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  4. [Form 4] Xylem Inc. Insider Trading Activity

Xylem (XYL) director Mark Morelli awarded 1,711 RSUs as equity compensation

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Morelli Mark D reported acquisition or exercise transactions in this Form 4 filing.

Xylem Inc. director Mark D. Morelli received an award of 1,711 shares of common stock in the form of restricted stock units valued at $116.88 per share. These units are scheduled to vest in full on the trading day before the 2027 Annual Meeting of Shareholders, with settlement deferred until his Separation from Service. Following this award, he directly holds 8,026 shares, including additional shares from dividend reinvestment.

Positive

  • None.

Negative

  • None.
Insider Morelli Mark D
Role null
Type Security Shares Price Value
Grant/Award Common Stock 1,711 $116.88 $200K
Holdings After Transaction: Common Stock — 8,026 shares (Direct, null)
Footnotes (1)
  1. Reflects an award of restricted stock units pursuant to the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016) that are scheduled to vest in full on the trading day prior to the 2027 Annual Meeting of Shareholders. The Reporting Person has elected to defer the settlement of the RSU Award until Separation from Service. Includes additional shares due to dividend reinvestment.
RSU award size 1,711 shares Restricted stock units granted to director on 2026-05-14
Grant reference price $116.88 per share Value per share used for the RSU award
Post-grant holdings 8,026 shares Total common shares directly held after the award
restricted stock units financial
"Reflects an award of restricted stock units pursuant to the Xylem 2011 Omnibus Incentive Plan"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Xylem 2011 Omnibus Incentive Plan financial
"pursuant to the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016)"
Annual Meeting of Shareholders financial
"scheduled to vest in full on the trading day prior to the 2027 Annual Meeting of Shareholders"
A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.
Separation from Service financial
"The Reporting Person has elected to defer the settlement of the RSU Award until Separation from Service"
dividend reinvestment financial
"Includes additional shares due to dividend reinvestment"
Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Morelli Mark D
(Last)(First)(Middle)
C/O XYLEM INC.
301 WATER STREET SE
(Street)
WASHINGTON DISTRICT OF COLUMBIA 20003
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Xylem Inc. [ XYL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/14/2026A1,711(1)A$116.888,026(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Reflects an award of restricted stock units pursuant to the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016) that are scheduled to vest in full on the trading day prior to the 2027 Annual Meeting of Shareholders. The Reporting Person has elected to defer the settlement of the RSU Award until Separation from Service.
2. Includes additional shares due to dividend reinvestment.
/s/ Mike Nazario, by power of attorney for Mark D. Morelli05/15/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Xylem (XYL) director Mark D. Morelli report?

Mark D. Morelli reported receiving 1,711 shares of Xylem common stock as a restricted stock unit award. The grant is compensation-related, not an open-market purchase, and increases his direct holdings, including shares accumulated through dividend reinvestment.

At what price were the Xylem (XYL) restricted stock units granted to Mark D. Morelli?

The restricted stock units granted to Mark D. Morelli were valued at $116.88 per share. This reference price helps quantify the size of the compensation award but does not reflect an open-market trade or a traditional share purchase.

When do Mark D. Morelli’s Xylem (XYL) restricted stock units vest?

The restricted stock units granted to Mark D. Morelli are scheduled to vest in full on the trading day before Xylem’s 2027 Annual Meeting of Shareholders. This creates a multi-year incentive period tied to continued service with the company.

How many Xylem (XYL) shares does Mark D. Morelli hold after this Form 4 transaction?

After the reported award, Mark D. Morelli directly holds 8,026 shares of Xylem common stock. This total includes the new restricted stock unit grant and additional shares credited from dividend reinvestment activity over time.

Is Mark D. Morelli’s Xylem (XYL) Form 4 transaction an open-market buy or a compensation grant?

The transaction is a compensation grant, coded as an “A” acquisition for a grant, award, or other acquisition. It reflects restricted stock units issued under an incentive plan, not an open-market share purchase by the director.

When will Mark D. Morelli receive actual Xylem (XYL) shares from this RSU award?

Although the restricted stock units vest before the 2027 Annual Meeting, settlement into actual shares is deferred. Mark D. Morelli has elected to receive the shares only upon his Separation from Service with Xylem.