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): August 26, 2025

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 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On August 26, 2025 (the “Effective Date”), the Board of Directors (the “Board”) of American Water Works Company, Inc. (the “Company”) increased the size of the Board from nine to ten members. Upon the recommendation of the Nominating/Corporate Governance Committee of the Board (the “Nominating Committee”), the Board appointed Lisa A. Grow as an independent director, effective as of the Effective Date and for a term ending on the date of the Company’s 2026 Annual Meeting of Shareholders, or until her earlier death, resignation or removal. Upon the recommendation of the Nominating Committee, the Board appointed Ms. Grow to the Nominating Committee and the Safety, Environmental, Technology and Operations Committee of the Board.

In accordance with the Board’s compensation arrangements currently in effect, Ms. Grow will receive an annual cash retainer of $120,000, payable quarterly and prorated for the director’s initial term of service, as well as reimbursement for expenses incurred in attending Board and committee meetings and reimbursement for attending one continuing director education program per year. On the Effective Date, Ms. Grow was also granted an award of director stock units under the Company’s 2017 Omnibus Equity Compensation Plan, each of which represents an immediately vested contractual right to receive one share of the Company’s common stock. The stock units represent the prorated portion of $175,000 in annual equity compensation for her initial term of service. Shares of Company common stock underlying this award are to be distributed to Ms. Grow within 30 days after the date of grant. Under the Company’s non-employee director stock ownership policy, by August 2030, Ms. Grow is required to hold shares with a value of at least five times her annual cash retainer.

Ms. Grow has no direct or indirect material interest in any transaction in which the Company is or is to be a participant and which would require reporting under Item 404(a) of Regulation S-K. Other than as described above, there are no arrangements or understandings between Ms. Grow and any other person, pursuant to which the director was selected as such.

Item 7.01. Regulation FD Disclosure.

On August 27, 2025, the Company issued a press release announcing the election of Ms. Grow as an independent member of the Board. A copy of the press release has been included as Exhibit 99.1 and is incorporated by reference herein.

The information furnished in response to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

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

Exhibit No.	Description
99.1*	Press Release, dated August 27, 2025, issued by the Company.
104	Cover Page Interactive Data File (the cover page XBRL tags are included and formatted as Inline XBRL).
*Furnished 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:	August 27, 2025	By:	/s/ DAVID M. BOWLER
			David M. Bowler
			Executive Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

American Water Appoints New Independent Member to the

Board of Directors

CAMDEN, N.J., AUGUST 27, 2025 – American Water Works Company, Inc. (NYSE: AWK) announced today that on August 26, 2025, Lisa A. Grow was appointed as an independent member of the company's board of directors, effective immediately.

"American Water is pleased to have Lisa join our board of directors," said Karl Kurz, Board Chair of American Water. "Bringing nearly four decades of experience in the utility industry, coupled with her deep regulatory, customer and operational expertise, Lisa will further strengthen our board, and we look forward to working with her."

“We are honored to have Lisa join American Water's board," said John Griffith, President and CEO of American Water. "She has deep and extensive expertise in the utility sector and her commitment to safety, excellent customer service and high performing teams will bring great value to the board and our company.”

Dedicating her entire 38-year career to Idaho Power, Grow has been President and Chief Executive Officer of IDACORP and Idaho Power since June 2020 and President of Idaho Power since October 2019. She was appointed to the IDACORP and Idaho Power Company boards of directors in February 2020. Prior to becoming President of Idaho Power, Grow served as Idaho Power’s Senior Vice President and Chief Operating Officer beginning in April 2016.

She also currently serves as board chair of the St. Luke’s Health System Board of Directors headquartered in Boise, Idaho, and was recently appointed for a second three-year term with the board of directors of the Salt Lake City branch of the Federal Reserve Bank of San Francisco, where she also serves as chair of the board.

Grow received a Bachelor of Science degree in electrical engineering from the University of Idaho and a Master of Business Administration degree from Boise State University.

American Water’s board of directors now consists of ten members, nine of whom are independent.

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 6,700 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, X and Instagram.

AWK-IR

Investor Contact:

Aaron Musgrave

Vice President, Investor Relations

(856) 955-4029

aaron.musgrave@amwater.com

Media Contact:

Maureen Duffy

Executive Vice President, Communications and External Affairs

(856) 955-4163

maureen.duffy@amwater.com

###

XML

Document and Entity Information Document	Aug. 26, 2025
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Aug. 26, 2025
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