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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): October 14, 2025
AMEREN CORPORATION
(Exact Name of Registrant as Specified
in Charter)
| Missouri |
1-14756 |
43-1723446 |
(State or other jurisdiction of
incorporation) |
(Commission
File Number) |
(IRS Employer Identification
Number) |
1901 Chouteau Avenue, St. Louis, Missouri 63103
(Address of principal executive offices and
Zip Code)
Registrant’s telephone number, including
area code: (314) 621-3222
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant 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). ¨
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. ¨
ITEM 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 14, 2025, Ameren Corporation
(the "Company") announced that Michael L. Moehn, Senior Executive Vice President and Chief Financial Officer of the Company,
has been elected to the position of Group President, Ameren Utilities, of the Company, effective January 1, 2026. Also effective January
1, 2026, Leonard P. Singh, Chairman and President of Ameren Illinois Company ("Ameren Illinois"), has been elected Executive
Vice President and Chief Financial Officer of the Company.
Mr. Moehn, 56, has served
as the Company's Senior Executive Vice President and Chief Financial Officer since 2019. As previously announced, Mr. Moehn is also
currently serving as the Interim Chairman and President of Ameren Missouri. He previously served as Chairman and President of Ameren Missouri from 2014 to 2019.
Mr. Singh, 56, has served as
the Chairman and President of Ameren Illinois since August 2022. Previously, he served in various senior leadership roles at Consolidated
Edison Company of New York, including Senior Vice President of Customer Energy Solutions from December 2020 to June 2022 and Vice President
of Manhattan Electric Operations from June 2015 to November 2020.
Effective as of January 1, 2026,
Mr. Moehn's base salary will be increased from $895,000 to $960,000. Also effective as of January 1, 2026, his target cash award under
the Company’s short-term incentive plan (“STIP”) will be increased from 90% to 100% of his base salary, and his target
award under the Company’s long-term incentive program (“LTIP”) will be increased from 315% to 350% of his base salary.
Mr. Moehn will continue to participate in the Ameren Corporation Severance Plan for Ameren Officers and the Second Amended and Restated
Change of Control Severance Plan.
Effective as of January 1, 2026,
Mr. Singh's base salary will be increased from $650,000 to $715,000. Also effective as of January 1, 2026, his target cash award under
the Company’s STIP will be increased from 80% to 90% of his base salary, and his target award under the Company’s LTIP will
be increased from 215% to 260% of his base salary. Mr. Singh will continue to participate in the Ameren Corporation Severance Plan for
Ameren Officers and the Second Amended and Restated Change of Control Severance Plan.
Neither Mr. Moehn's nor Mr. Singh's
election was pursuant to any agreement or understanding between him and any other person. There is no family relationship between Mr.
Moehn or Mr. Singh and any director or executive officer of the Company, and there are no transactions between Mr. Moehn or Mr. Singh
and the Company that are required to be reported under Item 404(a) of Regulation S-K.
A copy of the press release issued
by the Company on October 14, 2025, announcing Mr. Moehn's and Mr. Singh’s elections is furnished as Exhibit 99.1. Exhibit 99.1
shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any
filing of Ameren under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. |
|
Description |
| 99.1 |
|
Press release issued by the Company on October 14, 2025. |
| 104 |
|
Cover Page Interactive Data File (formatted as Inline XBRL). |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
AMEREN CORPORATION |
| |
(Registrant) |
| |
|
| |
By: |
/s/ Stephen C. Lee |
| |
Name: |
Stephen C. Lee |
| |
Title: |
Vice President, Interim General Counsel and Secretary |
Date: October 14, 2025
