of TAP acquired in the fourth quarter of 2016. TAP sales grew four percent in the third quarter of 2017 compared to last year on a proforma basis, had Polaris owned TAP for the full year 2016.

Supplemental Data:

Parts, Garments, and Accessories (“PG&A”) sales, excluding Aftermarket segment sales, increased seven percent for the 2017 third quarter. All segments and categories increased sales during the quarter.

International sales to customers outside of North America, including PG&A, totaled $156.8 million for the third quarter of 2017, up 11 percent, from the same period in 2016. Sales in EMEA and Asia Pacific increased low-double digits percent in the third quarter with Latin America growing sales mid-single digits during the quarter.

Gross profit increased 40 percent to $364.0 million for the third quarter of 2017 from $260.8 million in the third quarter of 2016. As a percentage of sales, reported gross profit margin was 24.6 percent compared with 22.0 percent of sales for the third quarter of 2016. Gross profit for the third quarter of 2017 includes the negative impact of $7.6 million of Victory Motorcycles wind down costs and manufacturing network realignment costs of $6.2 million. Excluding these items, adjusted gross profit was $377.7 million, or 25.5 percent of sales. Gross profit margins on an adjusted basis improved due to increased volume, lower warranty, significant gross VIP cost savings and positive product mix, somewhat offset by higher promotional costs. Sequentially, adjusted gross profit margins were 130 basis points lower than the 2017 second quarter primarily due to higher warranty and the added costs from a combination of supply chain and natural disaster related headwinds during the quarter.

Operating expenses increased 19 percent for the third quarter of 2017 to $265.2 million from $222.6 million in the same period in 2016, which included $1.3 million in Victory wind down costs and $3.5 million of TAP integration expenses. Excluding these costs, operating expenses increased primarily due to the addition of operating expenses from TAP, as well as increased research and development expenses and increased selling and marketing costs related to the introduction of new products, offset somewhat by lower legal related expenses.

Income from financial services was $18.1 million for the third quarter of 2017, down six percent compared with $19.2 million for the third quarter of 2016. The decrease is attributable to lower income generated from the wholesale portfolio due to the lower dealer inventory levels.

Non-operating other expense (income), net, was $2.4 million of income for the third quarter of 2017, versus $5.7 million of expense in the third quarter of 2016. The change primarily relates to foreign currency exchange rate movements and the corresponding effects on foreign currency transactions related to the Company’s foreign subsidiaries.

The provision for income taxes for the third quarter of 2017 was $27.3 million or 25.0 percent of pretax income compared with $13.5 million or 29.5 percent of pretax income for the third quarter of 2016. The decrease in the provision for income taxes as a percent of pretax income is primarily due to the benefit recognized from certain favorable outcomes of federal tax audits in the 2017 third quarter and the adoption of the new employee share-based accounting standard adopted in the first quarter of 2017.

Financial Position and Cash Flow
Net cash provided by operating activities was $494.5 million for the nine months ended September 30, 2017, compared to $426.2 million for the same period in 2016. The increase in net cash provided by operating activities for the 2017 period was due to the timing of accounts payable and accrued expense payments, as well as collection of tax receivables, somewhat offset by lower net income and higher factory inventory. Total debt at September 30, 2017, including capital lease obligations and notes payable, was $920.0 million. The Company’s debt-to-total capital ratio was 51 percent at September 30, 2017, compared to 32 percent a year ago due primarily to the financing of the TAP acquisition. Cash and cash equivalents were $132.3 million at September 30, 2017, up from $122.7 million for the same period in 2016.

Share Buyback Activity
During the third quarter of 2017, the Company repurchased and retired 257,000 shares of its common stock for $23.3 million. Year-to-date through September 30, 2017, the Company has repurchased and retired 1,015,000 shares of its common stock for $88.9 million. As of September 30, 2017, the Company has authorization from its Board of Directors to repurchase up to an additional 6.4 million shares of Polaris common stock.

2017 Business Outlook
The Company has increased its sales guidance and expected earnings per share range for the full year 2017 from previously issued guidance. The Company now expects adjusted net income to be in the range of $4.75 to $4.85 per diluted share, compared with adjusted net income of $3.48 per diluted share for 2016. Full year 2017 adjusted sales are now anticipated to increase in the range of 18 percent to 19 percent over 2016 sales of $4,516.6 million.

Wind Down of Victory Motorcycles
Polaris announced on January 9, 2017 its intention to wind down its Victory Motorcycles operations. The decision is expected to improve the long-term profitability of Polaris and its global motorcycle business, while materially improving the Company’s competitive position in the industry. The Company will record costs, anticipated to be in the range of $80.0 million to $90.0 million, associated with supporting Victory dealers in selling their remaining inventory, the disposal of factory inventory, tooling, and other physical assets, and the cancellation of various supplier arrangements. Beginning in the first quarter of 2017, these costs are recorded in the 2017 income statement within respective sales, gross profit and operating expenses. These costs are excluded from Polaris’ 2017 sales and earnings guidance on a non-GAAP basis.

Manufacturing Network Realignment
Polaris announced on April 24, 2017 that it was making changes to its network to consolidate production of like products and better leverage plant capacity. Changes include discontinuing manufacturing at its plant in Milford, Iowa, and transferring Milford production to existing Polaris facilities in Huntsville, Ala.; Roseau, Minn.; and Anaheim, Calif. Additionally, the Company plans to transfer fabrication operations for its Pro Armor aftermarket products from its facility in Riverside, Calif., to its recently acquired Transamerican Auto Parts facility in Chula Vista, Calif. Beginning in the second quarter of 2017, costs associated with the manufacturing realignment, anticipated to be in the range of $10.0 million to $15.0 million, are recorded in the income statement within the respective gross profit and operating expenses. These costs are excluded from Polaris’ 2017 sales and earnings guidance on a non-GAAP basis.

Use of Non-GAAP Financial Information
This press release and our related earnings call contain certain non-GAAP financial measures, consisting of “adjusted" sales, gross profits, operating expenses, net income and net income per diluted share as measures of our operating performance. Management believes these measures may be useful in performing meaningful comparisons of past and present operating results, to understand the performance of its ongoing operations and how management views the business. Reconciliations of adjusted non-GAAP measures to reported GAAP measures are included in the financial schedules contained in this press release. These measures, however, should not be construed as an alternative to any other measure of performance determined in accordance with GAAP.

Third Quarter 2017 Earnings Conference Call and Webcast Presentation
Today at 9:00 AM (CDT) Polaris Industries Inc. will host a conference call and webcast to discuss the 2017 third quarter results released this morning. The call will be hosted by Scott Wine, Chairman and CEO; and Mike Speetzen, Executive Vice President - Finance and CFO. A slide presentation and link to the webcast will be posted on the Polaris Investor Relations website at ir.polaris.com.

To listen to the conference call by phone, dial 877-706-7543 in the U.S. and Canada, or 478-219-0273 internationally. The Conference ID is 45016317.

A replay of the conference call will be available approximately two hours after the call for a one-week period by accessing the same link on our website, or by dialing 855-859-2056 in the U.S. and Canada, or 404-537-3406 internationally.

About Polaris
Polaris Industries Inc. (NYSE: PII) is a global powersports leader that has been fueling the passion of riders, workers and outdoor enthusiasts for more than 60 years. With annual 2016 sales of $4.5 billion, Polaris’ innovative, high-quality product line-up includes the RANGER^®, RZR^® and Polaris GENERAL™ side-by-side off-road vehicles; the Sportsman^® and Polaris ACE^® all-terrain off-road vehicles; Indian Motorcycle^® midsize and heavyweight motorcycles; Slingshot^® moto-roadsters; and Polaris RMK^®, INDY^®, Switchback^® and RUSH^® snowmobiles. Polaris enhances the riding experience with parts, garments and accessories, along with a growing aftermarket portfolio, including Transamerican Auto Parts. Polaris’ presence in adjacent markets globally includes military and commercial off-road vehicles, quadricycles, and electric vehicles. Proudly headquartered in Minnesota, Polaris serves more than 100 countries across the globe. Visit www.polaris.com for more information.

Except for historical information contained herein, the matters set forth in this news release, including management’s expectations regarding 2017 future sales, shipments, net income, and net income per share, and operational initiatives are forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Potential risks and uncertainties include such factors as the Company’s ability to successfully implement its manufacturing operations expansion initiatives, product offerings, promotional activities and pricing strategies by competitors; economic conditions that impact consumer spending; acquisition integration costs; product recalls, warranty expenses; impact of changes in Polaris stock price on incentive compensation plan costs; foreign currency exchange rate fluctuations; environmental and product safety regulatory activity; effects of weather; commodity costs; uninsured product liability claims; uncertainty in the retail and wholesale credit markets; performance of affiliate partners; changes in tax policy and overall economic conditions, including inflation, consumer confidence and spending and relationships with dealers and suppliers. Investors are also directed to consider other risks and uncertainties discussed in documents filed by the Company with the Securities and Exchange Commission. The Company does not undertake any duty to any person to provide updates to its forward-looking statements.

(summarized financial data follows)

POLARIS INDUSTRIES INC.
NON-GAAP ADJUSTMENTS TO FULL YEAR 2017 GUIDANCE

2017 Adjusted Guidance: 2017 guidance excludes the pre-tax effect of TAP inventory step-up purchase accounting of approx. $15 million, acquisition integration costs of approx. $15 million, manufacturing network realignment costs of approx. $10 million to $15 million and the impacts associated with the Victory wind down which is estimated to be in the range of $80 million to $90 million. 2017 adjusted sales guidance excludes any Victory wholegood, accessories and apparel sales and corresponding promotional costs as the Company is in the process of exiting the brand. The Company has not provided reconciliations of guidance for adjusted diluted net income per share, in reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K. The Company is unable, without unreasonable efforts, to forecast certain items required to develop meaningful comparable GAAP financial measures. These items include costs associated with the Victory wind down that are difficult to predict in advance in order to include in a GAAP estimate.

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CONTACT:
Polaris Industries Inc.
Richard Edwards, 763-542-0500

Exhibit 99.2

 Third Quarter 2017 Earnings Results  October 24, 2017  POLARIS INDUSTRIES INC.  

SAFE HARBOR & NON-GAAP MEASURES  2  Q3'17 Earnings  Except for historical information contained herein, the matters set forth in this presentation, including management’s expectations regarding 2017 & 2018 future sales, shipments, net income, and net income per share, and operational initiatives are forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Potential risks and uncertainties include such factors as the Company’s ability to successfully implement its manufacturing operations expansion initiatives, product offerings, promotional activities and pricing strategies by competitors; economic conditions that impact consumer spending; acquisition integration costs; product recalls, warranty expenses; impact of changes in Polaris stock price on incentive compensation plan costs; foreign currency exchange rate fluctuations; environmental and product safety regulatory activity; effects of weather; commodity costs; uninsured product liability claims; uncertainty in the retail and wholesale credit markets; performance of affiliate partners; changes in tax policy and overall economic conditions, including inflation, consumer confidence and spending and relationships with dealers and suppliers. Investors are also directed to consider other risks and uncertainties discussed in documents filed by the Company with the Securities and Exchange Commission. The Company does not undertake any duty to any person to provide updates to its forward-looking statements. The data source for retail sales figures included in this presentation is registration information provided by Polaris dealers in North America and compiled by the Company or Company estimates. The Company must rely on information that its dealers supply concerning retail sales, and other retail sales data sources and this information is subject to revision.This presentation contains certain non-GAAP financial measures, consisting of “adjusted” sales (total and organic), gross profit, operating expenses, net income and net income per diluted share as measures of our operating performance. Management believes these measures may be useful in performing meaningful comparisons of past and present operating results, to understand the performance of its ongoing operations and how management views the business. Reconciliations of adjusted non-GAAP measures to reported GAAP measures for Q3 are included on slide 3 and Q3 year-to-date are included in the appendix contained in this presentation. These measures, however, should not be construed as an alternative to any other measure of performance determined in accordance with GAAP.    

 Q3 NON-GAAP DISCLOSURE  3  Q3'17 Earnings  Reconciliation of GAAP "Reported" Results to Non-GAAP "Adjusted" Results (In Thousands, Except Per Share Data; Unaudited)  Key Definitions: Throughout this presentation, the word “Adjusted” is used to refer to GAAP results excluding: TAP integration expenses, impacts associated with the Victory® Motorcycles wind down and manufacturing network realignment costs.Adjustments: (1) Represents adjustments for the wind down of Victory Motorcycles, including wholegoods, accessories and apparel (2) Represents adjustments for TAP integration expenses (3) Represents adjustments for manufacturing network realignment costs (4) The Company used its estimated statutory tax rate of 37.1% for the non-GAAP adjustments, except for the non-deductible items2016 Reclassified Results: 2016 sales and gross profit results for ORV/Snowmobiles, Motorcycles and Aftermarket are reclassified for the new Aftermarket reporting segment.    Reported GAAP Measures  Reported GAAP Measures 2017 Adjustments(4) 2017 Adjustments(4) Adjusted Measures  Adjusted Measures Three months ended September 30,  Three months ended September 30, Three months ended September 30,  Three months ended September 30,           Three months ended September 30,  Three months ended September 30,2017  2017    2016  2016    % Change      VictoryWind Down(1)  VictoryWind Down(1)    TAP(2)  TAP(2)    Realignment(3)  Realignment(3)    Total  Total      2017  2017    2016  2016    % Change      Sales ORV/Snowmobiles  $  1,007,392    $  895,550    12  %      —      —      —      —      $  1,007,392    $  895,550    12  %    Motorcycles    155,059      181,181    (14  )%    $  1,560      —      —    $  1,560        156,619      181,181    (14  )%    Global Adj. Markets    91,575      78,485    17  %      —      —      —      —        91,575      78,485    17  %    Aftermarket    224,700      29,851    653  %      —      —      —      —        224,700      29,851    653  %    Total sales    1,478,726      1,185,067    25  %      1,560      —      —      1,560        1,480,286      1,185,067    25  %   Gross profit                                                                ORV/Snowmobiles    296,904      221,595    34  %      —      —      —      —        296,904      221,595    34  %    % of sales    29.5  %    24.7  %  +473 bps                                  29.5  %    24.7  %  +473 bps      Motorcycles    10,354      20,301    (49  )%      7,555      —      —      7,555        17,909      20,301    (12  )%    % of sales    6.7  %    11.2  %  -453 bps                                  11.4  %    11.2  %  +23 bps      Global Adj. Markets    15,983      21,828    (27  )%      —      —      6,214      6,214        22,197      21,828    2  %    % of sales    17.5  %    27.8  %  -1,036 bps 24.2  %    27.8  %  -357 bps      Aftermarket    63,239      10,591    497  %      —      —      —      —        63,239      10,591    497  %    % of sales    28.1  %    35.5  %  -734 bps 28.1  %    35.5  %  -734 bps      Corporate    (22,518  )    (13,545  )          —      —      —      —        (22,518  )    (13,545  )        Total gross profit    363,962      260,770    40  %      7,555      —      6,214      13,769        377,731      260,770    45  %    Gross profit %    24.6  %    22.0  %  +261 bps          25.5  %    22.0  %  +351 bps  Operating expenses    265,192      222,576    19  %      (1,254  )    (3,492  )    —      (4,746  )      260,446      222,576    17  %    Other expense (income), net    (2,368  )    5,700    NM        —      —      —      —        (2,368  )    5,700    NM Net income  $  81,888    $  32,312    153  %    $  5,537    $  2,195    $  3,906    $  11,638      $  93,526    $  32,312    189  %    Diluted EPS  $  1.28    $  0.50    156  %    $  0.09    $  0.03    $  0.06    $  0.18      $  1.46    $  0.50    192  %                                                                   

Scott W. Wine, Chairman & CEO  Third Quarter 2017 Earnings Results  October 24, 2017     POLARIS INDUSTRIES INC.  

 Q3 SUMMARY  5  Q3'17 Earnings  Q3 Exceeded Expectations – Raising Full Year Adjusted* Sales & EPS Guidance  Operational improvements gained momentum in Q3 Record sales quarter, sequential improvement in operating income marginN.A. Retail sales strong in Q3; up 13% ORV up mid-teens % with RZR retail up high-teens percentIndian Motorcycles retail up 16%; share gains ongoing; all segments grew shareOperational execution overcame significant natural disasters: Hurricanes Harvey & Irma; floods in Mexico; transportation shortageModel year 2018 product launch well received; initial orders solidImproving quality with each model year changeoverFactory Authorized clearance highly effectiveDealer inventory lowest in 3 years on a September 30th quarter-over-quarter basisInternational and PG&A growth momentum continued in Q3   * See GAAP/Non-GAAP Reconciliation on

 NORTH AMERICAN POWERSPORTS RETAIL SALES  Polaris N.A. retail up 13% for Q3 2017 vs. Q3 2016Indian Motorcycle retail was up 16% - continued share gainsORV retail up mid-teens %; RZR up high-teensPromotional spend in-line with expectations and industry trendsNorth American Industry up low-single digitsSxS growth continued strong; ATVs up low-single digits %   (# vehicle units)  POLARIS  INDUSTRY  Off-Road Vehicles   mid-teens %   high-single digits % (estimated)  Side-by-Sides ATVs   mid-teens % mid-teens %    Motorcycles   mid-single digits %   high-single digits % (900cc & above)   Indian Slingshot   mid-teens % high-teens %    Snowmobiles(season-end Mar’18)   (off-season)   (off-season)        N.A. Retail Turned Position After Five Quarter Decline  Q3’17 Retail Sales by Business (vs. Q3’16)  Polaris Retail Sales  Q3'17 Earnings  6  Year-Over-Year Retail % Change (units)

 Polaris Q3 2017 N.A. dealer inventory down 7% vs. Q3 2016ORV down 12%, RZR down double digits %Motorcycles up as expected, all Indian; Slingshot flatSxS RFM implementation in processDealer inventory at year-end expected down modestly given recent retail strength  Dealer Inventory Levels Appropriate, in Aggregate, as RFM Implementation Begins  Q3 Total N.A. Dealer Inventory  Polaris N.A. Total Dealer Inventory  NORTH AMERICAN DEALER INVENTORY  -7%  Q3'17 Earnings  7  YE 2017expectations down low-single digits  -6%  Year-over-year % Change in Units    -10%  +1%  0%  +2%  -10%vs. 2015  -8%vs. 2015  -8%  – – – 2017 expectations   -7%   

Organizational Change  8  Q3'17 Earnings  Smooth Transition Expected  Matt HomanPresident – Off–Road VehiclesPolaris: 2002 - 2017  Chris Musso President – Off-Road Vehicles/SnowmobilesEffective November 6, 2017   Highly successful 15 year career with PolarisHeld multiple senior leadership positions Head of EMEA and Global Adjacent Markets Grew side-by-side business from $280M to over $2.5BMore than doubled market shareStabilized ORV business over past two years Strengthened team and multi-year product plan Intensified dealer engagement More focused marketing plan  ~20 years assisting clients drive growth and profitabilitySenior partner of McKinsey & Company Heads Americas Product Development GroupRedesigned dozens of automotive, consumer and aerospace products and business models to drive enhanced profitabilityDesigned and optimized several product development processesLed McKinsey’s thrust into industrial design with acquisition of Lunar Founding partner/leader of Denver office (100+ consultants)Developed and implemented strategies focused on performance and portfolio enhancementsAvid Powersports enthusiast; strong industry knowledge

 Polaris Strategic Objectives – Under Review  Initial rollout – January 2009 (2010 – 2014)$3 Billion; 8% Net Income MarginPerformance exceeded expectations  Current targets (2014 – 2020)>$8 Billion in Sales  implied CAGR +14%>10% Net Income Margin  implied CAGR +37%    Q3'17 Earnings  9  Will Update 5-Year Objectives in January After Completion of 2017

Mike Speetzen, EVP Finance & CFO  Third Quarter 2017 Earnings Results  October 24, 2017     POLARIS INDUSTRIES INC.  

 Q3 2017 GAAP and Adjusted* Sales and Income  Q3 reported sales were $1,479 million, up 25% from Q3 2016; Reported net income was $82 million, up 153% from prior yearAdjusted* sales were up 25% finishing ahead of expectationsAcquisition of Transamerican Auto Parts (TAP) added $191 million of sales in Q3 2017Q3 2016 includes Victory sales of $39 million ORV/Snowmobile sales up 12%; Motorcycles down 14% (up 10% excluding Victory); Global Adjacent Markets up 17%; Aftermarket up significantly (TAP)GAAP earnings per share was $1.28, up 156% from prior year; Adjusted* earnings per share was $1.46, up 192%GAAP gross profit margin up 261 bps; Adjusted* gross profit margin up 351 bps:  VIP,  product mix,  warranty,  freight/rework  Results Finished Strong In Spite of Headwinds During the Quarter  Q3 2017 GAAP and Adjusted* Net Income  Q3 2017 GAAP and Adjusted* Sales  ($ millions)  ($ millions)  Q3'17 Earnings  11   * See GAAP/Non-GAAP Reconciliation on

Sales Guidance by Segment (1)   Adjusted* Earnings Per Share Guidance  Q3'17 Earnings  Total Company Adjusted* Sales Guidance  Full Year Adjusted* Sales & EPS Guidance Increased  2017 FULL YEAR ADJUSTED* SALES GUIDANCE  ORV market improving globallyOrganic** revenue expectations +6% to +7%TAP FY’17 = incremental $675 to $690Victory wind down / FX = ~($150)  + $120M non-recurring warranty, legal and other recall related costs+ TAP accretive approx. 25¢ to 30¢+ VIP + Lower tax rate+ Share count+ Product Mix– Higher R&D expense– Higher promotional costs– Higher freight/rework– Higher variable compensation costs  ($ millions)  +18% to +19%$5,330 to $5,370(increased)      +36% to +39%$4.75 to $4.85(increased)   *See appendix for discussion regarding non-GAAP adjustments excluded from 2017 guidance**Organic revenue excludes TAP, Victory sales and the effects of FX  ORV/SNOW MID-SINGLE DIGITS %  MOTORCYCLES HIGH-TEENS % (Victory included in 2016 #’s)  MID-SINGLE DIGITS %(2) (Victory excluded in 2016 #’s)  ADJACENT MARKETS LOW-DOUBLE DIGITS %  AFTERMARKET SIGNIFICANTLY  (1) Includes respective PG&A. 2016 sales, for comparison purposes, have been reclassified to account for the new Aftermarket segment which included aftermarket brands previously reported in their respective segments(2) On a comparable basis, motorcycle expectations is “Up mid-single digits %” in 2017 after adjusting for Victory wholegood, accessories and apparel sales reported in 2016  12

GROSS PROFIT MARGIN GUIDANCE  Adjusted* Gross Profit 2017 Guidance  Gross Profit Q3 2017  GM Growth Drivers+ VIP+ One-time warranty+ Acquisitions+ Product Mix– Quality feature adds – Promos / Incentives  Q3 2017 Gross Margin Improvement Driven Primarily by One-Time Warranty, VIP & Product Mix  Q3'17 Earnings  13  Increase up to ~180 bps(unchanged)  KEY:  Improvement  Headwind  Neutral    Gross Margin by Segment  Q3 2016  Q3 2017GAAP*  Q3 2017Adjusted*  ORV/Snow  24.7%  29.5%  29.5%  Motorcycles*  11.2%  6.7%  11.4%  Adjacent Markets*  27.8%  17.5%  24.2%  Aftermarket*  35.5%  28.1%  28.1%  Adjusted* Gross Margin by Segment  2017 Expectations(unchanged)    ORV/Snow        Motorcycles        Adjacent Markets       Aftermarket (excluding TAP)         *See appendix for discussion regarding non-GAAP adjustments excluded from 2017 guidance  GM Growth Drivers+ Product Mix+ VIP+ Acquisitions+ One-time warranty– Promos / Incentives– Freight/rework

 2017 OTHER FULL YEAR EXPECTATIONS  14  Q3'17 Earnings  Slight Improvement in Operating Leverage Given Strong Sales Growth  Adjusted operating expenses: increase in the 50 to 60 bps range, as a percent of sales (slightly improved) Increased R&D – up ~20% excluding TAP; quality & innovationHigher variable compensation costsTAP operating expenseIncome from financial services: down ~5% primarily due to lower dealer inventory levels and lower retail credit income (improved)Interest expense: more than double due to TAP acquisition funding (unchanged)Income taxes: approximately 32% of pretax profits (lowered)Supplemental:International sales: up high-single digits % over 2016 (improved)PG&A: up mid-single digits % (unchanged)Diluted shares outstanding: down about 2% (narrowed)

 OFF-ROAD VEHICLES (ORV) / SNOWMOBILES  Q3 2017 ORV/Snow Segment Sales  ORV up 12% in Q3 2017 vs. Q3 2016RZR up significantlyGained share in ATVs and side-by-sides in Q3PG&A up 5%Average selling price for ORV up 6% in Q3’17; Snowmobiles up 2%2017 Guidance: Up mid-single digits % (increased)PII ORV improving worldwideN.A. ORV industry up high-single digits % in Q3  Increased Market Share for Both ATV & Side-by-Sides in Q3  Q3'17 Earnings  15  12%$1,007  ORV  PG&A  Snow  $896  ORV  PG&A  Snow   5%  20%  13%    % ∆  ($ millions)  (1) 2016 sales, for comparison purposes, have been reclassified to account for the new Aftermarket segment which included aftermarket brands previously reported in their respective segments  Reclassified(1)   NEW! RANGER XP 1000

  7%  10%   5% 113%  10%    Reported and Adjusted* sales down 14%**Motorcycles up 10% excluding Victory salesIndian shipments up; Slingshot sales lowerAverage selling price down 4% in Q3, excluding Victory 2017 Guidance: Down high-teens %*** (unchanged)On a comparable basis, motorcycle expectations is “Up mid-single digits %” in 2017 after adjusting for Victory wholegood, apparel and accessories sales reported in 2016Overall motorcycle market remains weak  % ∆  MOTORCYCLES  Q3 2017 Motorcycles Segment Sales  Continued Market Share Gains for Indian Motorcycle; Momentum Accelerating   Q3'17 Earnings  16  14%**$157  PG&A  $181  PG&A  IndianSlingshot  IndianSlingshot  ($ millions)  Victory   * See GAAP/Non-GAAP Reconciliation on Slide #3 *** See appendix for 2017 guidance adjustments (1) 2016 sales, for comparison purposes, have been reclassified to account for the new Aftermarket segment which included aftermarket brands previously reported in their respective segments  Reclassified(1)   PG&A  IndianSlingshot  % ∆  14%$155  Victory  Indian Motorcycle Bobber

 21%   16%  GLOBAL ADJACENT MARKETS (GAM)  Q3 2017 GAM Segment Sales  GAM 17% due to Aixam and Goupil strong performance; increased Military and PG&A salesAverage selling price for GAM was up 3% in Q3’172017 Sales Guidance: Up low-double digits % (increased)  Aixam, Goupil and Military Driving Increase in Q3  Q3'17 Earnings  17  17%$92  PG&A  $78  PG&A  % ∆  W&T /Defense  W&T /Defense  ($ millions)  Goupil G5

 AFTERMARKET  Q3 2017 Aftermarket Segment Sales  TAP added $191 million to Q3 salesOther Aftermarket brands up 14%Total Aftermarket up 6 percent on a pro-forma basis quarter-over-quarter2017 Sales Guidance: Up significantly from TAP sales (unchanged)  TAP Performance & Integration Meeting Expectations  Q3'17 Earnings  18  ($ millions)   Significantly  $191  Other AftermarketBrands  Reclassified 2016 sales, for comparison purposes, have been reclassified to account for the new Aftermarket segment which included aftermarket brands previously reported in their respective segments $30

2017 POLARIS FINANCIAL POSITION  19  Q3'17 Earnings  Capital Summary September 2017  Cash Drivers      Variance toSeptember 2016  Cash  $ 132  +8%  Debt /Capital Lease Obligations  $ 920  +111%  Shareholders’ Equity  $ 896  -3%  Total Capital  $1,816  +33%  Debt to Total Capital   51%  -19 % points  Operating cash flow up from improved working capitalFactory inventory up sequentially from Q2, new model year change overCap Ex expected to be lower than 2016 (unchanged)Operating cash flow expected to be down due to timing of accrual payments, Victory wind down and manufacturing realignment  Operating Cash Flow  Cash Flow and Net Debt Improving – Strong Financial Position Ongoing    ($ millions)  ($ millions)  ($ millions)  Year-to-date 2017 Summary  FY 2017 Expectations  Down low double digits %  Expectations  +$494  -$109  -$127  -$227  -$89  +$63

Scott W. Wine, Chairman & CEO  Third Quarter 2017 Earnings Results  October 24, 2017     POLARIS INDUSTRIES INC.  

 21  Q3'17 Earnings  2018 Initial Thoughts  Solidify Execution Improvements; Deliver Another Year of Improved Sales and Profitability  Economy stable, political landscape unpredictable; must remain flexible/adaptablePowersports industry trends unchanged: ORV stable, Motorcycles challengedPolaris ORV market share stable; Indian Motorcycle share gains ongoingSxS RFM implementation completed; significant improvement in on-time delivery Safety, quality and innovation improved/acceleratedGross VIP savings continue; plant optimization delivers leverage

 Thank You  Questions?  POLARIS INDUSTRIES INC.  

APPENDIX    Q3 2017 SUPPLEMENTAL SALES PERFORMANCE (PG&A / INTERNATIONAL)Q3 FINANCIAL SERVICESQ3 YEAR-TO-DATE NON-GAAP DISCLOSURE2017 GUIDANCE ADJUSTMENTS  Q3'17 Earnings  23

International**  Core Parts, Garments & Accessories (PG&A)*  24  Q3'17 Earnings  Q3 2017 SUPPLEMENTAL SALES PERFORMANCE  Motorcycles  Global Adjacent Markets (GAM)  6% Snowmobiles  Motorcycles  Global Adjacent Markets (GAM)  Apparel  LatinAmerica  40%  6%  6%  10%   6%  12%  Q3 Sales 7% to 207 Million  Q3 Sales 11% to $157 Million   ∆ from Q3'16  from Q3'16  *Based on GAAP reporting; does not include Aftermarket  **Based on GAAP reporting

 Retail Credit  Wholesale Credit PA Receivables  25  Q3'17 Earnings  Income from Financial Services  Portfolio Remains Healthy  INCOME FROM FINANCIAL SERVICES  Polaris Acceptance (PA) receivables down, trending with dealer inventoryQ3 income from financial services down – lower wholesale incomeFY 2017 Guidance: Income from financial services down about 5% (improved)Retail financing income improved  $19  6%$18  7%$1,157  $1,246  ($ millions)  ($ millions)  Approval Rate  Penetration Rate  WholesaleCredit  Retail Financing  Retail Financing

Q3 YTD NON-GAAP DISCLOSURE   Reconciliation of GAAP "Reported" Results to Non-GAAP "Adjusted" Results (In Thousands, Except Per Share Data; Unaudited)  Key Definitions: Throughout this presentation, the word “Adjusted” is used to refer to GAAP results excluding: TAP inventory step-up purchase accounting, TAP integration expenses, impacts associated with the Victory Motorcycles® wind down and manufacturing network realignment costs.Adjustments: (1) Represents adjustments for the wind down of Victory Motorcycles, including wholegoods, accessories and apparel (2) Represents adjustments for TAP acquisition inventory step-up and TAP integration expenses (3) Represents adjustments for manufacturing network realignment costs (4) The Company used its estimated statutory tax rate of 37.1% for the non-GAAP adjustments, except for the non-deductible items2016 Reclassified Results: 2016 sales and gross profit results for ORV/Snowmobiles, Motorcycles and Aftermarket are reclassified for the new Aftermarket reporting segment.    Reported GAAP Measures  Reported GAAP Measures   2017 Adjustments(4)  2017 Adjustments(4)  Adjusted Measures  Adjusted Measures Nine months ended September 30,  Nine months ended September 30, Nine months ended September 30,  Nine months ended September 30,  Nine months ended September 30,  Nine months ended September 30, 2017  2017    2016  2016    % Change      VictoryWind Down(1)  VictTAP(2)    Realignment(3)  Realignment(3)    Total  Total      2017  2017    2016  2016    % Change      Sales        ORV/Snowmobiles  $  2,577,003    $  2,402,985    7  %      —      —      —      —      $  2,577,003    $  2,402,985    7  %    Motorcycles    473,345      594,840    (20  )%    $  507      —      —    $  507        473,852      594,840    (20  )%    Global Adj. Markets    280,152      243,553    15  %        280,152      243,553    15  %    Aftermarket    666,928      57,462    1,061  %     666,928      57,462    1,061  %    Total sales    3,997,428      3,298,840    21  %      507      —      —      507        3,997,935      3,298,840    21  %    Gross profit                                                                ORV/Snowmobiles    776,013      656,076    18  %      —      —      —      —        776,013      656,076    18  %    % of sales    30.1  %    27.3  %  +281 bps                                  30.1  %    27.3  %  +281 bps      Motorcycles    11,589      86,475    (87  )%      54,970      —      —      54,970        66,559      86,475    (23  )%    % of sales    2.4  %    14.5  %  -1,209 bps                                  14.0  %    14.5  %  -49 bps      Global Adj. Markets    65,297      66,163    (1  )%      —      —      10,517      10,517        75,814      66,163    15  %    % of sales    23.3  %    27.2  %  -386 bps                                  27.1  %    27.2  %  -10 bps      Aftermarket    164,721      18,272    801  %      —      12,950      —      12,950        177,671      18,272    872  %    % of sales    24.7  %    31.8  %  -710 bps                                  26.6  %    31.8  %  -516 bps      Corporate    (60,781  )    (34,135  )          —      —      —      —        (60,781 )    (34,135  )        Total gross profit    956,839      792,851    21  %      54,970      12,950      10,517      78,437        1,035,276      792,851    31  %    Gross profit %    23.9  %    24.0  %  -10 bps                                  25.9  %    24.0  %  +186 bps      Operating expenses    777,371      600,471    29  %      (9,270  )    (10,509  )    —      (19,779  )      757,592      600,471    26  %    Other expense (income), net    7,088      7,586    (7  )%      (13,000  )    —      —      (13,000  )      (5,912  )    7,586    NM                                                                      Net income  $  141,018    $  150,367    (6  )%    $  53,378    $  14,746    $  6,611    $  74,735      $  215,753    $  150,367    43  %    Diluted EPS  $  2.21    $  2.30    (4  )%    $  0.83    $  0.23    $  0.10    $  1.16      $  3.37    $  2.30    47  % Q3'17 Earnings  26

 2017 GUIDANCE ADJUSTMENTS  27  Q3'17 Earnings    2017 guidance excludes the pre-tax effect of TAP inventory step-up purchase accounting of approx. $15 million, acquisition integration costs of approx. $15 million, manufacturing network realignment costs of approx. $10 million to $15 million and the impacts associated with the Victory wind down which is estimated to be in the range of $80 million to $90 million. 2017 adjusted sales guidance excludes any Victory wholegood, accessories and apparel sales and corresponding promotional costs as the Company is in the process of exiting the brand. The Company has not provided reconciliations of guidance for adjusted diluted net income per share, in reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K. The Company is unable, without unreasonable efforts, to forecast certain items required to develop meaningful comparable GAAP financial measures. These items include costs associated with the Victory wind down that are difficult to predict in advance in order to include in a GAAP estimate.

28  Q3'17 Earnings   

SEC Filings

Polaris Industries (PII) PT Raised to $120 at BairdOctober 25, 2017 8:30 AM