Xylem Inc. (NYSE: XYL) names Carlisle CEO D. Christian Koch to its board
Rhea-AI Filing Summary
Xylem Inc. increased the size of its Board of Directors from 9 to 10 members and appointed D. Christian Koch to fill the new seat, effective August 13, 2026. He was also appointed to the Leadership Development and Compensation Committee and the Nominating and Governance Committee, effective immediately. The Board determined that he is independent under Xylem’s Corporate Governance Principles, New York Stock Exchange listing standards and applicable SEC rules. Koch currently serves as Board Chair, President and Chief Executive Officer of Carlisle Companies Incorporated, which has approximately $5 billion in annual revenue. Xylem describes itself as a Fortune 500 global water solutions company with $9 billion of revenue in 2025 and about 22,000 employees, focused on water and resource management.
Positive
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Filing Explained
For the director appointed effective immediately, the filing states that D. Christian Koch will receive standard non-employee director compensation, prorated for his current term, and reports no arrangements or understandings tied to his election and no transaction requiring Item 404(a) disclosure.
8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Board size after change: 10 directors
Xylem 2025 revenue: $9 billion
Carlisle annual revenue: approximately $5 billion
+2 more
5 metrics
Board size after change
10 directors
Board increased from 9 to 10 members on August 13, 2026
Xylem 2025 revenue
$9 billion
Revenue delivered by Xylem’s 22,000 employees in 2025
Carlisle annual revenue
approximately $5 billion
Annual revenue of Carlisle Companies Incorporated, where Koch is CEO
Xylem employees
22,000 employees
Global workforce delivering Xylem’s 2025 revenue
Appointment date
August 13, 2026
Effective date of D. Christian Koch’s appointment to Xylem’s Board
Key Terms
Corporate Governance Principles, Leadership Development and Compensation Committee, Nominating and Governance Committee, Regulation S-K
4 terms
Corporate Governance Principles regulatory
"The Board has determined that Mr. Koch is independent under the Company’s Corporate Governance Principles"
Leadership Development and Compensation Committee regulatory
"appointed Mr. Koch as a member of the Leadership Development and Compensation Committee"
Nominating and Governance Committee regulatory
"appointed Mr. Koch as a member of the Leadership Development and Compensation Committee and the Nominating and Governance Committee"
A nominating and governance committee is a group of board members tasked with choosing and evaluating directors, planning leadership succession, and setting the company’s board-related rules and ethical standards. Think of it as the company’s hiring and rule-making panel for its top overseers. Its work matters to investors because it shapes who governs the company, how leadership transitions are handled, and whether the board can effectively oversee management and protect shareholder interests.
Regulation S-K regulatory
"not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K"
A set of U.S. Securities and Exchange Commission rules that tell public companies which narrative and qualitative details must be disclosed in filings, such as risk factors, management discussion, executive pay, legal proceedings and business description. Think of it as a standardized checklist or blueprint that ensures investors get the same types of background information from every company so they can compare risks, management quality and strategy before making investment decisions.
FAQ
What board change did Xylem Inc. (XYL) announce on August 13, 2026?
Xylem Inc. increased its Board size from 9 to 10 directors and appointed D. Christian Koch to fill the new seat, effective immediately, expanding governance capacity.
What committees will D. Christian Koch serve on at Xylem Inc. (XYL)?
D. Christian Koch was appointed to Xylem’s Leadership Development and Compensation Committee and its Nominating and Governance Committee, both effective immediately, giving him direct involvement in executive pay and board governance matters.
Is D. Christian Koch considered independent under Xylem Inc. (XYL) governance standards?
Xylem’s Board determined that D. Christian Koch is independent under the company’s Corporate Governance Principles, New York Stock Exchange listing standards and applicable SEC rules, supporting board oversight from a non-employee director.
What is D. Christian Koch’s current executive role outside Xylem Inc. (XYL)?
D. Christian Koch serves as Board Chair, President and Chief Executive Officer of Carlisle Companies Incorporated, a building solutions supplier with approximately $5 billion in annual revenue, bringing substantial industrial leadership experience.
How large is Xylem Inc. (XYL) based on 2025 results mentioned here?
Xylem reports that its 22,000 employees generated $9 billion in revenue in 2025, positioning it as a large Fortune 500 global water solutions company focused on optimizing water and resource management.
How will D. Christian Koch be compensated as a Xylem Inc. (XYL) director?
D. Christian Koch will receive compensation consistent with Xylem’s standard non-employee director arrangements described in its 2026 Proxy Statement, with his compensation for the current term prorated from the date of his appointment.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 13, 2026
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||
(202 ) 869-9150
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange of which registered | ||||||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
| Emerging growth company | |||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers | ||||
On August 13, 2026, the Board of Directors (the “Board”) of the Company increased the size of the Board from 9 to 10 directors and appointed D. Christian Koch as a member of the Board to fill the vacancy, effective immediately. The Board also appointed Mr. Koch as a member of the Leadership Development and Compensation Committee and the Nominating and Governance Committee, effective immediately.
The Board has determined that Mr. Koch is independent under the Company’s Corporate Governance Principles, the New York Stock Exchange listing standards and applicable Securities and Exchange Commission (“SEC”) rules and regulations.
Mr. Koch currently serves as Chairman, President and Chief Executive Officer at Carlisle Companies Incorporated. There are no arrangements or understandings between Mr. Koch and any other person pursuant to which he was elected as a director.
Mr. Koch is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K.
Mr. Koch will receive compensation consistent with the standard compensatory arrangements for non-employee directors of the Board, as described under the heading “Director Compensation” in the Company's 2026 Proxy Statement filed with the SEC on March 20, 2026. Mr. Koch's compensation for the current term will be prorated.
The Company issued a press release on August 13, 2026 announcing the appointment of Mr. Koch to the Board, which is attached as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits | ||||
(d) Exhibits.
Exhibit No. | Description | ||||
99.1 | Press Release issued by Xylem Inc. on August 13, 2026. | ||||
| 104.0 | The cover page from Xylem Inc.'s Form 8-K, formatted in Inline XBRL. | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| XYLEM INC. | ||||||||||||||
| Date: August 13, 2026 | By: | /s/ Kelly C. O'Shea | ||||||||||||
| Kelly C. O'Shea | ||||||||||||||
| VP, Chief Corporate Counsel & Corporate Secretary | ||||||||||||||
Exhibit 99.1
Xylem Inc.
301 Water Street SE, Suite 200
Washington, DC 20003
Tel +1.202.869.9150
| Contact: | Media | ||||||||||
| Press Office | |||||||||||
| +1 (978) 704-5149 | |||||||||||
| PressOffice@xylem.com | |||||||||||
Xylem Appoints D. Christian Koch to Board of Directors
Washington, DC (August 13, 2026) – Xylem (NYSE: XYL), a global water technology leader, today announced that D. Christian Koch has been appointed to the Company’s Board of Directors.
Mr. Koch brings more than 30 years of global leadership experience spanning operations, manufacturing, strategy and business transformation. He currently serves as Board Chair, President and Chief Executive Officer of Carlisle Companies Incorporated, a leading supplier of innovative building envelope products and solutions for more energy efficient buildings with approximately $5 billion in annual revenue. Since joining Carlisle in 2008, he has held a series of leadership positions across the company’s global operations. Prior to joining Carlisle, Koch held leadership roles at Graco Inc. and H.B. Fuller.
"We are delighted to welcome Chris to Xylem’s Board of Directors," said Robert Friel, Chair of Xylem's Board. "Chris brings decades of leadership experience across global industrial businesses, and we look forward to leveraging his insights as Xylem continues to execute its strategy and create value for our stakeholders."
Matthew Pine, President and CEO of Xylem, added, "Chris's extensive leadership and business transformation experience as well as his service on both public and private company boards will be valuable additions to the Board. We are pleased to welcome him and look forward to his contributions."
Koch holds an MBA from the University of Minnesota and a bachelor's degree from Macalester College.
About Xylem
Xylem (XYL) is a Fortune 500 global water solutions company that empowers customers and communities to build a more water-secure world. Our 22,000 employees delivered revenue of $9 billion in 2025, optimizing water and resource management with innovation and expertise. Join us at www.xylem.com and Let’s Solve Water.
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