American Water Works Company, Inc. - Form 8-K Summary
Business Context and Reporting Period
This Form 8-K Current Report was filed by American Water Works Company, Inc. on October 29, 2024. The filing primarily addresses corporate governance changes, specifically the expansion of the Board of Directors and the appointment of a new independent director.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses on personnel and governance rather than financial performance data.
Material Changes
- Board Expansion: The Board of Directors increased its size from nine to ten members.
- New Appointment: Stuart M. McGuigan was appointed as an independent director, effective immediately.
- Term: Mr. McGuigan's term ends on the date of the 2025 Annual Meeting of Shareholders, or upon earlier death, resignation, or removal.
- Committee Assignments: Recommendations for committee assignments for Mr. McGuigan have been deferred until the annual 2025 committee review process.
Compensation and Governance Details
Mr. McGuigan's compensation package includes:
- Base Retainer: An annual base cash retainer of $120,000, payable quarterly and prorated for the term of service.
- Equity Award: Director stock units representing the prorated portion of $165,000 in annual equity compensation. These units are immediately vested and represent a contractual right to receive one share of common stock each.
- Reimbursements: Reimbursement for expenses incurred attending Board and committee meetings, plus one continuing director education program per year.
The filing states that Mr. McGuigan has no direct or indirect material interest in any transaction requiring reporting under Item 404(a) of Regulation S-K.
Investor Verification Checklist
- Verify the official press release (Exhibit 99.1) for additional biographical details on Stuart M. McGuigan.
- Monitor future filings for the specific committee assignments assigned to Mr. McGuigan following the 2025 review process.
- Confirm the exact date of the 2025 Annual Meeting of Shareholders to determine the precise end date of the director's term.