SEC Form 4 · accession 0000899243-17-007025
ITT INC. · ITT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas M Scalera
Officer — EVP & Chief Financial Officer
Period of report
Mar 7, 2017
Accepted (ET)
Mar 9, 2017 · 6:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000216228
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 7, 2017 | F | 1,381 | $41.15 | D | 61,216 | D | |
| Common StockF2 | Mar 7, 2017 | S | 22,000 | $40.8209 | D | 39,216 | D | |
| Common Stock | Mar 7, 2017 | M | 49,928 | $20.28 | A | 89,144 | D | |
| Common Stock | Mar 7, 2017 | M | 29,115 | $22.80 | A | 118,259 | D | |
| Common Stock | Mar 7, 2017 | M | 22,975 | $26.76 | A | 141,234 | D | |
| Common StockF3 | Mar 7, 2017 | S | 102,018 | $40.8026 | D | 39,216 | D | |
| Common StockF4 | holding | — | — | — | 758 | I | By 401(k) plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F5 | $20.28 | Mar 7, 2017 | M | 49,928 | D | — | Nov 7, 2021 | Common Stock | 49,928 | 0 | D |
| Employee Stock Option (Right to Buy)F6 | $22.80 | Mar 7, 2017 | M | 29,115 | D | — | Mar 8, 2022 | Common Stock | 29,115 | 0 | D |
| Employee Stock Option (Right to Buy)F7 | $26.76 | Mar 7, 2017 | M | 22,975 | D | — | Mar 5, 2023 | Common Stock | 22,975 | 0 | D |
Explanation of responses
- F1Reflects the withholding of 1,381 shares of common stock to pay the tax liability incident to the vesting on March 4, 2017 of restricted stock units granted under the ITT 2011 Omnibus Incentive Plan on March 4, 2014. The number of shares withheld was determined on March 7, 2017 based on the average of the high/low trading price of the common stock of ITT Inc. (the "Issuer") on March 6, 2017.
- F2This price represents the approximate weighted average price per share of sales of common stock of the Issuer, which were executed at prices ranging from $40.71 to $40.94 per share. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price.
- F3This represents the sale of shares underlying the options the exercise of which is reported on this form. This price represents the approximate weighted average price per share of sales of common stock of the Issuer, which were executed at prices ranging from $40.56 to $40.99 per share. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price.
- F4As of March 7, 2017.
- F5These options were granted on November 7, 2011 and vested in three equal annual installments beginning on the first anniversary of the grant date.
- F6These options were granted on March 8, 2012 and vested in full on March 8, 2015.
- F7These options were granted on March 5, 2013 and vested in full on March 5, 2016.