8-KLeadership ChangesShareholder MattersExhibits & Filings

American Water Works Company, Inc. 8-K Report, Executive Changes (May 12, 2017)

Filed May 12, 2017For Securities:AWK

Summary

This 8-K filing by American Water Works Company, Inc. (AWK) on May 12, 2017, primarily reports on the outcomes of their Annual Meeting of Stockholders. Key information for investors includes the overwhelming approval of two significant employee compensation plans: the 2017 Omnibus Equity Compensation Plan and the 2017 Nonqualified Employee Stock Purchase Plan (ESPP). These plans are designed to align executive and employee interests with long-term company performance and provide opportunities for stock ownership. Furthermore, the filing confirms the election of eight directors to the Board and the ratification of PricewaterhouseCoopers LLP as the independent auditor. The advisory vote on executive compensation also passed, with a majority of shareholders supporting the compensation structure. The company also confirmed, based on the shareholder vote, that it will continue to hold advisory votes on executive compensation annually.

Key Highlights

  • 1Stockholder approval granted for the 2017 Omnibus Equity Compensation Plan, designed to incentivize long-term performance and continued employment through equity awards.
  • 2Stockholder approval also granted for the 2017 Nonqualified Employee Stock Purchase Plan (ESPP), allowing employees to purchase company stock at a 10% discount.
  • 3All eight nominated directors were elected to the Board of Directors.
  • 4An overwhelming majority of stockholders approved the compensation of the Company's named executive officers on an advisory basis.
  • 5The company will continue to hold annual advisory votes on executive compensation, as per the results of the advisory vote on frequency.
  • 6PricewaterhouseCoopers LLP was ratified as the Company's independent registered public accounting firm for 2017.
  • 7A high percentage of outstanding shares (89.0%) were represented at the Annual Meeting, indicating strong shareholder engagement.

Frequently Asked Questions

The 2017 Omnibus Equity Compensation Plan is designed to incentivize eligible participants, including executive officers and non-employee directors, to achieve long-term business objectives by offering equity awards tied to company goals and continued employment. The 2017 ESPP aims to provide employees with a convenient way to purchase company common stock at a 10% discount, thereby fostering employee ownership.

The advisory vote on the compensation of the Company's named executive officers received strong support, with a significant majority of shareholders voting 'For' the proposed compensation. The company also confirmed that it will continue to hold annual advisory votes on executive compensation.

No, this filing reports on the election of directors. All eight nominated directors, including Susan N. Story, were elected to serve until the 2018 Annual Meeting of Stockholders, indicating continuity on the Board.

PricewaterhouseCoopers LLP has been ratified by the stockholders as the Company's independent registered public accounting firm for 2017.