Form 8-K - Current report

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 2, 2024

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.

Filing of General Rate Case with the Public Utilities Commission of the State of Hawaii (the “HPUC”) by Hawaii-American Water Company (“Hawaii American Water”)

On August 2, 2024, Hawaii American Water, a wholly owned subsidiary of American Water Works Company, Inc. (the “Company”), filed with the HPUC a request to review its wastewater rates. The request seeks annualized incremental revenue of approximately $2.5 million, and is based on a proposed return on equity of 10.67% and a capital structure with an equity component of 52.11% and a long-term debt component of 47.89%. The requested annualized incremental revenue is driven primarily by approximately $41 million of incremental capital investments completed and planned by Hawaii American Water through 2025. Hawaii American Water anticipates that the general rate case proceeding will be completed by mid-2025.

A copy of the press release issued by Hawaii American Water on August 5, 2024 to announce the filing 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 exhibit 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, 202 3, as filed with the Securities and Exchange Commission (the “SEC”) on February 14, 2024, and other filings with the SEC, and additional risks and uncertainties, including with respect to (1) any approval by the HPUC of Hawaii American Water’s request for new wastewater rates; (2) the terms of any settlement agreement or stipulation, and/or order of the HPUC, related to this request; (3) the timing of any implementation of new rates by Hawaii American Water, if approved; (4) regulatory, legislative, local or municipal actions affecting the water and wastewater industries, which could adversely affect the Company or Hawaii American Water; (5) the amount and timing of future proposed or anticipated capital expenditures and investments by Hawaii American Water; and (6) other economic, financial, political, business and other factors that may impact or affect the water and wastewater industries generally or the Company or Hawaii 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 the Company to predict all such factors. Furthermore, it may not be possible to assess the impact of any such factor on the Company’s or Hawaii 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.

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 August 5 , 2024, issued by Hawaii American Water.
104						Cover Page Interactive Data File (the cover page XBRL tags are included and formatted as Inline XBRL).
* Filed herewith.

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 5, 2024

By:

/s/ DAVID M. BOWLER

David M. Bowler

Executive Vice President and Chief Financial Officer

Exhibit 99.1

Hawaii American Water Files Rate Request Driven by $41 Million in Wastewater System Investments

HONOLULU, HI (August 5, 2024) – On August 2, Hawaii American Water filed a rate adjustment request with the Hawaii Public Utilities Commission (HPUC) for its Hawaii Kai, Mauna Lani, and Waimea wastewater service customers reflecting $41 million in local wastewater infrastructure replacement and upgrades in all three districts. The request reinforces the company’s commitment to replace aging infrastructure, provide safe and reliable service, and comply with environmental regulations.

“We carefully plan investments in our wastewater system to help protect natural resources and the public health and safety of the communities we serve in Honolulu and Hawaii Counties,” said Kevin Tilden, President of California American Water and Hawaii American Water. “Our approach for long-term, efficient, and consistent investment in our wastewater operations as we manage costs helps us deliver high-quality, affordable and reliable service to our customers.”

If approved as filed, the requested funds will support infrastructure improvements for treatment plants, collection systems, and pump stations. Examples of these projects include:

•Mauna Lani Effluent Well Rehabilitation Project

•Waimea Wastewater Treatment Plant Clarifier Improvement Project

•Hawaii Kai Pump Station Improvement Project

If approved, the typical single-family customer on Oahu will see a monthly rate increase of approximately $9. On Hawaii, the typical single-family customer will see a rate increase of approximately $30 to $35 per month. The last rate adjustments for the systems on the island of Hawaii were September 2003 for Mauna Lani operations and January 2011 for Waimea operations. The company last filed a rate case for the Hawaii Kai system, on the island of Oahu, in 2021 with rates effective July 2022. The current application will fund needed infrastructure improvements and will take effect in the summer of 2025, pending approval by the HPUC.

The proposed rates in the rate application are to be reviewed by the HPUC. This process includes multiple opportunities for customer involvement including public hearings and can take up to nine months or more. Customers will be notified of the public hearings and the company’s proposed tariffs and other additional information about the filing will be included on the company’s website, HawaiiAmWater.com.

The company anticipates that any rate changes proposed through this filing will not become effective until mid-2025, after a final rate order is issued by the HPUC.

Rates will remain unchanged until this request undergoes extensive scrutiny by the Division of Consumer Advocacy and approval by the HPUC.

###

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, X and Instagram.

About Hawaii American Water

Hawaii American Water, a subsidiary of American Water, provides high-quality wastewater services to approximately 30,000 people.

AWK-IR

Media Contact

Nichole Baxter

Senior Manager, External Affairs

California and Hawaii American Water

Nichole.Baxter@amwater.com

Document and Entity Information Document	Aug. 02, 2024
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Aug. 02, 2024
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