Results
American States Water Co.
03/13/2026 | Press release | Distributed by Public on 03/13/2026 14:32
Management Change/Compensation (Form 8-K)
Item 5.02(e). Compensatory Arrangements of Certain Officers.
On March 12, 2026, the Compensation Committee of the Board of Directors approved an award of time-vested restricted stock units and performance awards in the form of restricted stock units to Robert J. Sprowls, President and Chief Executive Officer of American States Water Company, Golden State Water Company, and American States Utility Services, Inc. and its subsidiaries; Eva G. Tang, Senior Vice President - Finance, Chief Financial Officer and Corporate Secretary of American States Water Company, Golden State Water Company, and American States Utility Services, Inc. and its subsidiaries and Treasurer of American States Water Company; Paul J. Rowley, Senior Vice President - Regulated Water Utility of Golden State Water Company; Christopher H. Connor, Senior Vice President - American States Utility Services, Inc. and its subsidiaries; and Gladys M. Farrow, Assistant Secretary of American States Water Company, Vice President - Finance, Treasurer and Assistant Secretary of Golden State Water Company, and Treasurer and Assistant Secretary of American States Utility Services, Inc. and its subsidiaries.
Mr. Sprowls, Ms. Tang, Mr. Rowley, Mr. Connor and Ms. Farrow were awarded time-vested restricted stock units in the amount of 7,362, 1,071, 1,071, 1,124 and 770 restricted stock units, respectively, effective March 12, 2026. These awards vest and restrictions lapse on the first, second and third anniversaries of the grant date in the percentages of 33%, 33% and 34%, respectively, or earlier on the date of death, disability or retirement of the executive. Under the terms of each restricted stock unit grant, each officer will be entitled to receive dividends payable in additional restricted stock units equal to the amount of dividends payable on an equivalent number of the Company's common shares.
The target amount of the performance awards granted to Mr. Sprowls, Ms. Tang, Mr. Rowley, Mr. Connor and Ms. Farrow is 22,088, 1,071, 1,071, 1,125 and 769, respectively. These awards vest and restrictions lapse on December 31, 2026, 2027 and 2028 in the percentages of 33%, 33% and 34%, respectively, or earlier on the date of death, disability or retirement of the executive. Each executive officer will be entitled to receive common shares equal to the amount of restricted stock units earned at the end of the performance period. Each of the executive officers will also be entitled to receive dividends payable in additional restricted stock units equal to the amount of dividends payable on an equivalent number of the Company's common shares to the extent that the underlying restricted stock units are earned.
Each of the performance criteria set forth in the form of performance award agreement attached as Exhibit 10.1 apply to the performance award granted to Mr. Sprowls, Ms. Tang and Ms. Farrow, except the American States Utility Services, Inc. ("ASUS") new base acquisition success rate performance criteria. The total shareholder return and Golden State Water Company operating expense level criteria apply to the performance award granted to Mr. Rowley. The total shareholder return, ASUS cumulative net earnings and ASUS new base acquisition success rate performance criteria apply to the performance award granted to Mr. Connor.
Section 9 - Financial Statement and Exhibits
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