ITT INC.

ITT is a diversified manufacturer of highly engineered critical components and customized technology solutions primarily for the transportation, industrial and energy markets. The company operates through three primary segments: Motion Technologies (MT), Industrial Process (IP), and Connect & Control Technologies (CCT). ITT has a global presence with 65% of revenue outside the U.S. and manufactures components that are integral to the operation of equipment, systems and manufacturing processes where reliability and performance are critically important.

ITT competes in markets served by large and well-established national and global companies. Key competitive drivers within the brake pad business include technical expertise, formulation development capabilities, scale production, product performance, high-quality standards, cost, customer intimacy, reputation and the ability to meet demanding delivery and volume schedules. ITT's largest customer is Aumovio SE, and combined sales to Aumovio and Continental AG during 2025 represented 17% of MT's revenue, and approximately 6% of ITT's total revenue ¹. The pump and valve markets are highly competitive and fragmented, with many regional competitors and a limited number of larger global peers. CCT competes with a large number of companies in highly fragmented industries, ranging from large public multi-national corporations to small privately-held local firms.

ITT generates revenue through the sale of highly engineered critical components and customized technology solutions. The business model centers on engineering capabilities, with each business applying its technology and engineering expertise to solve customer challenges. This creates opportunities to capture recurring revenue streams, aftermarket opportunities and content on long-lived platforms from original equipment manufacturers (OEMs). ITT's strategy is designed to achieve premier financial performance by combining profitable growth with operational improvements, while keeping customers at the center of everything they do.

The Motion Technologies segment manufactures brake pads, shock absorbers, energy absorption components and damping technologies primarily for the transportation industry, including passenger cars and trucks, light- and heavy-duty commercial and military vehicles, buses and trains. MT consists of ITT Friction Technologies, KONI, and Axtone. Friction manufactures a range of brake pads installed as original equipment on passenger cars and light commercial vehicles. KONI services four main end markets: railway rolling stock, car and racing, bus, truck and trailer, and defense. Axtone specializes in impact energy absorption technology and push-pull components for passenger and freight rolling stock. MT revenue for 2025 was $1,428.2 million ².

The Industrial Process segment is an OEM and aftermarket parts and service provider of industrial pumps, valves, plant optimization and remote monitoring systems and services. IP's products serve customers in energy, chemical and petrochemical, pharmaceutical, general industrial, marine, mining, pulp and paper, food and beverage, power generation and biopharmaceutical markets. IP's brands include Goulds Pumps, Bornemann, Rheinhütte Pumpen, Engineered Valves, PRO Services, Habonim, and Svanehøj. Aftermarket solutions represented approximately 40% of IP's revenue in 2025 ³. IP revenue for 2025 was $1,496.2 million ⁴. The Connect & Control Technologies segment designs and manufactures highly-engineered connectors, cable assemblies, and specialized products for critical applications supporting aerospace and defense, industrial, transportation, medical and energy markets. CCT's product portfolio includes connector products, cable assembly products, and control products. CCT revenue for 2025 was $1,017.0 million ⁵.

In December 2025, ITT entered into a Membership Interest Purchase Agreement to acquire SPX FLOW for an aggregate purchase price of approximately $4,775 ⁶, comprised of $4,075 in cash ⁷ and 3,839,824 shares ⁸ of common stock. In July 2024, ITT sold its Wolverine Advanced Materials business. In September 2024, ITT acquired kSARIA Parent, Inc., a leading producer of mission-critical connectivity solutions for the defense and aerospace end markets. In January 2024, ITT acquired Svanehøj Group A/S, a supplier of pumps and related aftermarket services with leading positions in cryogenic applications for the marine sector. In May 2023, ITT acquired Micro-Mode Products, Inc., a specialty designer and manufacturer of high-bandwidth RF connectors for harsh environment defense and space applications. During 2025, ITT executed repurchases of 3.8 shares ⁹ of common stock on the open market for $521.0 million ¹⁰ and paid $111.0 million ¹¹ in dividend payments to shareholders. Dividends declared in 2025 of $1.40 per share ¹² represented a 10% increase over the dividends per share declared of $1.28 ¹³ in 2024.

Revenue for 2025 was $3,938.5 million ¹⁴, an increase of 8.5% compared to $3,630.7 million ¹⁵ in 2024. Operating income was $684.5 million ¹⁶ compared to $678.1 million ¹⁷ in 2024. Income from continuing operations attributable to ITT Inc. was $488.1 million ¹⁸ compared to $520.0 million ¹⁹ in 2024. Diluted EPS from continuing operations was $6.11 ²⁰ compared to $6.32 ²¹ in 2024. Adjusted EPS was $6.72 ²², an increase of 14.3% compared to $5.88 ²³ in 2024. Organic revenue growth was 4.8% ²⁴ for the year.

Management expects the acquisition of SPX FLOW to add critical equipment and adjacent flow and process technologies that will extend ITT's capabilities to address complex customer challenges across key growth markets including food & beverage, personal care, industrial, chemical, energy and mining. ITT expects double-digit adjusted EPS accretion in the first full year after the Acquisition is consummated, excluding non-cash amortization of intangible assets ²⁵. The combination of the companies is expected to provide an annualized run-rate of approximately $80 million ²⁶ of cost synergies by the end of the third year after the Acquisition is consummated, exclusive of an estimated $96 million ²⁷ in associated one-time costs.

ITT continues to invest in new product innovation and R&D efforts, including VIDAR, a state-of-the-art variable speed motor that eliminates the need for mechanical controls, reduces energy consumption and CO2 output and ensures more precise flow controls. The Friction brake pad business continues to develop new brake pad formulations for electric and hybrid vehicles, as well as innovations for low-emission braking technology including the Geo-Pad, a greener brake pad using a proprietary inorganic green binder. In CCT, ITT advanced several connector and cable-assembly development programs, including new high-reliability and fiber-optic solutions supporting recent aerospace and defense awards.

ITT's operational focus centers on safety, quality, delivery and cost. The company is establishing a higher performance culture that goes beyond the factory floor to improve the efficiency and effectiveness of all critical processes in the value chain. These initiatives encompass continuous improvement principles, leadership, talent and cultural aspects. ITT continues to address tight labor markets and specialized skill requirements through talent development and selective automation to maintain high levels of quality and delivery performance.

ITT continues to invest in capacity expansion, productivity and innovation, with capital expenditures over $120 million ²⁸ for the second year in a row. The company is expanding digital investments across operations and product lines, including technologies that improve energy efficiency and reduce operating costs for customers. ITT is using dual-sourcing strategies, long-term agreements, strengthened supplier partnerships, and targeted inventory buffers to support consistent delivery performance and help mitigate potential impacts from supply chain disruptions.

ITT believes R&D is a source of competitive advantage and continues to invest approximately 3% of revenue annually ²⁹ in new product innovation and other R&D efforts. Capital expenditures were $121.3 million ³⁰ in 2025. On October 4, 2023, the Board of Directors approved an indefinite term $1,000 million ³¹ open-market share repurchase program. There was $455.0 million ³² of remaining capacity left under the 2023 Plan as of December 31, 2025. Aggregate dividends declared in 2025 were $111.0 million ³³, reflecting an annual per share amount of $1.404 ³⁴.

Changes in tariffs and trade policies, geopolitical and energy market risk, workforce availability and cost, technology transformation and cost inflation are factors that may impact ITT's performance going forward. Ongoing tariff regimes and changes in global trade frameworks may influence input costs and sourcing patterns. Geopolitical developments may impact supply chains, energy pricing trends, and defense-related procurement. Tight labor markets and specialized skill requirements remain industry-wide considerations. ITT continues to experience variability in material availability, logistics conditions, and input costs caused by supply chain disruptions, geopolitical developments and tariff pressures.

Sales to Aumovio SE, ITT's largest customer, were approximately 6% of total revenue in 2025 ³⁵, and the loss of this customer or a reduction in its market share could have a material adverse effect on ITT's business. The pending acquisition of SPX FLOW for approximately $4,775 million ³⁶ involves significant integration risks, and the failure to realize expected synergies of approximately $80 million ³⁷ in annualized run-rate cost synergies by the end of the third year could adversely affect results. The acquisition will also increase indebtedness, with total debt on a pro forma basis after giving effect to the Term Loan Facility in full estimated at approximately $3,660 million ³⁸ as of December 31, 2025, reducing financial flexibility. ITT's international operations, comprising approximately 65% of total sales ³⁹, expose the company to foreign currency fluctuations, tariffs, and geopolitical instability. The company's environmental liability was $56.1 million ⁴⁰ as of December 31, 2025, with a reasonably possible high-end estimate of $97.3 million ⁴¹, and changes in environmental laws or discovery of more extensive contamination could result in material costs.

Management's message emphasizes strong financial results in 2025, including revenue and operating income growth, operating margin expansion, EPS growth and effective deployment of capital. Key themes include delivering organic revenue growth of 4.8% ⁴², adjusted operating income growth of 11.2% ⁴³, and adjusted EPS growth of 14.3% ⁴⁴ to $6.72 ⁴⁵. Management highlights the pending acquisition of SPX FLOW as a transformative opportunity to add critical equipment and adjacent flow and process technologies. The strategic priorities emphasized are customer centricity, operational excellence, effective capital deployment, and sustainability and innovation. Management expects double-digit adjusted EPS accretion in the first full year after the Acquisition is consummated, excluding non-cash amortization of intangible assets ⁴⁶, and an annualized run-rate of approximately $80 million ⁴⁷ of cost synergies by the end of the third year after the Acquisition.