Xylem Inc. Appoints New Director, Discloses Officer Compensation

TL;DR

Xylem adds a new board member, McLain, effective Oct 8. Compensation details also filed.

AI Summary

Xylem Inc. announced on October 8, 2024, a change in its board of directors. Specifically, Michael J. McLain has been appointed as a new director, effective October 8, 2024. The company also disclosed information regarding compensatory arrangements for its officers.

Why It Matters

Changes in board composition can signal shifts in strategic direction or governance, while compensation details offer insight into executive incentives.

Risk Assessment

Risk Level: low — This filing primarily concerns routine corporate governance and executive compensation disclosures, with no immediate financial or operational risks indicated.

Key Players & Entities

• Xylem Inc. (company) — Registrant
• Michael J. McLain (person) — Newly appointed director
• October 8, 2024 (date) — Effective date of director appointment

FAQ

From the Filing

0001524472-24-000040.txt : 20241015 0001524472-24-000040.hdr.sgml : 20241015 20241015070154 ACCESSION NUMBER: 0001524472-24-000040 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 17 CONFORMED PERIOD OF REPORT: 20241008 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20241015 DATE AS OF CHANGE: 20241015 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Xylem Inc. CENTRAL INDEX KEY: 0001524472 STANDARD INDUSTRIAL CLASSIFICATION: PUMPS & PUMPING EQUIPMENT [3561] ORGANIZATION NAME: 06 Technology IRS NUMBER: 452080495 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35229 FILM NUMBER: 241369219 BUSINESS ADDRESS: STREET 1: 301 WATER STREET SE CITY: WASHINGTON STATE: DC ZIP: 20003 BUSINESS PHONE: 202-869-9150 MAIL ADDRESS: STREET 1: 301 WATER STREET SE CITY: WASHINGTON STATE: DC ZIP: 20003 FORMER COMPANY: FORMER CONFORMED NAME: ITT WCO, Inc. DATE OF NAME CHANGE: 20110628 8-K 1 xyl-20241008.htm 8-K xyl-20241008 0001524472 false 0001524472 2024-10-08 2024-10-08 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2024 XYLEM INC. (Exact name of registrant as specified in its charter) Indiana 001-35229 45-2080495 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 301 Water Street SE 20003 Washington DC (Address of principal executive offices) (Zip Code) ( 202 ) 869-9150 (Registrant’s telephone number, including area code) (Former name or former address, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange of which registered Common Stock, par value $0.01 per share XYL New York Stock Exchange 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 (see General Instruction A.2. below): ☐ 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)) ☐ 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective October 21, 2024, Franz W. Cerwinka will cease to serve as Xylem Inc.’s (the “Company”) Senior Vice President and President, Applied Water and Xylem Business Transformation. The Company and Mr. Cerwinka entered into a Transition Services Agreement under which he will remain employed by the Company as an advisor until his involuntary termination from employment by the Company without cause on or about March 31, 2025 (“Termination Date”). Pursuant to the Transition Services Agreement, during the transition period, Mr. Cerwinka will continue to receive his base salary at an annual rate of $570,630 and will continue to participate in the Company’s employee benefit plans. In addition, Mr. Cerwinka’s outstanding equity awards will be eli