SEC Form 425 filed by American Water Works Company Inc.

Filed by American Water Works Company, Inc.

pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12

under the Securities Exchange Act of 1934

Subject Company: Essential Utilities, Inc.

Commission File No.: 001-06659

Date: October 27, 2025

The following communication regarding the merger between American Water Works Company, Inc. and Essential Utilities, Inc. was made to certain stakeholders on October 27, 2025.

Combining as a Leading Regulated U.S. Water and Wastewater Utility Delivering Meaningful Bene?ts CUSTOMERS – Enhanced ability to deliver safe, clean, reliable and affordable water and wastewater services – Expanded set of resources and greater scale will support continued investment in critical infrastructure and ability to meet the evolving needs of our customers – Benefit from the combined best practices, knowledge and skills of both utilities EMPLOYEES – Broaden career paths and provide employees with more opportunities to grow, collaborate and contribute to a larger, more dynamic organization – No material changes to employee compensation or benefits anticipated as a result of the transaction – All union contracts will continue to be honored in accordance with their current terms COMMUNITIES – Remain an active member in the more than 2,000 communities the combined company will serve, supporting customers and stakeholders with a dedicated workforce and passionate employee base – No change in customer rates, and American Water and Essential Utilities will be better able to maintain an affordable average customer water bill, building economic prosperity in local communities – American Water and Essential Utilities each have a legacy of volunteerism and generous support of the communities we serve, which will remain central to the combined organization “This combination brings together two industry leaders united by our shared mission to provide safe, clean, reliable and affordable water and wastewater services to our customers. By joining forces with Essential Utilities, the combined company’s enhanced scale and operational efficiency will support continued investment in our critical infrastructure, enabling us to continue providing superior customer service at affordable rates.” JOHN C. GRIFFITH AMERICAN WATER PRESIDENT AND CHIEF EXECUTIVE OFFICER “Throughout Essential Utilities’ nearly 140-year history, we have consistently led with purpose to shape a future rooted in sustainability, innovation, resilience and best-in-class service for our customers. We are confident that the combined company will build upon our longstanding track record of delivering safe and reliable services and be better positioned to solve today’s challenges while creating a sustainable future.” CHRISTOPHER H. FRANKLIN ESSENTIAL UTILITIES CHAIRMAN AND CHIEF EXECUTIVE OFFICER LEADERSHIP & BOARD COMPOSITION – John Griffith will serve as President and CEO – Karl Kurz will serve as Independent Board Chair – Chris Franklin will serve as Executive Vice Chair of the board and serve as executive sponsor of the integration task force – David Bowler, American Water EVP and CFO, will serve as EVP and CFO – Cheryl Norton, American Water EVP and COO, will serve as EVP and COO – All existing executive team members of American Water who report to the CEO will continue to do so post-close – Daniel Schuller, Essential Utilities EVP and CFO, will serve as EVP and Chief Strategy Officer – Colleen Arnold, President of Essential Utilities Aqua Water, will serve as President, Regulated Operations – Michael Huwar, President of Peoples Natural Gas, will remain President – 15-member board, 10 directors from American Water and 5 directors from Essential Utilities HEADQUARTERS – Camden, New Jersey – Essential’s Bryn Mawr and Pittsburgh offices will each continue to maintain a strong operational presence long term NAME & BRAND – Combined company will continue to use the name “American Water” TIMING & – Expected closing by the end of the first quarter of 2027 APPROVALS – Subject to customary closing conditions and approvals TO LEARN MORE, VISIT AMERICANWATERESSENTIALUTILITIESMERGER.COM

Cautionary Statement Regarding Forward-Looking Statements Certain statements included in this communication are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, 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. Forward-looking statements may relate to, among other things: statements about the bene?ts of the proposed merger, including future financial and operating results; the parties’ respective plans, objectives, expectations and intentions; the expected timing and likelihood of completion of the merger and related transactions; the results of any strategic review; expected synergies of the proposed merger; the timing and result of various regulatory proceedings related to the proposed merger, and other general rate cases, ?lings for infrastructure surcharges and other governmental agency authorizations and proceedings, and ?lings to address regulatory lag; the combined company’s ability to execute its current and long-term business, operational, capital expenditures and growth plans and strategies; the amount, allocation and timing of projected capital expenditures and related funding requirements; the future impacts of increased or increasing transaction and ?nancing costs associated with the proposed merger or otherwise, as well as inflation and interest rates; each party’s ability to finance current and projected operations, capital expenditure needs and growth initiatives by accessing the debt and equity capital markets and sources of short-term liquidity; impacts of the proposed merger on the future settlement or settlements of a party’s forward sale agreements, including potential adjustments to the forward sale price or other economic terms thereunder, and the amount of and the intended use of net proceeds from any such future settlement or settlements; the outcome and impact on other governmental and regulatory investigations; the ?ling of class action lawsuits and other litigation and legal proceedings related to the proposed merger; the ability to complete, and the timing and ef?cacy of, the design, development, implementation and improvement of technology and other strategic initiatives; each party’s ability to comply with new and changing environmental regulations; regulatory, legislative, tax policy or legal developments; and impacts that future signi?cant tax legislation may have on each such party and on its business, results of operations, cash ?ows and liquidity. These forward-looking statements are predictions based on currently available information, the parties’ current respective expectations and assumptions regarding future events that American Water Works Company, Inc. (“American Water”) and Essential Utilities, Inc. (“Essential Utilities”) believe to be reasonable. They are not, however, guarantees or assurances of any outcomes, performance or achievements, and readers are cautioned not to place undue reliance upon them. You should not regard any forward-looking statement as a representation or warranty by American Water, Essential Utilities or any other person that the expectation, plan or objective expressed in such forward-looking statement will be successfully achieved in any speci?ed time frame, or at all. 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 communication as a result of the factors discussed in American Water’s Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the Securities and Exchange Commission (the “SEC”) on February 19, 2025 (available at: ir.amwater.com), Essential Utilities’ Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 27, 2025 (available at: essential.co), and each party’s other filings with the SEC, and additional risks and uncertainties, including with respect to (1) the parties’ ability to consummate the proposed merger pursuant to the terms of the definitive merger agreement or at all; (2) the ability to timely or at all obtain the requisite shareholder approvals with respect to each party; (3) each party’s requirement to obtain required governmental and regulatory approvals required for the proposed merger (and/or that such approvals may result in the imposition of burdensome or commercially undesirable conditions, including required dispositions, that could adversely affect the combined company or the expected bene?ts of the proposed merger); (4) an event, change or other circumstance that could give rise to the termination of the merger agreement; (5) the failure to satisfy or waive a condition to closing of the proposed merger on a timely basis or at all; (6) a delay in the timing to consummate the proposed merger; (7) the failure to integrate the parties’ businesses successfully; (8) the failure to fully realize cost savings and any other synergies from the proposed merger or that such benefits may take longer to realize than expected; (9) negative or adverse impacts of the announcement of the proposed merger on the market price of American Water’s or Essential Utilities’ common stock; (10) the risk of litigation related to the proposed merger; (11) disruption from the proposed merger making it more difficult to maintain relationships with customers, employees, contractors, suppliers, regulators, vendors, elected of?cials, governmental agencies, or other stakeholders; (12) the diversion of each party’s management’s time and attention from operations of such party; (13) the challenging macroeconomic environment, including disruptions in the water and wastewater utility industries; (14) the ability of each party to manage its respective existing operations and ?nancing arrangements on favorable terms or at all, including with respect to future capital expenditures and investments, operation and maintenance costs; (15) changes in environmental laws and regulations regarding each party’s respective operations that may adversely impact such party’s businesses or increase the cost of operations; (16) changes in each party’s key management and personnel; (17) changes in tax laws that could adversely affect bene?cial tax treatment of the proposed merger; (18) regulatory, legislative, local or municipal actions affecting the water and wastewater industries, which could adversely affect the parties’ respective utility subsidiaries; and (19) other economic, business and other factors, including inflation and interest rate fluctuations. The foregoing factors should not be construed as exhaustive. These forward-looking statements are quali?ed by, and should be read together with, the risks and uncertainties set forth above and the risk factors included in American Water’s and Essential Utilities’ respective 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 this communication is ?rst used or given. Neither American Water nor Essential Utilities has 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 American Water or Essential Utilities to predict all such factors. Furthermore, it may not be possible to assess the impact of any such factor on American Water’s or Essential Utilities’ businesses, 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. Important Additional Information about the Proposed Merger and Where to Find It In connection with the proposed merger, American Water will ?le a registration statement on Form S-4, which will include a document that serves as a prospectus of American Water with respect to the shares of American Water’s common stock to be issued in the proposed merger and a joint proxy statement of American Water and Essential Utilities for their respective shareholders (the “joint proxy statement/prospectus”), and each party will file other documents regarding the proposed merger with the SEC. This communication is not a substitute for the registration statement, the joint proxy statement/prospectus or any other document that American Water or Essential Utilities may ?le with the SEC or mail to their respective shareholders in connection with the proposed merger. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS OF EACH PARTY ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE REGISTRATION STATEMENT, THE JOINT PROXY STATEMENT/ PROSPECTUS, ANY AMENDMENTS OR SUPPLEMENTS THERETO AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC OR INCORPORATED BY REFERENCE INTO