Xylem Inc 8-K, filed Jun 9, 2021
Xylem Inc. (XYL)
About this 8-K
Xylem Inc filed this 8-K on June 9, 2021, reporting on events of June 8, 2021.
Items reported
- Item 7.01: Regulation FD disclosure
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| Item 7.01 | Regulation FD Disclosure |
On June 8, 2021, Patrick K. Decker, President and Chief Executive Officer of Xylem Inc. (the “Company”), entered into a pre-arranged trading plan (the “Plan”) in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Company’s policies, including those with respect to insider trading and stock ownership. The Plan is part of Mr. Decker’s individual long-term asset diversification and financial planning strategy.
Sales under the Plan may take place periodically from July 8, 2021 through July 8, 2022 at prevailing market prices for the Company’s common stock, subject to minimum price thresholds specified in the Plan. Under the terms of the Plan, Mr. Decker may sell up to an aggregate of 193,048 shares of the Company’s common stock, comprised of 165,584 shares to be acquired through the exercise of fully-vested stock options and 27,464 shares related to fully-vested restricted stock units and performance stock units.
Mr. Decker is subject to the Company’s executive stock ownership guidelines, under which he is required to hold vested shares and options valued at least five times his annual base salary. Mr. Decker currently exceeds the required level of stock ownership, and assuming consummation of all of the proposed sales under the Plan, he would continue to beneficially own more than 840,000 shares of Company stock, which is well in excess of the required level of stock ownership.
Any sales executed in accordance with the Plan will be disclosed publicly through one or more Form 4 filings with the Securities and Exchange Commission.
The information in this Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of such section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| XYLEM INC. | ||||||
| Date: June 8, 2021 | By: | /s/ Kelly C. O’Shea | ||||
| Kelly C. O’Shea | ||||||
| VP, Chief Corporate Counsel and Assistant Corporate Secretary | ||||||