Item 5.07. Submission of Matters to a Vote of Security Holders.



The 2022 Annual Meeting of Shareholders (the "2022 Annual Meeting") of American
Water Works Company, Inc., a Delaware corporation (the "Company"), was held on
May 11, 2022. An aggregate of 157,091,225 shares, or 86.4% of the Company's
issued and outstanding common stock as of March 17, 2022, the record date for
the 2022 Annual Meeting, was represented in person or by proxy at the 2022
Annual Meeting, constituting a quorum. The results of voting at the 2022 Annual
Meeting on each of the matters submitted to a vote of the Company's shareholders
thereat is as set forth below.

1.The following nine nominees were elected as directors of the Company for a term expiring at the 2023 Annual Meeting of Shareholders, and until their successors are duly elected and qualified, and received the votes set forth adjacent to their names below:



     Director Nominee             For              Against            

Abstain Broker Non-Votes


  Jeffrey N. Edwards         136,075,322         5,694,999          133,833           15,187,071
  Martha Clark Goss          130,105,011        11,672,795          126,348           15,187,071
  M. Susan Hardwick          140,407,901         1,369,282          126,971           15,187,071
  Kimberly J. Harris         137,449,950         4,324,912          129,292           15,187,071
  Julia L. Johnson           133,091,848         8,685,112          127,194           15,187,071
  Patricia L. Kampling       139,188,280         2,588,239          127,635           15,187,071
  Karl F. Kurz               139,464,793         2,306,247          133,114           15,187,071
  George MacKenzie           127,605,631        14,156,364          142,159           15,187,071
  James G. Stavridis         130,081,428        11,686,153          136,573           15,187,071


2.The shareholders approved, on an advisory basis, the compensation of the Company's named executive officers by the following vote:



                    For            Against         Abstain        Broker Non-Votes
                128,305,010       13,213,868       385,276           15,187,071


3.The ratification of the appointment, by the Audit, Finance and Risk Committee
of the Board of Directors (the "Board"), of PricewaterhouseCoopers LLP as the
Company's independent registered public accounting firm for 2022, was approved
by the following vote:

                             For            Against         Abstain
                         141,788,377       15,087,924       214,924


4.The following non-binding shareholder proposal was not approved by the
following vote:

      Shareholder Proposal           For            Against         Abstain        Broker Non-Votes
     Racial Justice Audit         66,804,395       71,592,017      3,507,742          15,187,071


As previously disclosed, on April 27, 2022, the non-binding shareholder proposal
on climate transition plan reporting was withdrawn by its proponent, and, as a
result, the proposal was not presented for consideration at the 2022 Annual
Meeting and all votes cast on that proposal were disregarded for voting
purposes.


Item 8.01. Other Events.

Appointment of Chairman and Board Committee Members



Following the 2022 Annual Meeting, at the Board's annual meeting, the Board
appointed director Karl F. Kurz to continue to serve as Chairman of the Board
and the following directors to serve as members of the Board's four standing
committees, each effective as of May 11, 2022 and until the 2023 Annual Meeting
of Shareholders, or until his or her earlier death, resignation or removal:

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Committee                                                    Members
                                                             Jeffrey N. Edwards (Chair), Martha Clark Goss,
Audit, Finance and Risk                                      Patricia L. 

Kampling and George MacKenzie

Patricia L. Kampling (Chair), Martha Clark
Executive Development and Compensation                       Goss, Kimberly 

J. Harris and Julia L. Johnson


                                                             Kimberly J. 

Harris (Chair), Jeffrey N.


                                                             Edwards, Julia L. Johnson, George MacKenzie
Nominating/Corporate Governance                              and Admiral 

James G. Stavridis


                                                             Admiral James G. Stavridis (Chair), Kimberly
Safety, Environmental, Technology and Operations             J. Harris and 

Patricia L. Kampling


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