Form 8-K

8-K — American Water Works Company, Inc.

Accession: 0001410636-26-000105

Filed: 2026-06-09

Period: 2026-06-05

CIK: 0001410636

SIC: 4941 (WATER SUPPLY)

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — awk-20260605.htm (Primary)

EX-99.1 — EX-99.1 - PRESS RELEASE OF CALIFORNIA AMERICAN WATER (exhibit991-2026californiag.htm)

EX-99.2 — EX-99.2 - PRESS RELEASE OF VIRGINIA AMERICAN WATER (exhibit992-pressreleaseofv.htm)

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8-K — FORM 8-K - CAWC AND VAWC GRC SETTLEMENT FILINGS

8-K (Primary)

Filename: awk-20260605.htm · Sequence: 1

awk-20260605

June 5, 20260001410636false00014106362026-06-052026-06-05

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): June 5, 2026

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.

Partial Settlement Agreement Filed in California-American Water Company (“Cal Am”) General Rate Case

On June 8, 2026, Cal Am, a wholly owned subsidiary of American Water Works Company, Inc. (the “Company”), filed with the California Public Utilities Commission (the “CPUC”) a partial settlement agreement reached with the CPUC’s Public Advocates Office to determine the amount of incremental annualized water and wastewater revenue to be received by Cal Am in its general rate case filed on July 1, 2025. The requested annualized incremental revenue was driven primarily by approximately $750 million of capital investments completed and planned by Cal Am from 2025 to 2028.

Under the partial settlement agreement, the total incremental annualized water and wastewater revenue to be received by Cal Am would be $24 million in the 2027 test year, $21 million in the 2028 escalation year, and $22 million in the 2029 attrition year. The Company’s revised proposed position in this general rate case was $43 million in the 2027 test year (updated to reflect a current level of revenue and sales), an estimated $22 million in the 2028 escalation year, and an estimated $26 million in the 2029 attrition year. The treatment in the general rate case of construction work in progress (“CWIP”) is the only primary issue that remains pending in the general rate case. If CWIP is ultimately excluded from rate base, it is estimated that the incremental annualized water and wastewater revenues to be received by Cal Am for the 2027 test year and the 2028 escalation year would decrease to $20 million and $19 million, respectively, and would remain at $22 million in the 2029 attrition year. New rates would be implemented by Cal Am as of January 1, 2027 upon a final decision issued by the CPUC with respect to the partial settlement agreement.

A copy of the press release issued by Cal Am on June 9, 2026 to announce the filing of the partial settlement agreement with the CPUC 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.

Stipulation of Settlement Filed in Virginia-American Water Company (“Virginia American Water”) General Rate Case

On June 5, 2026, Virginia American Water, a wholly owned subsidiary of the Company, filed with the Virginia State Corporation Commission (the “VSCC”) a “black box” stipulation of settlement (the “Stipulation”) entered into on June 5, 2026 with the staff of the VSCC and several intervenors, with respect to a general rate case filed by Virginia American Water on November 3, 2025. Virginia American Water sought in the general rate case approximately $22 million of increased annualized water and wastewater revenues. The parties to the Stipulation agreed to a $16 million annualized increase in Virginia American Water’s revenues, and have also agreed, solely for purposes of Virginia American Water’s future filings requiring a stated cost of capital and/or capital structure (including its annual information and water and wastewater infrastructure surcharge filings), that its return on equity (“ROE”) will be 9.75% and its capital structure will consist of an equity component of 51.79%. In Virginia-American Water’s last rate case, the general rate case order had approved, solely for purposes of Virginia American Water’s future filings requiring a stated cost of capital and/or capital structure (including its annual information and water and wastewater infrastructure surcharge filings), an ROE of 9.70% and a capital structure consisting of an equity component of 45.67%.

The annualized revenue increase is driven primarily by approximately $115 million in capital investments completed and planned to be made by Virginia-American Water between May 2025 and April 2027. The Stipulation remains subject to VSCC review and approval. Interim rates became effective May 2, 2026, with the difference between interim and final approved rates subject to refund.

A copy of the press release issued by Virginia American Water on June 9, 2026 to announce the filing of the Stipulation with the VSCC has been filed as Exhibit 99.2 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, 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,” “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, 2025, as filed with the Securities and Exchange Commission (the “SEC”) on February 18, 2026, and other filings with the SEC, and additional risks and uncertainties, including with respect to (1) the receipt of a final decision or order as to each partial settlement agreement; (2) the resolution by the CPUC of issues in Cal Am’s general rate case not addressed by the partial settlement agreement, including with respect to CWIP; (3) the terms of the general rate case as reflected in the final decision or order (including, without limitation, with respect to any total annualized revenue increase reflected therein); (4) the timing of final decisions or orders and the implementation of new rates; (5) the occurrence of benefits to Cal Am and Virginia American Water arising from such respective final decisions or orders; (6) unexpected costs, liabilities or delays associated with the resolution of each of Cal Am’s and/or Virginia American Water’s general rate case; (7) regulatory, legislative, local, municipal or other actions adversely affecting each of Cal Am and/or Virginia American Water specifically or the water and wastewater industries generally, including with respect to the potential condemnation of Cal Am’s water system assets located on the Monterey peninsula; and (8) other economic, business and other factors.

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 the Company to predict all such factors. Furthermore, it may not be possible to assess the impact of any such factor on the Company’s, Cal Am’s or Virginia American Water’s respective businesses, either viewed independently or together (in whole or in part), 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. The foregoing factors should not be construed as exhaustive.

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 June 9, 2026, issued by Cal Am.

99.2*

Press Release, dated June 9, 2026, issued by 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: June 9, 2026 By: /s/ DAVID M. BOWLER

David M. Bowler

Executive Vice President and Chief Financial Officer

EX-99.1 — EX-99.1 - PRESS RELEASE OF CALIFORNIA AMERICAN WATER

EX-99.1

Filename: exhibit991-2026californiag.htm · Sequence: 2

Document

Exhibit 99.1

California American Water Reaches Partial Settlement Agreement in General Rate Case

Sacramento, Calif. (June 9, 2026) – Yesterday, California American Water filed with the California Public Utilities Commission (CPUC) a partial settlement agreement for its statewide General Rate Case to set revenue for 2027 to 2029. The filing memorializes the settlement agreement reached with the CPUC’s Public Advocates Office. The remaining issue regarding treatment of Construction Work in Progress (CWIP) is pending.

Under the terms of the settlement, California American Water is permitted to recover additional annualized water and wastewater revenues of $24 million in test year 2027, $21 million estimated for escalation year 2028, and $22 million estimated for attrition year 2029 if CWIP remains in rate base. The 2027 increase is compared to the Company’s revised proposed increase of $43 million above 2026 expected revenues.

The settlement agreement also strengthens California American Water’s Customer Assistance Program discounts from 35 percent to 50 percent off the typical bill for qualified residential customers in Central California and continues discounts of 25 percent for qualified customers in Northern and Southern California. The settlement also authorizes the expansion of the Multi-family Assistance Payment Program pilot to qualified residents of multi-family housing in Monterey County.

California American Water will implement the new rates effective January 1, 2027, upon receiving the CPUC’s decision on the settlement agreement and the outstanding issue of CWIP treatment.  While other parties are involved in this General Rate Case, the settlement announced today is with the CPUC’s Public Advocates Office. Customers in each of California American Water’s service areas will receive more information ahead of the implementation of new rates, as well as information about customer assistance and conservation programs.

Regulated water utilities like California American Water are required by law to file a General Rate Case every three years with the CPUC to set revenues and rates. The current General Rate Case was filed on July 1, 2025, reflecting approximately $750 million of ongoing water and wastewater system investments completed and planned from 2025 through 2028. The request reinforces the Company’s commitment to implementing critical system upgrades and continuing to improve water quality and reliability for its approximately 720,000 people served.

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 and celebrating 140 years in 2026, We Keep Life Flowing® by providing safe, clean, reliable and affordable drinking water and wastewater services to approximately 14 million people with regulated operations in 14 states and on 18 military installations. American Water's approximately 7,000 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 California American Water

California American Water, a subsidiary of American Water with approximately 300 dedicated employees, provides safe, clean, reliable and affordable water and wastewater services to approximately 720,000 people.

AWK-IR

Media Contact:

Evan Jacobs

Director, Communications & External Affairs

California and Hawaii American Water

Cell: 707-495-6135

evan.jacobs@amwater.com

###

EX-99.2 — EX-99.2 - PRESS RELEASE OF VIRGINIA AMERICAN WATER

EX-99.2

Filename: exhibit992-pressreleaseofv.htm · Sequence: 3

Document

Exhibit 99.2

Virginia American Water Reaches Settlement Agreement in General Rate Case

ALEXANDRIA, VA (June 9, 2026) – On June 5, Virginia American Water filed with the Virginia State Corporation Commission (the “SCC”) a settlement agreement for its current statewide General Rate Case. The filing memorializes the settlement agreement reached with the staff of the SCC and several intervenors and remains subject to SCC review and approval.

In the General Rate Case, filed by the company on November 3, 2025, Virginia American Water sought approximately $22 million of increased annualized water and wastewater revenues. Under the terms of the settlement, the parties agreed to a $16 million annualized increase in Virginia American Water’s revenues. The annualized revenue increase is being driven primarily by approximately $115 million in ongoing capital investments completed and planned to be made between May 2025 and April 2027. The request reinforces the Company’s commitment to implementing critical system upgrades and continuing to improve water quality and reliability for its approximately 384,000 people served.

Interim rates for Virginia American Water customers became effective May 2, 2026, and will remain in place until the SCC issues its final rate order. The difference between interim and final approved rates will be refunded with interest once the final rates are determined by the SCC.

Virginia American Water wants to remind customers about its existing bill paying assistance programs, payment arrangements or budget billing options available on the customer MyWater portal at virginiaamwater.com. Income-eligible customer requirements may also apply for assistance through the company’s H2O Help to Others program, administered by Dollar Energy Fund. More information can be found at virginiaamwater.com under “Customer Service & Billing”, “Customer Assistance Programs.”

About American Water

drinking water and wastewater services to approximately 14 million people with regulated operations in 14 states and on 18 military installations. American Water’s approximately 7,000 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 Virginia American Water Virginia American Water, a subsidiary of American Water, is the largest investor-owned water utility in the state, providing high-quality and reliable water services to over 384,000 people. For more information, visit www.virginiaamwater.com and follow Virginia American Water on Twitter and Facebook.

AWK-IR

Media Contact:

Marybeth Leongini

External Affairs Manager

(703) 706-3871

Marybeth.leongini@amwater.com

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