--- schema_version: "secwatch.filing_event.v1" accession: "0001410636-26-000094" form_type: "8-K" ticker: "AWK" cik: "0001410636" company_name: "American Water Works Company, Inc." filed_at: "2026-05-15T20:34:52+00:00" generated_at: "2026-05-15T21:07:22.887080+00:00" event_type: "regulatory" sentiment: "neutral" materiality_score: 0.6 calibrated_materiality_score: 0.6 confidence: "high" source: SEC EDGAR --- # Kentucky-American Water files $17.7M rate case; shareholders approve charter amendment, equity plan ## Summary - Kentucky-American Water filed rate request seeking $17.7M annualized incremental revenue, based on 10.75% ROE and $108M capex. - Proposed interim rates effective Dec 16, 2026; final order expected Q1 2027, subject to KPSC approval. - Shareholders approved amendment to charter to exculpate officers per Delaware law; effective May 14, 2026. - Shareholders approved amended 2017 Omnibus Equity Plan (7,180,623 share limit) and amended ESPP (15% discount). - All 10 director nominees elected; advisory say-on-pay passed; PwC ratified as auditor. ## SEC filing metadata - accession: 0001410636-26-000094 - form_type: 8-K - ticker: AWK - cik: 0001410636 - company_name: American Water Works Company, Inc. - filed_at: 2026-05-15T20:34:52+00:00 - event_type: regulatory - sentiment: neutral - materiality_score: 0.6 - calibrated_materiality_score: 0.6 - confidence: high - sec_items: 5.02, 5.07, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1410636/000141063626000094/0001410636-26-000094-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1410636/000141063626000094/awk-20260513.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001410636-26-000094 - JSON: https://secwatch.observer/filing/0001410636-26-000094.json - Plain text: https://secwatch.observer/filing/0001410636-26-000094.txt ## Key facts - Governance Changes American Water Works Company, Inc.: Amendment to Article VIII of Restated Certificate of Incorporation to align officer exculpation provision with Delaware law (effective 2026-05-14). - Change: charter amendment - Effective: 2026-05-14 source text: On May 14, 2026, the Company filed a Certificate of Amendment with the Delaware Secretary of State, at which time the amendment to Article VIII of the Charter took effect. evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063626000094/0001410636-26-000094-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders approved Election of 10 director nominees for a term expiring at the 2027 Annual Meeting at the 2026-05-13 meeting. - Proposal: director election - Outcome: passed - Meeting: 2026-05-13 source text: The following 10 nominees were elected as directors of the Company for a term expiring at the 2027 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 161,875,898 3,194,400 113,615 12,702,220 John C. Griffith 164,751,215 319,586 113,112 12,702,220 Lisa A. Grow 164,603,211 474,596 106,106 12,702,220 Laurie P. Havanec 163,716,350 1,360,261 107,302 12,702,220 Julia L. Johnson 156,458,570 8,616,471 108,872 12,702,220 Patricia L. Kampling 160,069,732 4,460,751 653,430 12,702,220 Karl F. Kurz 161,561,283 3,508,595 114,035 12,702,220 Michael L. Marberry 162,546,867 2,523,220 113,826 12,702,220 Stuart M. McGuigan 163,989,979 1,081,050 112,884 12,702,220 Raffiq Nathoo 164,671,653 395,522 116,738 12,702,220 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063626000094/0001410636-26-000094-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2026 at the 2026-05-13 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2026-05-13 source text: The ratification of the appointment, by the Audit, Finance and Risk Committee of the Board of Directors, of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2026, was approved by the following vote: For Against Abstain 157,741,668 19,993,298 151,167 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063626000094/0001410636-26-000094-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders approved Approval of an amendment to the American Water Works Company, Inc. Restated Certificate of Incorporation to provide for officer exculpation at the 2026-05-13 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2026-05-13 source text: An amendment to the American Water Works Company, Inc. Restated Certificate of Incorporation to provide for officer exculpation was approved by the following vote: For Against Abstain Broker Non-Votes 145,135,329 19,809,265 239,319 12,702,220 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063626000094/0001410636-26-000094-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders approved Approval of amendments to, and a restatement of, the American Water Works Company, Inc. 2017 Omnibus Equity Compensation Plan at the 2026-05-13 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2026-05-13 source text: Amendments to, and a restatement of, the American Water Works Company, Inc. 2017 Omnibus Equity Compensation Plan, were approved by the following vote: For Against Abstain Broker Non-Votes 157,390,534 7,374,901 418,478 12,702,220 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063626000094/0001410636-26-000094-index.htm - Shareholder Votes American Water Works Company, Inc. shareholders approved Advisory vote to approve the compensation of the Company's named executive officers at the 2026-05-13 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2026-05-13 source text: 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 150,804,137 13,893,824 485,952 12,702,220 evidence_url: https://www.sec.gov/Archives/edgar/data/1410636/000141063626000094/0001410636-26-000094-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.