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United States securities and exchange commission logo
December 21, 2023
Emmanuel Caprais
Chief Financial Officer
ITT Inc.
100 Washington Boulevard, 6 Floor
Stamford, Connecticut 06902
Re: ITT Inc.
Form 10-K for the
Fiscal Year Ended December 31, 2022
Response dated
December 8, 2023
File No. 001-05672
Dear Emmanuel Caprais:
We have reviewed your December 8, 2023 response to our comment
letter and have the
following comment.
Please respond to this letter within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe a
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your response to this letter, we may have
additional comments. Unless
we note otherwise, any references to prior comments are to comments in
our November 14,
2023 letter.
Form 10-K for the Fiscal Year Ended December 31, 2022
Management's Discussion and Analysis of Financial Condition and Results
of Operations, page
25
1. We note your response
to prior comment 1. However, we continue to believe that the total
segment operating
income and margin as well as total adjusted segment operating income
and margin measures are
non-GAAP measures that do not comply Question 100.01 of the
non-GAAP C&DIs.
Therefore, please revise to remove these measures from your periodic
filings, Form 8-K
earnings releases, and earnings presentations on your website.
Emmanuel Caprais
FirstName
ITT Inc. LastNameEmmanuel Caprais
Comapany21,
December NameITT
2023 Inc.
December
Page 2 21, 2023 Page 2
FirstName LastName
Please contact Megan Akst at 202-551-3407 or Melissa Kindelan at
202-551-3564 with
any questions.
Sincerely,
Division of Corporation
Finance
Office of Technology