defa14a

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

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934

  Filed by the Registrant   ý
  Filed by a Party other than the Registrant   o
 
  Check the appropriate box:

  o   Preliminary Proxy Statement
  o   Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
  o   Definitive Proxy Statement
  ý   Definitive Additional Materials
  o   Soliciting Material Pursuant to §240.14a-12

Polaris Industries Inc.


(Name of Registrant as Specified In Its Charter)


(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

      Payment of Filing Fee (Check the appropriate box):

  ý   No fee required.
  o   Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

        1) Title of each class of securities to which transaction applies:

        2) Aggregate number of securities to which transaction applies:

        3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

        4) Proposed maximum aggregate value of transaction:

        5) Total fee paid:

        o   Fee paid previously with preliminary materials.

        o   Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

        1) Amount Previously Paid:

        2) Form, Schedule or Registration Statement No.:

        3) Filing Party:

        4) Date Filed:


 

     
(POLARIS LOGO)   Shareowner ServicesSM
  P.O. Box 64945
 
  St. Paul, MN 55164-0945



  COMPANY #


POLARIS INDUSTRIES INC.
ANNUAL MEETING OF SHAREHOLDERS
Thursday, April 28, 2011
9:00 a.m.
2100 Highway 55
Medina, MN 55340
Please call (763) 542-0500 for directions to
attend the Polaris Industries Inc. Annual Meeting.


Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to be Held on April 28, 2011.
Notice is hereby given that the Annual Meeting of Shareholders of Polaris Industries Inc. will be held at 2100 Highway 55, Medina, Minnesota, on April 28, 2011 at 9:00 a.m., local time.
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting.
The Proxy Statement and Annual Report are available at www.proxydocs.com/pii
If you want to receive a paper copy or an e-mail with links to the electronic materials, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed on the reverse side of this notice on or before April 15, 2011 to facilitate timely delivery.
 
Matters intended to be acted upon at the meeting are listed below.
         
    The Board of Directors recommends that you vote FOR each of the nominees in Item 1 and FOR each of the proposals in Items 2 through 5 below:
 
  1.  Election of Directors   01  Gary E. Hendrickson
 
      02  John R. Menard
 
      03  R. M. (Mark) Schreck
 
      04  William Grant Van Dyke
    2.  Approval of Amended and Restated 2007 Omnibus Incentive Plan
    3.  Approval of the material terms of the Amended Long Term Incentive Plan
    4.  Ratification of the selection of Ernst & Young LLP as the independent registered public accounting firm for 2011
    5.  Advisory vote on approval of the compensation of our Named Executive Officers
 
       
    The Board of Directors Recommends a Vote FOR 3 Years:
    6.  Advisory vote on the frequency of executive compensation votes
 
THIS IS NOT A FORM FOR VOTING
You may immediately vote your proxy on the Internet at:
www.eproxy.com/pii
     
   Use the Internet to vote your proxy 24 hours a day, 7 days a week, until 11:59 p.m. (CT) on April 27, 2011.
  (GRAPHIC)
   Please have this Notice and the last four digits of your Social Security Number or Tax Identification Number available. Follow the instructions to vote your proxy.
 
Your Internet vote authorizes the Named Proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card.


 

To request paper copies of the proxy materials, which include the proxy card,
proxy statement and annual report, please contact us via:
(GRAPHIC)   Internet – Access the Internet and go to www.ematerials.com/pii. Follow the instructions to log in, and order copies.
 
(GRAPHIC)   Telephone – Call us free of charge at 866-697-9377 in the U.S. or Canada, using a touch-tone phone, and follow the instructions to log in and order copies.
 
(GRAPHIC)   Email – Send us an email at ep@ematerials.com with “pii Materials Request” in the subject line.
The email must include:
   •   The 3-digit company # and the 11-digit control # located in the box in the upper right hand corner on the front of this notice.
 
   •   Your preference to receive printed materials via mail -or- to receive an email with links to the electronic materials.
 
   •   If you choose email delivery you must include the email address.
 
   •   If you would like this election to apply to delivery of material for all future meetings, write the word “Permanent” and include the last 4 digits of your Tax ID number in the email.