Ameren (NYSE: AEE) CEO receives RSU grant and 44,840-share PSU vesting

Rhea-AI Filing Summary

Ameren Corporation Chairman, President and CEO Martin J. Lyons Jr. reported equity compensation activity involving the company’s common stock. On February 5, 2026, he received 23,170 restricted stock units at $0 per share value, bringing one reported direct holding line to 290,853 shares. He also acquired 44,840 shares at $0 per share upon vesting of previously granted performance share units, increasing another reported direct holding line to 337,652 shares, which includes 1,959 dividend equivalents. In addition, he indirectly holds an estimated 2,109 share equivalents in Ameren’s Savings Investment Plan through a 401(k) unitized stock fund as of January 31, 2026.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LYONS MARTIN J

(Last) (First) (Middle)

P.O. BOX 66149

(Street)

ST. LOUIS MO 63166-6149

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMEREN CORP [ AEE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $.01 Par Value								2,109(1)	I	By 401(K)
Common Stock, $.01 Par Value	02/05/2026		A		23,170(2)	A	$0	290,853	D
Common Stock, $.01 Par Value	02/05/2026		A		44,840(3)	A	$0	337,652(4)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the estimated number of share equivalents held by the reporting person in the unitized stock fund included in the Ameren Corporation Savings Investment Plan as of January 31, 2026.

2. These restricted stock units were granted under the issuer's 2022 Omnibus Incentive Compensation Plan (the "Plan") and are scheduled to vest upon the payment date in 2029, which shall be no later than March 15, 2029, subject to the terms of the Plan and the applicable award agreement issued thereunder.

3. Shares acquired upon vesting of previously-granted performance share units.

4. Amount includes 1,959 accrued dividend equivalents acquired during the first through fourth quarters of 2025 pursuant to a dividend reinvestment feature of restricted stock units granted under the Plan.

Remarks:

	Jonathan T. Shade, Deputy Corp. Secy. of Ameren Corporation, attorney-in-fact for Martin J. Lyons, Jr.	02/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Ameren (AEE) report for CEO Martin J. Lyons Jr.?

Ameren reported equity awards to CEO Martin J. Lyons Jr. He received 23,170 restricted stock units and 44,840 common shares via vesting of performance share units on February 5, 2026, all at a reported price of $0 per share as compensation.

How many Ameren (AEE) shares does the CEO hold after these Form 4 transactions?

After the reported transactions, one holding line shows 337,652 Ameren shares. Another direct holding line reflects 290,853 shares, and an additional 2,109 share equivalents are held indirectly in the Ameren Savings Investment Plan through a 401(k) unitized stock fund.

What are the terms of the 23,170 Ameren (AEE) restricted stock units granted to the CEO?

The 23,170 restricted stock units were granted under Ameren’s 2022 Omnibus Incentive Compensation Plan. They are scheduled to vest on a payment date in 2029, no later than March 15, 2029, subject to the plan and the applicable award agreement.

What is the source of the 44,840 Ameren (AEE) shares acquired by the CEO?

The 44,840 Ameren shares were acquired upon vesting of previously granted performance share units. The reported amount also reflects 1,959 dividend equivalents accumulated during 2025 under a dividend reinvestment feature tied to restricted stock unit awards.

How does Ameren’s 401(k) plan factor into the CEO’s Ameren (AEE) holdings?

The CEO’s indirect Ameren exposure includes 2,109 share equivalents in a unitized stock fund. These are held within the Ameren Corporation Savings Investment Plan, based on estimated share equivalents as of January 31, 2026, and are reported as held through a 401(k).

Were these Ameren (AEE) insider transactions open-market purchases or compensation awards?

The reported transactions are equity compensation awards, not open-market purchases. Both the 23,170 restricted stock units and the 44,840 shares from performance share unit vesting were recorded at a transaction price of $0 per share, consistent with stock-based compensation.