FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 09/20/2012 |
3. Issuer Name and Ticker or Trading Symbol
American Water Works Company, Inc. [ AWK ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 304(1)(2) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Employee Stock Option (right to buy) | (3) | 12/31/2016 | Common Stock | 576 | $21.51 | D | |
Employee Stock Option (right to buy) | (4) | 12/31/2017 | Common Stock | 981 | $27.08 | D | |
Employee Stock Option (right to buy) | (5) | 12/31/2018 | Common Stock | 4,008 | $34.12 | D | |
Performance Stock Unit | (6) | 12/31/2012 | Common Stock | 323 | (6) | D | |
Performance Stock Unit | (7) | 12/31/2013 | Common Stock | 168 | (7) | D | |
Performance Stock Unit | (8) | 12/31/2014 | Common Stock | 438 | (8) | D |
Explanation of Responses: |
1. Represents the earned portion of the Award on 2/20/2009, or 368 shares, less 128 shares withheld for taxes, that vested on February 23, 2012. |
2. Represents 64.2905 shares purchased through the Employee Stock Purchase Plan. |
3. The option award of 1,728 shares, on 3/25/2010, that vests in three equal installments on January 1, 2011, 2012 and 2013. |
4. The option award of 1,471 shares, on 2/24/2011, that vests in three equal installments on January 1, 2012, 2013 and 2014. |
5. The option award of 4,008 shares, on 2/23/2012, that vests in three equal installments on January 1, 2013, 2014 and 2015. |
6. Each performance stock unit represents a contingent right to receive one share of American Water's (the "Company") common stock. The actual number of performance stock units that may be earned will be based on the Company's annual total stockholder return ("TSR") relative to the performance of the other companies in the Dow Jones U.S. Utility Index over the three-year performance period beginning on January 1, 2010 and ending December 31, 2012. The number of performance stock units shown in column 5 is equal to the target number of performance stock units that may be earned. |
7. Each performance stock unit represents a contingent right to receive one share of American Water's (the "Company") common stock. The actual number of performance stock units that may be earned will be based on the Company's annual total stockholder return ("TSR") relative to the performance of the other companies in the Dow Jones U.S. Utility Index over the three-year performance period beginning on January 1, 2011 and ending December 31, 2013. The number of performance stock units shown in column 5 is equal to the target number of performance stock units that may be earned. |
8. Each performance stock unit represents a contingent right to receive one share of American Water's (the "Company") common stock. The actual number of performance stock units that may be earned will be based on the Company's annual total stockholder return ("TSR") relative to the performance of the other companies in the Dow Jones U.S. Utility Index over the three-year performance period beginning on January 1, 2012 and ending December 31, 2014. The number of performance stock units shown in column 5 is equal to the target number of performance stock units that may be earned. |
/s/ Karen K. Pettiford-Wilson by Power of Attorney | 09/27/2012 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |