Definitive Additional Materials

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

 

 

Filed by the Registrant  x         Filed by a Party other than the Registrant  ¨

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¨ Preliminary Proxy Statement
¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) (2))
¨ Definitive Proxy Statement
x Definitive Additional Materials
¨ Soliciting Material Pursuant to §240.14a-12

AMERICAN WATER WORKS COMPANY, INC.

(Name of Registrant as Specified in its Charter)

 

(Name of Person(s) Filing Proxy Statement if other than the Registrant)

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*** Exercise Your Right to Vote ***Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on May 15, 2015.Meeting Information AMERICAN WATER WORKS COMPANY, INC. Meeting Type: Annual MeetingFor holders as of: March 17, 2015Date: May 15, 2015 Time: 10:00 AM EDT Location: The Mansion 3000 Main Street Voorhees, New Jersey 08043Meeting live via the Internet-please visit www.virtualshareholdermeeting.com/AWK2015.You are receiving this communication because you hold shares in the company named above. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting.See proxy the materials reverse and side voting of this instructions notice to obtain . M87316 - P61390

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Before You VoteHow to Access the Proxy MaterialsProxy Materials Available to VIEW or RECEIVE:NOTICE AND PROXY STATEMENT 2014 ANNUAL REPORT ON FORM 10-KHow to View Online:Have the information that is printed in the box marked by the arrowXXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com.How to Request and Receive a PAPER or E-MAIL Copy:If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrowXXXX XXXX XXXX XXXX (located on the following page) in the subject line.Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 27, 2015 to facilitate timely delivery.Please Choose One How of the To Following Vote Voting MethodsVote In Person: If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at www.proxyvote.com or request a paper copy of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance.Vote By Internet: Before The Meeting: Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. During The Meeting: Go to www.virtualshareholdermeeting.com/AWK2015. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form. M87317-P61390

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Voting ItemsThe Board of Directors recommends you vote FOR the following proposals:1. Election of Directors 2. Ratication of the appointment of PricewaterhouseCoopers LLP Nominees: as our independent registered public accounting rm for scal year ending December 31, 2015. 1a. Julie A. Dobson3. An advisory vote to approve the compensation of our named executive ofcers. 1b. Paul J. Evanson4. Re-approval of the material terms of the performance goals set forth in the American Water Works Company, Inc. 2007 Omnibus Equity Compensation Plan to allow certain equity 1c. Martha Clark Goss grants under the plan to continue to be deductible under Section 162(m) of the Internal Revenue Code. 1d. Richard R. Grigg 5. Approval of the material terms of the performance goals set forth in the American Water Works Company, Inc. Annual 1e. Julia L. Johnson Incentive Plan to allow certain incentive awards under the plan to be deductible under Section 162(m) of the Internal Revenue Code. 1f. Karl F. Kurz 6. Adoption of an amendment to the bylaws of American Water 1g. George MacKenzie Works Company, Inc. to provide that the courts located in the State of Delaware will serve as the exclusive forum for adjudication of certain legal actions. 1h. William J. Marrazzo NOTE: Such other business as may properly come before the meeting or any adjournment thereof. 1i. Susan N. StoryM87318-P61390

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Voting Instructions M87319-P61390