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 15, 2024 (Date of earliest event reported)   ITT INC. (Exact name of registrant as specified in its charter)   Indiana 001-05672 81-1197930 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 100 Washington Boulevard 6th Floor Stamford , CT 06902 (Principal Executive Office) Telephone Number: ( 914 )  641-2000 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: ☐      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $1 per share ITT New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 under the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 under the Securities Exchange Act of 1934 (17 CFR 240.12b-2).                                                 Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐   Item 5.07. Submission of Matters to a Vote of Security Holders. On May 15, 2024, the Company held its annual meeting of shareholders (the “Annual Meeting”). There were 78,401,189 shares of common stock represented at the meeting, which was approximately 95% of the shares of common stock that were entitled to vote at the meeting. The following votes were taken at the Annual Meeting. 1.     Election of Directors. At the Annual Meeting, the nine nominees whose names are set forth below were elected as directors, constituting the entire Board of Directors, to serve until the 2025 annual meeting of shareholders or until their respective successors are duly elected and qualified. Relevant voting information for each person was as follows: FOR AGAINST ABSTENTIONS BROKER NON-VOTES Kevin Berryman 75,173,070 52,220 76,420 3,099,479 Donald DeFosset, Jr. 73,686,925 1,548,757 66,028 3,099,479 Nazzic S. Keene 75,160,814 65,354 75,542 3,099,479 Rebecca A. McDonald 74,037,548 1,202,516 61,646 3,099,479 Christopher O'Shea 75,176,998 59,341 65,371 3,099,479 Timothy H. Powers 74,532,743 702,037 66,930 3,099,479 Luca Savi 74,672,969 558,347 70,394 3,099,479 Cheryl L. Shavers 74,379,378 854,373 67,959 3,099,479 Sharon Szafranski 75,174,515 56,037 71,158 3,099,479 2.      Ratification of Appointment of the Independent Registered Public Accounting Firm. The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the 2024 fiscal year was ratified by the following vote: 77,429,451 shares for the proposal, 909,722 shares against the proposal and 62,016 shares abstaining. 3.      Advisory Vote on 2023 Named Executive Officer Compensation. The proposal for approval, on an advisory basis, of the 2023 compensation of the Company’s named executive officers was approved by the following vote: 73,580,604 shares for the proposal, 1,613,737 shares against the proposal, 107,369 shares abstaining and 3,099,479 broker non-votes. 4.      Shareholder Proposal Regarding Political Spending. The shareholder proposal that the Company provide additional disclosure regarding political spending was rejected by the following vote: 6,403,486 shares for the proposal, 67,264,331 shares against the proposal, 1,633,893 shares abstaining and 3,099,479 broker non-votes. There were no other matters presented for a vote at the Annual Meeting. 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 16, 2024 By: /s/ Lori B. Marino Name: Lori B. Marino Title: Senior Vice President, General Counsel and Secretary (Authorized Officer of Registrant)