03/05/2026 | Press release | Distributed by Public on 03/05/2026 19:59
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
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 (Month/Day/Year) |
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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Savi Luca C/O ITT INC. 100 WASHINGTON BLVD 6TH FLOOR STAMFORD, CT 06902 |
X | President and CEO | ||
| Tymour Okasha, Assistant Secretary for ITT Inc.; by Power of Attorney for Luca Savi | 03/05/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Acquired upon the settlement of performance units granted under the ITT Inc. 2011 Omnibus Incentive Plan (the "Plan") on March 3, 2023 as a result of the satisfaction of the performance criteria underlying the award. |
| (2) | Reflects the withholding of shares of common stock to pay the tax liability incident to the settlement of performance units on March 3, 2026, as described in footnote (1) above. The number of shares withheld was determined on March 3, 2026 based on the average of the high/low price of the issuer's common stock on March 3, 2026. |
| (3) | Reflects the withholding of shares of common stock to pay the tax liability incident to the vesting on March 3, 2026 of restricted stock units granted under the Plan on March 3, 2023. The number of shares withheld was determined on March 3, 2026 based on the average of the high/low price of the issuer's common stock on March 3, 2026. |
| (4) | Reflects a Performance-earned annual retention grant of restricted stock units pursuant to the ITT Inc. Chief Executive Officer Retention Plan and are scheduled to vest on December 31, 2028. |
| (5) | Reflects an award of restricted stock units under the Plan, all of which are scheduled to vest on March 4, 2029. |
| (6) | Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $188.48 to a high of $189.4650 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth with respect to this transaction and all sale transactions reported in this Form 4 as described in footnotes 7-11 |
| (7) | Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $189.4800 to a high of $190.4450 per share, inclusive. |
| (8) | Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $190.4800 to a high of $191.4450 per share, inclusive. |
| (9) | Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $191.4800 to a high of $192.4600 per share, inclusive. |
| (10) | Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $192.4800 to a high of $193.3300 per share, inclusive. |
| (11) | Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $193.6050 to a high of $194.3800 per share, inclusive. |
| (12) | The sales are being made to facilitate the Reporting Person's purchase of a new personal residence near ITT Inc.'s headquarters. |