Tax withholding reduces Xylem (NYSE: XYL) EVP Albert Cho’s share count

Rhea-AI Filing Summary

Xylem Inc. executive Albert Cho reported a tax-related share disposition. The company withheld 177 shares of common stock to cover taxes due on the vesting of restricted stock units, leaving him with 16,411 shares of Xylem common stock held directly.

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^*

Cho Albert

(Last) (First) (Middle)

C/O XYLEM INC.

301 WATER STREET SE

(Street)

WASHINGTON DC 20003

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Xylem Inc. [ XYL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Strategy

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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	03/05/2026		F		177(1)	D	$126.19	16,411	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 shares of common stock to pay the tax liability incident to the vesting of restricted stock units granted on March 5, 2025 (177) under the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016).

	/s/ Mike Nazario, by power of attorney for Albert Cho	03/06/2026
	** 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).
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FAQ

What insider transaction did Xylem (XYL) EVP Albert Cho report?

Albert Cho reported a disposition of 177 shares of Xylem common stock. The shares were withheld to satisfy tax liabilities arising from the vesting of restricted stock units under the Xylem 2011 Omnibus Incentive Plan.

Was the Xylem (XYL) insider transaction an open-market sale?

No, the transaction was a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to pay taxes related to the vesting of previously granted restricted stock units.

How many Xylem (XYL) shares were withheld for taxes in this Form 4?

A total of 177 shares of Xylem common stock were withheld. The filing states this was to pay the tax liability incident to the vesting of restricted stock units granted on March 5, 2025.

What is Albert Cho’s Xylem (XYL) share ownership after this transaction?

After the tax-withholding disposition, Albert Cho directly holds 16,411 shares of Xylem common stock. The Form 4 identifies this as his total direct ownership following the reported transaction.

What does transaction code F mean in the Xylem (XYL) Form 4 filing?

Transaction code F indicates shares were used to pay an exercise price or tax liability. Here, it reflects withholding of common stock to cover taxes on vested restricted stock units, rather than a discretionary market trade.

At what price were the withheld Xylem (XYL) shares valued in the Form 4?

The 177 withheld shares were valued at $126.19 per share. This price is used in the Form 4 to reflect the value of the common stock applied toward the reporting person’s tax obligation.