Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2022 | |
Cover [Abstract] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Registrant Name | ITT INC. |
Entity Central Index Key | 0000216228 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Pay vs Performance Disclosure [Table] | ||||
Pay vs Performance [Table Text Block] | PAY VERSUS PERFORMANCE Pursuant to SEC rules adopted in August 2022, we are required to disclose Compensation Actually Paid (“CAP”) to our Principal Executive Officer (“PEO”) and the average CAP to our other NEOs, as well as the relationship of that pay with the financial performance of the Company, for the past three years. Given our PEO, Luca Savi, was appointed CEO effective January 1, 2019, we opted to include four years of pay versus performance history, which is summarized in the table below. Summary Average Average Value of Initial Fixed $100 Year Compensation (1) Compensation (2) Compensation (1) Actually Paid (2) Total (3) Peer Group Total (4) Net (5) Company- (6) 2022 $6,842,118 $(2,317,626) $1,979,464 $ 866,354 $176 $183 $367.0 $4.44 2021 7,682,129 16,989,404 1,724,038 2,829,322 218 203 316.3 4.05 2020 6,625,380 5,026,488 1,492,468 1,094,288 163 159 72.5 3.20 2019 7,068,573 12,612,311 1,844,792 4,111,507 155 133 325 3.81 (1) The PEO for each year presented is Luca Savi, who began serving as our Chief Executive Officer and President on January 1, 2019. The non-PEO NEOs for each year presented include the following: • 2022: Emmanuel Caprais, Senior Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President and General Counsel; Bartek Makowiecki, Senior Vice President of Strategy and Business Development; and Davide Barbon, Senior Vice President and President of Asia Pacific. • 2021: Emmanuel Caprais, Senior Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President and General Counsel and Corporate Secretary; Ryan Flynn, Senior Vice President and President of Connect & Control Technologies; and Davide Barbon, Senior Vice President and President of Asia Pacific. • 2020: Emmanuel Caprais, Senior Vice President and Chief Financial Officer (effective October 2020); Mary Beth Gustafsson, Senior Vice President and General Counsel; Ryan Flynn, Senior Vice President and President of Connect & Control Technologies; George Hanna, Senior Vice President and President of Industrial Process; and Tom Scalera, Executive Vice President and Chief Financial Officer. • 2019: Tom Scalera, Executive Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President, General Counsel and Corporate Secretary and Chief Compliance Officer; Farrokh Batliwala, Senior Vice President and President of Connect & Control Technologies; and Carlo Ghirardo, Senior Vice President and President of Motion Technologies. (2) The table below summarizes the adjustments made to the Summary Compensation Table total compensation amount to arrive at CAP for our PEO and non-PEO NEOs. Excluded from these adjustments are the following: (i) dividends paid, given that we do not pay any dividends on unvested stock awards; and (ii) pension plan benefits, given none were paid to our PEO or other non-PEO NEOs during any of the years presented. PEO Average of Non-PEO NEOs Year 2022 2021 2020 2019 2022 2021 2020 2019 Summary Compensation Table Total $ 6,842,118 $ 7,682,129 $ 6,625,380 $ 7,068,573 $ 1,979,464 $ 1,724,038 $ 1,492,468 $ 1,844,792 Subtract: Grant Date Fair Value of LTIP Awards Granted During Covered Year (4,529,297 ) (4,723,075 ) (3,993,378 ) (3,498,822 ) (888,950 ) (720,105 ) (707,784 ) (724,772 ) Add: Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted During Covered Year 2,809,473 7,462,255 3,769,393 5,234,375 522,146 1,137,742 687,058 1,084,288 Add: Change in Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted in Prior Years (6,016,736 ) 6,298,983 (1,003,634 ) 3,606,915 (634,570 ) 641,171 (234,021 ) 1,741,906 Add: Change in Fair Value of LTIP Awards Granted in Prior Years that Vested During Covered Year (1,423,184 ) 269,112 (371,273 ) 201,270 (111,736 ) 46,476 (143,433 ) 165,293 Compensation Actually Paid $ (2,317,626 ) $ 16,989,404 $ 5,026,488 $ 12,612,311 $ 866,354 $ 2,829,322 $ 1,094,288 $ 4,111,507 (3) ITT Total Shareholder Return represents the one-, two-, three- and four-year growth of the value of an initial $100 investment in ITT stock on December 31, 2018, and assumes that any dividends paid are reinvested. (4) The S&P 400 Capital Goods Index, in which ITT is included, was selected as the peer group. (5) Net income presented is on a GAAP basis. (6) Adjusted EPS was selected as the most important financial metric that links CAP to company financial performance because it is a key factor in our AIP payout and is a driver of stock price. Please refer to Appendix A for the definition of adjusted EPS, the reason we disclose this measure and for a reconciliation to the most directly comparable measure calculated in accordance with GAAP. | |||
Company Selected Measure Name | Adjusted EPS | |||
Named Executive Officers, Footnote [Text Block] | (1) The PEO for each year presented is Luca Savi, who began serving as our Chief Executive Officer and President on January 1, 2019. The non-PEO NEOs for each year presented include the following: • 2022: Emmanuel Caprais, Senior Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President and General Counsel; Bartek Makowiecki, Senior Vice President of Strategy and Business Development; and Davide Barbon, Senior Vice President and President of Asia Pacific. • 2021: Emmanuel Caprais, Senior Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President and General Counsel and Corporate Secretary; Ryan Flynn, Senior Vice President and President of Connect & Control Technologies; and Davide Barbon, Senior Vice President and President of Asia Pacific. • 2020: Emmanuel Caprais, Senior Vice President and Chief Financial Officer (effective October 2020); Mary Beth Gustafsson, Senior Vice President and General Counsel; Ryan Flynn, Senior Vice President and President of Connect & Control Technologies; George Hanna, Senior Vice President and President of Industrial Process; and Tom Scalera, Executive Vice President and Chief Financial Officer. • 2019: Tom Scalera, Executive Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President, General Counsel and Corporate Secretary and Chief Compliance Officer; Farrokh Batliwala, Senior Vice President and President of Connect & Control Technologies; and Carlo Ghirardo, Senior Vice President and President of Motion Technologies. (2) The table below summarizes the adjustments made to the Summary Compensation Table total compensation amount to arrive at CAP for our PEO and non-PEO NEOs. Excluded from these adjustments are the following: (i) dividends paid, given that we do not pay any dividends on unvested stock awards; and (ii) pension plan benefits, given none were paid to our PEO or other non-PEO NEOs during any of the years presented. | |||
Peer Group Issuers, Footnote [Text Block] | (4) The S&P 400 Capital Goods Index, in which ITT is included, was selected as the peer group. | |||
PEO Total Compensation Amount | $ 6,842,118 | $ 7,682,129 | $ 6,625,380 | $ 7,068,573 |
PEO Actually Paid Compensation Amount | $ (2,317,626) | 16,989,404 | 5,026,488 | 12,612,311 |
Adjustment To PEO Compensation, Footnote [Text Block] | (1) The PEO for each year presented is Luca Savi, who began serving as our Chief Executive Officer and President on January 1, 2019. The non-PEO NEOs for each year presented include the following: • 2022: Emmanuel Caprais, Senior Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President and General Counsel; Bartek Makowiecki, Senior Vice President of Strategy and Business Development; and Davide Barbon, Senior Vice President and President of Asia Pacific. • 2021: Emmanuel Caprais, Senior Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President and General Counsel and Corporate Secretary; Ryan Flynn, Senior Vice President and President of Connect & Control Technologies; and Davide Barbon, Senior Vice President and President of Asia Pacific. • 2020: Emmanuel Caprais, Senior Vice President and Chief Financial Officer (effective October 2020); Mary Beth Gustafsson, Senior Vice President and General Counsel; Ryan Flynn, Senior Vice President and President of Connect & Control Technologies; George Hanna, Senior Vice President and President of Industrial Process; and Tom Scalera, Executive Vice President and Chief Financial Officer. • 2019: Tom Scalera, Executive Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President, General Counsel and Corporate Secretary and Chief Compliance Officer; Farrokh Batliwala, Senior Vice President and President of Connect & Control Technologies; and Carlo Ghirardo, Senior Vice President and President of Motion Technologies. (2) The table below summarizes the adjustments made to the Summary Compensation Table total compensation amount to arrive at CAP for our PEO and non-PEO NEOs. Excluded from these adjustments are the following: (i) dividends paid, given that we do not pay any dividends on unvested stock awards; and (ii) pension plan benefits, given none were paid to our PEO or other non-PEO NEOs during any of the years presented. PEO Average of Non-PEO NEOs Year 2022 2021 2020 2019 2022 2021 2020 2019 Summary Compensation Table Total $ 6,842,118 $ 7,682,129 $ 6,625,380 $ 7,068,573 $ 1,979,464 $ 1,724,038 $ 1,492,468 $ 1,844,792 Subtract: Grant Date Fair Value of LTIP Awards Granted During Covered Year (4,529,297 ) (4,723,075 ) (3,993,378 ) (3,498,822 ) (888,950 ) (720,105 ) (707,784 ) (724,772 ) Add: Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted During Covered Year 2,809,473 7,462,255 3,769,393 5,234,375 522,146 1,137,742 687,058 1,084,288 Add: Change in Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted in Prior Years (6,016,736 ) 6,298,983 (1,003,634 ) 3,606,915 (634,570 ) 641,171 (234,021 ) 1,741,906 Add: Change in Fair Value of LTIP Awards Granted in Prior Years that Vested During Covered Year (1,423,184 ) 269,112 (371,273 ) 201,270 (111,736 ) 46,476 (143,433 ) 165,293 Compensation Actually Paid $ (2,317,626 ) $ 16,989,404 $ 5,026,488 $ 12,612,311 $ 866,354 $ 2,829,322 $ 1,094,288 $ 4,111,507 | |||
Non-PEO NEO Average Total Compensation Amount | $ 1,979,464 | 1,724,038 | 1,492,468 | 1,844,792 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 866,354 | 2,829,322 | 1,094,288 | 4,111,507 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | (1) The PEO for each year presented is Luca Savi, who began serving as our Chief Executive Officer and President on January 1, 2019. The non-PEO NEOs for each year presented include the following: • 2022: Emmanuel Caprais, Senior Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President and General Counsel; Bartek Makowiecki, Senior Vice President of Strategy and Business Development; and Davide Barbon, Senior Vice President and President of Asia Pacific. • 2021: Emmanuel Caprais, Senior Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President and General Counsel and Corporate Secretary; Ryan Flynn, Senior Vice President and President of Connect & Control Technologies; and Davide Barbon, Senior Vice President and President of Asia Pacific. • 2020: Emmanuel Caprais, Senior Vice President and Chief Financial Officer (effective October 2020); Mary Beth Gustafsson, Senior Vice President and General Counsel; Ryan Flynn, Senior Vice President and President of Connect & Control Technologies; George Hanna, Senior Vice President and President of Industrial Process; and Tom Scalera, Executive Vice President and Chief Financial Officer. • 2019: Tom Scalera, Executive Vice President and Chief Financial Officer; Mary Beth Gustafsson, Senior Vice President, General Counsel and Corporate Secretary and Chief Compliance Officer; Farrokh Batliwala, Senior Vice President and President of Connect & Control Technologies; and Carlo Ghirardo, Senior Vice President and President of Motion Technologies. (2) The table below summarizes the adjustments made to the Summary Compensation Table total compensation amount to arrive at CAP for our PEO and non-PEO NEOs. Excluded from these adjustments are the following: (i) dividends paid, given that we do not pay any dividends on unvested stock awards; and (ii) pension plan benefits, given none were paid to our PEO or other non-PEO NEOs during any of the years presented. PEO Average of Non-PEO NEOs Year 2022 2021 2020 2019 2022 2021 2020 2019 Summary Compensation Table Total $ 6,842,118 $ 7,682,129 $ 6,625,380 $ 7,068,573 $ 1,979,464 $ 1,724,038 $ 1,492,468 $ 1,844,792 Subtract: Grant Date Fair Value of LTIP Awards Granted During Covered Year (4,529,297 ) (4,723,075 ) (3,993,378 ) (3,498,822 ) (888,950 ) (720,105 ) (707,784 ) (724,772 ) Add: Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted During Covered Year 2,809,473 7,462,255 3,769,393 5,234,375 522,146 1,137,742 687,058 1,084,288 Add: Change in Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted in Prior Years (6,016,736 ) 6,298,983 (1,003,634 ) 3,606,915 (634,570 ) 641,171 (234,021 ) 1,741,906 Add: Change in Fair Value of LTIP Awards Granted in Prior Years that Vested During Covered Year (1,423,184 ) 269,112 (371,273 ) 201,270 (111,736 ) 46,476 (143,433 ) 165,293 Compensation Actually Paid $ (2,317,626 ) $ 16,989,404 $ 5,026,488 $ 12,612,311 $ 866,354 $ 2,829,322 $ 1,094,288 $ 4,111,507 | |||
Tabular List [Table Text Block] | Most Important Financial Performance Measures The following table lists the most important financial performance measures in 2022 that we used to link compensation actually paid to our PEO and other NEOs to company performance. Financial Performance Measure Explanation Adjusted EPS This measure is a factor in our AIP payout and is a driver of our stock price. Relative TSR Weighted equally with ROIC, this measure is used to determine PSU payouts, which comprises 60% of each NEO’s annual LTI award value. ROIC Weighted equally with relative TSR, this measure is used to determine PSU payouts, which comprises 60% of each NEO’s annual LTI award value. | |||
Total Shareholder Return Amount | $ 176 | 218 | 163 | 155 |
Peer Group Total Shareholder Return Amount | 183 | 203 | 159 | 133 |
Net Income (Loss) | $ 367,000,000 | $ 316,300,000 | $ 72,500,000 | $ 325,000,000 |
Company Selected Measure Amount | 4.44 | 4.05 | 3.2 | 3.81 |
PEO Name | Luca Savi | Luca Savi | Luca Savi | Luca Savi |
Measure [Axis]: 1 | ||||
Pay vs Performance Disclosure [Table] | ||||
Measure Name | Adjusted EPS | |||
Measure [Axis]: 2 | ||||
Pay vs Performance Disclosure [Table] | ||||
Measure Name | Relative TSR | |||
Measure [Axis]: 3 | ||||
Pay vs Performance Disclosure [Table] | ||||
Measure Name | ROIC | |||
PEO [Member] | Grant Date Fair Value of LTIP Awards Granted During Covered Year [Member] | ||||
Pay vs Performance Disclosure [Table] | ||||
Adjustment to Compensation Amount | $ (4,529,297) | $ (4,723,075) | $ (3,993,378) | $ (3,498,822) |
PEO [Member] | Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted During Covered Year [Member] | ||||
Pay vs Performance Disclosure [Table] | ||||
Adjustment to Compensation Amount | 2,809,473 | 7,462,255 | 3,769,393 | 5,234,375 |
PEO [Member] | Change in Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted in Prior Years [Member] | ||||
Pay vs Performance Disclosure [Table] | ||||
Adjustment to Compensation Amount | (6,016,736) | 6,298,983 | (1,003,634) | 3,606,915 |
PEO [Member] | Change in Fair Value of LTIP Awards Granted in Prior Years that Vested During Covered Year [Member] | ||||
Pay vs Performance Disclosure [Table] | ||||
Adjustment to Compensation Amount | (1,423,184) | 269,112 | (371,273) | 201,270 |
Non-PEO NEO [Member] | Grant Date Fair Value of LTIP Awards Granted During Covered Year [Member] | ||||
Pay vs Performance Disclosure [Table] | ||||
Adjustment to Compensation Amount | (888,950) | (720,105) | (707,784) | (724,772) |
Non-PEO NEO [Member] | Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted During Covered Year [Member] | ||||
Pay vs Performance Disclosure [Table] | ||||
Adjustment to Compensation Amount | 522,146 | 1,137,742 | 687,058 | 1,084,288 |
Non-PEO NEO [Member] | Change in Fair Value as of 12/31 of Outstanding and Unvested LTIP Awards Granted in Prior Years [Member] | ||||
Pay vs Performance Disclosure [Table] | ||||
Adjustment to Compensation Amount | (634,570) | 641,171 | (234,021) | 1,741,906 |
Non-PEO NEO [Member] | Change in Fair Value of LTIP Awards Granted in Prior Years that Vested During Covered Year [Member] | ||||
Pay vs Performance Disclosure [Table] | ||||
Adjustment to Compensation Amount | $ (111,736) | $ 46,476 | $ (143,433) | $ 165,293 |