8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 15, 2022

American Water Works Company, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 001-34028

Delaware	51-0063696
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

1 Water Street

Camden, NJ 08102-1658

(Address of principal executive offices, including zip code)

(856) 955-4001

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common stock, par value $0.01 per share	AWK	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01.    Other Events.

Illinois Commerce Commission (“ICC”) Approval of Order in Illinois-American Water Company (“Illinois American Water”) General Rate Case

On December 15, 2022, the ICC issued an order (the “Order”) approving the adjustment of base rates requested in a rate case filed on February 10, 2022 by Illinois American Water, a wholly owned subsidiary of American Water Works Company, Inc. (the “Company”). As updated in Illinois American Water’s June 29, 2022 rebuttal filing, the request sought $83 million in additional annualized revenues excluding previously recovered infrastructure surcharges. The additional revenue requested had been increased in the rebuttal filing to capture higher production costs and expected higher pension and other post-retirement benefit (“OPEB”) costs.

The Order approved a $67 million annualized increase in water and wastewater system revenues excluding previously recovered infrastructure surcharges, effective January 1, 2023, based on an authorized return on equity (“ROE”) of 9.78%, authorized rate base of $1,642 million, a common equity ratio of 49.00% and a debt ratio of 51.00%, compared to an authorized ROE of 9.79%, authorized rate base of $883.4 million, a common equity ratio of 49.80% and a debt ratio of 50.20%, as approved in Illinois American Water’s last rate case effective January 1, 2017. The annualized revenue increase is being driven primarily by (i) over $1.1 billion of water and wastewater system capital investments since Illinois American Water’s 2017 rate case order that have been completed or are planned through December 31, 2023, (ii) expected higher pension and other OPEB costs, and (iii) increases in production costs, including chemicals, fuel and power costs.

A copy of the press release issued by Illinois American Water on December 19, 2022 to announce the issuance of the ICC’s order has been filed as Exhibit 99.1 hereto and is incorporated herein by reference. References and links to websites and other information contained in the press release are not provided as active hyperlinks, and the information contained in or accessed through these hyperlinks shall not be incorporated into, or form a part of, this Current Report on Form 8-K.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements included in this Current Report on Form 8-K (or the exhibits thereto) are forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and the Private Securities Litigation Reform Act of 1995. In some cases, these forward-looking statements can be identified by words with prospective meanings such as “intend,” “plan,” “estimate,” “believe,” “anticipate,” “expect,” “predict,” “project,” “propose,” “assume,” “forecast,” “outlook,” “future,” “pending,” “goal,” “objective,” “potential,” “continue,” “seek to,” “may,” “can,” “will,” “should” and “could,” or the negative of such terms or other variations or similar expressions. These forward-looking statements are predictions based on the Company’s current expectations and assumptions regarding future events. They are not guarantees or assurances of any outcomes, performance or achievements, and readers are cautioned not to place undue reliance upon them. The forward-looking statements are subject to a number of estimates and assumptions, and known and unknown risks, uncertainties and other factors. Actual results may differ materially from those discussed in the forward-looking statements included in this Current Report on Form 8-K as a result of the factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the Securities and Exchange Commission (the “SEC”) on February 16, 2022, and other filings with the SEC, and additional risks and uncertainties, including with respect to (1) the amount and timing of incremental future capital expenditures and investments to be made by Illinois American Water; (2) regulatory, legislative, local or municipal actions affecting the water and wastewater industries, which could adversely affect the Company or Illinois American Water; and (3) other economic, financial, political, business and other factors that may impact or affect the water and wastewater industries generally, the Company or Illinois American Water specifically.

These forward-looking statements are qualified by, and should be read together with, the risks and uncertainties set forth above and the risk factors included in the Company’s annual and quarterly reports as filed with the SEC, and readers should refer to such risks, uncertainties and risk factors in evaluating such forward-looking statements. Any forward-looking statements speak only as of the date of this Current Report on Form 8-K. The Company does not have any obligation or intention to update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, except as otherwise required by the federal securities laws. New factors emerge from time to time, and it is not possible for us to predict all such factors. Furthermore, it may not be possible to assess the impact of any such factor on the Company’s or Illinois American Water’s business, either viewed independently or together, or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. The foregoing factors should not be construed as exhaustive.

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Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits to this Current Report have been provided herewith as noted below:

Exhibit No.	Description
99.1*	Press Release, dated December 19, 2022, issued by Illinois American Water.
104	Cover Page Interactive Data File (the cover page XBRL tags are included and formatted as Inline XBRL).
* Filed herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		AMERICAN WATER WORKS COMPANY, INC.
Dated:	December 19, 2022	By:	/s/ JOHN C. GRIFFITH
			John C. Griffith
			Executive Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

Illinois American Water Granted New Rates

by Illinois Commerce Commission

Rate Adjustment Driven by Over $1.1 Billion of System Upgrades;

New Low-Income Discount Tariff Approved

Belleville, Ill. (Dec. 19, 2022) — On Dec. 15, 2022, the Illinois Commerce Commission (ICC) issued an order adjusting base rates for Illinois American Water, effective Jan. 1, 2023. The rate change request, which was filed in Feb. 2022, was driven primarily by over $1.1 billion in completed or planned investment, reflecting approximately $948 million in water system improvements and $204 million in wastewater system improvements in Illinois from 2018 through 2023.

The rate order will result in a total annualized revenue increase of approximately $67 million. The additional revenues will support continued investment in critical water and wastewater infrastructure throughout the state, including the replacement, lining and installation of approximately 141 miles of aging water and wastewater pipelines. Investments would also include, among others, upgrading water and wastewater treatment plants, storage tanks, wells, pumping stations, fire hydrants, meters and manholes across the state.

“By making prudent, ongoing investments to maintain and upgrade our water and wastewater systems, Illinois American Water is committed to the safety and reliability of our systems in the communities we serve,” said Rebecca Losli, Illinois American Water president.

The last change in Illinois American Water base rates for water and wastewater service occurred in 2017. The amount of the rate change customers will experience will vary among the company’s operating districts. The monthly water service bill for the typical residential customer using 3,500 gallons per month with a 5/8-inch meter will increase between $3 and $16 per month, depending on the service area. The typical residential wastewater bill will increase between $25 and $36 per month, depending on the service area. Customers will receive communication in their Illinois American Water bill further explaining the rate change.

In addition to the rate adjustment, the ICC approved Illinois American Water’s request for a low-income discount tariff. A combined wastewater collection and treatment bill for the typical qualifying residential customer could decrease by about $13 to $26 a month, depending on the service area. A typical qualifying residential water service bill could decrease by about $12 to $24 a month, depending on the service area.

“The low-income discount tariff reflects our commitment to affordability for our customers, in addition to the critical investments in our systems to maintain public health,” said Losli. “We remain steadfastly committed to addressing the needs of our most vulnerable customers and supporting affordability.”

Qualifying low-income customers will need to apply for the discount and provide required income information. Information about the program will be communicated to customers when the application process is in place. Illinois American Water also offers customer assistance through the company’s non-income-based H2O Help to Others program, payment plans and budget billing. More information can be found on the company’s website here.

About Illinois American Water

Illinois American Water, a subsidiary of American Water (NYSE: AWK), is the largest investor-owned water utility in the state, providing high-quality and reliable water and wastewater services to approximately 1.3 million people.

About American Water

With a history dating back to 1886, American Water is the largest and most geographically diverse U.S. publicly traded water and wastewater utility company. The company employs more than 6,400 dedicated professionals who provide regulated and regulated-like drinking water and wastewater services to more than 14 million people in 24 states. American Water provides safe, clean, affordable and reliable water services to our customers to help keep their lives flowing. American Water also owns and operates a quality control and research laboratory in Belleville. For more information, visit amwater.com and diversityataw.com. Follow American Water on Twitter, Facebook and LinkedIn.

AWK-IR

Media Contact:

Karen Cotton

Sr. Manager External Communications

Karen.Cotton@amwater.com

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XML

Document and Entity Information Document	Dec. 15, 2022
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Dec. 15, 2022
Entity Registrant Name	American Water Works Company, Inc.
Entity File Number	001-34028
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	51-0063696
Entity Address, Address Line One	1 Water Street
Entity Address, City or Town	Camden
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	08102-1658
City Area Code	856
Local Phone Number	955-4001
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	AWK
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001410636
Amendment Flag	false