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Industrials · Pumps · NYSE

XYLXylem Inc.

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The 10-K against last year's

282 changes: 18 added, 18 removed, 239 reworded, 7 quiet changes

10-K Feb 25, 2026 vs Mar 3, 2025
Risk FactorsRedline ↓
33.3%
of the text changed · 9,047 words now
34.3%
of the text changed · 10,355 words now
Legal ProceedingsRedline ↓
26.3%
of the text changed · 536 words now
Accounting PoliciesRedline ↓
7.8%
of the text changed · 6,014 words now

10-K 0001524472-26-000012 (Feb 25, 2026) vs 10-K 0001524472-25-000013 (Mar 3, 2025)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

MD&A 364 words changed in this paragraph; it is 47% similar to last year's version.
The table below provides a reconciliation of total and each segment's operating income to adjusted operating income, and a calculation of the corresponding adjusted operating margin: (In millions) 2023 2022 2025 2024 Change Water Infrastructure Operating income $ 275 462 $ 279 (1.4) 356 29.8 % Operating margin 12.4 17.5 % 16.5 13.9 % (410) 360 bp Restructuring and realignment costs 18 9 100.0 75 30 150.0 % Purchase accounting intangible amortization 47 4 1,075.0% 42 59 (28.8) % Special charges 28 — NM 4 10 (60.0) % Adjusted operating income $ 368 583 $ 292 26.0 455 28.1 % Adjusted operating margin 16.6 22.1 % 17.3 17.8 % (70) 430 bp Applied Water Operating income $ 310 312 $ 258 20.2 271 15.1 % Operating margin 16.7 16.9 % 14.6 15.1 % 210 180 bp Restructuring and realignment costs 14 13 7.7 % Purchase accounting intangible amortization — — NM % Special charges — — NM 28 15 86.7 % Adjusted operating income $ 324 340 $ 271 19.6 286 18.9 % Adjusted operating margin 17.5 18.4 % 15.3 16.0 % 220 240 bp Measurement and Control Solutions Operating income $ 133 244 $ 19 600.0 247 (1.2) % Operating margin 8.3 11.7 % 1.5 13.2 % 680 (150) bp Restructuring and realignment costs 19 16 10 90.0 60.0 % Purchase accounting intangible amortization 57 57 — 77 58 32.8 % Special charges 4 13 (69.2) 16 12 33.3 % Adjusted operating income $ 213 353 $ 99 115.2 327 8.0 % Adjusted operating margin 13.2 16.9 % 7.8 17.5 % 540 (60) bp Water Solutions and Services Operating income $ 132 302 $ 122 8.2 219 37.9 % Operating margin 7.8 12.3 % 15.4 9.3 % (760) 300 bp Restructuring and realignment costs 20 2 900.0 14 35 (60.0) % Purchase accounting intangible amortization 72 11 554.5 100 99 1.0 % Special charges 22 1 2,100.0% 6 15 (60.0) % Adjusted operating income $ 246 422 $ 136 80.9 368 14.7 % Adjusted operating margin 14.6 % 17.1 % (250) 15.7 % 140 bp Corporate and other Operating loss $ (198) (97) $ (56) 253.6 (84) 15.5 % Restructuring and realignment costs 35 — 1 (100.0) % Purchase accounting intangible amortization 1 — NM % Special charges 84 2 4,100.0 10 20 (50.0) % Adjusted operating loss $ (79) (86) $ (54) 46.3 (63) 36.5 % Total Xylem Operating income $ 652 1,223 $ 622 4.8 1,009 21.2 % Operating margin 8.9 13.5 % 11.3 11.8 % (240) 170 bp Restructuring and realignment costs 106 34 211.8 133 91 46.2 % Purchase accounting intangible amortization 176 72 144.4 220 216 1.9 % Special charges 138 16 762.5 36 57 (36.8) % Adjusted operating income $ 1,072 1,612 $ 744 44.1 1,373 17.4 % Adjusted operating margin 14.6 17.8 % 13.5 16.0 % 110 180 bp

Source: Item 7, 10-K 0001524472-26-000012 vs Item 7, 10-K 0001524472-25-000013

Risk Factors 278 words changed in this paragraph; it is 57% similar to last year's version.
Our manufacturing and operating costs are subject to fluctuations, particularly due to fluctuate with volatility or changes in the prices for of commodities, parts, raw materials, energy and related energy, utilities, freight and freight, logistics, and the cost of labor. Cost These fluctuations have been been, and may continue to be be, driven by a variety of factors, such as inflation, tight labor markets, prevailing price levels, exchange rates, changes in trade agreements, tariffs and other trade protection measures, and other economic and geopolitical factors. Throughout 2024, our operating costs were adversely impacted by price inflation, which could continue in 2025 to varying degrees depending, in part, on broader macroeconomic, political or geopolitical conditions. factors. For example, our global supply chain includes shipping routes through the Red Sea, where vessels have been and may continue to be impacted by armed conflicts involving rebel groups; and continued conflicts ongoing or escalation of ongoing conflicts in Ukraine or and the Middle East East, and the increasing tensions or outbreak of conflict between China and Taiwan, could adversely impact our logistics costs and result in an further increase in our costs for logistics, energy and supplies, supply costs, and potentially delay shipments to customers. customer shipments. We have rely on a large and complex network of suppliers (and their suppliers) and contract manufacturers globally, including in China and Mexico. The U.S. has enacted or threatened various trade actions, including new or additional tariffs on certain goods we import imported from China, Mexico, Canada Canada, Europe and other countries, which has or may result in retaliatory measures. On August 29, 2025, the U.S. Court of Appeals for the Federal Circuit ruled that many of the tariffs imposed by the U.S. federal government under the International Emergency Economic Powers Act exceed presidential authority and other therefore are invalid. On February 20, 2026, the U.S. Supreme Court affirmed that ruling. As of the date of this filing, tariffs issued under the different statutes remain in place, and the scope and durability of existing and future tariffs, as well as tariffs in place prior to the U.S. Supreme Court’s ruling, remain uncertain. U.S. and international trade actions. As a result, these U.S. trade measures or countermeasures by China, Mexico or other countries actions could increase the cost of our products, which we may not be able to offset through price increases pricing or productivity, and could also impede impair our ability to remain competitive. Further, in competitiveness. In a declining price environment, our operating margins may contract because we account for inventory using the first-in, first-out method. Actions we take to mitigate cost volatility in manufacturing and operating costs may not be successful and, as a result, our business, financial condition, cash flows and results of operations could be materially and adversely affected.

Source: Item 1A, 10-K 0001524472-26-000012 vs Item 1A, 10-K 0001524472-25-000013

Legal Proceedings 96 words changed in this paragraph; it is 57% similar to last year's version.
Accruals In the ordinary course of business, we are subject to federal, state, local, and foreign environmental laws and regulations. We are responsible, or are alleged to be responsible, for ongoing environmental matters are recorded on a site-by-site basis when it is probable that a liability has been incurred investigation and the amount remediation of the liability can be reasonably estimated, based on current law and existing technologies. sites in various countries. Our accrued liabilities for these environmental matters represent our best estimates related to the investigation and remediation of environmental media such as water, soil, soil vapor, air and structures, as well as related legal fees. These estimates, and related accruals, are reviewed quarterly and updated for progress of investigation and remediation efforts and changes in facts and legal circumstances. Liabilities for these environmental expenditures are recorded on an undiscounted basis. We have estimated and accrued $4 million as of both December 31, 2024 2025 and 2023, 2024, respectively, for environmental matters.

Source: Item 3, via Note 20 – Commitments and Contingencies, 10-K 0001524472-26-000012 vs Item 3, via Note 20 – Commitments and Contingencies, 10-K 0001524472-25-000013

Accounting Policies 59 words changed in this paragraph; it is 73% similar to last year's version.
Xylem recognizes revenue in a manner that depicts the transfer of promised goods and services to customers in an amount that reflects the consideration to which it expects to be entitled for providing those goods and services. For each arrangement with a customer, we identify the contract and the associated performance obligations within the contract, determine the transaction price of that contract, allocate the transaction price to each performance obligation and recognize revenue as each performance obligation is satisfied. As a result of the Evoqua acquisition, we assessed our prior definition of service revenue and redefined service revenue for the combined company as revenue resulting from the satisfaction of performance obligations primarily related to outsourced water services, maintenance, repair, preventive and inspection services, software as a service ("SaaS") subscriptions, and spare parts sales related to these service offerings.

Source: Item 8, Note 1 – Summary of Significant Accounting Policies, 10-K 0001524472-26-000012 vs Item 8, Note 1 – Summary of Significant Accounting Policies, 10-K 0001524472-25-000013

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of XYL's Risk Factors and MD&A, 10-K Feb 25, 2026 against 10-K Mar 3, 2025. Each links to the text at sec.gov.

RemovedRisk Factors
•changes in tax laws and potential negative consequences from the interpretation, application and enforcement by governmental authorities of tax laws and policies, as well as changes in other laws, regulations and policies or how they are interpreted or administered;

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedRisk Factors
•shocks to the global financial system, including due to the outbreak or threat of war, armed conflict, other geopolitical conflicts, terrorism or global health crises, the effects of climate change, or other idiosyncratic events.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedRisk Factors
We have significant operations and direct and indirect suppliers located in China, which have been in the past, or could in the future be, adversely affected by: i) China’s evolving laws, regulations and policies, including as respects public health crises, import and export tariffs and restrictions, and information security and privacy, and ii) changes in the political and geopolitical environment, including China's relations with the U.S., European Union and Taiwan. The U.S.’s imposition of tariffs on goods imported from China or deemed to be of Chinese origin, as well as the potential for new or increased tariffs, other governmental actions, trade embargoes or sanctions by the U.S., or similar measures or countermeasures imposed by China in response, has in the past and could in the future have an adverse direct or indirect impact our global supply chain, manufacturing costs, business and operating results. Geopolitical changes in China-Taiwan relations could disrupt the operations of several companies in Taiwan that are critical to the global supply chain for semiconductors (“chips”) and other electronic components. Such changes could have significant negative effects on the global semiconductor industry and could adversely affect our ability to manufacture our digitally-enabled products, such as pumps, controllers and smart meters.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedRisk Factors
On May 24, 2023, we completed the acquisition of Evoqua. The success of this acquisition will depend, in part, on our ability to realize the anticipated benefits from combining our and Evoqua’s businesses. We have and continue to devote substantial management attention and resources to the integration of the combined company’s business practices and operations so that we can fully realize the anticipated benefits of the acquisition, including cost and revenue synergies. Nonetheless, difficulties may arise that could impede our ability to achieve the anticipated synergies, including the loss of key talent that may be difficult to replace or our ability to maintain and expand relationships with customers, partners or suppliers. As a result, the anticipated benefits of the acquisition may take

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedRisk Factors
Many of our customers also have safety performance requirements that we must meet to be allowed access to their sites to perform our services, install our products and execute projects. Risks arising from unsafe products or

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedRisk Factors
or inefficiencies during transitional periods. Transforming, realigning and restructuring our company require a significant amount of management and other employees' time and focus, which may divert attention from operating and growing our business.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedRisk Factors
Our sustainability commitments, goals, targets, objectives and initiatives, and our public statements and disclosures regarding them or in response to mandatory reporting standards, expose us to numerous risks.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

Show the other 10
RemovedRisk Factors
Certain current and retired employees are covered by pension and other defined benefit plans (collectively, “post-retirement benefit plans”). We make contributions to fund our post-retirement benefit plans when it is necessary or we consider it advantageous to do so. Risks to the Company include significant changes in market interest rates and inflation, decreases in fair value of plan assets, changes in discount rates, or changes in minimum funding requirements established by governments, taxing authorities or other agreements, any of which could increase our funding obligations and adversely impact our earnings, financial condition and cash flows in future periods. In addition to cash funding, we attempt to mitigate these risks, including through investments in assets intended to hedge market risk and in insurance solutions to transfer risk. However, the cost of our post-retirement benefit plans is incurred over long periods of time and involves factors that can be volatile and unpredictable, including rates of return on plan assets, discount rates used to calculate liabilities and expenses, changes in laws, regulatory actions, and changes in actuarial experience and assumptions, which could adversely impact our earnings, results of operations, financial condition and cash flows.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedRisk Factors
climate change laws and regulations, enforcement actions or litigation, discovery of previously unknown or more extensive contamination conditions, obsolescence of our products, interruption or suspension of our operations, an inability to recover costs associated with any such developments, or the financial insolvency of other responsible parties, could have material adverse effects on our business, financial condition, cash flows, results of operations, and reputation.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedMD&A
On May 24, 2023, Xylem completed the acquisition of Evoqua. Commencing from the acquisition date, Xylem’s financial statements include the assets, liabilities, operating results and cash flows of Evoqua. Refer to Note 3, "Acquisitions and Divestitures," for additional information.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedMD&A
During 2023, we incurred these charges primarily as a result of our acquisition of Evoqua. Approximately $27 million of the charges related to share-based compensation expense due to acceleration clauses in Evoqua's equity compensation agreements. Approximately $15 million of the charges represented the reduction of headcount related to the integration of Evoqua. Additionally, during 2023 we incurred $30 million of charges related to our efforts to reposition our businesses to optimize our cost structure, improve our operational efficiency and effectiveness, strengthen our competitive positioning and better serve our customers. The charges were incurred across all of our segments.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedMD&A
During 2022, we incurred restructuring charges primarily as a continuation of our efforts to reposition our European and North American businesses to optimize our cost structure and improve our operational efficiency and effectiveness. The charges included the reduction of headcount across all of our segments.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedMD&A
Business Combinations. We record acquisitions using the purchase method of accounting. All of the assets acquired, liabilities assumed, contractual contingencies and contingent consideration is recorded at fair value as of the acquisition date. The excess of the purchase price over the estimated fair values of the net tangible and intangible assets acquired is recorded as goodwill. The application of the purchase method of accounting for business combinations requires management to make significant estimates and assumptions in the determination of the fair value of assets acquired and liabilities assumed, in order to properly allocate purchase price consideration between assets that are depreciated and amortized from goodwill. These assumptions and estimates include a market participant’s use of the asset and the appropriate discount rates for a market participant. Our estimates are based on historical experience, information obtained from the management of the acquired companies and, when appropriate, includes assistance from independent third-party appraisal firms. Significant assumptions and estimates include, but are not limited to, the cash flows that an asset is expected to generate in the future, the cost to build/recreate certain technology, the appropriate weighted-average cost of capital, and the cost savings expected to be derived from acquiring an asset. These estimates are inherently uncertain and unpredictable. In addition, unanticipated events and circumstances may occur which may affect the accuracy or validity of such estimates.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedMD&A
year. Asset values for other positions were generally measured using market observable prices. We estimate that a 5.00% change in asset values will impact funded status by approximately $11 million.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

RemovedMD&A
On January 28, 2025, at the delegation of the Company’s Board of Directors, management committed to a restructuring plan. The plan consists of workforce reductions across all of our businesses and functions. Inclusive of these actions, we expect to incur between $90 million and $110 million in restructuring and realignment charges in 2025. Associated with these actions we expect to realize between $75 million and $95 million in incremental savings during 2025.

Read it in 10-K Mar 3, 2025 at sec.gov ↗

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