Item 5.02.  Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e)  On May 18, 2021 (the "Grant Date"), the Compensation Committee of the Board
of Directors (the "Compensation Committee") of Evoqua Water Technologies Corp.,
a Delaware corporation (the "Company"), approved the grant of special one-time
restricted stock unit ("Special RSUs") and performance share unit ("Special
PSUs") awards under the Company's Amended and Restated Evoqua Water Technologies
Corp. 2017 Equity Incentive Plan (the "Equity Plan") to certain executive
officers of the Company, including Ron C. Keating (President and Chief Executive
Officer), Benedict J. Stas (Executive Vice President, Chief Financial
Officer and Treasurer), Rodney O. Aulick (Executive Vice President, Integrated
Solutions and Services Segment President), Hervé P. Fages (Executive Vice
President, Applied Product Technologies Segment President), and Snehal A. Desai
(Executive Vice President, Chief Growth Officer).
Given the highly competitive nature of the market for executive talent and the
impact that the loss of key members of the executive leadership team would have
on the Company at this stage of its development, the Compensation Committee, in
consultation with its independent compensation consultant and the independent
members of the Board of Directors, determined that it was in the best interests
of the Company and its stockholders to grant the Special RSUs and Special PSUs
to the team in order to promote retention, reward performance and incent them to
continue to drive stockholder return. With the assistance of its independent
compensation consultant, the Compensation Committee considered market
information, share usage and dilution, among other issues, in determining the
type and value of incentive awards to grant to the executive leadership team to
accomplish these objectives.
Messrs. Keating, Stas, Aulick, Fages, and Desai received grants of Special RSUs
and Special PSUs as follows:
                                                        Special PSUs
                         Name          Special RSUs*    (at target)*
                    Ron C. Keating        164,031         328,061
                   Benedict J. Stas       17,575           35,150
                   Rodney O. Aulick        8,788           17,575
                    Herve P. Fages         8,788           17,575
                   Snehal A. Desai         8,788           17,575


* The number of shares subject to each award was determined by dividing the
dollar value of each award by the Company's average closing price per share for
the 30 trading days prior to and including the Grant Date. Each unit is the
economic equivalent of one share of the Company's common stock.
Subject to the applicable executive officer's continued employment with the
Company and the terms and conditions of the Equity Plan and the related award
agreement, (i) the Special RSUs will vest ratably over a three-year period on
each annual anniversary of the Grant Date and (ii) the Special PSUs will be
earned incrementally in three tranches of 25%, 25%, and 50% after one-, two- and
three-year performance periods, respectively, and will cumulatively be paid, if
earned, after the end of the three-year performance period ending on May 18,
2024, based on the Company's total stockholder return ("TSR") compared to peer
water companies, including certain U.S.-listed companies included in the S&P
Global Water Index (the "Peer Companies"). Each tranche of the Special PSUs
reflects the right to receive between 50% and 100% of the shares underlying such
tranche based on the Company's TSR as compared to the Peer Companies ("Relative
TSR") for the applicable performance period. Subject to certain exceptions
provided in the award agreements in the event of death, disability or change in
control, for each tranche, Special PSUs will be earned based on the following
performance levels:
        Performance Level                         Relative TSR                         % of Tranche Earned
             Target                 Equal To or Greater Than 80th Percentile                   100%
            Threshold                           60th Percentile                                50%
         Below Threshold                     Below 60th Percentile                              0%



Linear interpolation will be used to determine the percentage of each tranche
earned when the Company's Relative TSR falls between the 60th percentile and the
80th percentile for the applicable performance period. The payout for each
tranche of the Special PSUs is capped at target (or 100%) even if the Company's
Relative TSR exceeds the 80th percentile for the applicable performance period.
If the Company's TSR is negative for any performance period, the number of
Special PSUs that may vest for the corresponding tranche will be capped at 50%
of the amount that otherwise would have been earned for such period.

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The foregoing descriptions of the Special RSUs and Special PSUs do not purport
to be complete and are qualified in their entirety by reference to the forms of
Special RSU and Special PSU award agreements, copies of which are attached
hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and the terms of which
are incorporated herein by reference.
Item 9.01  Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.                                        Description
10.1               Form of Special Restricted Stock Unit Award Agreement
10.2               Form of Special Performance Share Unit Award Agreement
104              Cover Page Interactive Data File - the cover page XBRL

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                 the Inline XBRL document

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