8-KThe WireRoutine
Shareholder Vote
Filed May 13, 2024 · 2y ago · Accession 0001104659-24-060607
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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 9, 2024
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
0000100826
Co-Registrant
Amendment Flag
false
Co-Registrant
Form Type
8-K
Co-Registrant
DocumentperiodEndDate
2024-05-09
Co-Registrant
Written Commuunications
false
Co-Registrant
Solicitating Materials
false
Co-Registrant
PreCommencement Tender Offer
false
Co-Registrant
Entity PreCommencement Issuer Tender Offer
false
Co-Registrant
CIK
0000018654
Co-Registrant
Amendment Flag
false
Co-Registrant
Form Type
8-K
Co-Registrant
DocumentperiodEndDate
2024-05-09
Co-Registrant
Written Commuunications
false
Co-Registrant
Solicitating Materials
false
Co-Registrant
PreCommencement Tender Offer
false
Co-Registrant
Entity PreCommencement Issuer Tender Offer
false
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 9, 2024 (“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
207,290,377
1,829,051
634,590
23,579,966
Catherine S. Brune
201,687,863
7,459,473
606,682
23,579,966
Ward H. Dickson
207,626,216
1,468,109
659,693
23,579,966
Noelle K. Eder
207,560,254
1,565,397
628,367
23,579,966
Ellen M. Fitzsimmons
203,673,849
5,454,475
625,694
23,579,966
Rafael Flores
202,636,736
6,469,316
647,966
23,579,966
Kimberly J. Harris
207,698,023
1,435,659
620,336
23,579,966
Richard J. Harshman
206,670,340
2,424,193
659,485
23,579,966
Craig S. Ivey
207,429,431
1,668,307
656,280
23,579,966
James C. Johnson
204,482,979
4,614,774
656,265
23,579,966
Steven H. Lipstein
205,305,779
3,790,678
657,561
23,579,966
Martin J. Lyons, Jr.
202,520,388
6,642,676
590,954
23,579,966
Leo S. Mackay, Jr.
207,335,211
1,753,655
665,152
23,579,966
Item (2): Advisory Approval of Executive Compensation
Vote Result
Votes For
Votes Against
Abstentions
Broker Non-Votes
Approved
199,569,907
9,094,522
1,089,589
23,579,966
Item (3): Ratification of the Appointment of PricewaterhouseCoopers
LLP as Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2024
Vote Result
Votes For
Votes Against
Abstentions
Broker Non-Votes
Approved
223,621,608
9,002,913
709,463
—
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: Mark C. Birk, Fadi M. Diya, Michael L. Moehn, and Chonda J.
Nwamu. 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: Leonard P. Singh, Michael L. Moehn, Chonda J. Nwamu, Theresa
A. Shaw, and Patrick E. Smith. 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/ Chonda J. Nwamu
Name:
Chonda J. Nwamu
Title:
Executive Vice President, General Counsel and Secretary
UNION ELECTRIC COMPANY
(Registrant)
By:
/s/ Chonda J. Nwamu
Name:
Chonda J. Nwamu
Title:
Executive Vice President, General Counsel and Secretary
AMEREN ILLINOIS COMPANY
(Registrant)
By:
/s/ Chonda J. Nwamu
Name:
Chonda J. Nwamu
Title:
Executive Vice President, General Counsel and Secretary
Date: May 13, 2024
Filing details
- Company
- Ameren Illinois Co
- Ticker
- AILIP
- CIK
- 18654
- Form type
- 8-K
- Filing date
- May 13, 2024
- Report date
- May 9, 2024
- Document
- tm2414184d1_8k.htm
- Size
- 320 KB