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Long-Term Incentive Employee Compensation (Notes) | 12 Months Ended
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Dec. 31, 2024
Share-Based Payment Arrangement [Abstract] |
Long-Term Incentive Employee Compensation | LONG-TERM INCENTIVE EMPLOYEE COMPENSATION The 2011 Omnibus Incentive Plan (2011 Incentive Plan) was approved by shareholders and established in May 2011 to provide for the awarding of options on common shares and full value restricted common shares or units to employees and non-employee directors. As of December 31, 2024, 36.1 shares were available for future grants under the 2011 Incentive Plan. The Company can make shares available for the exercise of stock options or vesting of restricted shares or units by purchasing shares in the open market. Our long-term incentive plan (LTIP) awards are comprised of two components: restricted stock units (RSUs) and performance stock units (PSUs). The majority of RSUs and PSUs settle in shares; however RSUs and PSUs granted to certain international employees are settled in cash. We account for equity-settled RSUs and PSUs as equity-based compensation awards. We account for cash-settled RSUs and PSUs as liability-based awards. PSUs contain equally weighted performance conditions for total shareholder return (TSR) and return on invested capital (ROIC). PSUs vest based on predetermined performance metrics that align with the Company's stock price and financial performance generally following a three-year performance period and are subject to a payout factor which includes a maximum and minimum payout. PSUs are accounted for as two distinct awards, a TSR award and a ROIC award. LTIP costs are primarily recorded within General and administrative expenses in our Consolidated Statements of Operations, at their grant date fair value over the requisite service period (typically three years) on a straight-line basis and are reduced by forfeitures as they occur. The following table summarizes our share-based compensation expense associated with our LTIP awards.
For the Year Ended December 31 | 2024 |  | 2023 |  | 2022
Equity-based awards | $ | 25.9 |  |  | $ | 20.2 |  |  | $ | 18.1 |
Liability-based awards | 2.6 |  |  | 1.7 |  |  | 1.0 |
Total share-based compensation expense | $ | 28.5 |  |  | $ | 21.9 |  |  | $ | 19.1 |
The income tax benefit realized during 2024, 2023 and 2022 associated with exercised stock options and vested restricted stock was $1.8, $0.9 and $2.4, respectively. As of December 31, 2024, there was $45.5 of total unrecognized compensation cost related to non-vested equity awards. This cost is expected to be recognized ratably over a weighted-average period of 2.1 years. Additionally, unrecognized compensation cost related to liability-based awards was $3.2, which is expected to be recognized ratably over a weighted-average period of 1.8 years. The fair value of equity-settled RSUs is determined using the closing price of the Company’s common stock on the date of grant. The fair value of cash-settled RSUs is remeasured using the closing price of ITT's common stock at the end of each reporting period. Recipients do not have voting rights and do not receive cash dividends during the restriction period. Dividend equivalents on RSUs, which are subject to forfeiture, are accrued and paid in cash upon vesting of the RSU. If a recipient retires or is terminated other than for cause, a pro rata portion of the RSU may vest. For PSUs, the fair value of the ROIC award is based on the closing price of ITT common stock on the date of grant less the present value of expected dividend payments during the vesting period. For ROIC awards granted in 2024, a dividend yield of 1.00% was assumed based on ITT's annualized dividend payment of $1.276 per share and the March 4, 2024 closing stock price of $128.01. The fair value of the ROIC award is fixed on the grant date; however, a probability assessment is performed each reporting period to estimate the likelihood of achieving the ROIC targets and the amount of compensation to be recognized. The fair value of the TSR award is measured using a Monte Carlo simulation on the date of grant, measuring potential total shareholder return for ITT relative to the other companies in the S&P 400 Capital Goods Index (the TSR Performance Group). The expected volatility of ITT's stock price is based on the historical volatility of a peer group while expected volatility for the other companies in the TSR Performance Group is based on their own stock price history. For TSR awards granted in 2024, all volatility and correlation measures were based on three years of daily historical price data through March 4, 2024, corresponding to the three-year performance period of the award. As the grant date occurs after the beginning of the performance period, actual TSR performance between the beginning of the performance period (December average closing stock price) and the grant date was reflected in the valuation. For TSR awards granted in 2024, a dividend yield of 1.00% was assumed based on ITT's annualized dividend payment of $1.276 per share and the March 4, 2024 closing stock price of $128.01. The table below provides a rollforward of our outstanding RSUs and PSUs.
| 2024 |  | 2023 |  | 2022
Restricted Stock and Performance Units | Shares |  | Weighted Average Grant Date Fair Value |  | Shares |  | Weighted Average Grant Date Fair Value |  | Shares |  | Weighted Average Grant Date Fair Value
Outstanding as of January 1 | 0.7 |  |  | $ | 88.40 |  |  | 0.7 |  |  | $ | 76.36 |  |  | 0.7 |  |  | $ | 71.21 |
Granted | 0.4 |  |  | 135.01 |  |  | 0.3 |  |  | 99.33 |  |  | 0.3 |  |  | 77.72 |
Performance adjustment | 0.1 |  |  | 98.67 |  |  | — |  |  | — |  |  | — |  |  | — |
Vested and issued | (0.3) |  |  | 91.13 |  |  | (0.2) |  |  | 69.91 |  |  | (0.3) |  |  | 66.20 |
Forfeited | (0.1) |  |  | 108.62 |  |  | (0.1) |  |  | 77.20 |  |  | — |  |  | — |
Outstanding as of December 31 | 0.8 |  |  | $ | 109.06 |  |  | 0.7 |  |  | $ | 88.40 |  |  | 0.7 |  |  | $ | 76.36 |
Vested pending issuance | 0.1 |  |  | $ | 76.51 |  |  | 0.1 |  |  | $ | 98.67 |  |  | 0.1 |  |  | $ | 63.88 |
The table below provides the number of our outstanding shares by award type. Cash-settled RSUs and PSUs outstanding were not material.
As of December 31 | 2024 |  | 2023 |  | 2022
Equity-settled RSUs | 0.4 |  |  | 0.4 |  |  | 0.4 |
Equity-settled PSUs | 0.3 |  |  | 0.3 |  |  | 0.2 |
As of December 31, 2024, substantially all RSUs outstanding are expected to vest. As of December 31, 2024, the total number of PSUs expected to vest based on current performance estimates, including those vested but pending issuance, was 0.5. Non-Qualified Stock Options Prior to 2017, our LTIP award grants also included non-qualified stock options (NQOs). NQOs outstanding and exercisable were nominal as of December 31, 2024 and 2023, and 0.1 as December 31, 2022. As of December 31, 2024, there were no options "out-of-the-money" and all options outstanding were fully vested. A nominal number of NQOs were exercised for the year ended December 31, 2024, and 0.1 during each of the years ended December 31, 2023 and 2022 resulted in cash proceeds of $0.5, $0.6 and $1.8, respectively. CEO Retention Plan On October 30, 2024, the Company adopted a Chief Executive Officer Retention Plan (the CEO Retention Plan) to provide for the grant of additional RSUs to ITT's CEO, Mr. Savi. The initial grant under the CEO Retention Plan consists of RSUs with a grant date fair value of $7.0. Mr. Savi is also eligible to receive a performance-earned annual retention grant (PEAR Grant) in the first quarter of each of calendar year 2025 through 2029. Each PEAR Grant will consist of RSUs with a fair market value determined based on the final PSU payout (expressed as a percentage), each as determined under Mr. Savi’s performance unit award agreement for the most recently completed performance period. Performance unit award payouts start above 105% at $4.0 and can range up to $7.0. LTIP costs for the initial grant of RSUs will be recognized on a straight-line basis beginning on the grant date, October 30, 2024, through the vest date, December 31, 2028. LTIP costs for future RSU grants, if any, will be recognized on a straight-line basis over the requisite service period beginning on the date each PEAR Grant is approved by the Company’s Board of Directors, through the vest date of the later of December 31, 2028 or one year from the date of grant. During 2024, the Company recognized costs of $0.3 in connection with the CEO Retention Plan. Employee Stock Purchase Plan We sponsor the ITT Inc. 2023 Employee Stock Purchase Plan (2023 ESPP), pursuant to which eligible employees may elect to contribute from 1% to 10% of their eligible compensation, which includes after-tax base salary and annual bonus, subject to certain income limits, to purchase shares of ITT's common stock. The adoption of the 2023 ESPP was approved by our shareholders at our 2023 Annual Shareholders Meeting. The aggregate number of shares of ITT’s stock authorized for issuance under the 2023 ESPP was 0.5. Pursuant to the terms of the 2023 ESPP, employees may purchase stock under the 2023 ESPP at a price equal to 95% of ITT’s closing stock price on the purchase date. For the year ended December 31, 2024, no stock-based compensation expense was recorded in connection with the 2023 ESPP because the criteria of a non-compensatory plan in accordance with ASC 718, Compensation - Stock Compensation, were met.

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