SEC FORM 3

SEC Form 3

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^*

Carroll Chason A

(Last)

(First)

(Middle)

1200 ABERNATHY RD., NE

SUITE 1200

(Street)

ATLANTA

30328

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/21/2023

3. Issuer Name and Ticker or Trading Symbol
Mueller Water Products, Inc. [ MWA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, General Counsel & Corp Sec

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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	9,540.2138⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Phantom Stock⁽²⁾	⁽³⁾	11/29/2025	Common Stock	11,121	⁽⁴⁾	D
Phantom Stock⁽⁵⁾	⁽⁶⁾	11/30/2024	Common Stock	5,907	⁽⁴⁾	D
Phantom Stock⁽⁷⁾	⁽⁸⁾	12/02/2023	Common Stock	3,238	⁽⁴⁾	D

Explanation of Responses:

1. Includes 6,235.21 shares acquired under the Mueller Water Products, Inc. Employee Stock Purchase Plan.

2. Phantom stock granted on November 29, 2022 pursuant to the Mueller Water Products, Inc. Phantom Plan

3. Phantom stock awards vest annually, on a pro-rata basis, over a 3-year period. The first tranche of the award (3,707 shares) will vest on November 29, 2023; the second tranche (3,707 shares) will vest on November 29, 2024; and the third tranche (3,707 shares) will vest on November 29, 2025.

4. Each share of phantom stock is the economic equivalent of one share of Mueller Water Products, Inc. common stock on the vesting date. Shares of phantom stock will be settled solely in cash upon vesting.

5. Phantom stock granted on November 30, 2021 pursuant to the Mueller Water Products, Inc. Phantom Plan.

6. Phantom stock awards vest annually, on a pro-rata basis, over a 3-year period. The first tranche of the award (2,954 shares) vested on November 30, 2022; the second tranche (2,953 shares) will vest on November 30, 2023; and the third tranche (2,954 shares) will vest on November 30, 2024.

7. Phantom stock granted on December 2, 2020 pursuant to the Mueller Water Products, Inc. Phantom Plan.

8. Phantom stock awards vest annually, on a pro-rata basis, over a 3-year period. The first tranche of the award (3,239 shares) vested on December 2, 2021; the second tranche (3,238 shares) vested on December 2, 2022; and the third tranche (3,238 shares) will vest on December 2, 2023.

	/s/ Barbara A. Smucygz, Attorney-in-Fact	08/24/2023
	** 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.
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