UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 10, 2019
 
American Water Works Company, Inc.
(Exact name of registrant as specified in its charter)
 
Commission File Number: 001-34028
Delaware
51-0063696
(State or other jurisdiction
of incorporation)
(IRS Employer
Identification No.)
1 Water Street
Camden, NJ 08102-1658
(Address of principal executive offices, including zip code)
(856) 955-4001
(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)
 
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:

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company o
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. o
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
 
Trading Symbol
 
Name of Each Exchange on Which Registered
Common stock, par value $0.01 per share
 
AWK
 
New York Stock Exchange
 




Item 5.07.     Submission of Matters to a Vote of Security Holders.
The 2019 Annual Meeting of Shareholders (the “ 2019 Annual Meeting”) of American Water Works Company, Inc., a Delaware corporation (the “Company”), was held on May 10, 2019 . An aggregate of 161,477,242 shares, or 89.5% of the Company’s issued and outstanding common stock as of March 15, 2019 , the record date for the 2019 Annual Meeting, was represented in person or by proxy at the 2019 Annual Meeting, constituting a quorum. The results of voting at the 2019 Annual Meeting on each of the matters submitted to a vote of the Company’s shareholders thereat is as set forth below.
1.
The following eight nominees were elected as directors of the Company for a term expiring at the 2020 Annual Meeting of Shareholders, and until their successors are duly elected and qualified, and received the votes set forth adjacent to their names below:
Director Nominee
 
For
 
Against
 
Abstain
 
Broker Non-Votes
Jeffrey N. Edwards
 
138,422,047

 
692,845

 
136,129

 
22,226,221

Martha Clark Goss
 
131,364,843

 
7,760,630

 
125,548

 
22,226,221

Veronica M. Hagen
 
138,389,101

 
739,131

 
122,789

 
22,226,221

Julia L. Johnson
 
130,255,482

 
8,863,403

 
132,136

 
22,226,221

Karl F. Kurz
 
138,477,606

 
635,291

 
138,124

 
22,226,221

George MacKenzie
 
130,906,631

 
8,201,094

 
143,296

 
22,226,221

James G. Stavridis
 
138,379,687

 
733,721

 
137,613

 
22,226,221

Susan N. Story
 
134,562,420

 
4,568,155

 
120,446

 
22,226,221


2.
The shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers by the following vote:
For
 
Against
 
Abstain
 
Broker Non-Votes
135,194,697

 
3,706,278

 
350,046

 
22,226,221

3.
The ratification of the appointment, by the Audit, Finance and Risk Committee of the Board of Directors (the “Board”) , of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2019, was approved by the following vote:

For
 
Against
 
Abstain
153,749,342

 
7,486,896

 
241,004


4.
The following non-binding shareholder proposals were not approved by the following votes:
Proposal Name
 
For
 
Against
 
Abstain
 
Broker Non-Votes
Political Contributions
 
51,070,414

 
87,042,529

 
1,138,078

 
22,226,221

Lobbying Expenditures
 
52,325,158

 
79,707,290

 
7,218,573

 
22,226,221





Item 8.01.    Other Events.
Appointment of Chairman and Board Committee Members
Following the 2019 Annual Meeting, at the Board’s annual meeting, the Board appointed director Karl F. Kurz to continue to serve as Chairman of the Board and the following directors to serve as members of the Board’s four standing committees, each effective as of May 10, 2019 and until the 2020 Annual Meeting of Shareholders or until his or her earlier death, resignation or removal:
Committee
 
Members
Audit, Finance and Risk
 
Martha Clark Goss (Chair), Jeffrey N. Edwards, George MacKenzie and Admiral James G. Stavridis
Executive Development and Compensation
 
Julia L. Johnson (Chair), Martha Clark Goss and Veronica M. Hagen
Nominating/Corporate Governance
 
George MacKenzie (Chair), Veronica M. Hagen and Julia L. Johnson
Safety, Environmental, Technology and Operations
 
Veronica M. Hagen (Chair), Jeffrey N. Edwards and Admiral James G. Stavridis






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.
 
 
AMERICAN WATER WORKS COMPANY, INC.
 
 
 
 
Dated: May 10, 2019
 
By:
/s/ MICHAEL A. SGRO
 
 
 
Michael A. Sgro
 
 
 
Executive Vice President, General Counsel and Secretary