ITT INC.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549​

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Notice of Annual Meeting &

Proxy Statement

100 Washington Boulevard

6th Floor

Stamford, CT 06902​

DEAR FELLOW

SHAREHOLDER​

TIMOTHY H. POWERS

CHAIR OF THE BOARD

April 3, 2026

Dear Fellow Shareholder,

On behalf of the Board of Directors (the “Board”), thank you for your continued partnership and investment in ITT. It has been my sincere privilege to serve as your Chairman for the past three years. This past year, ITT delivered a milestone performance, advancing our long-term strategy, executing with discipline, and driving meaningful value creation for our shareholders.

In 2025, ITT achieved strong growth across key financial metrics, supported by exceptional execution and the dedication of ITTers around the world. The company delivered on its commitments, strengthened its organic growth engines through operational excellence and innovation, and continued to build a more dynamic and higher-growth portfolio through smaller strategic acquisitions. We also entered into an agreement to acquire SPX FLOW, which closed in March 2026. We maintained our focus on governance, oversight, and long-term stewardship, ensuring ITT remains well-positioned for sustainable performance.

Below, you will find highlights of how ITT’s Board worked with the management team throughout 2025 to guide the company’s strategy, support disciplined capital deployment, and oversee the actions that continue to drive ITT’s momentum heading into 2026.

FISCAL 2025 ACCOMPLISHMENTS

In 2025, ITT once again achieved impressive results, underscoring the strength of our strategy and execution. The company posted 5% organic revenue growth and delivered an 11% increase in adjusted operating income. Adjusted EPS rose by 14%, while our free cash flow margin reached 14%, hitting our 2030 target ahead of schedule. Orders advanced 10% year-over-year, resulting in an ending backlog of $1.9 billion, supported by a book-to-bill ratio of 1.06. These accomplishments contributed to a total shareholder return of approximately 23%, with notable outperformance of the S&P 500 and S&P Capital Goods indices by 470 and 200 basis points, respectively, a

testament to the ongoing dedication and hard work of our entire ITT team ahead of schedule.

STRATEGY, INNOVATION AND CAPITAL DEPLOYMENT

In 2025, ITT continued to advance our long-term strategy through disciplined capital deployment, innovation, and operational excellence. We strategically allocated capital to drive sustainable growth and higher margins, strengthening our portfolio with targeted investments. We deployed over $750 million of capital, including over $500 million in strategic share repurchases, significant investments in research and development and capital expenditures. We maintained our commitment to returning value to shareholders by increasing our dividend by 10% for the fourth consecutive year, delivering over $110 million to shareholders. Our disciplined approach included the successful integration of the Svanehøj and kSARIA acquisitions, which contributed to our expanded capabilities and supported our growth in key markets.

In December 2025, ITT announced the planned acquisition of SPX FLOW, which we closed on March 2, 2026. SPX FLOW is a leading provider of process solutions and technologies for the food and beverage, industrial, and energy markets. This strategic transaction represents a significant step forward in ITT’s ongoing commitment to portfolio enhancement and value creation. The addition of SPX FLOW’s innovative technologies and global footprint will expand ITT’s reach into new markets and enhance our capabilities in delivering comprehensive solutions to our customers. We expect this acquisition to drive meaningful synergies, strengthen our long-term growth profile, and further position ITT as a leader in the industrial sector. We are confident that the combination of ITT and SPX FLOW will create greater opportunities for innovation, operational excellence, and shareholder value.

On the innovation front, we invested more than $110 million in research and development to accelerate the introduction of breakthrough technologies across our businesses. A standout achievement was the successful market launch of VIDAR, our revolutionary embedded motor drive, which is now being adopted by customers in key industrial applications to optimize pump and equipment performance, lower energy consumption, and reduce maintenance costs. We also began full-scale production at our state-of-the-art high-performance brake pad facility in Termoli, Italy, supporting increased demand in high performance vehicle platforms. This facility, the result of a multi-year investment, has already secured key platform wins, on track to reach 30% market share by 2030 and positioning ITT for profitable growth in this segment.

GOVERNANCE

The Board continues to make progress in its board refreshment activities. In 2025, we added two new directors, Doug DelGrosso and

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Mary Laschinger, who bring deep executive leadership and global operational experience within end markets that are critical to ITT. Their addition will ensure our high-performance Board continues to provide effective oversight well into the future. It is my pleasure to welcome both of these talented individuals.

As previously announced, I will be retiring from the ITT Board and my role of Board Chair after the 2026 Annual Meeting. Nazzic Keene, who has served as a director of the Company since October 2023 and who also serves as a member of the Nominating and Governance and Audit Committees, will assume the role of Board Chair following the 2026 Annual Meeting. The Board is in great hands with Ms. Keene’s appointment as she is an outstanding leader whose expertise and judgment will continue to be a significant asset to the Board and ITT. It has been an honor to serve as Chair and help guide ITT’s Board over the past few years alongside a talented group of directors and executives. I am confident that ITT is well positioned for continued success under Ms. Keene’s leadership and guidance.

ONGOING COMMITMENT TO SUSTAINABILITY

In November, we published our 2025 Sustainability Update, which demonstrated the continued progress towards environmental goals set in 2022. This included an 8% reduction in Scope 1 and 2 greenhouse gas emissions as of 2024, tracking well to our 10% emissions reduction target by the end of this year. Notably, in 2024 we reduced emissions by 28% on an emissions intensity basis compared to 2021, demonstrating the Company’s continued investment in energy efficiency and increasing use of renewable energy sources. An intense focus on safety each and every day drove the lowest incident rate on record, resulting in best-in-class injury frequency (IFR) and injury severity (ISR) rates.

You can read more about our commitment to advancing our sustainability initiatives in ITT’s 2025 Sustainability Update, which can be found on our website.

SHAREHOLDER ENGAGEMENT

Finally, this year we continued our extensive shareholder outreach efforts, reaching approximately 70% of shares outstanding in our investor events and meeting with shareholders, representing 44% of shares outstanding during our annual fall engagement process. Our conversations covered executive compensation, innovative new products that support our customers’ sustainability goals, global sustainability regulatory requirements, our recent M&A activities, Board succession planning and the continued alignment of director skills and expertise with our long-term strategy as part of the Board’s ongoing refreshment process. The feedback we received from these meetings is critical to the Board and the ITT leadership team, and shareholder engagement will continue to be a priority in 2026 and beyond.

We encourage you to review the Proxy Statement and the Annual Report and to cast your vote on the proposals presented. Details on how to participate in the 2026 Annual Meeting, along with the matters to be addressed, can be found in the accompanying Notice of Annual Meeting and Proxy Statement.

Please remember to vote in advance: your participation is important.

Thank you for your continued support and investment in ITT. Serving as Chair of the Board has been a privilege. As I step down, I leave knowing the Board and management team will continue their strong partnership with shareholders in 2026.

Sincerely,

TIMOTHY H. POWERS

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NOTICE OF 2026 ANNUAL

MEETING OF SHAREHOLDERS

MEETING INFORMATION

ITT Inc. (“ITT” OR THE “COMPANY”)

Thursday, May 21, 2026

9:00 a.m. Eastern Time

Virtually, via live webcast at

www.virtualshareholdermeeting.com/ITT2026

ITEMS OF BUSINESS

To elect the 10 nominees named in the attached Proxy Statement to the Board of Directors.

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To ratify the appointment of Deloitte & Touche LLP as ITT’s independent registered public accounting firm for 2026.

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To conduct a non-binding advisory vote on the compensation of ITT’s named executive officers.

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To transact such other business as may properly come before the Annual Meeting or any adjournment or postponement thereof.

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WHO CAN VOTE, RECORD DATE

Holders of record of ITT common stock at the close of business on March 25, 2026 are entitled to vote at the 2026 annual meeting of shareholders (“Annual Meeting”) and any adjournment or postponement thereof.

MAILING OR AVAILABILITY DATE

Beginning on or about April 3, 2026, this Notice of 2026 Annual Meeting of Shareholders and the attached Proxy Statement are being mailed or made available, as the case may be, to shareholders of record as of March 25, 2026.

ADMISSION TO THE ANNUAL MEETING

We have determined the Annual Meeting will be held in a virtual meeting format only, via the Internet, with no physical in-person meeting. To participate in the Annual Meeting, you will need the 16-digit control number included on your Notice of Internet Availability of Proxy Materials or on your proxy card. We believe the virtual meeting format affords our shareholders an opportunity for meaningful participation. At our virtual Annual Meeting, shareholders will be able to attend, vote and submit questions via the Internet.

ABOUT PROXY VOTING

It is important your shares be represented and voted at the Annual Meeting. If you are a registered shareholder, you may vote online atwww.proxyvote.com, by telephone or by mailing a proxy card. You may also vote online during the virtual Annual Meeting. If you hold shares through a bank, broker or other institution, you may vote your shares by any method specified on the voting instruction form they provide. See details under “How do I Vote?” under “Information about the Proxy Statement & Voting.” We encourage you to vote your shares as soon as possible.

By order of the Board of Directors,

LORI B. MARINO

Senior Vice President, Chief Legal Officer,

Chief Compliance Officer & Secretary

April 3, 2026

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