8-KShareholder Matters

American Water Works Company, Inc. 8-K Report, Shareholder Vote Results (May 11, 2011)

Filed May 11, 2011For Securities:AWK

Summary

This Form 8-K filing from American Water Works Company, Inc. (AWK) on May 11, 2011, reports the outcomes of its 2011 Annual Meeting of Stockholders held on May 6, 2011. The primary focus is the voting results on key corporate governance matters, including the election of directors, ratification of independent auditors, and advisory votes on executive compensation and its frequency. Investors can take comfort in the strong support shown by stockholders for the company's slate of directors and the ratification of PricewaterhouseCoopers LLP as the auditor. The advisory vote on executive compensation also received significant approval, indicating alignment between management's pay practices and shareholder sentiment. Furthermore, the decision to hold an annual advisory vote on executive compensation through at least 2017 demonstrates responsiveness to shareholder preferences.

Key Highlights

  • 1Stockholders overwhelmingly re-elected all eight nominated directors for a term expiring at the 2012 Annual Meeting.
  • 2The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for fiscal year 2011 was ratified by a substantial majority of votes.
  • 3The compensation of the Company's named executive officers was approved on an advisory basis.
  • 4Stockholders voted in favor of holding an annual advisory vote on named executive officer compensation.
  • 5The Board of Directors has committed to holding an annual advisory vote on executive compensation until at least the 2017 Annual Meeting.
  • 6Director nominees received high 'For' votes, with minimal 'Against' or 'Abstain' tallies, signaling strong shareholder confidence in the board's leadership.

Frequently Asked Questions

The main outcomes include the election of all eight director nominees, the ratification of PricewaterhouseCoopers LLP as the independent auditor for 2011, and the approval of executive compensation on an advisory basis. Additionally, stockholders agreed to hold an annual advisory vote on executive compensation going forward.

Yes, on an advisory basis, the compensation of American Water Works' named executive officers was approved by a significant majority of stockholders. The company will continue to hold an annual advisory vote on this matter.

Following the vote at the 2011 Annual Meeting, American Water Works' Board of Directors has decided that the company will hold an advisory vote on the compensation of its named executive officers every year until at least the 2017 Annual Meeting of Stockholders.

The votes for director elections and the ratification of the auditor were overwhelmingly in favor, with very low numbers of 'Against' and 'Abstain' votes. The advisory vote on executive compensation also saw strong support, though with a higher number of 'Against' votes compared to director elections and auditor ratification.