ITT INC. — Director's Dealing 2017

Mar 9, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITT Inc. (ITT)
CIK: 0000216228
Period of Report: 2017-03-07

Reporting Person: GIULIANO STEVEN C (VP & Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-07	Common Stock	F	553	$41.15	Disposed	17965.628	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	36.1997	Indirect

Footnotes

F1: Reflects the withholding of 553 shares of common stock to pay the tax liability incident to the vesting on March 4, 2017 of restricted stock units granted under the ITT 2011 Omnibus Incentive Plan on March 4, 2014. The number of shares withheld was determined on March 7, 2017 based on the average of the high/low trading price of the Company's common stock on March 6, 2017.

F2: Includes 78.628 shares under a dividend reinvestment plan.

F3: As of March 7, 2017.