Ameren (NYSE: AILIH) investors back board, executive pay and PwC

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8-K
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8-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13
or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
May 14, 2026
Commission
File Number
Exact
Name of Registrant as
Specified in Charter;
State of Incorporation;
Address and Telephone Number
IRS Employer
Identification
Number
1-14756
Ameren
Corporation
(Missouri
Corporation)
1901
Chouteau Avenue
St.
Louis, Missouri
63103
(314)
621-3222
43-1723446
1-2967
Union Electric
Company
(Missouri Corporation)
1901 Chouteau Avenue
St. Louis, Missouri 63103
(314) 621-3222
43-0559760
1-3672
Ameren Illinois Company
(Illinois Corporation)
10 Richard Mark Way
Collinsville, Illinois 62234
(618)
343-8150
37-0211380
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants
under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered
pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange
on which registered
Common
Stock, $0.01 par value per
share
AEE
New
York Stock Exchange
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company
Ameren Corporation
¨
Union Electric Company
¨
Ameren Illinois Company
¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Ameren Corporation
¨
Union Electric Company
¨
Ameren Illinois Company
¨
Co-Registrant
CIK
Co-Registrant
Amendment Flag
Co-Registrant
Form Type
Co-Registrant
DocumentperiodEndDate
Co-Registrant
Written Commuunications
Co-Registrant
Solicitating Materials
Co-Registrant
PreCommencement Tender Offer
Co-Registrant
PreCommencement Tender Offer
Co-Registrant
Entity PreCommencement Issuer Tender Offer
Co-Registrant
CIK
Co-Registrant
Amendment Flag
Co-Registrant
Form Type
Co-Registrant
DocumentperiodEndDate
Co-Registrant
Written Commuunications
Co-Registrant
Solicitating Materials
Co-Registrant
PreCommencement Tender Offer
Co-Registrant
PreCommencement Tender Offer
Co-Registrant
Entity PreCommencement Issuer Tender Offer
ITEM 5.07 Submission of Matters to a Vote of Security Holders.
At the annual meeting of shareholders of each of Ameren Corporation
(“Ameren”), Union Electric Company, doing business as Ameren Missouri (“Ameren Missouri”), and Ameren Illinois
Company, doing business as Ameren Illinois (“Ameren Illinois”), held on May 14, 2026 (“Annual Meeting”),
the matters listed below were submitted to a vote of each company’s respective shareholders.
Ameren
Item (1): Election of Directors
The following individuals (comprising Ameren’s full Board of
Directors) were elected:
Name
Votes For
Votes Against
Abstentions
Broker Non-Votes
Cynthia J. Brinkley
211,811,213
6,224,999
509,328
24,519,860
Ward H. Dickson
215,897,083
2,148,175
500,282
24,519,860
Jamie L. Engstrom
216,191,429
1,854,870
499,241
24,519,860
Ellen M. Fitzsimmons
210,790,937
7,306,393
448,210
24,519,860
Rafael Flores
212,466,281
5,556,585
522,674
24,519,860
Richard J. Harshman
211,458,704
6,517,496
569,340
24,519,860
Craig S. Ivey
213,177,307
4,882,181
486,052
24,519,860
Steven H. Lipstein
203,929,254
14,096,981
519,305
24,519,860
Martin J. Lyons, Jr.
211,634,204
6,520,326
391,010
24,519,860
Leo S. Mackay, Jr.
215,933,079
2,121,870
490,591
24,519,860
Timothy S. Rausch
215,974,758
1,948,882
621,900
24,519,860
Steven O. Vondran
215,831,571
2,064,068
649,901
24,519,860
Item (2): Advisory Approval of Executive Compensation
Vote Result
Votes For
Votes Against
Abstentions
Broker Non-Votes
Approved
208,210,735
9,383,298
951,507
24,519,860
Item (3): Ratification of the Appointment of PricewaterhouseCoopers
LLP as Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2026
Vote Result
Votes For
Votes Against
Abstentions
Broker Non-Votes
Approved
232,732,466
9,840,141
492,793
—
Ameren Missouri
Item (1): Election of Directors
At Ameren Missouri’s Annual Meeting, the following individuals
(comprising Ameren Missouri’s full Board of Directors) were elected: Michael L. Moehn, Ajay K. Arora, David M. Feinberg, Ryan J.
Martin, and Leonard P. Singh. Each individual received 102,123,834 votes for election and no withheld votes, abstentions or broker non-votes.
Ameren Illinois
Item (1): Election of Directors
At Ameren Illinois’ Annual Meeting, the following individuals
(comprising Ameren Illinois’ full Board of Directors) were elected: Patrick E. Smith Sr., David M. Feinberg, Michael L. Moehn, Theresa
A. Shaw, and Leonard P. Singh. Each individual received 25,452,373 votes for election and no withheld votes, abstentions or broker non-votes.
This combined Form 8-K is being filed separately by Ameren Corporation,
Union Electric Company and Ameren Illinois Company (each a “registrant”). Information contained herein relating to any individual
registrant has been filed by such registrant on its own behalf. No registrant makes any representation as to information relating to any
other registrant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature for
each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries.
AMEREN CORPORATION
(Registrant)
By:
/s/ David M. Feinberg
Name:
David M. Feinberg
Title:
Executive Vice President, General Counsel and Secretary
UNION ELECTRIC COMPANY
(Registrant)
By:
/s/ David M. Feinberg
Name:
David M. Feinberg
Title:
Executive Vice President, General Counsel and Secretary
AMEREN ILLINOIS COMPANY
(Registrant)
By:
/s/ David M. Feinberg
Name:
David M. Feinberg
Title:
Executive Vice President, General Counsel and Secretary
Date: May 18, 2026




