Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(b) & (c) Walter J. Lynch, President and Chief Executive Officer of American
Water Works Company, Inc. (the "Company") has been hospitalized and is
recovering from an injury. On December 7, 2021, the Board of Directors of the
Company (the "Board") executed its business continuity plan and appointed M.
Susan Hardwick, 59, the Company's Executive Vice President and Chief Financial
Officer, to the office of Interim Chief Executive Officer in addition to her
current officer role. Ms. Hardwick will assume Mr. Lynch's authority, duties and
responsibilities, including serving as the Company's principal executive
officer, in addition to her role as the Company's principal financial officer,
until such time as Mr. Lynch is able to reassume those responsibilities. No
change was made to Ms. Hardwick's compensation as a direct result of this
appointment, and Mr. Lynch remains a member of the Board and an executive
officer of the Company.
Biographical and other information regarding Ms. Hardwick is included in the
Company's definitive proxy statement, as filed with the Securities and Exchange
Commission on March 29, 2021. Other than as described above, there are no
arrangements or understandings between Ms. Hardwick and any other person
pursuant to which she was selected to serve as Interim Chief Executive Officer
of the Company.
A copy of the press release issued by the Company on December 8, 2021 announcing
the Board's appointment has been included as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by reference.
Cautionary Statement Concerning Forward-Looking Statements
Certain statements included in this Current Report on Form 8-K are
forward-looking statements within the meaning of Section 27A of the Securities
Act, Section 21E of the Exchange Act 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," "likely," "uncertain," "outlook," "future," "pending,"
"goal," "objective," "potential," "continue," "seek to," "may," "can," "should,"
"will" and "could," or the negative of such terms or other variations or similar
expressions. Forward-looking statements relate to, among other things, the
length of Ms. Hardwick's term of service as Interim Chief Executive Officer as
indicated above. 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, 2020, as
filed with the Securities and Exchange Commission (the "SEC") on February 24,
2021, and other filings with the SEC, and additional risks and uncertainties,
including with respect to Mr. Lynch's injury and his recovery therefrom.
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 December 8, 2021, issued by the Company.
104 Cover Page Interactive Data File (the cover page XBRL tags are
included and formatted as Inline XBRL).
* Filed herewith.
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