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): March 4, 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.

West Virginia Public Service Commission (the “WVPSC”) Approval of Orders Related to West Virginia-American Water Company, Inc. (“West Virginia American Water”)

On March 4, 2024, West Virginia American Water, a subsidiary of American Water Works Company, Inc. (the “Company”), issued a press release to announce that the WVPSC issued an order approving the adjustment of base rates requested in a rate case filed on May 1, 2023. This order approved an $18.4 million annualized increase in water and wastewater system revenues, excluding previously recovered infrastructure surcharges of $6.9 million, based on an authorized return on equity (“ROE”) of 9.8%, authorized rate base of $886 million, which reflects capital investments through February 2024, a common equity ratio of 50.1% and a long-term debt ratio of 49.9%. West Virginia American Water also received an order approving $5.9 million in additional annualized revenue requested in its distribution system and wastewater system improvement charge (“DSIC/WSIC”) filing on June 30, 2023, related to planned investment from March 2024 through December 2024.

The increased water and wastewater revenues related to the base rate adjustment are being driven primarily by (i) $220 million of related water and wastewater system capital investments made since the completion of West Virginia American Water’s previous rate case, (ii) higher pension and other OPEB costs, and (iii) increases in production costs, including chemicals, fuel and power costs. The increased DSIC/WSIC revenues are being driven by $67 million of water and wastewater system capital investments planned from March 2024 through December 2024. The new water and wastewater rates became effective as of February 25, 2024, and the new DSIC/WSIC rates became effective March 1, 2024.

A copy of the press release issued by West Virginia American Water 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, 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) the amount and timing of incremental future capital expenditures and investments to be made by West Virginia American Water; (2) regulatory, legislative, local or municipal actions affecting the water and wastewater industries, which could adversely affect the Company or West Virginia 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 West Virginia 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 West Virginia 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 March 4 , 2024, issued by West Virginia 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:

March 4, 2024

By:

/s/ JOHN C. GRIFFITH

John C. Griffith

Executive Vice President and Chief Financial Officer

Exhibit 99.1

West Virginia American Water Receives Base Rate and Surcharge Orders from Public Service Commission of West Virginia

Supports Needed Infrastructure investments of $287 Million

CHARLESTON, W.Va. (Mar. 4, 2024) – The Public Service Commission of West Virginia (PSC) issued an order late Friday, February 23 approving adjusted water and wastewater rates for West Virginia American Water customers following the company’s May 2023 request for a rate adjustment. The order authorizes an additional $18.4 million in revenue, driven by over $220 million in completed infrastructure investments made since 2020, including upgrades to water mains, treatment plants, tanks, valves, booster stations and other infrastructure necessary to maintain and improve water quality, service reliability and fire protection.

The new base rates are effective as of February 25, 2024, and follow a 300-day statutory review of the company’s rate request. As part of the request, the company sought to establish tiered rates for certain low-income customers following the federal poverty level guidelines; however, the PSC denied that proposal. The PSC did expand the 2018 reduced rates for low-income customers to those at or below 200% of the federal poverty rate, and the company will work to stand up that program and provide customers with further details as soon as practicable.

On Friday, March 1, the company also received an order for its June 2023 Distribution System Improvement Charge (DSIC) request for additional annualized revenues. The $5.9 million order included the company’s first approved Wastewater System Improvement Charge (WSIC). The surcharges became effective on March 1, 2024 and include $67 million in system-wide upgrades that West Virginia American Water will make across its water and wastewater systems in 2024.

“West Virginia American Water is committed to making needed infrastructure improvements across our service areas so we can continue to comply with water quality and environmental regulations and meet customers’ water and wastewater service needs,” said Robert Burton, president, West Virginia American Water. “In addition, we will continue to remain focused on opportunities for greater efficiencies to help maintain affordable rates.”

Residential water customers can expect to see an average increase of approximately $8 per month, which includes the approved adjusted rates and related system improvement charges. Wastewater customers can expect to see an average increase of approximately $12 per month. As the company continues to make calculations from this order, the aforementioned increases are subject to change.

West Virginia American Water also wants to remind its customers about several targeted customer assistance programs. Residential customers have the option of paying bills under a budget billing plan to have predictable monthly payments and avoid seasonal spikes, and customers with past-due bills are offered flexible payment arrangements through installment agreements.

The company also offers a reduced rate program that provides a year-round 20 percent discount on residential water and wastewater rates for low-income customers determined eligible by the West Virginia Department of Human Services. Additionally, the company helps fund the West Virginia Utility Assistance Program Dollar Energy Fund, through which eligible customers can receive one-time emergency grants applied directly to their water bills. Customers can learn more about assistance options by calling 1-800-685-8660 or visiting the Customer Assistance Programs page on the company website.

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 West Virginia American Water

West Virginia American Water, a subsidiary of American Water, is the largest regulated water utility in the state, providing high-quality and reliable water services to approximately 600,000 people.

AWK-IR

Media Contact

Bradley Harris

External Affairs Manager

Bradley.Harris@amwater.com

Mobile: (304) 673-9830

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Document and Entity Information Document	Mar. 04, 2024
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Mar. 04, 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