--- schema_version: "secwatch.filing_event.v1" accession: "0001410636-23-000081" form_type: "8-K" ticker: "AWK" cik: "0001410636" company_name: "American Water Works Company, Inc." filed_at: "2023-05-12T23:59:59+00:00" generated_at: "2026-06-15T02:20:01.394937+00:00" event_type: "other" sentiment: "neutral" materiality_score: 0.25 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # American Water Works shareholders elect all 10 director nominees, approve say-on-pay, ratify PwC as auditor ## Summary - All 10 director nominees elected; votes for ranged from 143.2M to 153.8M. - Advisory say-on-pay approved: 144.8M for, 9.6M against, 0.4M abstain. - Shareholders voted for annual say-on-pay frequency: 152.2M for every year. - PwC ratified as independent auditor for 2023: 155.9M for, 14.1M against. - Shareholder proposal on racial equity audit not approved: 60.6M for, 90.7M against. ## SEC filing metadata - accession: 0001410636-23-000081 - form_type: 8-K - ticker: AWK - cik: 0001410636 - company_name: American Water Works Company, Inc. - filed_at: 2023-05-12T23:59:59+00:00 - event_type: other - sentiment: neutral - materiality_score: 0.25 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1410636/000141063623000081/0001410636-23-000081-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1410636/000141063623000081/awk-20230510.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001410636-23-000081 - JSON: https://secwatch.observer/filing/0001410636-23-000081.json - Plain text: https://secwatch.observer/filing/0001410636-23-000081.txt ## Key facts - Shareholder Votes American Water Works Company, Inc. shareholders approved Ratification of PricewaterhouseCoopers LLP as independent auditor at the 2023-05-10 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-10 source text: 4. The ratification of the appointment, by the Audit, Finance and Risk Committee of the Board of Directors (the “Board”), of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2023, was approved by the following vote: For Against Abstain 155,886,910 14,064,872 160,679 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063623000081/0001410636-23-000081-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders approved Advisory vote on executive compensation at the 2023-05-10 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-10 source text: 2. The shareholders approved, on an advisory basis, the compensation of the Company's named executive officers by the following vote: For Against Abstain Broker Non-Votes 144,753,012 9,575,720 406,710 15,377,019 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063623000081/0001410636-23-000081-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders rejected Shareholder proposal regarding racial equity audit at the 2023-05-10 meeting. - Outcome: failed - Meeting: 2023-05-10 source text: 5. The following non-binding shareholder proposal was not approved by the following vote: Shareholder Proposal For Against Abstain Broker Non-Votes Racial Equity Audit 60,550,365 90,744,739 3,440,338 15,377,019 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063623000081/0001410636-23-000081-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders approved Election of directors at the 2023-05-10 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-10 source text: 1. The following ten nominees were elected as directors of the Company for a term expiring at the 2024 Annual Meeting of Shareholders, and until their successors are duly elected and qualified, and received the votes set forth adjacent to their names below: Director Nominee For Against Abstain Broker Non-Votes Jeffrey N. Edwards 148,700,633 5,916,921 117,888 15,377,019 Martha Clark Goss 146,785,266 7,834,084 116,092 15,377,019 M. Susan Hardwick 153,559,117 918,131 258,194 15,377,019 Kimberly J. Harris 148,560,052 6,070,618 104,772 15,377,019 Laurie P. Havanec 153,845,505 635,411 254,526 15,377,019 Julia L. Johnson 147,292,073 7,316,314 127,055 15,377,019 Patricia L. Kampling 149,455,024 5,176,774 103,644 15,377,019 Karl F. Kurz 151,269,097 3,346,778 119,567 15,377,019 Michael L. Marberry 153,415,544 1,056,242 263,656 15,377,019 Admiral James G. Stavridis 143,177,261 11,436,720 121,461 15,377,019 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063623000081/0001410636-23-000081-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders approved Advisory vote on frequency of executive compensation votes at the 2023-05-10 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-10 source text: 3. The shareholders approved, on an advisory basis, the frequency of the approval, on an advisory basis, of the compensation of the Company's named executive officers, by the following vote: Every Year Every Two Years Every Three Years Abstain Broker Non-Votes 152,220,671 209,153 2,111,290 194,328 15,377,019 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063623000081/0001410636-23-000081-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.