ITT (NYSE: ITT) CFO reports stock awards and tax-withholding share disposals

Rhea-AI Filing Summary

ITT INC. Senior Vice President & CFO Emmanuel Caprais reported equity compensation-related transactions in company common stock. On March 3, 2026, he acquired 16,881 shares through the settlement of performance units granted under the ITT Inc. 2011 Omnibus Incentive Plan, following satisfaction of performance criteria. On the same date, 9,125 shares and 3,712 shares were withheld at a price of $190.39 per share to cover tax liabilities tied to performance unit settlement and restricted stock unit vesting, respectively, which reduced the shares he directly holds but were not open-market sales. On March 4, 2026, he received a further 2,735-share restricted stock unit award scheduled to vest on March 4, 2029. The filing also notes 1,104 shares held indirectly in a 401(k) plan as of March 2, 2026.

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

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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^*

Caprais Emmanuel

(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)
	Senior Vice President & CFO

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

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	03/03/2026		A		16,881(1)	A	$0	53,711	D
Common Stock	03/03/2026		F		9,125(2)	D	$190.39	44,586	D
Common Stock	03/03/2026		F		3,712(3)	D	$190.39	40,874	D
Common Stock	03/04/2026		A		2,735(4)	A	$0	43,609	D
Common Stock								1,104	I	By 401(k) Plan(5)

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. 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 an award of restricted stock units under the Plan, all of which are scheduled to vest on March 4, 2029.

5. As of March 2, 2026.

	Tymour Okasha, Assistant Secretary for ITT Inc.; by Power of Attorney for Emmanuel Caprais	03/05/2026
	** 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 transactions did ITT (ITT) CFO Emmanuel Caprais report?

Emmanuel Caprais reported equity compensation activity, including share acquisitions from performance unit settlement and a new restricted stock unit award, plus share withholdings to cover tax liabilities. These are compensation and tax events, not open-market purchases or sales of ITT common stock.

How many ITT (ITT) shares did the CFO acquire through awards and settlements?

Caprais acquired 16,881 ITT common shares on March 3, 2026 via performance unit settlement and received an additional 2,735-share restricted stock unit award on March 4, 2026. These grants stem from the company’s 2011 Omnibus Incentive Plan and represent stock-based compensation.

Were any of the ITT (ITT) CFO’s reported transactions open-market sales?

The filing shows no open-market sales. Instead, 9,125 and 3,712 shares were withheld at $190.39 per share to satisfy tax liabilities related to performance unit settlement and restricted stock unit vesting, which is a common tax-withholding mechanism for equity awards.

When do the new ITT (ITT) restricted stock units granted to the CFO vest?

The restricted stock units awarded on March 4, 2026, totaling 2,735 shares, are scheduled to vest on March 4, 2029. Vesting timing comes directly from the award terms under the ITT Inc. 2011 Omnibus Incentive Plan, as disclosed in the Form 4 footnotes.

What does the ITT (ITT) Form 4 say about the CFO’s 401(k) holdings?

The Form 4 notes an indirect holding of 1,104 ITT common shares in a 401(k) plan as of March 2, 2026. This reflects retirement-plan ownership rather than directly held stock and is disclosed separately from the equity award and tax-withholding transactions.

How were the ITT (ITT) tax-withholding share amounts determined for the CFO?

According to the footnotes, the number of shares withheld to cover tax liabilities on March 3, 2026, was based on the average of the high and low prices of ITT common stock that day. This pricing method applied to both performance unit settlement and restricted stock unit vesting.