Form 4: ITT CFO Boosts Stake with Performance Unit Settlement
Insider Transaction Report
ITT Inc.'s CFO, Emmanuel Caprais, reported the settlement of performance units and restricted stock awards, increasing his direct beneficial ownership while also disposing of shares for tax obligations.
Summary
- Emmanuel Caprais, Senior Vice President & CFO of ITT Inc., reported transactions involving ITT common stock.
- On March 3, 2026, Caprais acquired 16,881 shares of common stock at a price of $0 upon the settlement of performance units granted under the ITT Inc. 2011 Omnibus Incentive Plan, due to the satisfaction of performance criteria.
- Also on March 3, 2026, 9,125 shares of common stock were disposed of at $190.39 to cover tax liabilities incident to the settlement of the aforementioned performance units.
- An additional 3,712 shares of common stock were disposed of at $190.39 on March 3, 2026, to pay tax liabilities related to the vesting of restricted stock units granted on March 3, 2023.
- On March 4, 2026, Caprais received an award of 2,735 restricted stock units under the Plan, which are scheduled to vest on March 4, 2029.
- Following these transactions, Caprais's direct beneficial ownership stands at 43,609 shares, with an additional 1,104 shares indirectly owned through a 401(k) Plan as of March 2, 2026.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as moderately positive as it reflects the successful vesting of performance-based awards and a new RSU grant, indicating continued executive incentive alignment, despite tax-related share disposals.
Positives
- The acquisition of 16,881 shares resulted from the successful satisfaction of performance criteria for previously granted performance units, indicating strong company or individual performance.
- A new award of 2,735 restricted stock units aligns the CFO's long-term interests with shareholder value.
Negatives
- A total of 12,837 shares were disposed of to cover tax liabilities associated with the settlement of performance units and vesting of restricted stock units, reducing direct beneficial ownership.
Future Outlook
The newly awarded restricted stock units are scheduled to vest on March 4, 2029, indicating a future milestone for the CFO's equity compensation.
Industry Context
StockSavvy.ai notes that insider transactions, particularly those related to equity compensation such as performance unit settlements and RSU grants, are common and often reflect pre-planned events rather than discretionary trading. These mechanisms are standard tools for executive incentive alignment across various industries.
Comparison to Industry Standards
- StockSavvy.ai observes that equity compensation plans, including performance units and restricted stock units, are standard practice across industries for executive incentives, aligning management interests with shareholder value.
- The mechanism of withholding shares to cover tax liabilities upon vesting or settlement of equity awards is a common and widely accepted industry practice for executive compensation.
Related Party Transactions
- The reported transactions involve the company's Senior Vice President & CFO, Emmanuel Caprais, acquiring and disposing of company stock as part of his executive compensation plan (ITT Inc. 2011 Omnibus Incentive Plan).
Stakeholder Impact
- Shareholders benefit from the continued alignment of executive incentives with company performance through equity compensation plans.
- The transactions are routine and do not indicate any immediate material impact on employees, customers, suppliers, or creditors.
Next Steps
- The newly awarded restricted stock units are scheduled to vest on March 4, 2029.
Key Dates
| Date | Description |
|---|---|
| 03/03/2023 | Grant date of performance units and restricted stock units under the ITT Inc. 2011 Omnibus Incentive Plan. |
| 03/02/2026 | Date for which indirect beneficial ownership in 401(k) Plan was reported. |
| 03/03/2026 | Settlement date of performance units, vesting date of restricted stock units, and date of share disposals for tax liability. |
| 03/04/2026 | Date of award of new restricted stock units. |
| 03/05/2026 | Signature date of the reporting person for the Form 4 filing. |
| 03/04/2029 | Scheduled vesting date for the newly awarded restricted stock units. |
Recommendation
holdThe reported transactions are primarily related to the settlement of executive equity compensation and associated tax withholdings. While the CFO's direct beneficial ownership increased from new awards, the overall impact on the company's valuation or strategic direction is neutral, as these are pre-scheduled events rather than discretionary open-market purchases or sales indicating a change in sentiment.
Keywords
ITT Inc., Emmanuel Caprais, Form 4, Insider Transaction, Performance Units, Restricted Stock Units, Equity Compensation, Executive Compensation, Share Ownership
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