American Water Files Joint Settlement in PaPUC Review of Essential Utilities Merger

What Happened
American Water Works Company, Inc. filed an 8‑K (dated September 17, 2026) disclosing that on September 15, 2026 it, Essential Utilities, Inc., and certain affiliates submitted a joint petition for a non‑unanimous settlement in the Pennsylvania Public Utility Commission (PaPUC) proceeding reviewing the proposed merger. The merger agreement (signed October 26, 2025) provides for Alpha Merger Sub, Inc. (American Water’s wholly owned subsidiary) to merge into Essential Utilities, with Essential surviving as a wholly owned subsidiary of American Water.

Key Details

• Settlement petition filed: September 15, 2026; 8‑K filed: September 17, 2026.
• Settlement parties include American Water, Essential Utilities, the PaPUC Bureau of Investigation & Enforcement, the Office of Consumer Advocate, the Office of Small Business Advocate, and certain other parties; one or more parties did not join.
• Next steps: Administrative Law Judges (ALJs) will review the Settlement Agreement and issue a Recommended Decision, which then must be reviewed and approved by the PaPUC.
• The filing reiterates standard forward‑looking statement disclosures and references prior SEC filings related to the proposed merger.

Why It Matters
Regulatory approval in Pennsylvania is a material step for completing the merger; a joint settlement streamlines review if approved but is “non‑unanimous,” meaning not all intervenors agreed and the outcome remains subject to ALJ recommendation and PaPUC approval. For investors, this is a regulatory update that affects timing and certainty of the proposed merger—successful PaPUC approval would move the transaction closer to closing, while objections or imposed conditions could delay or alter expected benefits.