{"url_path":"/sec/awk/8-k/2026-06-01/item-9-01","section_key":"item-9-01","section_title":"Item 9.01 Financial Statements and Exhibits.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-01","source_url":"https://www.sec.gov/Archives/edgar/data/1410636/0001410636-26-000098-index.html","accession_number":"0001410636-26-000098","cik":"0001410636","ticker":"AWK","issuer_name":"American Water Works Company, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1410636/0001410636-26-000098-index.html","primary_entity_key":"0001410636","primary_entity_name":"American Water Works Company, Inc."},"word_count":964,"has_tables":true,"body_markdown":"Item 9.01.    Financial Statements and Exhibits.\n\n(d) Exhibits.\n\nThe following exhibits to this Current Report have been provided herewith as noted below:\n\nExhibit No. Description\n\n2.1\n[Purchase and Sale Agreement, dated as of May 19, 2025,](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[betwee](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[n](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[the](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[Company](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[and](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[the](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[Seller](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[(incorporate](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[d by reference](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[to](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[Exhibit 2.1 to](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[American Water Works Company](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[, Inc.](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[’](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[s Current Report on Form 8-K,](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[F](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[ile No.](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[001-34028, filed May 19, 2025](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[)](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)[.](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm)\n\n99.1* \n[Press Release, dated](exhibit991-awkpressrelease.htm)[June 1, 2026](exhibit991-awkpressrelease.htm)[, issued by](exhibit991-awkpressrelease.htm)[the Company](exhibit991-awkpressrelease.htm)[.](exhibit991-awkpressrelease.htm)\n\n104Cover Page Interactive Data File (the cover page XBRL tags are included and formatted as Inline XBRL).\n\n* Furnished herewith.\n\nThe Purchase Agreement filed as [Exhibit 2.1](https://www.sec.gov/Archives/edgar/data/1410636/000119312525122469/d11172dex21.htm) herewith has been included to provide investors and security holders with information regarding its terms. It is not intended to provide any other factual information about the Company or the Seller, or any of their respective subsidiaries or affiliates. The representations, warranties and covenants contained in the Purchase Agreement (i) were made by the parties thereto only for purposes of that agreement and as of specific dates; (ii) were made solely for the benefit of the parties to the Purchase Agreement; (iii) may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures and schedules exchanged between the parties in connection with the execution of the Purchase Agreement (such disclosures and schedules include information contained in public disclosures, as well as additional non-public information); (iv) may have been made for the purposes of allocating contractual risk between the parties to the Purchase Agreement instead of establishing these matters as facts; and (v) may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors.\n\nInvestors should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Company or the Seller, or any of their respective subsidiaries or affiliates. Additionally, the representations, warranties, covenants, conditions and other terms of the Purchase Agreement may be subject\n\n2\n\nto subsequent waiver or modification. Moreover, information concerning the subject matter of the representations, warranties and covenants may change after the date of the Purchase Agreement, which subsequent information may or may not be fully reflected in the Company’s public disclosures. The Purchase Agreement should not be read alone, but should instead be read in conjunction with the other information regarding the Company that is or will be contained in, or incorporated by reference into, the reports and other documents that are Cautionary Statement Concerning Forward-Looking Statements.\n\nCautionary Statement Concerning Forward-Looking Statements\n\nCertain statements included in this Current Report on Form 8-K (or [E](exhibit991-awkpressrelease.htm)[xhibit](exhibit991-awkpressrelease.htm)[99.1](exhibit991-awkpressrelease.htm) thereto) are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, 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, 202](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001410636/000141063626000034/awk-20251231.htm)[5](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001410636/000141063626000034/awk-20251231.htm), 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 occurrence, in whole or in part, of the plans, benefits and synergies expected or predicted to occur as a result of the acquisition; (2) the final amount of the purchase price following any post-closing adjustments as provided for in the Purchase Agreement, including expectations with respect to rate base; (3) unexpected costs, liabilities or delays associated with the integration of the acquired operations; (4) regulatory, legislative, local or municipal actions affecting the water and wastewater industries, which could adversely affect American Water; and (5) other economic, business and other factors.\n\nThese 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 business, either viewed independently or together, 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.\n\n3\n\nSIGNATURES\n\nPursuant 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.\n\n  AMERICAN WATER WORKS COMPANY, INC.\n\n    \n\nDated:June 1, 2026 By:/s/ DAVID M. BOWLER\n\n  David M. Bowler\n\n   Executive Vice President and Chief Financial Officer\n\n4"}