Executive Change · Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549   FORM 8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 10, 2017 (Date of earliest event reported)   ITT INC. (Exact name of registrant as specified in its charter)         Indiana 1-5672 13-5158950 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)         1133 Westchester Avenue White Plains, New York     (Address of principal executive offices)           10604     (Zip Code)           (914) 641-2000   Registrant’s telephone number, including area code: Not Applicable Former name or former address, if changed since last report   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))         Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Item 5.07 Submission of Matters to a Vote of Security Holders. On May 10, 2017, ITT Inc. (the “Company” or “ITT”) held its annual meeting of shareholders (the “Annual Meeting”). The following votes were taken at the Annual Meeting. 1. At the Annual Meeting, the persons whose names are set forth below were elected as directors, constituting the entire Board of Directors. Relevant voting information for each person follows:   FOR AGAINST ABSTENTIONS BROKER NON-VOTES Orlando D. Ashford 76,638,659 1,556,368 86,485 5,439,603 Geraud Darnis 77,880,053 301,241 100,218 5,439,603 Donald DeFosset, Jr. 76,385,877 1,801,781 93,854 5,439,603 Nicholas C. Fanandakis 77,875,196 305,522 100,794 5,439,603 Christina A. Gold 74,821,132 3,392,877 67,503 5,439,603 Richard P. Lavin 76,648,358 1,537,036 96,118 5,439,603 Frank T. MacInnis 76,706,676 1,469,409 105,427 5,439,603 Rebecca A. McDonald 76,661,812 1,550,043 69,657 5,439,603 Timothy H. Powers 77,862,296 304,746 114,470 5,439,603 Denise L. Ramos 78,031,858 153,865 95,789 5,439,603 2. Ratification of Appointment of the Independent Registered Public Accounting Firm. The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2017 was ratified by a vote of 82,113,446 shares voting for the proposal, 1,523,892 shares voting against the proposal and 83,777 shares abstaining from the vote on the proposal. 3. Advisory Vote on 2016 Named Executive Officer Compensation. The proposal for approval of the 2016 compensation of the Company’s named executive officers was approved by a vote of 68,191,538 shares voting for the proposal, 9,901,566 shares voting against the proposal, 188,408 shares abstaining from the vote on the proposal and 5,439,603 broker non-votes. Based upon these results, which were consistent with the Board’s recommendation, the Board has determined that ITT will hold an advisory vote on Named Executive Officer compensation annually until the next vote on the frequency of holding such advisory votes. 4. Advisory Vote to Determine the Frequency of Future Shareholder Votes on the Compensation of the Company’s Named Executive Officers. The proposal to determine the frequency of future shareholder votes on the compensation of the Company’s named executive officers was determined to be annually by a vote of 69,145,951 shares voting for a frequency of one year, 133,885 shares voting for a frequency of two years, 8,861,716 shares voting for a frequency of three years, 139,960 shares abstaining from the vote on the proposal and 5,439,603 broker non-votes. There were no other matters presented for a vote at the Annual Meeting. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.                 ITT Inc. (Registrant)         May 10, 2017   By: /s/ Mary E. Gustafsson        Name: Mary E. Gustafsson       Title: Senior Vice President, General Counsel and Chief Compliance Officer (Authorized Officer of Registrant)   3