Xylem Inc. - Director's Dealing 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Xylem Inc. (XYL)
CIK: 0001524472
Period of Report: 2011-11-01

Reporting Person: Kuchenbrod Michael (Senior Vice President)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-01	Common Stock	A	15497	$0.00	Acquired	17204	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-11-01	Employee Stock Option (Right to Buy)	$14.21	A	21731	Acquired	2012-01-04	Common Stock (21731)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$25.53	A	24937	Acquired	2012-03-08	Common Stock (24937)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$17.35	A	16031	Acquired	2013-01-04	Common Stock (16031)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$29.57	A	7602	Acquired	2013-03-06	Common Stock (7602)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$21.03	A	19593	Acquired	2014-02-02	Common Stock (19593)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$32.56	A	6599	Acquired	2014-03-07	Common Stock (6599)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$29.81	A	8220	Acquired	2015-03-10	Common Stock (8220)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$18.63	A	15906	Acquired	2016-03-05	Common Stock (15906)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$30.03	A	13555	Acquired	2020-03-05	Common Stock (13555)	Direct
2011-11-01	Employee Stock Option (Right to Buy)	$32.38	A	13199	Acquired	2021-03-03	Common Stock (13199)	Direct

Security	Shares	Ownership
Common Stock	6125	Indirect

F1: As of November 1, 2011.

F2: These options are fully vested and exercisable.

F3: 10,605 options are vested and exercisable and the remainder will vest on March 5, 2012.

F4: 4,519 options are vested and exercisable and the remainder will vest in two equal annual installments beginning on March 5, 2012.

F5: These options will vest in three equal annual installments beginning on March 3, 2012.