Xylem (NYSE: XYL) EVP receives new options and RSUs, with tax-share withholding

Rhea-AI Filing Summary

Xylem Inc. executive Rodney Aulick reported equity compensation awards and related tax withholding. On March 2, 2026, he received 5,739 non-qualified stock options with an exercise price of $128.98 and 1,610 restricted stock units under the Xylem 2011 Omnibus Incentive Plan.

The new options and RSUs are scheduled to vest in one-third increments on March 1, 2027, March 1, 2028 and March 1, 2029. The filing also shows a disposition of 238 shares of common stock at $128.98 solely to cover tax liabilities from prior RSU vesting, leaving Aulick with 73,917 common shares 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^*

Aulick Rodney

(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 & President, WSS

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		A		1,610(1)	A	$0	74,155(2)	D
Common Stock	03/02/2026		F		238(3)	D	$128.98	73,917	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
Non-Qualified Stock Options (Right to Buy)	$128.98	03/02/2026		A		5,739		(4)	03/02/2036	Common Stock	5,739	$128.98	5,739	D

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 one third increments on March 1, 2027, March 1, 2028 and March 1, 2029.

2. Includes additional shares due to dividend reinvestment.

3. Reflects the withholding of shares of common stock to pay the tax liability incident to the vesting of restricted stock units granted on March 1, 2024 under the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016).

4. Reflects an award of non-qualified stock options pursuant to the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016) that are scheduled to vest in one-third increments on March 1, 2027, March 1, 2028 and March 1, 2029.

	/s/ Mike Nazario, by power of attorney for Rodney Aulick	03/03/2026
	** 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 Xylem (XYL) EVP Rodney Aulick report?

Rodney Aulick reported equity awards and tax withholding transactions. He received 5,739 non-qualified stock options at $128.98 and 1,610 restricted stock units, plus a 238-share disposition used to satisfy tax liabilities tied to restricted stock vesting.

How many Xylem (XYL) stock options were granted to Rodney Aulick?

Rodney Aulick was granted 5,739 non-qualified stock options at an exercise price of $128.98. These options were issued under the Xylem 2011 Omnibus Incentive Plan and are scheduled to vest in three equal annual installments starting March 1, 2027.

What restricted stock unit (RSU) award did Rodney Aulick receive from Xylem (XYL)?

Rodney Aulick received an award of 1,610 restricted stock units with no purchase price. The RSUs were granted under the Xylem 2011 Omnibus Incentive Plan and are scheduled to vest in one-third increments on March 1, 2027, March 1, 2028 and March 1, 2029.

Why did Rodney Aulick dispose of 238 Xylem (XYL) common shares?

The 238-share disposition was a tax-withholding transaction, not an open-market sale. Shares were withheld to pay tax liabilities arising from restricted stock units granted March 1, 2024, consistent with the company’s omnibus incentive plan documentation.

How many Xylem (XYL) common shares does Rodney Aulick hold after these transactions?

After the reported transactions, Rodney Aulick directly holds 73,917 Xylem common shares. This figure reflects the new RSU-related acquisition and the 238-share tax-withholding disposition and includes additional shares credited through dividend reinvestment, as noted in the filing footnotes.

When do Rodney Aulick’s new Xylem (XYL) equity awards vest?

Both the 5,739 non-qualified stock options and the 1,610 restricted stock units vest over three years. Vesting occurs in equal one-third installments on March 1, 2027, March 1, 2028 and March 1, 2029, subject to the terms of Xylem’s 2011 Omnibus Incentive Plan.