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ITT (ITT) executive amends Form 4 to fix 5,004 tax-withheld shares

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Form Type
4/A

Rhea-AI Filing Summary

ITT Inc. executive Lori B. Marino filed an amended Form 4 to correct prior tax-withholding entries related to equity awards. On March 3, 2026, a total of 5,004 shares of common stock were disposed of to cover tax liabilities tied to performance units and restricted stock units, not through open-market sales. After correcting these amounts, Marino is reported to beneficially own 15,638 shares of ITT common stock, reflecting only the revised tax-withholding calculations.

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Insider Marino Lori B.
Role See Remarks
Type Security Shares Price Value
Tax Withholding Commn Stock 3,579 $190.39 $681K
Tax Withholding Common Stock 1,425 $190.39 $271K
holding Common Stock -- -- --
Holdings After Transaction: Commn Stock — 14,028 shares (Direct); Common Stock — 12,603 shares (Direct)
Footnotes (1)
  1. The original Form 4 filed by the Reporting Person on March 5, 2026 inadvertently overreported the number of shares of common stock that were withheld for tax withholding to pay the tax liability incident to the settlement of performance units on March 3, 2026, as described in the original Form 4. The amount reported herein corrects the number of shares that were withheld on March 3, 2026 with respect to such settlement. The original Form 4 filed by the Reporting Person on March 5, 2026 inadvertently overreported the number of shares of common stock that were withheld for tax withholding to pay the tax liability incident to the vesting on March 3, 2026 of restricted stock units granted on March 3, 2023, as described in the original Form 4. The amount reported herein corrects the number of shares that were withheld on March 3, 2026 with respect to such vesting. The amount reported herein corrects the resulting total number of shares beneficially owned by the Reporting Person following all transactions reported in the original Form 4, as corrected by this amendment.
Form 4 Insider Transactions: What Each Field Means →
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*
Marino Lori B.
(Last) (First) (Middle)
C/O ITT INC. 100 WASHINGTON BLVD.
6TH FLOOR
(Street)
STAMFORD CT 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)
03/05/2026 		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
Commn Stock 03/03/2026 F 3,579(1) D $190.39 14,028(1) D
Common Stock 03/03/2026 F 1,425(2) D $190.39 12,603(2) D
Common Stock 15,638(3) 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. The original Form 4 filed by the Reporting Person on March 5, 2026 inadvertently overreported the number of shares of common stock that were withheld for tax withholding to pay the tax liability incident to the settlement of performance units on March 3, 2026, as described in the original Form 4. The amount reported herein corrects the number of shares that were withheld on March 3, 2026 with respect to such settlement.
2. The original Form 4 filed by the Reporting Person on March 5, 2026 inadvertently overreported the number of shares of common stock that were withheld for tax withholding to pay the tax liability incident to the vesting on March 3, 2026 of restricted stock units granted on March 3, 2023, as described in the original Form 4. The amount reported herein corrects the number of shares that were withheld on March 3, 2026 with respect to such vesting.
3. The amount reported herein corrects the resulting total number of shares beneficially owned by the Reporting Person following all transactions reported in the original Form 4, as corrected by this amendment.
Remarks:
Senior Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary
Tymour Okasha, Assistant Secretary for ITT Inc.; by Power of Attorney for Lori B. Marino 03/11/2026
** 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 does the ITT (ITT) amended Form 4 for Lori B. Marino report?

The amended Form 4 corrects prior tax-withholding share counts. It revises how many ITT shares were withheld on March 3, 2026 to pay taxes on equity awards and updates Marino’s resulting beneficial ownership figure.

Did Lori B. Marino sell ITT (ITT) shares in the open market?

No open-market sales are reported in this Form 4/A. The filing shows tax-withholding dispositions only, where ITT common shares were surrendered to cover tax liabilities from performance units and restricted stock units.

How many ITT (ITT) shares were withheld for taxes in this correction?

A total of 5,004 ITT shares were withheld for taxes. The amendment reports 3,579 shares and 1,425 shares disposed of on March 3, 2026 to satisfy tax obligations tied to equity award settlement and vesting.

What is Lori B. Marino’s corrected ITT (ITT) share ownership after the amendment?

The amendment reports 15,638 ITT shares beneficially owned. This total reflects Marino’s direct holdings after adjusting the previously overreported tax-withholding amounts associated with her March 3, 2026 equity award transactions.

Why did ITT (ITT) and Lori B. Marino need to amend the original Form 4?

The original Form 4 overstated tax-withheld share counts. The amendment states that earlier disclosures overreported ITT shares withheld for tax liabilities, and this filing corrects both the withheld share amounts and the resulting ownership total.