Xylem Inc. — Director's Dealing 2011

Nov 9, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Xylem Inc. (XYL)
CIK: 0001524472
Period of Report: 2011-11-07

Reporting Person: Mingle Robyn T (SVP & Chief HR Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-07	Common Stock	A	4065	$0.00	Acquired	4065	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-11-07	Employee Stock Option (Right to Buy)	$24.60	A	12063	Acquired	2021-11-07	Common Stock (12063)	Direct

Footnotes

F1: Reflects an award of restricted stock units, which are scheduled to vest on November 7, 2014.

F2: These options vest in three equal annual installments beginning on November 7, 2012.