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American Water Works Company, Inc. 8-K Report, Shareholder Vote Results (May 11, 2018)

Filed May 11, 2018For Securities:AWK

Summary

This 8-K filing details the results of American Water Works Company, Inc.'s (AWK) 2018 Annual Meeting of Stockholders held on May 11, 2018. Key outcomes include the overwhelmingly approved election of eight director nominees and the advisory approval of executive compensation. The company also ratified the appointment of PricewaterhouseCoopers LLP as its independent auditor for 2018. Additionally, the filing announces significant management and board committee changes, including the appointment of Karl F. Kurz as Chairman of the Board. Furthermore, a crucial operational update concerns New Jersey American Water Company, Inc. (NJAWC), a subsidiary, filing to implement $75 million in provisional water and wastewater rates effective June 15, 2018. This is in anticipation of a final decision on a larger rate increase request of $117 million, driven by the reduction in the federal corporate income tax rate. These rate adjustments are vital for the company's revenue and financial performance in New Jersey.

Key Highlights

  • 1All eight nominated directors were overwhelmingly elected to serve until the 2019 Annual Meeting.
  • 2Stockholders provided advisory approval for the compensation of named executive officers with a high "For" vote.
  • 3PricewaterhouseCoopers LLP was ratified as the company's independent registered public accounting firm for 2018.
  • 4Karl F. Kurz was appointed as the new Chairman of the Board.
  • 5New Jersey American Water Company, Inc. (NJAWC) filed to implement $75 million in provisional water and wastewater rates effective June 15, 2018.
  • 6The provisional rates in New Jersey are a step towards a larger requested rate increase of $117 million, reflecting changes in federal corporate income tax rates.
  • 7Several stockholder proposals, including those related to the Human Right to Water, Lobbying Expenditures, and Political Contributions, did not receive majority approval.

Frequently Asked Questions

The primary outcomes of the 2018 Annual Meeting were the election of the company's eight director nominees, advisory approval of executive compensation, and the ratification of PricewaterhouseCoopers LLP as the independent auditor. Additionally, there were changes in board leadership with the appointment of Karl F. Kurz as Chairman.

The provisional rate filing by New Jersey American Water Company, Inc. (NJAWC) is significant because it allows for an immediate increase in revenue of approximately $75 million annually, effective June 15, 2018, while the regulatory review of their larger rate case continues. This move is intended to recover costs related to the reduced federal corporate income tax rate and supports the company's operational and investment plans in New Jersey.

Yes, several non-binding stockholder proposals did not receive majority approval. These included proposals related to the Human Right to Water and Sanitation, Lobbying Expenditures, and Political Contributions.

Following the annual meeting, key appointments included Martha Clark Goss as Chair of the Audit, Finance and Risk Committee, Julia L. Johnson as Chair of the Executive Development and Compensation Committee, and Veronica M. Hagen as Chair of the Safety, Environmental, Technology and Operations Committee. George MacKenzie was appointed Chair of the Nominating/Corporate Governance Committee.