Marino Lori B. 4/A

What Happened Lori B. Marino — Senior Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary of ITT (ITT) — had a total of 5,004 shares withheld to satisfy tax liabilities arising from equity awards/vesting on March 3, 2026. The filing shows two withholding disposals: 3,579 shares at $190.39 each ($681,406) and 1,425 shares at $190.39 each ($271,306), totaling about $952,712. These were tax withholdings (transaction code F), not open-market sales.

Key Details

• Transaction date: March 3, 2026; per-share price reported: $190.39.
• Shares withheld/disposed: 3,579 shares ($681,406) and 1,425 shares ($271,306); combined 5,004 shares (~$952,712).
• Reason: Tax withholding to pay the tax liability from settlement of performance units and vesting of restricted stock units (RSUs).
• Filing: This is an amended Form 4 (filed March 11, 2026) correcting overreported withheld-share counts in the original Form 4 filed March 5, 2026 (see footnotes F1–F3).
• Resulting beneficial ownership: Amendment corrects the total number of shares beneficially owned (footnote F3); the updated total is reflected in the amended filing.

Context

• Withholding to cover taxes is a routine disposition and does not reflect an open-market investment decision; it’s common when awards vest or settle.
• Transaction code F indicates shares were retained/forfeited to the company as payment of tax obligations rather than a voluntary sale.