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Form 3 ITT Inc. For: Mar 18 Filed by: Hanna George A.

March 20, 2019 1:20 PM EDT
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Hanna George A.

(Last) (First) (Middle)
C/O ITT INC. 1133 WESTCHESTER AVENUE

(Street)
WHITE PLAINS NY 10604

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2019
3. Issuer Name and Ticker or Trading Symbol
ITT Inc. [ ITT ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 12,445.548 (1)
D
 
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee stock option (right to buy)   (2) 02/19/2026 Common Stock 2,190 33.01 D  
Explanation of Responses:
1. Includes (i) 204.548 shares under a dividend reinvestment plan, (ii) 1,530 restricted stock units, all of which are scheduled to vest on February 23, 2020, (iii) 1,080 restricted stock units which are scheduled to vest in two equal annual installments on February 26, 2020 and February 26, 2021, and (iv) 1,290 restricted stock units which are scheduled to vest in three equal annual installments beginning on March 4, 2020.
2. The stock option is currently exercisable.
Remarks:
SVP & President, Industrial Process
/s/ Lori B. Marino, Secretary of ITT Inc. by Power of Attorney for George Hanna 03/20/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                               POWER OF ATTORNEY

    The undersigned does hereby nominate, constitute and appoint Mary E.
Gustafsson, Maurine C. Lembesis, and Lori B. Marino or any of them, the
undersigned's true and lawful attorney and agent to do any and all acts and
things and execute and file any and all instruments which said attorneys and
agents, or any of them, may deem necessary or advisable to enable the
undersigned (in the undersigned's 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 ITT
Inc., an Indiana corporation (the "Company"), that the undersigned (in the
undersigned's 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, 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 or her 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
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 18th day of March, 2019.

                                        /s/ George Hanna
                                        ------------------------------------
                                        George Hanna






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