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BCS

Current Report · Items 1.01, 1.02, 2.03, 9.01 · 8-K

Xylem Inc

XYLNYSEEQUITYCurrent

Entry into a Material Definitive Agreement · Termination of a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

Item 1.01 Entry into a Material Definitive Agreement On September 8, 2026, Xylem Inc. (the “Company”), as borrower, entered into a Five-Year Revolving Credit Facility Agreement (the “2026 Credit Agreement”), a senior unsecured revolving credit facility, in an aggregate principal amount of up to $1,500,000,000 (available in U.S.…

Filed Sep 9, 2026Accepted Sep 8, 2026, 7:57 PM EDTCIK 1524472Accession 0001524472-26-000132
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Company context

Xylem (XYL) is a Fortune 500 global water solutions company that empowers customers and communities to build a more water-secure world. Our 22,000 employees delivered revenue of $9 billion in 2025, optimizing water and resource management with innovation and expertise. Join us at www.xylem.com and Let’s Solve Water. Xylem uses our Investor Relations website, www.xylem.com/investors, as a means of disclosing information which may be of interest or material to our investors and for complying with disclosure obligations under Regulation FD. Accordingly, investors should monitor our Investor Relations website, in addition to following our press releases, SEC filings, public conference calls, webcasts, and social media.

Current securities

Recent company filings

  1. 4 filingOct 29, 2026
  2. 10-Q filingOct 27, 2026
  3. Results of Operations and Financial Condition · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory ArrangementsOct 27, 2026
  4. Other EventsSep 29, 2026
  5. 424B5 filingSep 17, 2026

Registered securities in this filing

XYLEM INC. · 8-K · Filed 2026-09-09

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Common Stock, par value $0.01 per share

Symbol
XYL
Exchange
NYSE
Classification
COMMON
Status
Current
Filing context

Context: c-1

Dimensions: Not supplied

Accession 000152447226000132 · 1 registered-security cover member

Read the exact SEC filing ↗

Disclosure sections

Items 1.01, 1.02, 2.03, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement On September 8, 2026, Xylem Inc. (the “Company”), as borrower, entered into a Five-Year Revolving Credit Facility Agreement (the “2026 Credit Agreement”), a senior unsecured revolving credit facility, in an aggregate principal amount of up to $1,500,000,000 (available in U.S. dollars and in Euros), with a syndicate of lenders arranged by Citibank, N.A., BNP Paribas Securities Corp., ING Bank N.V., Dublin Branch, JPMorgan Chase Bank, N.A., Wells Fargo Securities, LLC, as Lead Arrangers and Joint Bookrunners, and with Citibank, N.A., as Administrative Agent, JPMorgan Chase Bank, N.A., as Syndication Agent, ING Capital LLC, as Sustainability Structuring Agent, and BNP Paribas and Wells Fargo Bank, National Association, as Documentation Agents. The 2026 Credit Agreement provides for increases of up to $500,000,000 for a maximum aggregate principal amount of $2,000,000,000 at the request of the Company and with the consent of the institutions providing such increased commitments. The facility made available by the 2026 Credit Agreement will be used for working capital and other general corporate purposes. Interest on all loans under the 2026 Credit Agreement is payable either quarterly or at the expiration of any Term SOFR or EURIBOR interest period applicable thereto. Borrowings accrue interest at a rate equal to, at the Company's election, a base rate or a Term SOFR or EURIBOR rate plus an applicable margin. The 2026 Credit Agreement includes a pricing grid that determines the applicable margin based on the Company's credit rating, with a further adjustment depending on the Company's annual Sustainability Spread Adjustment. The Company will also pay quarterly fees to each lender for such lender's commitment to lend accruing on such commitment at a rate based on the credit rating of the Company, whether such commitment is used or unused, as well as a quarterly letter of credit fee accruing on the letter of credit exposure of such lender during the preceding quarter at a rate based on the credit rating of the Company (as adjusted for the Sustainability Fee Adjustment). The 2026 Credit Agreement requires the Company to maintain a consolidated total debt to consolidated EBITDA ratio, which will be based on the last four fiscal quarters. The 2026 Credit Agreement also contains a number of customary covenants, including limitations on the incurrence of secured debt and debt of subsidiaries, liens, sale and lease-back transactions, mergers, consolidations, liquidations, dissolutions and sales of assets. The 2026 Credit Agreement also contains customary events of default. The Company has the ability to designate subsidiaries that can borrow under the 2026 Credit Agreement, subject to certain requirements and conditions set forth in the 2026 Credit Agreement. No borrowings are outstanding under the 2026 Credit Agreement on the date hereof. The foregoing summary is qualified in its entirety by reference to the 2026 Credit Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by this reference.
Item 1.02Item 1.02 - Termination of Material Agreement
Item 1.02 Termination of a Material Definitive Agreement In connection with entering into the 2026 Credit Agreement, on September 8, 2026 the Company terminated the Five-Year Revolving Credit Facility Agreement, dated March 1, 2023 (the “2023 Credit Agreement”), among the Company, certain lenders and Citibank, N.A. as Administrative Agent, which provided for a senior unsecured $1,000,000,000 revolving credit facility. The 2023 Credit Agreement provided for increases of up to $300,000,000 for a maximum aggregate principal amount of $1,300,000,000 at the request of the Company and with the consent of the institutions providing such increased commitments.
Item 2.03Item 2.03 - Creation of Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under and Off-Balance Sheet Arrangement of a Registrant The information set forth above under Item 1.01 of this report is incorporated by reference to this Item 2.03.

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