Xylem Inc
For the period ended Apr 2, 2024. Filed Apr 2, 2024.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Apr 2, 2024 · Filed Apr 2, 2024
Contents
Cover page
Show cover page
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
Filed by the Registrant☒
Filed by a Party other than the Registrant☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for the Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Under §240.14a-12 |
Xylem Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
Xylem Inc.2020 Proxy Statement Notice of Annual Meeting of Shareholders May 13, 202
Xylem Inc.2020 Proxy Statement Notice of Annual Meetig of Shareholders May 13, 202
301 Water Street SE
Washington, DC 20003
| Dear Xylem Shareholders, | |
|---|---|
| The word “transformation” is overused in business, but the past year has been genuinely transformational for Xylem – positioning your company for its next phase of profitable growth and global impact. We:•Joined forces with Evoqua, creating the world’s most advanced platform of water capabilities, | On behalf of the Board of Directors, we invite you to attend Xylem’s 2024 Annual Meeting of Shareholders. The meeting will be held at 8:00 a.m. ET on May 16, 2024. It will be held entirely online via live webcast at: www.virtualshareholdermeeting.com/XYL2024 |
| •Partnered with Idrica to take its leading digital platform for water utilities global, and •Evolved our leadership team, including smooth CEO and CFO transitions.In a year of excitement, our team remained squarely focused on serving our customers. And, each quarter, they outperformed expectations. Full-year 2023 revenue increased 33% and organic revenues1 increased 12%. Net income margin and adjusted EBITDA margin1 each expanded 190 basis points. And earnings per share grew 42%, while adjusted earnings per share1 grew 20%. That kind of performance only comes when the whole Xylem team goes above and beyond to deliver for our customers and our communities. We are so proud of our colleagues – now 23,000 strong around the world – and all they achieved in 2023.With the team delivering such strong results, it might be tempting to wonder if perhaps we should just keep doing what we’re doing.In one sense, yes. Our strategy has rewarded us with sector leadership, and our investment thesis has laid a robust foundation for continuing growth. Yet we see so much opportunity to build on that foundation, and so much value-creation potential ahead of us. Coming into 2024, our commitment to realizing that potential has redoubled our energy to drive above-market growth by: •Capturing the full value of our combination with Evoqua•Increasing productivity to accelerate margin expansion•Scaling services enabled by digital•Delivering sustainability for our customers and communitiesCapturing the synergies: A combination positioned for profitable growth in attractive marketsWhen our acquisition of Evoqua closed in May of last year, it created a powerful platform of complementary capabilities to address customers’ water challenges at global scale. It also positioned both legacy companies for growth in attractive new markets. The deal economics proved out on cost synergies alone, but the combination has always been far more about opportunity for growth.Now, with integration well on track, we are making the most of the combination. Xylem is more strongly positioned to help more customers solve more types of water challenges in more places than ever before. Our complementary solutions make Xylem a leader in the treatment technologies so vital to attractive industrial end-markets such as life sciences, food and beverage, renewable energy, and semiconductors. And we are now able to scale Evoqua’s offerings by leveraging Xylem’s global footprint to provide powerful new routes to market.Productivity for growth: Accelerating margin expansion by focusing on what mattersWe now have the most comprehensive portfolio in the sector, we have established positions in a wide range of end-markets, and we are present in more than 150 countries. Moreover, intensifying water challenges are set to drive continuing underlying demand. In other words, we have unprecedented opportunity for growth.But not all growth is equal. The breadth of our portfolio and the diversity of our end-markets represent potential complexity as well as opportunity – complexity that could drive cost and make it harder for customers to do business with us. So, we must cultivate simplification as a virtue.1 Non-GAAP financial measure that excludes certain items. For a description of the items excluded from non-GAAP measures and reconciliations of GAAP to non-GAAP measures, please see Appendix A. | |
We delivered healthy margin expansion in 2023 and, as our 2024 guidance reflects, we’re confident we can do a lot more. By focusing on the end-markets where water is a strong driver of value, and on our most differentiated offerings, we are setting clear priorities for resource allocation: the most valuable solutions, and the most attractive markets.That clarity reduces distraction. We are putting our energy into the things that drive more value, and doing fewer of the things that have less impact. Ultimately, that creates more impact for our customers and increases operating leverage. Simplifying our business helps both our customers and our colleagues, and helps us accelerate margin expansion and fund reinvestment in growth.Scaling services enabled by digital: Industrial demand that drives recurring revenueAt the same time that we are tackling the potential complexity in our business, our customers are grappling with how to simplify water management. They have to. Water quality and availability are becoming more unpredictable at the same time requirements – in the form of regulatory compliance and community expectations – are increasing. These are challenges Xylem is ideally positioned to solve. In water-intensive industries, water used to be taken for granted as an input – highly available at low cost. Now, it is a strategic driver of value and risk – not so much its cost as the cost of not having it – and also a source of non-core complexity. If you’re in the business of making microchips, for example, water is business-critical, but your expertise isn’t water. That’s fueling demand for specialists with the capability to deliver mission-critical water outcomes at guaranteed quality and cost. Thanks to digital enablement, our services team – the largest in North America focused on industrial water treatment – is ideally positioned to meet that need far more efficiently than customers can deliver on their own. As a result, outsourced water management is a growth business with attractive recurring revenue at accretive margins. Social value creation: Driving shared value with our customers and communitiesAs the Xylem team delivered performance above expectations in 2023, it also continued to fulfill the commitments of our signature sustainability goals – and, in several categories, exceed them. For example, we are ahead of schedule to achieve our own water re-use targets, and our combination with Evoqua gives us new capabilities to help customers achieve their own re-use goals. We worked alongside our customers to deepen community resilience to intensifying water challenges and, with our NGO partners, we built capacity in underserved communities to address increasing demands for water, sanitation and hygiene access – especially in response to climate change-related water stress. More than 89% of legacy-Xylem colleagues volunteered with local organizations as part of our Watermark corporate social responsibility program – a Xylem record.Xylem executives were also active at last year’s United Nations Water Conference and at COP 28, collaborating with other leading voices in the sector to keep communities’ water challenges at the top of the global agenda. In both venues, Xylem’s thought leadership in helping water utilities lower carbon emissions – Race to Zero– received acclaim for leading the sector’s contribution to mitigating climate change. In our next sustainability report, to be released in May, we will be sharing updated sustainability aspirations that reflect the power of our combined companies. ***We are well on our way to delivering Xylem’s next phase of growth and impact. We have the right strategy, expansive opportunity, market momentum, and an energized team. At our Investor Day, on May 30, we’ll go into more detail about how we are leveraging those strengths to create even more economic and social value. In the meantime, thank you for being a part of the essential work we do: empowering our customers to solve their biggest water challenges every day, and helping create a more water-secure world.
Robert F. FrielBoard Chair Matthew F. PinePresident & CEO
301 Water Street SE
Washington, DC 20003
Notice of 2024 Annual Meeting of Shareholders
April 2, 2024
| Date and Time: | Thursday, May 16, 2024, at 8:00 a.m. ET |
|---|---|
| Virtual Meeting: | www.virtualshareholdermeeting.com/XYL2024 |
| Agenda: | 1. Election of 10 director nominees named in the Proxy Statement.2. Ratification of appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2024.3. Advisory vote to approve the compensation of our named executive officers.4. Advisory vote on the frequency of future advisory votes to approve named executive officer compensation.5. Transact such other business as may properly come before the meeting. |
| Record Date: | March 18, 2024 |
| Mailing or Availability Date: | Beginning on April 2, 2024, this Notice of Annual Meeting and the 2024 Proxy Statement are being mailed and made available to shareholders of record as of March 18, 2024. |
| Voting by Proxy: | YOUR VOTE IS VERY IMPORTANT. Whether or not you attend the virtual Annual Meeting, we urge you to vote in advance of the Annual Meeting by one of the following methods. Make sure you have your proxy card, voting instruction form, or notice of internet availability in hand and follow the instructions. By Phone: In the U.S. or Canada, vote toll-free by calling 1-800-690-6903 By Internet: Go to www.proxyvote.com By Mail: Mark, date and sign your proxy card or voting instruction form and return it in the envelope provided. In the event you attend and participate in the virtual Annual Meeting, you may, if so desired, revoke the proxy by voting your shares during the meeting. |
| Attending the Virtual-OnlyAnnual Meeting: | Shareholders who wish to attend and participate in the virtual Annual Meeting, including to vote, should review the “Voting and Meeting Information” section (starting on page 68) for details on how to do so. |
By Order of the Board of Directors,
Kelly C. O’SheaVP, Chief Corporate Counsel and Corporate Secretary
Important Notice Regarding the Availability of Proxy Materials for the 2024 Annual Meeting:
Our 2024 Proxy Statement and Annual Report on Form 10-K for the year ended December 31, 2023 will be available online at www.proxyvote.com and are currently available on our website at www.xylem.com under “Investors.”
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.