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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 13, 2025
XYLEM INC.
(Exact name of registrant as specified in its charter)
Indiana001-3522945-2080495
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(IRS Employer
Identification No.)
301 Water Street SE20003
WashingtonDC
(Address of principal executive offices)(Zip Code)
(202) 869-9150
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange of which registered
Common Stock, par value $0.01 per shareXYLNew York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
☐Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨


Item 5.07Submission of Matters to a Vote of Security Holders

On May 13, 2025, Xylem Inc. (the "Company") held its 2025 Annual Meeting of Shareholders (the “Annual Meeting”). There were 215,819,341 shares of the Company’s common stock represented at the Annual Meeting in person or by proxy, constituting 88.68% of the Company’s outstanding common stock on March 17, 2025, the record date. The final voting results for each item voted on at the Annual Meeting are set forth below:

1Proposal One: Election of Nine Directors. The following nominees were elected to serve as directors of the Company for a one-year term:
NOMINEEFORAGAINSTABSTENTIONSBROKER
NON-VOTES
Earl R. Ellis203,500,5502,100,829143,50810,074,454
Robert F. Friel196,804,0488,793,619147,22010,074,454
Lisa Glatch203,849,9711,760,829134,08710,074,454
Victoria D. Harker190,150,87815,350,235243,77410,074,454
Mark D. Morelli195,905,0399,697,624142,22410,074,454
Jerome A. Peribere178,772,67126,469,530502,68610,074,454
Matthew F. Pine203,148,2572,372,127224,50310,074,454
Lila Tretikov201,180,9794,313,959249,94910,074,454
Uday Yadav199,569,9895,929,869245,02910,074,454


2Proposal Two: Ratification of Appointment of the Independent Registered Public Accounting Firm. Shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2025:
FORAGAINSTABSTENTIONS
208,116,8156,994,046708,480


3Proposal Three: Advisory Vote on Named Executive Compensation. Shareholders approved a resolution approving, on an advisory basis, the compensation paid to the Company’s named executive officers as described in the Company’s 2025 proxy statement.
FORAGAINSTABSTENTIONSBROKER
NON-VOTES
178,806,64626,648,724289,51710,074,454



4Proposal Four: Shareholder Proposal – Special Shareholder Meeting Improvement. The shareholder proposal did not obtain approval because it did not receive the affirmative vote of a majority of the outstanding shares entitled to vote on the proposal:
FORAGAINSTABSTENTIONSBROKER
NON-VOTES
94,569,014110,818,646357,22710,074,454










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: May 16, 2025By:/s/ Kelly C. O'Shea
Kelly C. O'Shea
VP, Chief Corporate Counsel & Corporate Secretary