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): June 29, 2023

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.

Decision by the California Public Utilities Commission on 2021 Cost of Capital Application of California-American Water Company

On June 29, 2023, the California Public Utilities Commission (the “CPUC”) issued a decision on the cost of capital application for California-American Water Company (“Cal Am”), a wholly owned subsidiary of American Water Works Company, Inc. (the “Company”), which authorizes for Cal Am a return on equity (“ROE”) of 8.98% and a capital structure with an equity component of 57.04% for the three-year period from 2022 to 2024. The CPUC’s decision is not retroactive and will be effective from the date of the order through the end of 2024. The decision includes a Water Cost of Capital Mechanism (the “WCCM”) that would allow Cal Am to increase its ROE for the remainder of 2023 and 2024 based on capital market rates. As authorized by the WCCM, on June 30, 2023, Cal Am filed with the CPUC staff an advice letter to seek a 52 basis point increase to Cal Am’s ROE for 2023, which would, if approved, increase it to 9.50%. The advice letter filing is subject to a 30-day staff review and approval process. The cost of capital applications were originally submitted to the CPUC by Cal Am, along with three other Class A water companies (California Water Service Company, Golden State Water Company and San Jose Water Company), on May 3, 2021.

Filing of Water Rate Adjustment Request by Kentucky-American Water Company

On June 30, 2023, Kentucky-American Water Company (“Kentucky American Water”), a subsidiary of the Company, filed a rate adjustment request with the Kentucky Public Service Commission (the “KPSC”) with respect to its water rates. The request seeks aggregate annualized incremental revenue of $26.1 million, excluding qualified infrastructure program revenue of $9.8 million. The request is based on a proposed return on common equity of 10.75% and a proposed capital structure with a common equity component of 52.45%. The request is subject to approval by the KPSC, and the proceeding is expected to be completed by the end of the first quarter of 2024.

A copy of the press release issued by Kentucky American Water on June 30, 2023, has been filed as Exhibit 99.1 hereto and is incorporated herein by reference. References and links to websites and other information contained in this 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 of 1933, Section 21E of the Securities Exchange Act of 1934, 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, 2022, as filed with the Securities and Exchange Commission (the “SEC”) on February 15, 2023, and other filings with the SEC, and additional risks and uncertainties, including with respect to (1) the terms of any settlement agreement or stipulation, and/or final order of the KPSC, with respect to the above-referenced rate adjustment request; (2) the amount of any annualized incremental water revenue adjustment that may be approved by the KPSC and the timing of the implementation of new rates following the resolution of this proceeding; (3) regulatory, legislative, local or municipal actions affecting the water and wastewater industries, which could adversely affect the Company and/or Kentucky American Water; and (4) other economic, financial, political, business and other factors that may impact or affect the water and wastewater industries generally, or the Company or Kentucky 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

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factor on the Company’s or Kentucky 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.

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 June 30, 2023, issued by Kentucky 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:	June 30, 2023	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

Kentucky American Water Files Rate Request Driven by $330 Million in Investment

Request reinforces company’s commitment to providing safe, reliable and affordable water service

LEXINGTON, Ky., (June 30, 2023) – Kentucky American Water filed a rate adjustment request today with the Kentucky Public Service Commission (PSC) reflecting $330 million in water system investments since its last rate case order issued in 2019, which has allowed the company to continue providing safe and reliable water service as well as the increased costs of procuring chemicals, goods and services.

“Kentucky American Water continues to address aging infrastructure by investing in its water treatment and distribution facilities. This commitment helps ensure service reliability and water quality to help protect customers and the communities we serve,” said Kathryn Nash, president of Kentucky American Water. “We also remain steadfast in addressing the needs of our most vulnerable customers by including components in our request to keep rates affordable.”

In today’s filing, Kentucky American Water is seeking to increase water service revenues by $26 million, net of Qualified Infrastructure Program (QIP) revenues. The PSC approved the company’s QIP in 2019. The program enables the company to replace aging water system infrastructure more quickly. If the company’s proposed rates are approved as requested, the bill for a typical residential customer using 3,800 gallons per month would increase by approximately $9.00 per month when new rates are implemented in 2024. The company last filed for new rates through a general rate case in November 2018 and last implemented new base rates in June 2019.

Additional information on current rates is available on the company’s website at https://www.amwater.com/kyaw/Customer-Service-Billing/your-water-rates.

Results of a customer affordability study conducted as part of the filing demonstrate that the cost of the company’s water service as a comparison of monthly bills to monthly household income has improved over the past decade and will remain affordable under the company’s proposed rates.

Recognizing that affordability may still be an issue for some residential customers, the company is proposing a new rate design that provides a reduced monthly service charge and consumption charges rate. The new rate design, if approved by the PSC, would be available to qualified residential customers.

Additionally, Kentucky American Water offers payment plans, budget billing and, for income-eligible customers, the company’s H2O Help to Others customer assistance program. More information can be found by clicking the Customer Assistance link under Customer Service & Billing on the company’s website. For tips on how to reduce your water bill by conserving water, visit the Wise Water Use page on website at https://www.amwater.com/kyaw/Water-Wastewater-Information/wise-water-use.

The PSC’s rate review process offers multiple opportunities for customer involvement. Customers can participate through written comments, attendance at public input hearings, and consumer advocacy organizations that participate in the proceedings.

About American Water

American Water (NYSE: AWK) is the largest regulated water and wastewater utility company in the United States. With a history dating back to 1886, We Keep Life Flowing® by providing safe, clean, reliable and affordable drinking water and wastewater services to more than 14 million people with regulated operations in 14 states and on 18 military installations. American Water’s 6,500 talented professionals leverage their significant expertise and the company’s national size and scale to achieve excellent outcomes for the benefit of customers, employees, investors and other stakeholders.

For more information, visit amwater.com and join American Water on LinkedIn, Facebook, Twitter and Instagram.

About Kentucky American Water

Kentucky American Water, a subsidiary of American Water, is the largest investor-owned water utility in the state, providing high-quality and reliable water and wastewater services to approximately 555,000 people.

AWK-IR

Media Contact:

Susan Lancho

Senior Manager, External and Government Affairs

859-268-6332

susan.lancho@amwater.com

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XML

Document and Entity Information Document	Jun. 29, 2023
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Jun. 29, 2023
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