01—Abstract
Summary
Summary of the 8-K filed June 9, 2025. Cited figures are marked; the original filing is the authoritative source.
American Water Works Company, Inc. (AWK) announced on June 9, 2025, a strategic expansion of its Board of Directors, increasing its size from eight to nine members.
This move brings Raffiq Nathoo onto the Board as an independent director, effective immediately and serving until the 2026 Annual Meeting of Shareholders. Mr. Nathoo's appointment is intended to strengthen the Board's expertise and oversight, with his immediate contributions being directed to the Audit, Finance and Risk Committee and the Safety, Environmental, Technology and Operations Committee.
02—Key points
Key Highlights
- Board of Directors size increased from eight to nine members.
- Raffiq Nathoo appointed as an independent director.
- Mr. Nathoo appointed to the Audit, Finance and Risk Committee and the Safety, Environmental, Technology and Operations Committee.
- Annual cash retainer for Mr. Nathoo set at $120,000, paid quarterly and prorated.
- Mr. Nathoo received an immediate equity award of director stock units valued at $175,000 (prorated), with shares to be distributed within 30 days.
- Director stock ownership policy requires Mr. Nathoo to hold shares valued at five times his annual cash retainer by June 2030.
- The appointment was announced via a press release furnished as an exhibit to the 8-K filing.
03—Questions
Frequently Asked Questions
Why has American Water Works expanded its Board of Directors?
The company expanded its Board of Directors from eight to nine members to add new perspectives and expertise. The appointment of Raffiq Nathoo as an independent director is a direct result of this expansion, aimed at enhancing the Board's oversight and governance.
What is the compensation for the new director, Raffiq Nathoo?
Mr. Nathoo will receive an annual cash retainer of $120,000, paid quarterly and prorated for his term. He also received an initial equity award of director stock units valued at $175,000 (prorated), which are scheduled for distribution within 30 days. Expenses for attending meetings and continuing director education are also reimbursed.
Are there any stock ownership requirements for the new director?
Yes, under the company's non-employee director stock ownership policy, Mr. Nathoo is required to hold shares valued at a minimum of five times his annual cash retainer by June 2030. This aligns his financial interests with those of long-term shareholders.
Has Mr. Nathoo been involved in any related-party transactions with the company?
According to the filing, Mr. Nathoo has no direct or indirect material interest in any transaction requiring reporting under Item 404(a) of Regulation S-K. This indicates he is an independent director with no prior material financial dealings with the company.
04—Continue