Form 8-K

8-K — ITT INC.

Accession: 0000216228-26-000034

Filed: 2026-05-06

Period: 2026-05-06

CIK: 0000216228

SIC: 3561 (PUMPS & PUMPING EQUIPMENT)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — itt-20260506.htm (Primary)

EX-99.1 (earningsrelease2026q1.htm)

GRAPHIC — IMAGE (itt_logoxblacka.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: itt-20260506.htm · Sequence: 1

itt-20260506

false000021622800002162282026-05-062026-05-06

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 6, 2026

(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

(Address of principal executive offices) (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:

☐ 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 Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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 2.02. Results of Operations and Financial Condition.

On May 6, 2026, ITT Inc. issued a press release reporting the financial results for the first fiscal quarter ended April 4, 2026. A copy of the press release is attached to this Current Report on Form 8-K (“Current Report”) as Exhibit 99.1 and is incorporated by reference herein solely for purposes of this Item 2.02 disclosure.

The information in Item 2.02 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section. The information in Item 2.02 of this Current Report, including Exhibit 99.1 attached hereto, shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.1

Press Release issued by ITT Inc., dated May 6, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL Document)

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 6, 2026

By:

/s/ Lori B. Marino

Name:

Lori B. Marino

Title:

Senior Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary

(Authorized Officer of Registrant)

EX-99.1

Filename: earningsrelease2026q1.htm · Sequence: 2

Document

Exhibit 99.1

ITT REPORTS 2026 FIRST QUARTER EARNINGS PER SHARE (EPS) OF $0.89, ADJUSTED EPS OF $1.98; INTRODUCING FULL YEAR OUTLOOK FOLLOWING THE CLOSING OF SPX FLOW

•26% order growth (8% organic), reflecting broad strength across aerospace and defense, short‑cycle pumps and valves and Friction outperformance

▪33% revenue growth (11% organic) to $1.2 billion driven by share gains in connectors, projects including Svanehøj, valves and transportation

▪11.7% operating margin (20.3% adjusted) due to productivity, higher volumes, pricing and FX

▪SPX FLOW contributed accretive net earnings in month one on an adjusted basis

▪Initiating full year EPS guidance of $4.15 to $4.45, down 30% as a result of acquisition related impacts, adjusted EPS of $7.70 to $8.00, up 9% at the midpoint

▪Established the Flow Technologies segment following the combination of Industrial Process and SPX FLOW, creating a global leader in critical flow solutions

STAMFORD, Conn., May 6, 2026 – ITT Inc. (NYSE: ITT) today reported financial results for the first quarter ended April 4, 2026. The company reported revenue of $1.2 billion, with growth of 33% (11% organic) versus prior year, driven by aerospace and defense in Connect & Control Technologies (CCT), continued share gains in Motion Technologies (MT), and pumps and valves momentum in Flow Technologies (FT). The SPX FLOW acquisition adds 17 points of revenue growth and there were four additional working days in the quarter versus the prior year.

As previously announced, ITT revised its adjusted operating income, adjusted income from continuing operations and adjusted EPS definitions to exclude acquisition-related intangible amortization expense for both current and historical periods. This change provides a more meaningful basis for comparison and better reflects core operating results amidst ITT’s ongoing portfolio evolution.

First quarter operating income of $141 million decreased 6% versus prior year due to higher costs related to the acquisition of SPX FLOW. Excluding special items, adjusted operating income increased 42% driven by higher volume, productivity benefits, and foreign exchange favorability, partially offset by material cost inflation. In addition, SPX FLOW had an immediate accretive effect to the quarter, on an adjusted basis. Operating margin decreased 480 basis points to 11.7% versus prior year, while adjusted operating margin of 20.3% increased by 130 basis points.

EPS for the first quarter of $0.89 decreased 33.1% versus prior year and adjusted EPS of $1.98 increased 25% due to higher segment operating income and the impacts from the acquisition of SPX FLOW including acquisition-related costs, higher interest expense, effective tax rate and weighted-average share count.

Net cash from operating activities for the first quarter of $39.9 million decreased $73.5 million or 64.8% and free cash flow for the quarter decreased 82.0% versus prior year, primarily driven by $71 million of one-time acquisition-related payments and higher working capital partially offset by higher segment operating income.

Table 1. First Quarter Performance

Q1 2026 Q1 2025 Change

Revenue

$ 1,211.9 $ 913.0 32.7 %

Organic Growth 10.9 %

Operating Income $ 141.2 $ 150.9 (6.4) %

Operating Margin 11.7 % 16.5 % (480) bps

Adjusted Operating Income $ 245.6 $ 173.3 41.7 %

Adjusted Operating Margin 20.3 % 19.0 % 130 bps

Earnings Per Share $ 0.89 $ 1.33 (33.1) %

Adjusted Earnings Per Share $ 1.98 $ 1.58 25.3 %

Net Cash from Operating Activities $ 39.9 $ 113.4 (64.8) %

Free Cash Flow $ 13.8 $ 76.6 (82.0) %

Note: all results unaudited; dollars in millions except for per share amounts

Management Commentary

“I am incredibly proud of, and humbled by, the performance delivered by our ITTers around the world. It was a strong quarter across the board. As we have said many times, ITT’s organic value creation engine is here to stay and in Q1, our legacy businesses proved it once again, with outstanding revenue growth driven by market share gains and continued margin expansion, fueled by our rigor and relentless execution. Each of our businesses delivered profitable growth, supported by a continuous improvement mindset that further strengthens our core operating fundamentals,” said ITT’s Chief Executive Officer and President Luca Savi.

“The SPX FLOW acquisition, ITT’s largest to date, is already contributing to our results with above market revenue growth and healthy mid-single digit growth in orders. The team is also progressing nicely in delivering our committed synergies.”

“And to top it all off, ITT’s total book-to-bill remains well above one, highlighting the strength of our future growth outlook. We are truly pumped up for what lies ahead.”

Table 2. First Quarter Segment Results

Revenue Operating Income Operating Margin

Q1 2026

Reported Change

Organic Growth Q1 2026

Reported Change

Adjusted Change

Q1 2026

Reported Change

Adjusted Change

Flow Technologies

$ 537.4 61.2 % 12.2 % $ 82.1 29.3 % 67.9 % 15.3 % (380) bps 100 bps

Motion Technologies 397.2 14.8 % 5.3 % 83.4 23.4 % 21.7 % 21.0 % 150 bps 130 bps

Connect & Control Technologies 278.5 18.7 % 17.5 % 49.2 36.7 % 19.6 % 17.7 % 240 bps 10 bps

Note: all results unaudited; excludes intercompany eliminations and other of $0.1; comparisons to Q1 2025

Flow Technologies revenue increased $204 million primarily from the acquisition of SPX FLOW. Organic revenue increased 12%, primarily driven by Svanehøj and valves execution. Operating income increased $19 million, primarily driven by higher volumes and the benefits from pricing and productivity actions. Operating margin of 15.3% decreased 380 bps, while adjusted operating margin increased 100 bps.

Motion Technologies revenue increased $51 million as higher volumes and favorable foreign exchange impacts were partially offset by pricing dynamics. Organic revenue increased $18 million due to strength in Friction original equipment and KONI rail demand. Operating income increased $16 million primarily due to productivity, higher volume and the impact of favorable foreign exchange driving operating margin to 21.0%, an increase of 150 bps.

Connect and Control Technologies revenue increased $44 million driven by strength in commercial aerospace components and industrial connectors, as well as pricing actions. Operating income increased $13 million primarily due to benefits from higher volume and pricing actions, partially offset by higher material costs resulting in an operating margin of 17.7%, which increased by 240 bps.

Quarterly Dividend

The company announced today a quarterly dividend of $0.386 per share on its outstanding common stock. ITT’s Board of Directors approved the cash dividend for the second quarter of 2026, which will be payable on Monday, July 6, 2026 to shareholders of record as of the close of business on Monday, June 8, 2026.

2026 Guidance

The company expects organic revenue growth of 4% to 6%, up 36% to 38% in total; operating margin of 12.4% to 13.3% and adjusted operating margin of 19.7% to 20.6%, an increase of 30 to 120 bps. EPS is expected to be $4.15 to $4.45, with adjusted EPS of $7.70 to $8.00, representing growth of 7% to 11% for the full year. Free cash flow is now expected to be between $540 million and $580 million, representing free cash flow margin of 10% to 11% for the full year. The additional four working days in Q1 will be offset in Q4 for the full year.

It is not possible, without unreasonable efforts, to estimate the impacts of foreign currency fluctuations, acquisitions and certain other special items that may occur in 2026 as these items are inherently uncertain and difficult to predict. As a result, we are unable to quantify certain amounts

that would be included in a reconciliation of organic revenue growth and adjusted operating margin to the most directly comparable GAAP financial measures without unreasonable efforts and accordingly we have not provided reconciliations for these forward-looking non-GAAP financial measures.

Investor Conference Call Details

ITT’s management will host a conference call for investors on Wednesday, May 6, 2026 at 8:30 a.m. Eastern Time. The briefing can be accessed live via a webcast which is available on the company’s website: https://investors.itt.com. A replay of the webcast will be available beginning two hours after the presentation concludes. Reconciliations of non-GAAP financial performance metrics to their most comparable U.S. GAAP financial performance metrics are defined and presented below and should not be considered a substitute for, nor superior to, the financial data prepared in accordance with U.S. GAAP.

Contact

Carleen Salvage

+1 914-304-1630

carleen.salvage@itt.com

Safe Harbor Statement

This release contains “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. In addition, the conference call (including the financial results presentation material) may include, and officers and representatives of ITT may from time to time make and discuss, projections, goals, assumptions, and statements that may constitute “forward-looking statements”. These forward-looking statements are not historical facts, but rather represent only a belief regarding future events based on current expectations, estimates, assumptions and projections about our business, future financial results, the industry in which we operate, and other legal, regulatory, and economic developments. These forward-looking statements include, but are not limited to, future strategic plans and other statements that describe the company’s business strategy, outlook, objectives, plans, intentions or goals, and any discussion of future events and future operating or financial performance.

We use words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “future,” “guidance,” “intend,” “may,” “plan,” “potential,” “project,” “should,” “target,” “will,” “would,” and other similar expressions to identify such forward-looking statements. Forward-looking statements are uncertain and, by their nature, many are inherently unpredictable and outside of ITT’s control, and involve known and unknown risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied in, or reasonably inferred from, such forward-looking statements.

Where in any forward-looking statement we express an expectation or belief as to future results or events, such expectation or belief is based on current plans and expectations of our management, expressed in good faith and believed to have a reasonable basis. However, we cannot provide any assurance that the expectation or belief will occur or that anticipated results will be achieved or accomplished.

Among the factors that could cause our results to differ materially from those indicated by forward-looking statements are risks and uncertainties inherent in our business including, without limitation:

•our ability to integrate the operations of SPX FLOW in a successful manner and in the expected time period;

•the possibility that any of the anticipated benefits and projected synergies of the acquisition of SPX FLOW will not be realized or will not be realized on the anticipated terms within the expected time period;

•uncertain global economic and capital markets conditions, which have been influenced by heightened geopolitical tensions, including conflicts in the Middle East involving Iran, inflation, changes in monetary policies, the threat of a possible regional or global economic recession, trade disputes between the U.S. and its trading partners, political and social unrest, and the availability and fluctuations in prices of energy and commodities, including steel, oil, copper and tin;

•the imposition of new or increased tariffs by the U.S. government, particularly those targeting imports from specific countries, and the potential for retaliatory trade measures by affected countries, which could disrupt global supply chains, increase costs and reduce customer demand;

•fluctuations in interest rates and the impact of such fluctuations on customer behavior and on our cost of debt;

•fluctuations in foreign currency exchange rates and the impact of such fluctuations on our revenues, customer demand for our products and on our hedging arrangements;

•volatility in raw material prices and our suppliers’ ability to meet quality and delivery requirements;

•impacts and risk of liabilities from recent mergers, acquisitions, or venture investments, and past divestitures and spin-offs;

•our inability to hire or retain key personnel;

•failure to compete successfully and innovate in our markets;

•failure to manage the distribution of products and services effectively;

•failure to protect our intellectual property rights or violations of the intellectual property rights of others;

•the extent to which there are quality problems with respect to manufacturing processes or finished goods;

•the risk of cybersecurity breaches or failure of any information systems used by the Company, including any flaws in the implementation of any enterprise resource planning systems;

•loss of or decrease in sales from our most significant customers;

•risks due to our operations and sales outside the U.S. and in emerging markets, including the imposition of tariffs and trade sanctions;

•fluctuations in demand or customers’ levels of capital investment, maintenance expenditures, production, and market cyclicality;

•the risk of material business interruptions, particularly at our manufacturing facilities;

•risks related to government contracting, including changes in levels of government spending and regulatory and contractual requirements applicable to sales to the U.S. government;

•fluctuations in our effective tax rate, including as a result of changing tax laws and other possible tax reform legislation in the U.S. and other jurisdictions;

•changes in environmental laws or regulations, discovery of previously unknown or more extensive contamination, or the failure of a potentially responsible party to perform;

•failure to comply with the U.S. Foreign Corrupt Practices Act (or other applicable anti-corruption legislation), export controls and trade sanctions; and

•risk of product liability claims and litigation.

More information on factors that could cause actual results or events to differ materially from those anticipated is included in our Annual Report on Form 10-K for the year ended December 31, 2025 (particularly under the caption "Risk Factors"), our Quarterly Reports on Form 10-Q and in other documents we file from time to time with the SEC.

The forward-looking statements included in this release speak only as of the date hereof. We undertake no obligation (and expressly disclaim any obligation) to update any forward-looking statements, whether written or oral or as a result of new information, future events or otherwise.

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)

(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)

Three Months Ended

April 4,

2026 March 29,

2025

Revenue $ 1,211.9 $ 913.0

Cost of revenue 783.1 589.8

Gross profit 428.8 323.2

General and administrative expenses 154.1 85.1

Sales and marketing expenses 73.7 47.9

Research and development expenses 33.1 25.3

Intangible amortization

26.7 14.0

Operating income 141.2 150.9

Interest expense

24.7 9.3

Interest income

(10.4) (1.7)

Other non-operating income, net

(1.9) (1.0)

Income before income tax expense

128.8 144.3

Income tax expense 49.3 35.2

Net income 79.5 109.1

Less: Income attributable to noncontrolling interests 1.5 0.7

Net income attributable to ITT Inc. $ 78.0 $ 108.4

Earnings per share attributable to ITT Inc.:

Basic

$ 0.89 $ 1.33

Diluted

$ 0.89 $ 1.33

Weighted average common shares – basic 87.2 81.3

Weighted average common shares – diluted 87.8 81.7

CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)

(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)

As of the Period Ended April 4,

2026 December 31, 2025

Assets

Current assets:

Cash and cash equivalents $ 600.8 $ 1,742.9

Receivables, net 1,038.0 756.1

Inventories 976.4 671.9

Other current assets 255.7 183.4

Total current assets 2,870.9 3,354.3

Non-current assets:

Plant, property and equipment, net 801.1 627.0

Goodwill 3,787.9 1,511.2

Other intangible assets, net 3,238.8 432.6

Other non-current assets 432.9 385.3

Total non-current assets 8,260.7 2,956.1

Total assets $ 11,131.6 $ 6,310.4

Liabilities and Shareholders’ Equity

Current liabilities:

Short-term borrowings $ 477.3 $ 261.3

Accounts payable 642.2 465.0

Accrued and other current liabilities 760.4 572.0

Total current liabilities 1,879.9 1,298.3

Non-current liabilities:

Non-current portion of long-term debt

3,375.0 521.5

Postretirement benefits 151.1 120.0

Other non-current liabilities 979.9 279.3

Total non-current liabilities 4,506.0 920.8

Total liabilities 6,385.9 2,219.1

Shareholders’ equity:

Common stock:

Authorized – 250.0 shares, $1 par value per share

Issued and outstanding – 89.4 shares and 85.9 shares, respectively

89.4 85.9

Capital in excess of par value

1,976.1 1,313.9

Retained earnings 3,030.1 2,987.1

Accumulated other comprehensive loss (357.6) (302.5)

Total ITT Inc. shareholders’ equity 4,738.0 4,084.4

Noncontrolling interests 7.7 6.9

Total shareholders’ equity 4,745.7 4,091.3

Total liabilities and shareholders’ equity $ 11,131.6 $ 6,310.4

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)

(IN MILLIONS)

For the Three Months Ended

April 4,

2026 March 29,

2025

Operating Activities

Income from continuing operations attributable to ITT Inc. $ 78.0 $ 108.4

Adjustments to income from continuing operations:

Depreciation and amortization 54.2 37.2

Equity-based compensation 9.0 7.9

Other non-cash charges, net 11.9 6.3

Changes in assets and liabilities:

Change in receivables (82.5) (43.2)

Change in inventories (48.1) (5.6)

Change in contract assets 1.1 (6.6)

Change in contract liabilities 3.4 15.9

Change in accounts payable 54.9 16.5

Change in accrued expenses (47.5) (31.7)

Change in income taxes 12.2 11.8

Other, net (6.7) (3.5)

Net Cash – Operating Activities 39.9 113.4

Investing Activities

Acquisitions, net of cash acquired (3,533.3) (1.9)

Capital expenditures (26.1) (36.8)

Other, net (0.6) (2.0)

Net Cash – Investing Activities (3,560.0) (40.7)

Financing Activities

Commercial paper, net borrowings 217.7 291.8

Long-term debt issued, net of debt issuance costs

2,868.3 —

Long-term debt repayments

(546.1) (229.3)

Share repurchases under repurchase plan (100.0) (100.0)

Payments for taxes related to net share settlement of stock incentive plans (19.7) (13.0)

Dividends paid (35.0) (28.7)

Other, net (2.1) (0.7)

Net Cash – Financing Activities 2,383.1 (79.9)

Exchange rate effects on cash and cash equivalents (4.3) 7.9

Net cash – operating activities of discontinued operations (0.2) —

Net change in cash and cash equivalents (1,141.5) 0.7

Cash and cash equivalents – beginning of year (includes restricted cash of $0.8 and $0.7, respectively)

1,743.7 440.0

Cash and Cash Equivalents – End of Period (includes restricted cash of $1.4 and $0.9, respectively)

$ 602.2 $ 440.7

Supplemental Disclosures of Cash Flow and Non-Cash Information:

Cash paid for Interest $ 30.3 $ 9.1

Cash paid for Income taxes, net of refunds received $ 30.8 $ 17.6

Capital expenditures included in current liabilities

$ 14.7 $ 13.9

Key Performance Indicators and Non-GAAP Measures

ITT reviews a variety of key performance indicators including revenue, operating income and margin, earnings per share, order growth, and backlog. In addition, we consider certain measures to be useful to management and investors when evaluating our operating performance for the periods presented. These measures provide a tool for evaluating our ongoing operations and management of assets from period to period. This information can assist investors in assessing our financial performance and measures our ability to generate capital for deployment among competing strategic alternatives and initiatives, including, but not limited to, acquisitions, dividends, and share repurchases. Some of these metrics, however, are not measures of financial performance under accounting principles generally accepted in the United States of America (GAAP) and should not be considered a substitute for measures determined in accordance with GAAP. We consider the following non-GAAP measures, which may not be comparable to similarly titled measures reported by other companies, to be key performance indicators for purposes of our reconciliation tables.

Organic Revenue and Organic Orders are defined, respectively, as revenue and orders, excluding the impacts of foreign currency fluctuations, acquisitions, and divestitures that may or may not qualify as discontinued operations. Current year activity from acquisitions is excluded for twelve months following the closing date of acquisition. The period-over-period change resulting from foreign currency fluctuations is estimated using a fixed exchange rate for both the current and prior periods. Prior year revenue and orders are adjusted to exclude activity during the comparable period for twelve months post-closing date for divestitures that do not qualify as discontinued operations. We believe that reporting organic revenue and organic orders provide useful information to investors by helping identify underlying trends in our business and facilitating comparisons of our revenue performance with prior and future periods and to our peers.

Adjusted Operating Income is defined as operating income adjusted to exclude special items that include, but are not limited to, restructuring, intangible amortization, certain asset impairment charges, certain acquisition- and divestiture-related impacts, intangible amortization expense, and unusual or infrequent operating items. Special items represent charges or credits that impact current results, which management views as unrelated to the Company's ongoing operations and performance. Adjusted Operating Margin is defined as adjusted operating income divided by revenue. We believe these financial measures are useful to investors and other users of our financial statements in evaluating ongoing operating profitability, as well as in evaluating operating performance in relation to our competitors.

Adjusted Income from Continuing Operations is defined as income from continuing operations attributable to ITT Inc. adjusted to exclude special items that include, but are not limited to, restructuring, intangible amortization, certain asset impairment charges, certain acquisition- and divestiture-related impacts, intangible amortization expense, income tax settlements or adjustments, and unusual or infrequent items. Special items represent charges or credits, on an after-tax basis, that impact current results, which management views as unrelated to the Company’s ongoing operations and performance. The after-tax basis of each special item is determined using the jurisdictional tax rate of where the expense or benefit occurred and the tax deductibility under local tax rules. Adjusted Income from Continuing Operations per Diluted Share (Adjusted EPS) is defined as adjusted income from continuing operations divided by diluted weighted average common shares outstanding. We believe that adjusted income from continuing operations and adjusted EPS are useful to investors and other users of our financial statements in evaluating ongoing operating profitability, as well as in evaluating operating performance in relation to our competitors.

Free Cash Flow is defined as net cash provided by operating activities less capital expenditures net of capital-related government incentives. Free Cash Flow Margin is defined as free cash flow divided by revenue. We believe that free cash flow and free cash flow margin provide useful information to investors as it provides insight into a primary cash flow metric used by management to monitor and evaluate cash flows generated by our operations.

ITT Inc. Non-GAAP Reconciliation Statements

(In millions; all amounts unaudited)

Reconciliation of Revenue to Organic Revenue

First Quarter 2026

CCT

Elim/Other

Total

2026 Revenue

$ 537.4 $ 397.2 $ 278.5 $ (1.2) $ 1,211.9

Less: Acquisitions

151.4 — — — 151.4

Less: Foreign currency translation

12.1 32.8 2.8 0.1 47.8

2026 Organic revenue

$ 373.9 $ 364.4 $ 275.7 $ (1.3) $ 1,012.7

2025 Revenue

$ 333.3 $ 346.1 $ 234.7 $ (1.1) $ 913.0

Less: Divestitures — — — — —

2025 Organic revenue

$ 333.3 $ 346.1 $ 234.7 $ (1.1) $ 913.0

Organic Revenue Growth - $

$ 40.6 $ 18.3 $ 41.0 $ 99.7

Organic Revenue Growth - %

12.2 % 5.3 % 17.5 % 10.9 %

Reported Revenue Growth - $

$ 204.1 $ 51.1 $ 43.8 $ 298.9

Reported Revenue Growth - %

61.2 % 14.8 % 18.7 % 32.7 %

Reconciliation of Orders to Organic Orders

First Quarter 2026

CCT

Elim/Other

Total

2026 Orders

$ 583.8 $ 407.0 $ 328.7 $ (0.6) $ 1,318.9

Less: Acquisitions

134.8 — — — 134.8

Less: Foreign currency translation

17.4 32.7 2.7 0.1 52.9

2026 Organic orders

$ 431.6 $ 374.3 $ 326.0 $ (0.7) $ 1,131.2

2025 Orders

$ 404.6 $ 347.9 $ 295.5 $ (1.5) $ 1,046.5

Less: Divestitures — — — — —

2025 Organic orders

$ 404.6 $ 347.9 $ 295.5 $ (1.5) $ 1,046.5

Organic Orders Growth - $

$ 27.0 $ 26.4 $ 30.5 $ 84.7

Organic Orders Growth - %

6.7 % 7.6 % 10.3 % 8.1 %

Reported Orders Growth - $

$ 179.2 $ 59.1 $ 33.2 $ 272.4

Reported Orders Growth - %

44.3 % 17.0 % 11.2 % 26.0 %

Note: Immaterial differences due to rounding.

ITT Inc. Non-GAAP Reconciliation Statements

(In millions; all amounts unaudited)

Reconciliations of Operating Income/Margin to Adjusted Operating Income/Margin

First Quarter 2026 First Quarter 2025

FT MT CCT Corporate ITT FT MT CCT Corporate ITT

Reported Operating Income $ 82.1 $ 83.4 $ 49.2 $ (73.5) $ 141.2 $ 63.5 $ 67.6 $ 36.0 $ (16.2) $ 150.9

Acquisition-related costs

14.4 — 0.1 53.0 67.5 0.4 — (0.1) — 0.3

Intangible amortization [a]

23.0 0.3 3.4 — 26.7 6.8 0.2 7.0 — 14.0

Restructuring costs 7.7 0.5 1.1 1.5 10.8 4.2 0.2 2.1 — 6.5

Other special items

0.1 (0.6) — (0.1) (0.6) 0.9 0.7 — — 1.6

Adjusted Operating Income $ 127.3 $ 83.6 $ 53.8 $ (19.1) $ 245.6 $ 75.8 $ 68.7 $ 45.0 $ (16.2) $ 173.3

Change in Operating Income 29.3 % 23.4 % 36.7 % 353.7 % (6.4) %

Change in Adjusted Operating Income 67.9 % 21.7 % 19.6 % 17.9 % 41.7 %

Reported Operating Margin 15.3 % 21.0 % 17.7 % 11.7 % 19.1 % 19.5 % 15.3 % 16.5 %

Impact of special item adjustments 840 bps 10 bps 160 bps 860 bps 360 bps 30 bps 390 bps 250 bps

Adjusted Operating Margin 23.7 % 21.1 % 19.3 % 20.3 % 22.7 % 19.8 % 19.2 % 19.0 %

Change in Operating Margin -380 bps 150 bps 240 bps -480 bps

Change in Adjusted Operating Margin 100 bps 130 bps 10 bps 130 bps

Note: Immaterial differences due to rounding.

[a]

Starting in the first quarter of 2026, we have updated our definition of adjusted operating income and margin to exclude intangible amortization expense. Accordingly, we have updated the previously reported prior year adjusted result to reflect the new definition.

ITT Inc. Non-GAAP Reconciliation Statements

(In millions, except earnings per share; all amounts unaudited)

Reconciliation of Reported vs. Adjusted Income from Continuing Operating and Diluted EPS

Income from Continuing Operations Diluted Earnings per Share

Q1 2026 Q1 2025 % Change Q1 2026 Q1 2025 % Change

Reported $ 78.0 $ 108.4 (28.0) % $ 0.89 $ 1.33 (33.1) %

Special Items Expense / (Income):

Acquisition-related costs

67.5 0.3 0.77 —

Intangible amortization [a]

26.7 14.0 0.30 0.17

Restructuring costs 10.8 6.5 0.12 0.08

Other pre-tax special items

(0.6) 1.6 (0.01) 0.02

Net tax benefit of pre-tax special items

(26.1) (4.8) (0.30) (0.06)

Other tax-related special items [b][c]

17.4 3.4 0.21 0.04

Adjusted $ 173.7 $ 129.4 34.2 % $ 1.98 $ 1.58 25.3 %

Note: Amounts may not calculate due to rounding.

Per share amounts are based on diluted weighted average common shares outstanding.

[a]

Starting in the first quarter of 2026, we have updated our definition of adjusted income from continuing operations and adjusted EPS to exclude intangible amortization expense. Accordingly, we have updated the previously reported prior year adjusted result to reflect the new definition.

[b]

Other tax-related special items for Q1 2026 include tax expense related to undistributed foreign earnings of $6.4, tax expense of $9.4 associated with amended tax filings in Luxembourg, tax expense of $1.8 related to transaction-related costs incurred in connection with the SPX FLOW acquisition, and other special-item tax (benefits) of $(0.3).

[c]

Other tax-related special items for Q1 2025 includes tax on undistributed foreign earnings ($2.5M) and other tax special items ($0.9M).

ITT Inc. Non-GAAP Reconciliation Statements

(In millions, except earnings per share; all amounts unaudited)

Reconciliation of GAAP vs Adjusted EPS Guidance - Full Year 2026

2026 Full-Year Guidance

Low High

EPS from Continuing Operations - GAAP

$ 4.15 $ 4.45

Intangible amortization

2.91 2.91

Acquisition-related costs

1.29 1.29

Estimated restructuring 0.22 0.22

Tax benefit on pre-tax special items

(1.10) (1.10)

Other tax-related special items

0.23 0.23

EPS from Continuing Operations - Adjusted $ 7.70 $ 8.00

Note: The Company has provided forward-looking non-GAAP financial measures for organic revenue growth and adjusted operating margin. It is not possible, without unreasonable efforts, to estimate the impacts of foreign currency fluctuations, acquisitions, and certain other special items that may occur in 2026 as these items are inherently uncertain and difficult to predict. As a result, the Company is unable to quantify certain amounts that would be included in a reconciliation of organic revenue growth and adjusted operating margin to the most directly comparable GAAP financial measures without unreasonable efforts and accordingly has not provided reconciliations for these forward looking non-GAAP financial measures.

ITT Inc. Non-GAAP Reconciliation Statements

(In millions; all amounts unaudited)

Reconciliation of Cash from Operating Activities to Free Cash Flow

Three Months Ended FY 2026

4/4/2026 3/29/2025 Low High

Net Cash - Operating Activities $ 39.9 $ 113.4 $ 690 $ 730

Capital expenditures 26.1 36.8 150 150

Free Cash Flow $ 13.8 $ 76.6 $ 540 $ 580

Revenue $ 1,211.9 $ 913.0 $ 5,385 $ 5,385

[a]

Operating Cash Flow Margin 3.3 % 12.4 % 13 % 14 %

Free Cash Flow Margin 1.1 % 8.4 % 10 % 11 %

[a] Revenue included in the full year 2026 free cash flow margin guidance represents the expected revenue growth mid-point.

GRAPHIC — IMAGE

GRAPHIC

Filename: itt_logoxblacka.jpg · Sequence: 7

Binary file (695022 bytes)

Download itt_logoxblacka.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 9

v3.26.1

Document and Entity Information Document

May 06, 2026

Document Information [Line Items]

Title of 12(b) Security

Common Stock, par value $1 per share

Entity Incorporation, State or Country Code

Amendment Flag

false

Document Period End Date

May 06, 2026

Entity Registrant Name

ITT INC.

Entity File Number

001-05672

Entity Tax Identification Number

81-1197930

Entity Address, Address Line One

100 Washington Boulevard6th Floor

Entity Address, City or Town

Stamford

Entity Address, State or Province

Entity Address, Postal Zip Code

06902

City Area Code

914

Local Phone Number

641-2000

Entity Information, Former Legal or Registered Name

Not Applicable

Written Communications

false

Soliciting Material

false

Trading Symbol

ITT

Security Exchange Name

NYSE

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Entity Central Index Key

0000216228

Document Type

8-K

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

No definition available.

+ Details

Name:

dei_DocumentInformationLineItems

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

Former Legal or Registered Name of an entity

+ References

No definition available.

+ Details

Name:

dei_EntityInformationFormerLegalOrRegisteredName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration