Summary of American Water Works Company Special Meeting Company Overview - Company: American Water Works Company, Inc. (NYSE: AWK) - Event: Special Meeting of Shareholders - Date: February 10, 2026 - Key Focus: Proposed merger with Essential Utilities Core Points and Arguments - Merger Announcement: American Water is enthusiastic about the proposed merger with Essential Utilities, which aims to create a leading regulated U.S. water and wastewater utility company serving over 4.7 million customer connections across 17 states [2][3] - Strategic Objectives: Both companies share similar goals of providing safe, clean, reliable, and affordable water and wastewater services [2] - Operational Efficiency: The merger is expected to enhance scale and operational efficiency, supporting continued investment in critical infrastructure and maintaining high-quality customer service at affordable rates [3] Important Details - Virtual Meeting Format: The special meeting was held virtually to allow broad access for shareholders and employees [2][4] - Quorum Confirmation: Approximately 161.2 million shares, or about 82.6% of the company's issued and outstanding common stock, were represented, confirming a quorum for the meeting [10] - Voting Items: - Share Issuance Proposal: Approval of the issuance of shares of American Water common stock pursuant to the merger agreement with Essential Utilities [13] - Adjournment Proposal: Approval to adjourn the meeting if necessary to solicit additional proxies [14] - Voting Results: The Share Issuance Proposal received the affirmative vote of at least a majority of the shares present, leading to its approval [17] Additional Considerations - Forward-Looking Statements: The meeting included safe harbor language regarding forward-looking statements related to the merger, highlighting potential risks and uncertainties [6][7] - Regulatory Compliance: The meeting adhered to Delaware corporate law and SEC rules, with proper notice sent to shareholders [9] - Post-Meeting Reporting: Final vote results will be filed in a Form 8-K within four business days after the meeting [18]
American Water Works Company (NYSE:AWK) 2026 Extraordinary General Meeting Transcript