Current Report Filing (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 6, 2021

 

 

 

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 Executive Drive Collinsville, Illinois 62234 [phone]		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		☐

 

 

 

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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 6, 2021 (“Annual Meeting”), the matters listed below were submitted to a vote of each company’s respective shareholders.

Ameren

Item (1): Election of Directors

At Ameren’s Annual Meeting, the following individuals (comprising Ameren’s full Board of Directors) were elected:

 

Name		Votes For				Votes Against				Abstentions				Broker Non-Votes
Warner L. Baxter			188,165,519				5,764,116				1,139,840				22,659,841
Cynthia J. Brinkley			193,333,196				1,155,577				580,702				22,659,841
Catherine S. Brune			192,603,220				1,871,575				594,680				22,659,841
J. Edward Coleman			193,034,301				1,419,553				615,621				22,659,841
Ward H. Dickson			193,396,865				1,031,648				640,962				22,659,841
Noelle K. Eder			193,351,478				1,119,202				598,795				22,659,841
Ellen M. Fitzsimmons			193,233,038				1,248,755				587,682				22,659,841
Rafael Flores			193,205,081				1,273,547				590,847				22,659,841
Richard J. Harshman			193,311,628				1,126,029				631,818				22,659,841
Craig S. Ivey			193,367,864				1,089,492				612,119				22,659,841
James C. Johnson			186,614,415				7,853,203				601,857				22,659,841
Steven H. Lipstein			191,442,051				3,032,981				594,443				22,659,841
Leo S. Mackay, Jr.			192,737,654				1,706,206				625,615				22,659,841

Item (2):

Non-Binding

Advisory Approval of Executive Compensation

 

Vote Result		Votes For				Votes Against				Abstentions				Broker Non-Votes
Approved			187,270,663				6,642,117				1,156,695				22,659,841

Item (3): Ratification of the Appointment of PricewaterhouseCoopers LLP as Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2021

 

Vote Result		Votes For				Votes Against				Abstentions				Broker Non-Votes
Approved			209,329,216				7,164,348				1,235,752				—

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, Martin J. Lyons, Jr., 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

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At Ameren Illinois’ Annual Meeting, the following individuals (comprising Ameren Illinois’ full Board of Directors) were elected: Richard J. Mark, Michael L. Moehn, Chonda J. Nwamu, Theresa A. Shaw and David N. Wakeman. 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.

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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:		Senior Vice President, General Counsel and Secretary
UNION ELECTRIC COMPANY
(Registrant)
By:		/s/ Chonda J. Nwamu
Name:		Chonda J. Nwamu
Title:		Senior Vice President, General Counsel and Secretary
AMEREN ILLINOIS COMPANY
(Registrant)
By:		/s/ Chonda J. Nwamu
Name:		Chonda J. Nwamu
Title:		Senior Vice President, General Counsel and Secretary

Date: May 7, 2021