8-KLeadership ChangesShareholder MattersRegulation FD+2

American Water Works Company, Inc. 8-K Report, Executive Changes (May 18, 2020)

Filed May 18, 2020For Securities:AWK

Summary

This 8-K filing from American Water Works Company, Inc. (AWK) primarily reports on executive transitions and shareholder meeting outcomes. Notably, Senior Vice President Loyd A. Warnock announced his retirement, effective January 2, 2021, though he will transition to a Chief Advisor role until then. The company also held its 2020 Annual Meeting of Shareholders, where all 11 director nominees were elected, and shareholders approved executive compensation on an advisory basis, as well as ratified the appointment of PricewaterhouseCoopers LLP as the independent auditor for 2020. The appointment of William M. Varley as Chief Growth Officer was also announced via press release.

Key Highlights

  • 1Loyd A. Warnock, Senior Vice President, Chief External Affairs and Corporate Business Development Officer, will retire effective January 2, 2021, but will serve as Senior Vice President, Chief Advisor — Regulatory and External Affairs from June 1, 2020, until his retirement.
  • 2Mr. Warnock is eligible for a cash payment tied to the Company's 2020 Annual Performance Plan, contingent on company performance.
  • 3The 2020 Annual Shareholder Meeting saw the election of all 11 director nominees for terms expiring at the 2021 Annual Meeting.
  • 4Shareholders approved, on an advisory basis, the compensation of the Company's named executive officers.
  • 5PricewaterhouseCoopers LLP was ratified as the Company's independent registered public accounting firm for 2020.
  • 6William M. Varley has been appointed Chief Growth Officer, effective June 1, 2020.
  • 7Karl F. Kurz will continue to serve as Chairman of the Board.

Frequently Asked Questions

Loyd A. Warnock, a key executive, is retiring in January 2021. His transition to a Chief Advisor role until then ensures continuity in regulatory and external affairs. Investors should note his eligibility for a performance-based bonus, which is contingent on company performance and payouts to other employees.

The meeting resulted in the re-election of all 11 director nominees. Additionally, shareholders provided advisory approval for executive compensation and ratified the appointment of PricewaterhouseCoopers LLP as the independent auditor for 2020. The results indicate strong shareholder support for the board and management.

Following the annual meeting, Karl F. Kurz was re-appointed Chairman of the Board. The company also announced the appointment of William M. Varley as Chief Growth Officer, effective June 1, 2020, signaling a focus on growth initiatives.