Stock awards and tax withholdings for ITT (NYSE: ITT) executive

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ITT Inc. officer Bartlomiej Makowiecki reported stock-based compensation activity involving ITT common stock. On March 3, 2026, he acquired 8,444 shares upon settlement of performance units granted under the ITT Inc. 2011 Omnibus Incentive Plan after the related performance goals were met, and shares were withheld to cover taxes, with 3,067 shares and 1,418 shares withheld based on the average high/low price of $190.39 on that date.

On March 4, 2026, he received an additional 4,100-share restricted stock unit award under the same plan, which is scheduled to vest on March 4, 2029. All transactions are reported as direct ownership by Makowiecki and consist of awards and tax-withholding dispositions rather than open-market purchases or sales.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Makowiecki Bartlomiej

Role See Remarks

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4,100	$0.00	--
Grant/Award	Common Stock	8,444	$0.00	--
Tax Withholding	Common Stock	3,067	$190.39	$584K
Tax Withholding	Common Stock	1,418	$190.39	$270K

Holdings After Transaction: Common Stock — 30,307 shares (Direct)

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

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Form 4 Insider Transactions: What Each Field Means →

03/05/2026 - 08:28 PM

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Makowiecki Bartlomiej

(Last)

(First)

(Middle)

C/O ITT INC.

100 WASHINGTON BLVD. 6TH FLOOR

(Street)

STAMFORD

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)
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/03/2026		A		8,444⁽¹⁾	A	$0	30,692	D
Common Stock	03/03/2026		F		3,067⁽²⁾	D	$190.39	27,625	D
Common Stock	03/03/2026		F		1,418⁽³⁾	D	$190.39	26,207	D
Common Stock	03/04/2026		A		4,100⁽⁴⁾	A	$0	30,307	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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.

Remarks:

SVP, Chief Strategy Officer and President, Industrial Process

	Tymour Okasha, Assistant Secretary for ITT Inc.; by Power of Attorney for Bartek Makowiecki	03/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did ITT (ITT) insider Bartlomiej Makowiecki report in this Form 4?

Bartlomiej Makowiecki reported stock-based compensation activity in ITT common stock. He received performance-based and restricted stock unit awards, and some shares were withheld to cover tax liabilities related to those awards, rather than being bought or sold on the open market.

How many ITT (ITT) shares did Makowiecki acquire through awards?

Makowiecki acquired 8,444 ITT common shares on March 3, 2026 through settlement of performance units, and a 4,100-share restricted stock unit award on March 4, 2026. These grants were made under the ITT Inc. 2011 Omnibus Incentive Plan as part of his compensation.

Were any of Bartlomiej Makowiecki’s ITT (ITT) transactions open-market sales?

No, the reported dispositions were not open-market sales. Shares totaling 3,067 and 1,418 were withheld to pay tax liabilities arising from the settlement and vesting of equity awards, using the average high/low ITT stock price of $190.39 on March 3, 2026.

What is the nature of the ITT (ITT) performance units mentioned in the filing?

The performance units were granted under the ITT Inc. 2011 Omnibus Incentive Plan on March 3, 2023. They settled on March 3, 2026 when the performance criteria were satisfied, resulting in an 8,444-share acquisition of ITT common stock by Bartlomiej Makowiecki.

When do Bartlomiej Makowiecki’s new ITT (ITT) restricted stock units vest?

The newly granted restricted stock units, reflected as a 4,100-share award under ITT’s 2011 Omnibus Incentive Plan, are scheduled to vest on March 4, 2029. These units represent future shares that will be delivered if vesting conditions are met over time.

How was the number of ITT (ITT) shares withheld for Makowiecki’s taxes determined?

The share-withholding amounts for taxes were calculated on March 3, 2026. ITT determined the 3,067 and 1,418 withheld shares using the average of the high and low trading prices of ITT common stock on that date, which was stated as $190.39 per share.