0001562180-24-002289.txt : 20240305 0001562180-24-002289.hdr.sgml : 20240305 20240305170137 ACCESSION NUMBER: 0001562180-24-002289 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240301 FILED AS OF DATE: 20240305 DATE AS OF CHANGE: 20240305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cerwinka Franz CENTRAL INDEX KEY: 0001813828 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35229 FILM NUMBER: 24721954 MAIL ADDRESS: STREET 1: XYLEM INC. STREET 2: 1 INTERNATIONAL DRIVE CITY: RYE BROOK STATE: NY ZIP: 10573 ISSUER: 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 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 4 1 primarydocument.xml PRIMARY DOCUMENT X0508 4 2024-03-01 false 0001524472 Xylem Inc. XYL 0001813828 Cerwinka Franz C/O XYLEM INC. 301 WATER STREET SE WASHINGTON DC 20003 false true false false SVP & Pres, AWS & Bus Trnsform false Common Stock 2024-03-01 4 A false 1203.00 127.94 A 12953.00 D Common Stock 2024-03-01 4 A false 1956.00 127.94 A 14909.00 D Common Stock 2024-03-01 4 F false 1509.00 127.94 D 13400.00 D Common Stock 2024-03-01 4 F false 730.00 127.94 D 12670.00 D Common Stock 2024-03-01 4 A false 1563.00 127.94 A 14233.00 D Common Stock 2024-03-01 4 S false 1341.00 127.44 D 12892.00 D Stock Options (Right to buy) 127.94 2024-03-01 4 A false 5288.00 127.94 A 2034-03-01 Common Stock 5288.00 5288.00 D Reflects the acquisition of 1,203 shares of common stock upon vesting of performance-based restricted stock units granted on March 1, 2021 under the Xylem Omnibus Incentive Plan (Amended and Restated February 24, 2016), upon achievement of performance criteria related to Total Shareholder Return. Reflects the acquisition of 1,956 shares of common stock upon vesting of performance-based stock units granted on March 1, 2021 under the Xylem Omnibus Incentive Plan (Amended and Restated February 24, 2016), upon achievement of performance criteria related to ROIC. Reflects the withholding of shares of common stock to pay the tax liability incident to the vesting of performance-based stock units granted on March 1, 2021 under the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February, 24, 2016). Reflects the withholding of shares of common stock to pay the tax liability incident to the vesting of restricted stock units granted on March 1, 2021 (193), March 1, 2022 (246), and March 1, 2023 (291) under the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016). Reflects an award of restricted stock units pursuant to the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016) that are scheduled to vest in one third increments on March 1, 2025, March 1, 2026 and March 1, 2027. This price represents the weighted average price per share of common stock (each, a "Share") of Xylem Inc. (the "Issuer"). These Shares were executed at a price of $127.44. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price. Reflects an award of non-qualified stock options pursuant to the Xylem 2011 Omnibus Incentive Plan (Amended and Restated February 24, 2016) that are scheduled to vest in one-third increments on March 1, 2025, March 1, 2026 and March 1, 2027. /s/ Seaneen Cline, by power of attorney for Franz Cerwinka 2024-03-05 EX-24 2 cerwinka_poa.txt NOV 2023 POA POWER OF ATTORNEY The undersigned, Franz Cerwinka, does hereby nominate constitute and appoint each of Kelly O'Shea, Juliene Patton, Callie Plant, Seaneen Cline and Dorothy Capers as his/her/their true and lawful attorneys and agents to do any and all acts and things and execute and file any and all instruments which said attorneys and agents may deem necessary or advisable to enable the undersigned (in his/her/their individual capacity or in any other capacity) to comply with the Securities Exchange Act of 1934 (the "34 Act") and the Securities Act of 1933 (the "33 Act") and any requirements of the Securities and Exchange Commission (the "SEC") in respect thereof, in connection with the preparation, execution and/or filing of (i) any report or statement of beneficial ownership or changes in beneficial ownership of securities of Xylem Inc., an Indiana corporation (the "Company"), that the undersigned (in his/her/ their individual capacity or in any other capacity) may be required to file pursuant to Section 16(a) of the 34 Act, including any report or statement on Form 3, Form 4 or Form 5, or to any amendment thereto, (ii) any report or notice required under Rule 144 of the 33 Act, including Form 144, or any amendment thereto relating to the undersigned's role with, or beneficial ownership of, the Company's securities, and (iii) any and all other documents or instruments that may be necessary or desirable in connection with or in furtherance of any of the foregoing, including Form ID, or any amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required pursuant to Section 16(a) of the 34 Act or any rule or regulation of the SEC, such power and authority to extend to any form or forms adopted by the SEC in lieu of or in addition to any of the foregoing and to include full power and authority to sign the undersigned's name in his/her/their individual capacity or otherwise, hereby ratifying and confirming all that said attorneys and agents or any of them, shall do or cause to be done by virtue thereof. This authorization shall supersede all prior authorizations to act for the undersigned with respect to securities of the Company in such matters, which prior authorizations are hereby revoked, and shall remain in effect until the undersigned is no longer required to file Form 3, 4 or 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company unless earlier revoked, by the undersigned in a signed writing delivered to the foregoing attorneys in fact. IN WITNESS WHEREOF, I have hereunto set my hand this 8th day of November 2023. _____________________________ /s/ Franz Cerwinka