Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Warnock Loyd A
   2. Issuer Name and Ticker or Trading Symbol
American Water Works Company, Inc. [AWK] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Ext. Affairs, Bus. Dev.
(Last)
(First)
(Middle)
1025 LAUREL OAK ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
08/30/2018
(Street)

VOORHEES, NJ 08043		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/30/2018   M   782 A $ 65.15 12,322 D  
Common Stock 08/30/2018   M   5,245 A $ 52.75 17,567 D  
Common Stock 08/30/2018   S   6,027 D $ 88.04 (1) 11,540 D  
Common Stock 08/31/2018   M   4,493 A $ 65.15 16,033 D  
Common Stock 08/31/2018   S   4,493 D $ 87.63 (2) 11,540 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 65.15 08/30/2018   M     782   (3) 12/31/2022 Common Stock 782 $ 0 9,326 D  
Employee Stock Option (right to buy) $ 52.75 08/30/2018   M     5,245   (4) 12/31/2021 Common Stock 5,245 $ 0 2,075 (5) D  
Employee Stock Option (right to buy) $ 65.15 08/31/2018   M     4,493   (3) 12/31/2022 Common Stock 4,493 $ 0 4,833 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Warnock Loyd A
1025 LAUREL OAK ROAD
VOORHEES, NJ 08043		       SVP, Ext. Affairs, Bus. Dev.  

Signatures

 /s/ Jeffrey M. Taylor, as attorney-in-fact for Loyd A. Warnock   09/04/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.00 to $88.09, inclusive. The report person undertakes to provide to American Water Works Company, Inc., any security holder thereof, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth above.
(2) The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.50 to $87.875, inclusive. The report person undertakes to provide to American Water Works Company, Inc., any security holder thereof, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth above.
(3) This option award granted on February 16, 2016, representing a right to purchase 10,108 shares, vests in three equal installments on January 1, 2017, 2018 and 2019.
(4) The option award granted on February 17, 2015, representing a right to purchase 10,435 shares, vested in three equal installments on January 1, 2016, 2017 and 2018.
(5) A prior exercise of 3,115 shares underlying this option was previously reported.

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