ITT (ITT) officer Marino reports 1,631-share tax withholding after RSU vesting

Rhea-AI Filing Summary

ITT Inc. officer Lori B. Marino reported an automatic share withholding related to equity compensation. On January 3, 2026, restricted stock units vested, and 1,631 shares of ITT common stock were withheld (transaction code F) at a price of $177.62 per share to cover tax liabilities. After this tax withholding, Marino beneficially owned 10,289 shares of ITT common stock, which includes 167 shares acquired under the ITT Inc. 2023 Employee Stock Purchase Plan. Marino serves as Senior Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary of ITT Inc.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Marino Lori B.

(Last) (First) (Middle)

C/O ITT INC. 100 WASHINGTON BLVD.

6TH FLOOR

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ITT INC. [ ITT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
01/03/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	01/03/2026		F		1,631(1)	D	$177.62	10,289(2)	D

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 (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 Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Reflects the withholding of common stock to pay the tax liability incident to the vesting on January 3, 2026 of restricted stock units granted under the ITT Inc. 2011 Omnibus Incentive Plan. The number of shares withheld was determined on Januray 5, 2026 based on the average high/low price of the Issuer's common stock on January 5, 2026.

2. Includes 167 shares of Common Stock acquired under the ITT Inc. 2023 Employee Stock Purchase Plan.

Remarks:

Senior Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary

	Tymour Okasha, Assistant Secretary for ITT Inc.; by Power of Attorney for Lori B. Marino	01/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did ITT (ITT) report for Lori B. Marino?

The filing reports that 1,631 shares of ITT Inc. common stock were withheld from Lori B. Marino on January 3, 2026 to pay taxes due upon the vesting of restricted stock units granted under the ITT Inc. 2011 Omnibus Incentive Plan.

What was the share price used for the tax withholding in the ITT (ITT) Form 4?

The number of shares withheld was determined on January 5, 2026 based on the average high/low price of ITT Inc.'s common stock on that date, which is listed as $177.62 per share in the transaction table.

How many ITT (ITT) shares does Lori B. Marino own after the reported transaction?

Following the reported tax-withholding transaction, Lori B. Marino beneficially owned 10,289 shares of ITT Inc. common stock.

Does the ITT (ITT) Form 4 include shares from an employee stock purchase plan?

Yes. The beneficial ownership figure includes 167 shares of ITT Inc. common stock acquired under the ITT Inc. 2023 Employee Stock Purchase Plan.

What is Lori B. Marino’s role at ITT Inc. as disclosed in the Form 4?

Lori B. Marino is identified as an officer of ITT Inc., serving as Senior Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary.

Was the ITT (ITT) insider transaction filed for one or multiple reporting persons?

The Form 4 indicates that it is a Form filed by one reporting person, referring to Lori B. Marino.