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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Union Electric Company - Preferred Stock
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2025 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of |
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| May 12, 2025 |
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 8, 2025 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 Am |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2025 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of |
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| April 4, 2025 |
Exhibit 4.2 SUPPLEMENTAL INDENTURE DATED MARCH 1, 2025 UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE (SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE) 5.25% First Mortgage Bonds due 2035 This instrument was prepared by Stephen C. Lee, Esq., Vice President, |
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| April 4, 2025 |
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): April 4, 2025 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 |
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| April 4, 2025 |
Union Electric Company First Mortgage Bonds due 2035 Underwriting Agreement Exhibit 1 Union Electric Company First Mortgage Bonds due 2035 Underwriting Agreement March 26, 2025 Goldman Sachs & Co. |
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| March 27, 2025 |
Exhibit 107 Calculation of Filing Fee Tables (1) Form 424(b)(2) (Form Type) Union Electric Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt Union Electric Company’s 5. |
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| March 27, 2025 |
$500,000,000 5.25% First Mortgage Bonds due 2035 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-274977-02 PROSPECTUS SUPPLEMENT (To Prospectus dated October 13, 2023) $500,000,000 5.25% First Mortgage Bonds due 2035 Union Electric Company, doing business as Ameren Missouri, is offering $500,000,000 principal amount of its 5.25% First Mortgage Bonds due 2035, referred to in this prospectus supplement as the “b |
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| March 26, 2025 |
Union Electric Company Pricing Term Sheet March 26, 2025 Filed Pursuant to Rule 433 Registration Statement No. 333-274977-02 Union Electric Company Pricing Term Sheet March 26, 2025 Issue: 5.25% First Mortgage Bonds due 2035 Principal Amount: $500,000,000 Coupon (Interest Rate): 5.25% per annum Maturity Date: April 15, 2035 Benchmark Treasury: 4.625% due February 15, 2035 Benchmark Treasury Price: 102-10+ Benchmark Treasury Yield: 4.333% Spread to Bench |
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| March 26, 2025 |
SUBJECT TO COMPLETION, DATED MARCH 26, 2025 TABLE OF CONTENTS The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| March 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ¨ Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ¨ Definitive Information Statement x Definitive Additi |
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| March 25, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statem |
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| March 3, 2025 |
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): February 26, 2025 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14 |
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| February 18, 2025 |
Exhibit 24.1 POWER OF ATTORNEY WHEREAS, AMEREN CORPORATION, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2024; and WHEREAS, each of the individuals identified below is a director of |
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| February 18, 2025 |
RSU CEO Award 90286995v.6 Exhibit 10.49 2025 Restricted Stock Unit Award Agreement 59961097v.2 90286995v.6 Notice of 2025 Restricted Stock Unit Award Participant: Grant Date: You have been granted the following Restricted Stock Units in accordance with the terms of the Ameren Corporation 2022 Omnibus Incentive Compensation Plan (as the same may be amended from time to time, the "Plan") and the att |
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| February 18, 2025 |
Ameren Corporation Insider Trading Policy Exhibit 19.1 Ameren Corporation Insider Trading Policy I.Purpose Ameren Corporation (including its direct and indirect subsidiaries, “Ameren” or the “Company”) has adopted this Insider Trading Policy (this “Policy”) to promote compliance with applicable laws that prohibit certain persons who are aware of Material Nonpublic Information (as defined below) about a company from: (i) trading in securit |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2024 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of regi |
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| February 18, 2025 |
PSU Award - TSR Exhibit 10.47 2025 Performance Share Unit Award Agreement Notice of 2025 Performance Share Unit Award (TSR) Participant: Grant Date: You have been granted the following Performance Share Units in accordance with the terms of the Ameren Corporation 2022 Omnibus Incentive Compensation Plan (as the same may be amended from time to time, the "Plan") and the attached award agreement, re |
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| February 18, 2025 |
2025 BASE SALARY TABLE FOR NAMED EXECUTIVE OFFICERS Exhibit 10.19 2025 BASE SALARY TABLE FOR NAMED EXECUTIVE OFFICERS The 2025 annual base salaries of the following Named Executive Officers of Ameren Corporation (“Ameren”), Union Electric Company (“UE”) and Ameren Illinois Company (“AIC”) (which officers are employed by Ameren and/or an Ameren subsidiary as of February 18, 2025, and were determined to the extent applicable by reference to the Amere |
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| February 18, 2025 |
SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS EFFECTIVE DECEMBER 13, 2024 Exhibit 10.22 SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS EFFECTIVE DECEMBER 13, 2024 Benefit Level1 - 3 Birk, Mark C. Moehn, Michael Diya, Fadi Nwamu, Chonda * Lyons, Martin J. Singh, Leonard * Benefit Level1 - 2 Schukar, Shawn E. * Not eligible for excise tax gross-up provisions (for new officers effective on or after October 1, 2009) 1 Severance benefits include: •Cash severance, d |
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| February 18, 2025 |
PSU Award- Clean Energy Metric PSU Award- Clean Energy Metric 305903566v.2 Exhibit 10.48 2025 Performance Share Unit Award Agreement Notice of 2025 Performance Share Unit Award (Clean Energy Transition) Participant: Grant Date: You have been granted the following Performance Share Units in accordance with the terms of the Ameren Corporation 2022 Omnibus Incentive Compensation Plan (as the same may be amended from time to time, |
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| February 18, 2025 |
Exhibit 24.2 POWER OF ATTORNEY WHEREAS, UNION ELECTRIC COMPANY, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2024; and WHEREAS, each of the individuals identified below is a director |
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| February 18, 2025 |
Exhibit 24.3 POWER OF ATTORNEY WHEREAS, AMEREN ILLINOIS COMPANY, an Illinois corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2024; and WHEREAS, each of the individuals identified below is a direct |
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| February 18, 2025 |
2025 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2025 EXHIBIT 10.15 2025 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2025 1 EXHIBIT 10.15 2 EXHIBIT 10.15 Summary The Ameren Short-Term Incentive Plan (“STIP”) is intended to reward eligible Officers for their contributions to Ameren’s success. The STIP rewards Officers for results in the following categories: financial performance, safety, operational performance, customer, econo |
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| February 18, 2025 |
Exhibit 10.29 FORMULA FOR DETERMINING 2025 TARGET PSU AND RSU AWARDS FORMULA FOR DETERMINING 2025 TARGET PERFORMANCE SHARE UNIT ("PSU") AND RESTRICTED STOCK UNIT ("RSU") AWARDS TO BE ISSUED TO NAMED EXECUTIVE OFFICERS The target number of PSUs and RSUs to be issued to each Named Executive Officer listed below for 2025 will be determined in accordance with the following formula: 2025 Target Number |
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| February 18, 2025 |
Exhibit 21.1 SUBSIDIARIES OF AMEREN CORPORATION AT DECEMBER 31, 2024 Name State or Jurisdiction of Organization Ameren Corporation Missouri Ameren Development Company Missouri Missouri Central Railroad Company Delaware QST Enterprises Inc. Illinois Ameren EIP Investment, LLC Delaware Ameren Accelerator Investments, LLC Delaware AmerenEnergy Medina Valley Cogen, L.L.C. Illinois Ameren Transmission |
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| December 20, 2024 |
Exhibit 10.2 SECURITIZED UTILITY TARIFF PROPERTY PURCHASE AND SALE AGREEMENT by and between AMeren missouri securitization funding i, llc, as Issuer and union electric company d/b/a ameren missouri, as Seller Dated as of December 20, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitional Provisions 2 AR |
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| December 20, 2024 |
Exhibit 4.1 AMEREN MISSOURI SECURITIZATION FUNDING I, LLC, Issuer, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee and Securities Intermediary INDENTURE Dated as of December 20, 2024 TABLE OF CONTENTS ARTICLE I Definitions and Incorporation by Reference 2 SECTION 1.01. Definitions 2 SECTION 1.02. Incorporation by Reference of Trust Indenture Act 2 SECTION 1.03. Rules |
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| December 20, 2024 |
Exhibit 99.2 December 20, 2024 Page 1 Dentons US LLP 4520 Main Street Suite 1100 Kansas City, MO 64111-7700 United States dentons.com December 20, 2024 To Each of the Parties Listed on the Attached Schedule A Opinion: Missouri Constitutional Law Ameren Missouri Securitization Funding I, LLC Greetings: We have acted as Missouri counsel to Union Electric Company d/b/a/ Ameren Missouri, a Missouri co |
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| December 20, 2024 |
Exhibit 4.2 SERIES SUPPLEMENT This SERIES SUPPLEMENT dated as of December 20, 2024 (this “Supplement”), by and between AMEREN MISSOURI Securitization funding i, llc, a Delaware limited liability company (the “Issuer”), and The Bank of New York Mellon Trust Company, N.A., a national banking association (“BANK”), in its capacity as indenture trustee (the “Indenture Trustee”) for the benefit of the S |
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| December 20, 2024 |
Exhibit 10.3 ADMINISTRATION AGREEMENT This ADMINISTRATION AGREEMENT, dated as of December 20, 2024 (this “Administration Agreement”), by and between UNION ELECTRIC COMPANY d/b/a Ameren missouri, a Missouri corporation (“Ameren Missouri”), as administrator (in such capacity, the “Administrator”), and Ameren missouri SEcuritization funding i, llC, a Delaware limited liability company (the “Issuer”). |
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| December 20, 2024 |
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): December 20, 2024 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 333- |
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| December 20, 2024 |
Exhibit 10.1 SECURITIZED UTILITY TARIFF PROPERTY SERVICING AGREEMENT by and between Ameren Missouri Securitization funding i, LLC, Issuer and UNION ELECTRIC COMPANY D/B/A AMEREN MISSOURI, Servicer Acknowledged and Accepted by THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee Dated as of December 20, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Definitio |
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| December 20, 2024 |
Exhibit 99.1 December 20, 2024 To the Persons Listed on the Attached Schedule I Re: Federal Constitutional Issues related to Union Electric Company d/b/a Ameren Missouri Securitized Utility Tariff Bonds Opinion Recipients: We have served as counsel to Union Electric Company d/b/a Ameren Missouri, a Missouri corporation (“Ameren Missouri”), in connection with the issuance and sale on the date hereo |
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| December 12, 2024 |
Exhibit 10.3 ADMINISTRATION AGREEMENT This ADMINISTRATION AGREEMENT, dated as of December 20, 2024 (this “Administration Agreement”), by and between UNION ELECTRIC COMPANY d/b/a Ameren missouri, a Missouri corporation (“Ameren Missouri”), as administrator (in such capacity, the “Administrator”), and Ameren missouri SEcuritization funding i, llC, a Delaware limited liability company (the “Issuer”). |
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| December 12, 2024 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(1) Registration Statement No. 333-282616 and 333-282616-1 PROSPECTUS $476,121,000 Securitized Utility Tariff Bonds, Series 2024-A Union Electric Company Sponsor, Depositor and Initial Servicer Central Index Key Number: 0000100826 Ameren Missouri Securitization Funding I, LLC Issuing Entity Central Index Key Number: 0002039835 Tranche Expected Wei |
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| December 12, 2024 |
Exhibit 10.1 SECURITIZED UTILITY TARIFF PROPERTY SERVICING AGREEMENT by and between Ameren Missouri Securitization funding i, LLC, Issuer and UNION ELECTRIC COMPANY D/B/A AMEREN MISSOURI, Servicer Acknowledged and Accepted by THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee Dated as of December 20, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Definitio |
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| December 12, 2024 |
Exhibit 10.2 SECURITIZED UTILITY TARIFF PROPERTY PURCHASE AND SALE AGREEMENT by and between AMeren missouri securitization funding i, llc, as Issuer and union electric company d/b/a ameren missouri, as Seller Dated as of December 20, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitional Provisions 2 AR |
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| December 12, 2024 |
Exhibit 4.2 SERIES SUPPLEMENT This SERIES SUPPLEMENT dated as of December 20, 2024 (this “Supplement”), by and between AMEREN MISSOURI Securitization funding i, llc, a Delaware limited liability company (the “Issuer”), and The Bank of New York Mellon Trust Company, N.A., a national banking association (“BANK”), in its capacity as indenture trustee (the “Indenture Trustee”) for the benefit of the S |
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| December 12, 2024 |
Exhibit 1.1 Execution Version AMEREN MISSOURI SECURITIZATION FUNDING I, LLC UNION ELECTRIC COMPANY $476,121,000 Securitized Utility Tariff Bonds, Series 2024-A UNDERWRITING AGREEMENT December 10, 2024 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Ladies and Gentlemen: 1. Introduction. Ameren Missouri Securitization Funding I, LLC, a De |
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| December 12, 2024 |
Exhibit 3.2 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AMEREN MISSOURI SECURITIZATION FUNDING I, LLC Dated as of December 10, 2024 TABLE OF CONTENTS Page ARTICLE I GENERAL PROVISIONS SECTION 1.01 Definitions 1 SECTION 1.02 Sole Member; Registered Office and Agent 2 SECTION 1.03 Other Offices 3 SECTION 1.04 Name 3 SECTION 1.05 Purpose; Nature of Business Permitted; Powers 3 SECTION |
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| December 12, 2024 |
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): December 10, 2024 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 333- |
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| December 12, 2024 |
Exhibit 4.1 AMEREN MISSOURI SECURITIZATION FUNDING I, LLC, Issuer, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee and Securities Intermediary INDENTURE Dated as of December 20, 2024 TABLE OF CONTENTS ARTICLE I Definitions and Incorporation by Reference 2 SECTION 1.01. Definitions 2 SECTION 1.02. Incorporation by Reference of Trust Indenture Act 2 SECTION 1.03. Rules |
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| December 11, 2024 |
Free Writing Prospectus, dated December 10, 2024 Filed pursuant to Rule 433 under the Securities Act of 1933 Supplementing the Preliminary Prospectus, dated November 15, 2024 Registration Statement Nos. |
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| December 4, 2024 |
Remainder of the page intentionally left blank December 4, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| December 4, 2024 |
Free Writing Prospectus, dated December 4, 2024 Filed pursuant to Rule 433 under the Securities Act of 1933 Supplementing the Preliminary Prospectus, dated November 15, 2024 Registration Statement Nos. |
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| December 4, 2024 |
Union Electric Company 1901 Chouteau Avenue St. Louis, Missouri 63103 Union Electric Company 1901 Chouteau Avenue St. Louis, Missouri 63103 December 4, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Komul Chaundhry, Office of Structured Finance Arthur Sandel, Office of Structured Finance Re: Union Electric Company Ameren Missouri Securitization Funding I, LLC Registration Statement on Form |
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| November 15, 2024 |
Hunton Andrews Kurth LLP 200 Park Avenue New York, NY 10166-0005 Tel 212 • 309 • 1000 Fax 212 • 309 • 1100 November 15, 2024 Via Edgar and Electronic Mail Ms. |
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| November 15, 2024 |
Calculation of Filing Fee Table Form SF-1 (Form Type) Exhibit 107.1 Calculation of Filing Fee Table Form SF-1 (Form Type) Union Electric Company (Exact name of registrant, sponsor and depositor as specified in its charter) Ameren Missouri Securitization Funding I, LLC (Exact name of registrant and issuing entity as specified in its charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered |
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| November 15, 2024 |
Exhibit 99.3 Dentons US LLP 4520 Main Street Suite 1100 Kansas City, MO 64111-7700 United States dentons.com December , 2024 To Each of the Parties Listed on the Attached Opinion: Missouri Constitutional Law Ameren Missouri Securitization Funding I, LLC Greetings: We have acted as Missouri counsel to Union Electric Company d/b/a/ Ameren Missouri, a Missouri corporation, (the “Sponsor”) and Ameren |
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| November 15, 2024 |
Exhibit 10.2 SECURITIZED UTILITY TARIFF PROPERTY PURCHASE AND SALE AGREEMENT by and between AMeren missouri securitization funding i, llc, as Issuer and union electric company d/b/a ameren missouri, as Seller Dated as of [Closing Date], 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitional Provisions 2 |
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| November 15, 2024 |
Exhibit 99.2 [date], 2024 To the Persons Listed on the Attached Schedule I Re: Federal Constitutional Issues related to Union Electric Company d/b/a Ameren Missouri Securitized Utility Tariff Bonds Opinion Recipients: We have served as counsel to Union Electric Company d/b/a Ameren Missouri, a Missouri corporation (“Ameren Missouri”), in connection with the issuance and sale on the date hereof by |
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| November 15, 2024 |
As filed with the Securities and Exchange Commission on November 15, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 15, 2024 REGISTRATION NOS. |
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| November 15, 2024 |
Consent of Independent Manager Nominee Exhibit 99.4 Consent of Independent Manager Nominee Union Electric Company and Ameren Missouri Securitization Funding I, LLC are filing a Registration Statement on Form SF-1 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the public offering of securitized utility tariff bonds. In con |
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| November 15, 2024 |
Exhibit 1.1 AMEREN MISSOURI SECURITIZATION FUNDING I, LLC UNION ELECTRIC COMPANY $[] Securitized Utility Tariff Bonds, Series 2024-A UNDERWRITING AGREEMENT [], 2024 To the Underwriters named in Schedule I hereto Ladies and Gentlemen: 1. Introduction. Ameren Missouri Securitization Funding I, LLC, a Delaware limited liability company (the “Issuer”), proposes to issue and sell $[] aggrega |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2024 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact nam |
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| November 7, 2024 |
Exhibit 4.1 Execution Version Ameren Transmission Company of Illinois $140,000,000 $70,000,000 5.17% Senior Notes, Series A, due September 1, 2039 and $70,000,000 5.42% Senior Notes, Series B, due September 1, 2053 Note Purchase Agreement Dated as of August 30, 2024 Table of Contents Section Heading Page Section 2. Sale and Purchase of Notes 1 Section 3. Closing 2 Section 4. Conditions to Closing |
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| October 28, 2024 |
Exhibit 10.2 SECURITIZED UTILITY TARIFF PROPERTY PURCHASE AND SALE AGREEMENT by and between AMeren missouri securitization funding i, llc, as Issuer and union electric company d/b/a ameren missouri, as Seller Dated as of [Closing Date], 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitional Provisions 2 ARTICLE II CONVEYANCE OF SECURITIZED |
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| October 28, 2024 |
As filed with the Securities and Exchange Commission on October 28, 2024 As filed with the Securities and Exchange Commission on October 28, 2024 REGISTRATION NOS. |
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| October 28, 2024 |
Exhibit 10.3 ADMINISTRATION AGREEMENT This ADMINISTRATION AGREEMENT, dated as of [Closing Date], 2024 (this “Administration Agreement”), by and between UNION ELECTRIC COMPANY d/b/a Ameren missouri, a Missouri corporation (“Ameren Missouri”), as administrator (in such capacity, the “Administrator”), and Ameren missouri SEcuritization funding i, llC, a Delaware limited liability company (the “Issuer |
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| October 28, 2024 |
Exhibit 10.1 SECURITIZED UTILITY TARIFF PROPERTY SERVICING AGREEMENT by and between Ameren Missouri Securitization funding i, LLC, Issuer and UNION ELECTRIC COMPANY D/B/A AMEREN MISSOURI, Servicer Acknowledged and Accepted by THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee Dated as of [Closing Date], 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Defini |
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| October 28, 2024 |
Exhibit 3.2 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AMEREN MISSOURI SECURITIZATION FUNDING I, LLC Dated as of [ ], 2024 TABLE OF CONTENTS Page ARTICLE I GENERAL PROVISIONS SECTION 1.01 Definitions 1 SECTION 1.02 Sole Member; Registered Office and Agent 2 SECTION 1.03 Other Offices 3 SECTION 1.04 Name 3 SECTION 1.05 Purpose; Nature of Business Permitted; Powers 3 SECTION 1.06 Li |
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| October 28, 2024 |
Exhibit 4.1 AMEREN MISSOURI SECURITIZATION FUNDING I, LLC, Issuer, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee and Securities Intermediary INDENTURE Dated as of [Closing Date], 2024 TABLE OF CONTENTS ARTICLE I Definitions and Incorporation by Reference 2 SECTION 1.01. Definitions 2 SECTION 1.02. Incorporation by Reference of Trust Indenture Act 2 SECTION 1.03. Ru |
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| October 11, 2024 |
Calculation of Filing Fee Table Form SF-1 (Form Type) Exhibit 107.1 Calculation of Filing Fee Table Form SF-1 (Form Type) Union Electric Company (Exact name of registrant, sponsor and depositor as specified in its charter) Ameren Missouri Securitization Funding I, LLC (Exact name of registrant and issuing entity as specified in its charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered |
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| October 11, 2024 |
As filed with the Securities and Exchange Commission on October 11, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 11, 2024 REGISTRATION NOS. |
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| October 11, 2024 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju |
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| October 11, 2024 |
Exhibit 21.1 Subsidiaries of Union Electric Company Name of Subsidiary Jurisdiction of Formation of Subsidiary Ameren Missouri Securitization Funding I, LLC Delaware Ameren Missouri Renewables Holdco, LLC Delaware BREC Holding Company, LLC Delaware HFREC Holding Company, LLC Delaware STARS Alliance, LLC (25% interest) Delaware |
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| October 11, 2024 |
Exhibit 99.1 STATE OF MISSOURI PUBLIC SERVICE COMMISSION At a session of the Public Service Commission held at its office in Jefferson City on the 7th day of August, 2024. BEFORE THE PUBLIC SERVICE COMMISSION OF THE STATE OF MISSOURI In the Matter of the Petition of Union Electric ) Company d/b/a Ameren Missouri for a ) Financing Order Authorizing the Issue of ) File No. EF-2024-0021 Securitized U |
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| October 11, 2024 |
CERTIFICATE OF FORMATION AMEREN MISSOURI SECURITIZATION FUNDING I, LLC Exhibit 3.1 CERTIFICATE OF FORMATION OF AMEREN MISSOURI SECURITIZATION FUNDING I, LLC This Certificate of Formation of Ameren Missouri Securitization Funding I, LLC (the “LLC”), dated as of September 23, 2024, has been duly executed and is being filed by the undersigned, as an authorized person, to form a limited liability company under the Delaware Limited Liability Company Act (6 Del. C. § 18-10 |
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| October 7, 2024 |
Union Electric Company First Mortgage Bonds due 2055 Underwriting Agreement Exhibit 1 Union Electric Company First Mortgage Bonds due 2055 Underwriting Agreement September 30, 2024 Barclays Capital Inc. |
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| October 7, 2024 |
Exhibit 4.2 SUPPLEMENTAL INDENTURE DATED SEPTEMBER 1, 2024 UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE (SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE) 5.125% First Mortgage Bonds due 2055 This instrument was prepared by Chonda J. Nwamu, Esq., Executive |
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| October 7, 2024 |
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 7, 2024 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-1475 |
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| October 1, 2024 |
$450,000,000 5.125% First Mortgage Bonds due 2055 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-274977-02 PROSPECTUS SUPPLEMENT (To Prospectus dated October 13, 2023) $450,000,000 5.125% First Mortgage Bonds due 2055 Union Electric Company, doing business as Ameren Missouri, is offering $450,000,000 principal amount of its 5.125% First Mortgage Bonds due 2055, referred to in this prospectus supplement as the |
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| October 1, 2024 |
Exhibit 107 Calculation of Filing Fee Tables (1) Form 424(b)(2) (Form Type) Union Electric Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt Union Electric Company’s 5. |
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| September 30, 2024 |
SUBJECT TO COMPLETION, DATED SEPTEMBER 30, 2024 TABLE OF CONTENTS The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| September 30, 2024 |
Union Electric Company Pricing Term Sheet September 30, 2024 Filed Pursuant to Rule 433 Registration No. 333-274977-02 Union Electric Company Pricing Term Sheet September 30, 2024 Issue: 5.125% First Mortgage Bonds due 2055 Principal Amount: $450,000,000 Coupon (Interest Rate): 5.125% per annum Maturity Date: March 15, 2055 Benchmark Treasury: 4.625% due May 15, 2054 Benchmark Treasury Price: 108-23 Benchmark Treasury Yield: 4.113% Spread to Benchmark Treas |
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| August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2024 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of |
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| August 5, 2024 |
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE Exhibit 10.1 CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE This Confidential Separation Agreement and General Release (“Agreement”) is entered into by and between Bhavani Amirthalingam (“Employee”) and Ameren Services Company, a Missouri corporation, on behalf of itself and any parent company, subsidiary, division or affiliate entity (collectively, “Ameren”). RECITALS A.Employee has been e |
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| July 1, 2024 |
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): June 28, 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 |
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| June 21, 2024 |
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): June 20, 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 |
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| May 13, 2024 |
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 Am |
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| May 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2024 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of |
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| April 5, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statem |
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| April 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ¨ Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ¨ Definitive Information Statement x Definitive Additi |
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| April 4, 2024 |
Exhibit 4.2 SUPPLEMENTAL INDENTURE DATED MARCH 1, 2024 UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE (SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE) 5.20% First Mortgage Bonds due 2034 This instrument was prepared by Chonda J. Nwamu, Esq., Executive Vice |
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| April 4, 2024 |
Union Electric Company First Mortgage Bonds Underwriting Agreement Exhibit 1 Union Electric Company First Mortgage Bonds Underwriting Agreement March 25, 2024 BNY Mellon Capital Markets, LLC J. |
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| April 4, 2024 |
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): April 4, 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 |
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| March 26, 2024 |
Exhibit 107 Calculation of Filing Fee Tables (1) Form 424(b)(2) (Form Type) Union Electric Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt Union Electric Company’s 5. |
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| March 26, 2024 |
$500,000,000 5.20% First Mortgage Bonds due 2034 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-274977-02 PROSPECTUS SUPPLEMENT (To Prospectus dated October 13, 2023) $500,000,000 5.20% First Mortgage Bonds due 2034 Union Electric Company, doing business as Ameren Missouri, is offering $500,000,000 principal amount of its 5.20% First Mortgage Bonds due 2034, referred to in this prospectus supplement as the “b |
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| March 25, 2024 |
Union Electric Company Pricing Term Sheet March 25, 2024 Filed Pursuant to Rule 433 Registration No. 333-274977-02 Union Electric Company Pricing Term Sheet March 25, 2024 Issue: 5.20% First Mortgage Bonds due 2034 Principal Amount: $500,000,000 Coupon (Interest Rate): 5.20% per annum Maturity Date: April 1, 2034 Benchmark Treasury: 4.00% due February 15, 2034 Benchmark Treasury Price: 97-29 Benchmark Treasury Yield: 4.261% Spread to Benchmark Treasury: |
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| March 25, 2024 |
SUBJECT TO COMPLETION, DATED MARCH 25, 2024 TABLE OF CONTENTS The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| February 29, 2024 |
2024 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2024 Exhibit 10.15 2024 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2024 Contents Page Annual Performance Metrics 3 Definitions 4 Performance Achievement Levels 6 Base Award 6 Individual Performance Modifier 6 Individual Short-Term Incentive Payout 7 Confidential Information 9 Non-Solicitation 9 Impact on Incentive Award Payment 10 2 Summary The Ameren Short-Term Incentive Plan ( |
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| February 29, 2024 |
Exhibit 10.53 Third Amendment to the Ameren Supplemental Retirement Plan Amended and Restated Effective January 1, 2008 WHEREAS, Ameren Corporation ("Company") previously adopted the Ameren Supplemental Retirement Plan, as amended and restated effective January 1, 2008 (the "Plan"); and WHEREAS, the Company reserved the right to amend the Plan; and WHEREAS, the Company desires to amend the Plan to |
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| February 29, 2024 |
2023 Performance Based Restricted Stock Unit Award Agreement Exhibit 10.48 2023 Performance Based Restricted Stock Unit Award Agreement PSU Award- TSR Metric98060243v.3 Participant: Michael Moehn Grant Date: November 1, 2023 You have been granted the following Performance Based Restricted Stock Units in accordance with the terms of the Ameren Corporation 2022 Omnibus Incentive Compensation Plan (as the same may be amended from time to time, the "Plan") and |
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| February 29, 2024 |
Exhibit 24.2 POWER OF ATTORNEY WHEREAS, UNION ELECTRIC COMPANY, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2023; and WHEREAS, each of the individuals identified below is a director |
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| February 29, 2024 |
2024 Performance Share Unit Award Agreement Exhibit 10.45 2024 Performance Share Unit Award Agreement PSU Award - TSR Participant: Grant Date: You have been granted the following Performance Share Units in accordance with the terms of the Ameren Corporation 2022 Omnibus Incentive Compensation Plan (as the same may be amended from time to time, the "Plan") and the attached award agreement, referred to as Performance Share Unit Award Agreemen |
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| February 29, 2024 |
Exhibit 24.3 POWER OF ATTORNEY WHEREAS, AMEREN ILLINOIS COMPANY, an Illinois corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2023; and WHEREAS, each of the individuals identified below is a direct |
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| February 29, 2024 |
Exhibit 10.55 FIFTH AMENDMENT TO THE AMEREN SUPPLEMENTAL RETIREMENT PLAN Amended and Restated Effective January 1, 2008 WHEREAS, Ameren Corporation ("Company") previously adopted the Ameren Supplemental Retirement Plan, as amended and restated effective January 1, 2008 (the "Plan"), and as subsequently amended by the First Amendment to the Ameren Supplemental Retirement Plan, dated October 24, 200 |
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| February 29, 2024 |
Exhibit 24.1 POWER OF ATTORNEY WHEREAS, AMEREN CORPORATION, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2023; and WHEREAS, each of the individuals identified below is a director of |
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| February 29, 2024 |
2024 BASE SALARY TABLE FOR NAMED EXECUTIVE OFFICERS Exhibit 10.19 2024 BASE SALARY TABLE FOR NAMED EXECUTIVE OFFICERS The 2024 annual base salaries of the following Named Executive Officers of Ameren Corporation (“Ameren”), Union Electric Company (“UE”) and Ameren Illinois Company (“AIC”) (which officers are employed by Ameren and/or an Ameren subsidiary as of February 16, 2024, and were determined to the extent applicable by reference to the Amere |
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| February 29, 2024 |
SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS EFFECTIVE DECEMBER 15, 2023 Exhibit 10.22 SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS EFFECTIVE DECEMBER 15, 2023 Benefit Level1 - 3 Birk, Mark C. Moehn, Michael Diya, Fadi Nwamu, Chonda * Lyons, Martin J. Singh, Leonard * Benefit Level1 - 2 Amirthalingam, Bhavani * * Not eligible for excise tax gross-up provisions (for new officers effective on or after October 1, 2009) 1 Severance benefits include: •Cash sever |
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| February 29, 2024 |
Amended and Restated Effective January 1, 2008 Exhibit 10.52 SECOND AMENDMENT TO THE AMEREN SUPPLEMENTAL RETIREMENT PLAN Amended and Restated Effective January 1, 2008 WHEREAS, Ameren Corporation ("Company") previously adopted the Ameren Supplemental Retirement Plan, as amended and restated effective January 1, 2008 (the "Plan"); and WHEREAS, the Company reserved the right to amend the Plan; and WHEREAS, the Company desires to amend the Plan t |
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| February 29, 2024 |
Exhibit 10.10 AMEREN DEFERRED COMPENSATION PLAN AND PARTICIPANT SUMMARY AMENDED AND RESTATED EFFECTIVE AS OF JANUARY 1, 2023 87100518v.8 AMEREN DEFERRED COMPENSATION PLAN As Amended and Restated Effective January 1, 2023 WHEREAS, Ameren Corporation amended and restated the Ameren Corporation Deferred Compensation Plan (“Plan”) effective as of January 1, 2010; and WHEREAS, Ameren Corporation reserv |
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| February 29, 2024 |
Amended and Restated Effective January 1, 2008 Exhibit 10.54 FOURTH AMENDMENT TO THE AMEREN SUPPLEMENTAL RETIREMENT PLAN Amended and Restated Effective January 1, 2008 WHEREAS, Ameren Corporation ("Company") previously adopted the Ameren Supplemental Retirement Plan, as amended and restated effective January 1, 2008 (the "Plan"); and WHEREAS, the Company reserved the right to amend the Plan; and WHEREAS, the Company desires to amend the Plan t |
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| February 29, 2024 |
2024 Performance Share Unit Award Agreement Exhibit 10.46 2024 Performance Share Unit Award Agreement PSU Award- Clean Energy Metric305903566v.2 Participant: Grant Date: You have been granted the following Performance Share Units in accordance with the terms of the Ameren Corporation 2022 Omnibus Incentive Compensation Plan (as the same may be amended from time to time, the "Plan") and the attached award agreement, referred to as Performanc |
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| February 29, 2024 |
Exhibit 10.29 FORMULA FOR DETERMINING 2024 TARGET PSU AND RSU AWARDS FORMULA FOR DETERMINING 2024 TARGET PERFORMANCE SHARE UNIT ("PSU") AND RESTRICTED STOCK UNIT ("RSU") AWARDS TO BE ISSUED TO NAMED EXECUTIVE OFFICERS The target number of PSUs and RSUs to be issued to each Named Executive Officer listed below for 2024 will be determined in accordance with the following formula: 2024 Target Number |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of regi |
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| February 29, 2024 |
Exhibit 21.1 SUBSIDIARIES OF AMEREN CORPORATION AT DECEMBER 31, 2023 Name State or Jurisdiction of Organization Ameren Corporation Missouri Ameren Development Company Missouri Missouri Central Railroad Company Delaware QST Enterprises Inc. Illinois Ameren EIP Investment, LLC Delaware Ameren Accelerator Investments, LLC Delaware AmerenEnergy Medina Valley Cogen, L.L.C. Illinois Ameren Transmission |
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| February 29, 2024 |
2024 Restricted Stock Unit Award Agreement Exhibit 10.47 2024 Restricted Stock Unit Award Agreement RSU Annual Award Notice of 2024 Restricted Stock Unit Award Participant: Grant Date: You have been granted the following Restricted Stock Units in accordance with the terms of the Ameren Corporation 2022 Omnibus Incentive Compensation Plan (as the same may be amended from time to time, the "Plan") and the attached award agreement, referred t |
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| February 29, 2024 |
AMEREN CORPORATION FINANCIAL RESTATEMENT COMPENSATION RECOUPMENT POLICY Exhibit 97.1 AMEREN CORPORATION FINANCIAL RESTATEMENT COMPENSATION RECOUPMENT POLICY This Ameren Corporation Financial Restatement Compensation Recoupment Policy (“Policy”) has been adopted by the Human Resources Committee of the Board of Directors (the “Board”) of Ameren Corporation as of August 10, 2023. This Policy provides for the recoupment of certain executive compensation in the event of an |
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| January 9, 2024 |
Exhibit 4.2 SUPPLEMENTAL INDENTURE DATED JANUARY 1, 2024 UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE (SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE) 5.25% First Mortgage Bonds due 2054 This instrument was prepared by Chonda J. Nwamu, Esq., Executive Vic |
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| January 9, 2024 |
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): January 9, 2024 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-1475 |
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| January 9, 2024 |
Union Electric Company First Mortgage Bonds Underwriting Agreement Exhibit 1 Union Electric Company First Mortgage Bonds Underwriting Agreement January 3, 2024 BofA Securities, Inc. |
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| January 4, 2024 |
$350,000,000 5.25% First Mortgage Bonds due 2054 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(2) Registration No: 333-274977-02 PROSPECTUS SUPPLEMENT (To Prospectus dated October 13, 2023) $350,000,000 5. |
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| January 4, 2024 |
Exhibit 107 Calculation of Filing Fee Tables (1) Form 424(b)(2) (Form Type) Union Electric Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt Union Electric Company’s 5. |
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| January 3, 2024 |
SUBJECT TO COMPLETION, DATED JANUARY 3, 2024 TABLE OF CONTENTS The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| January 3, 2024 |
Union Electric Company Pricing Term Sheet January 3, 2024 Filed Pursuant to Rule 433 Registration No. 333-274977-02 Union Electric Company Pricing Term Sheet January 3, 2024 Issue: 5.25% First Mortgage Bonds due 2054 Principal Amount: $350,000,000 Coupon (Interest Rate): 5.25% per annum Maturity Date: January 15, 2054 Benchmark Treasury: 4.125% due August 15, 2053 Benchmark Treasury Price: 100-30+ Benchmark Treasury Yield: 4.069% Spread to Benchmark Trea |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact nam |
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| October 13, 2023 |
Exhibit 5.3 October 13, 2023 Ameren Corporation Union Electric Company Ameren Illinois Company c/o Ameren Corporation 1901 Chouteau Avenue St. Louis, Missouri 63103 Ladies and Gentlemen: As counsel to Ameren Corporation, a Missouri corporation (“Ameren”), Union Electric Company, a Missouri corporation (“UE”), and Ameren Illinois Company, an Illinois corporation (“AIC”), we have participated in the |
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| October 13, 2023 |
Exhibit 25.8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju |
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| October 13, 2023 |
Exhibit 24.1 POWER OF ATTORNEY WHEREAS, AMEREN CORPORATION, a Missouri corporation (herein referred to as the “Company”), intends to file with the Securities and Exchange Commission, under the Securities Act of 1933, as amended, a registration statement or registration statements on an appropriate form and any amendments thereto, which may be jointly filed with subsidiaries of the Company (the “Su |
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| October 13, 2023 |
Exhibit 25.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York (Jurisdiction |
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| October 13, 2023 |
Exhibit 25.7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju |
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| October 13, 2023 |
Exhibit 25.5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York (Jurisdiction |
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| October 13, 2023 |
As filed with the Securities and Exchange Commission on October 13, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 13, 2023 Registration Nos. |
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| October 13, 2023 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju |
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| October 13, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Ameren Corporation Union Electric Company Ameren Illinois Company (Exact Name of Registrants as Specified in their Charters) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt Ameren Corporation Senior Debt Securities Rule 457(r) (1) — — — $0. |
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| September 26, 2023 |
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): September 26, 2023 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-1 |
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| August 3, 2023 |
Exhibit 10.1 EXECUTION VERSION FIRST AMENDMENT dated as of April 19, 2023 (this “Amendment”), among AMEREN CORPORATION, a Missouri corporation (the “Company”), UNION ELECTRIC COMPANY, d/b/a Ameren Missouri, a Missouri corporation (the “Borrowing Subsidiary” and, together with the Company, the “Borrowers”), the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent. WHEREAS, re |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of |
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| August 3, 2023 |
Exhibit 10.2 EXECUTION VERSION FIRST AMENDMENT dated as of April 19, 2023 (this “Amendment”), among AMEREN CORPORATION, a Missouri corporation (the “Company”), AMEREN ILLINOIS COMPANY, an Illinois corporation (the “Borrowing Subsidiary” and, together with the Company, the “Borrowers”), the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent. WHEREAS, reference is made to th |
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| May 12, 2023 |
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 11, 2023 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 A |
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| May 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of |
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| April 7, 2023 |
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): April 7, 2023 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 |
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| March 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ¨ Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ¨ Definitive Information Statement x Definitive Additi |
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| March 28, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statem |
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| March 13, 2023 |
Exhibit 4.2 SUPPLEMENTAL INDENTURE DATED FEBRUARY 1, 2023 UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE (SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE) 5.45% First Mortgage Bonds due 2053 This instrument was prepared by Chonda J. Nwamu, Esq., Senior Vice |
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| March 13, 2023 |
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): March 13, 2023 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 |
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| March 13, 2023 |
Union Electric Company First Mortgage Bonds Underwriting Agreement Exhibit 1 Union Electric Company First Mortgage Bonds Underwriting Agreement February 27, 2023 BofA Securities, Inc. |
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| February 28, 2023 |
$500,000,000 5.45% First Mortgage Bonds due 2053 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(2) Registration No: 333-249475-01 PROSPECTUS SUPPLEMENT (To Prospectus dated October 14, 2020) $500,000,000 5. |
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| February 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables (1) Form 424(b)(2) (Form Type) Union Electric Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security type Security class title Fee calculation or carry forward rule Amount registered Proposed maximum offering price per unit Maximum aggregate offering price Fee rate Amount of registration fee Carry forward form type Carry forward file number Carry forward initial effective date Filing fee previously paid in connection with unsold securities to be carried forward Newly Registered Securities Fees to Be Paid Debt Union Electric Company’s 5. |
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| February 27, 2023 |
Union Electric Company Pricing Term Sheet February 27, 2023 Filed Pursuant to Rule 433 Registration No. 333-249475-01 Union Electric Company Pricing Term Sheet February 27, 2023 Issue: 5.45% First Mortgage Bonds due 2053 Principal Amount: $500,000,000 Coupon (Interest Rate): 5.45% per annum Maturity Date: March 15, 2053 Benchmark Treasury: 4.000% due November 15, 2052 Benchmark Treasury Price: 101-16 Benchmark Treasury Yield: 3.914% Spread to Benchmark Tre |
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| February 27, 2023 |
SUBJECT TO COMPLETION, DATED FEBRUARY 27, 2023 TABLE OF CONTENTS The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| February 22, 2023 |
*2023 Base Salary Table for Named Executive Officers Exhibit 10.21 2023 BASE SALARY TABLE FOR NAMED EXECUTIVE OFFICERS The 2023 annual base salaries of the following Named Executive Officers of Ameren Corporation (“Ameren”), Union Electric Company (“UE”) and Ameren Illinois Company (“AIC”) (which officers are employed by Ameren and/or an Ameren subsidiary as of February 16, 2023, and were determined to the extent applicable by reference to the Amere |
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| February 22, 2023 |
Amended and Restated Tax Allocation Agreement, dated as of December 22, 2022 Exhibit 99.1 AMEREN CORPORATION AND ITS AFFILIATED CORPORATIONS AMENDED AND RESTATED TAX ALLOCATION AGREEMENT This Amended and Restated Tax Allocation Agreement (the "Agreement") is made effective as of December 22, 2022 by and among Ameren Corporation (“Ameren”), a Missouri Corporation, and its affiliated corporations, as identified in Exhibit A hereto (collectively, the "Group"; individually, "M |
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| February 22, 2023 |
Exhibit 10.46 2023 Performance Share Unit Award Agreement 59961003v.4 78539999v.2 Ameren Corporation 2023 Performance Share Unit Award Agreement (Clean Energy) THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2023 Performance Share Unit Award (Clean Energy) ("Notice"), represents the grant of Performance Share Units by Ameren Corporation ( “Ameren”), to the Participant set |
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| February 22, 2023 |
Exhibit 10.10 SECOND AMENDMENT TO THE AMEREN DEFERRED COMPENSATION PLAN Amended and Restated Effective January 1, 2010 WHEREAS, Ameren Corporation ("Company") previously established and adopted the Ameren Deferred Compensation Plan, as amended and restated effective January 1, 2010 (the "Plan"); and WHEREAS, the Company reserved the right to amend the Plan; and WHEREAS, the Company desires to amen |
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| February 22, 2023 |
Exhibit 10.47 2023 Restricted Stock Unit Award Agreement 59961003v.4 78539999v.2 Ameren Corporation 2023 Restricted Stock Unit Award Agreement THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2023 Restricted Stock Unit Award ("Notice"), represents the grant of Restricted Stock Units by Ameren Corporation (“Ameren”) to the Participant set forth in the Notice, pursuant to th |
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| February 22, 2023 |
EX-24.1 16 aee202210-kxexhibit241.htm POWER OF ATTORNEY Exhibit 24.1 POWER OF ATTORNEY WHEREAS, AMEREN CORPORATION, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2022; and WHEREAS, ea |
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| February 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2022 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of regi |
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| February 22, 2023 |
Exhibit 10.31 FORMULA FOR DETERMINING 2023 TARGET PSU AND RSU AWARDS FORMULA FOR DETERMINING 2023 TARGET PERFORMANCE SHARE UNIT ("PSU") AND RESTRICTED STOCK UNIT ("RSU") AWARDS TO BE ISSUED TO NAMED EXECUTIVE OFFICERS The target number of PSUs and RSUs to be issued to each Named Executive Officer listed below for 2023 will be determined in accordance with the following formula: 2023 Target Number |
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| February 22, 2023 |
Exhibit 10.11 THIRD AMENDMENT TO THE AMEREN DEFERRED COMPENSATION PLAN Amended and Restated Effective January 1, 2010 WHEREAS, Ameren Corporation ("Company") previously established and adopted the Ameren Deferred Compensation Plan, as amended and restated effective January 1, 2010 (the "Plan"); and WHEREAS, the Company reserved the right to amend the Plan; and WHEREAS, the Company desires to amend |
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| February 22, 2023 |
2023 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2023 EXHIBIT 10.17 2023 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2023 1 EXHIBIT 10.17 Contents Page Summary 3 Eligibility 3 Award Opportunities 3 Plan Structure 3 Annual Performance Metrics 3 Definitions 4 Performance Achievement Levels 6 Base Award 6 Individual Performance Modifier 6 Individual Short-Term Incentive Payout 7 Impact of Events 8 Confidentiality and Non-Solicitat |
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| February 22, 2023 |
Exhibit 21.1 SUBSIDIARIES OF AMEREN CORPORATION AT DECEMBER 31, 2022 Name State or Jurisdiction of Organization Ameren Corporation Missouri Ameren Development Company Missouri Missouri Central Railroad Company Delaware QST Enterprises Inc. Illinois Ameren EIP Investment, LLC Delaware Ameren Accelerator Investments, LLC Delaware AmerenEnergy Medina Valley Cogen, L.L.C. Illinois Ameren Transmission |
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| February 22, 2023 |
Exhibit 10.12 FOURTH AMENDMENT TO THE AMEREN DEFERRED COMPENSATION PLAN Amended and Restated Effective January 1, 2010 WHEREAS, Ameren Corporation (“Company”) previously established and adopted the Ameren Deferred Compensation Plan, as amended and restated effective January 1, 2010 (the “Plan”), and as further amended by the First Amendment to the Ameren Deferred Compensation Plan, dated October 1 |
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| February 22, 2023 |
Exhibit 24.2 POWER OF ATTORNEY WHEREAS, UNION ELECTRIC COMPANY, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2022; and WHEREAS, each of the individuals identified below is a director |
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| February 22, 2023 |
SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS EFFECTIVE FEBRUARY 10, 2023 Exhibit 10.24 SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS EFFECTIVE FEBRUARY 10, 2023 Benefit Level1 - 3 Baxter, Warner L. Lyons, Martin J. Birk, Mark C. Moehn, Michael Nwamu, Chonda * Singh, Leonard * * Not eligible for excise tax gross-up provisions (for new officers effective on or after October 1, 2009) 1 Severance benefits include: •Cash severance, defined as a multiple of i) ann |
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| February 22, 2023 |
Exhibit 10.45 2023 Performance Share Unit Award Agreement 59961003v.4 78539999v.2 Ameren Corporation 2023 Performance Share Unit Award Agreement (TSR) THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2023 Performance Share Unit Award (TSR) ("Notice"), represents the grant of Performance Share Units by Ameren Corporation (“Ameren”), to the Participant set forth in the Notic |
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| February 22, 2023 |
Exhibit 24.3 POWER OF ATTORNEY WHEREAS, AMEREN ILLINOIS COMPANY, an Illinois corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2022; and WHEREAS, each of the individuals identified below is a direct |
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| December 6, 2022 |
AMENDED AND RESTATED CREDIT AGREEMENT ? EXHIBIT?10.1 ? EXECUTION VERSION ? ? ? AMENDED AND RESTATED CREDIT AGREEMENT ? DATED AS OF DECEMBER 6, 2022, ? among ? AMEREN CORPORATION and UNION ELECTRIC company as Borrowers, ? THE LENDERS FROM TIME TO TIME PARTY HERETO ? and ? JPMORGAN CHASE BANK, N.A. as Administrative Agent ? ? ? JPMorgan ChaSe Bank, N.A., BARCLAYS BANK PLC, MUFG Bank,?LTD., BOFA SECURITIES,?INC. and wells fargo SECURITIE |
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| December 6, 2022 |
AMENDED AND RESTATED CREDIT AGREEMENT ? EXHIBIT?10.2 ? EXECUTION VERSION ? ? ? AMENDED AND RESTATED CREDIT AGREEMENT ? DATED AS OF DECEMBER 6, 2022, ? among ? AMEREN CORPORATION and AMEREN illinois company as Borrowers, ? THE LENDERS FROM TIME TO TIME PARTY HERETO ? and ? JPMORGAN CHASE BANK, N.A. as Administrative Agent ? ? ? JPMorgan ChaSe Bank, N.A., BARCLAYS BANK PLC, MUFG Bank,?LTD., BOFA SECURITIES,?INC. and wells fargo SECURITI |
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| December 6, 2022 |
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): December 6, 2022 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-147 |
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| November 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2022 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact nam |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2022 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of |
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| June 23, 2022 |
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): June 22, 2022 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 |
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| May 13, 2022 |
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 12, 2022 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 A |
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| May 13, 2022 |
Exhibit 10.1 Ameren Corporation 2022 Omnibus Incentive Compensation Plan ARTICLE 1 Establishment, Effectiveness, Purpose and Duration Section 1.01. Establishment. Ameren Corporation, a Missouri corporation (hereinafter referred to as the ?Company?), establishes an incentive compensation plan to be known as the Ameren Corporation 2022 Omnibus Incentive Compensation Plan (hereinafter referred to as |
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| May 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2022 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of |
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| April 1, 2022 |
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): April 1, 2022 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 |
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| April 1, 2022 |
Exhibit 4.2 SUPPLEMENTAL INDENTURE DATED MARCH 1, 2022 UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE (SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE) 3.90% First Mortgage Bonds due 2052 This instrument was prepared by Chonda J. Nwamu, Esq., Senior Vice Pre |
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| April 1, 2022 |
Union Electric Company First Mortgage Bonds Underwriting Agreement Exhibit 1 Union Electric Company First Mortgage Bonds Underwriting Agreement March 21, 2022 Barclays Capital Inc. |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement x Definitive Additi |
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| March 29, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.??????)? ? Check the appropriate box: ? Preliminary Information Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? ? Definitive Informati |
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| March 22, 2022 |
? Exhibit 107? Calculation of Filing Fee Tables(1)? Form 424(b)(2) (Form Type) Union Electric Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities ? ? ? Security type ? ? Security class title ? ? Fee calculation or carry forward rule ? ? Amount registered ? ? Proposed maximum offering price per unit ? ? Maximum aggregate offering price ? ? Fee rate ? ? Amount of registration fee ? ? Carry forward form type ? ? Carry forward file number ? ? Carry forward initial effective date ? ? Filing fee previously paid in connection with unsold securities to be carried forward ? Newly Registered Securities ? Fees to Be Paid ? ? Debt ? ? Union Electric Company?s 3. |
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| March 22, 2022 |
$525,000,000 3.90% First Mortgage Bonds due 2052 TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(2)? ?Registration No: 333-249475-01? PROSPECTUS SUPPLEMENT (To Prospectus dated October 14, 2020) $525,000,000 3. |
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| March 21, 2022 |
Union Electric Company Pricing Term Sheet March 21, 2022 Filed Pursuant to Rule 433 Registration No. 333-249475-01 Union Electric Company Pricing Term Sheet March 21, 2022 Issue: 3.90% First Mortgage Bonds due 2052 Principal Amount: $525,000,000 Coupon (Interest Rate): 3.90% per annum Maturity Date: April 1, 2052 Benchmark Treasury: 1.875% due November 15, 2051 Benchmark Treasury Price: 85-24 Benchmark Treasury Yield: 2.564% Spread to Benchmark Treasury |
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| March 21, 2022 |
SUBJECT TO COMPLETION, DATED MARCH 21, 2022 TABLE OF CONTENTS The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| February 23, 2022 |
Exhibit 24.3 POWER OF ATTORNEY WHEREAS, AMEREN ILLINOIS COMPANY, an Illinois corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2021; and WHEREAS, each of the individuals identified below is a direct |
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| February 23, 2022 |
EXECUTION VERSION [[5733195]] FIRST AMENDMENT dated as of November 5, 2021 (this ?Amendment?), among AMEREN CORPORATION, a Missouri corporation (the ?Company?), UNION ELECTRIC COMPANY, d/b/a Ameren Missouri, a Missouri corporation (the ?Borrowing Subsidiary? and, together with the Company, the ?Borrowers?), the LENDERS party hereto, the ISSUING BANKS party hereto and JPMORGAN CHASE BANK, N. |
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| February 23, 2022 |
Exhibit 10.6 Summary Sheet of Ameren Corporation Non-Management Director Compensation Effective Date: January 1, 2022 $125,000 Base cash annual retainer payable in twelve equal installments Approximately $150,000 of shares Shares of the Company?s common stock to be awarded to new Directors upon election on a pro-rata basis, and annually to all Directors on or about January 1 of each year* $30,000 |
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| February 23, 2022 |
EX-10.5 7 amerenillinoisfirstamen.htm AMENDED AND RESTATED CREDIT AGREEMENT EXECUTION VERSION [[5726954]] FIRST AMENDMENT dated as of November 5, 2021 (this “Amendment”), among AMEREN CORPORATION, a Missouri corporation (the “Company”), AMEREN ILLINOIS COMPANY, an Illinois corporation (the “Borrowing Subsidiary” and, together with the Company, the “Borrowers”), the LENDERS party hereto, the ISSUIN |
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| February 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2021 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of regi |
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| February 23, 2022 |
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 Exhibit 4.98 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of January 31, 2022 (?Description Date?), Ameren Corporation (?Ameren?) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934?its common stock, $.01 par value per share (?common stock?). The common stock is listed on The New York Stock Exchange |
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| February 23, 2022 |
Exhibit 21.1 SUBSIDIARIES OF AMEREN CORPORATION AT DECEMBER 31, 2021 Name State or Jurisdiction of Organization Ameren Corporation Missouri Ameren Development Company Missouri Missouri Central Railroad Company Delaware QST Enterprises Inc. Illinois Ameren EIP Investment, LLC Delaware Ameren Accelerator Investments, LLC Delaware AmerenEnergy Medina Valley Cogen, L.L.C. Illinois Ameren Transmission |
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| February 23, 2022 |
SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS NAMED EXECUTIVE OFFICERS Exhibit 10.23 SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS NAMED EXECUTIVE OFFICERS Benefit Level - 31 Baxter, Warner L. Mark, Richard J. Diya, Fadi M. Moehn, Michael Lyons, Martin J. Nwamu, Chonda * Benefit Level - 2 Amirthalingam, Bhavani * * Not eligible for excise tax gross-up provisions (for new officers effective on or after October 1, 2009) 1 Benefit levels are defined as a paym |
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| February 23, 2022 |
2022 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2022 EXHIBIT 10.16 2022 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2022 1 EXHIBIT 10.16 Contents Page Summary 3 Eligibility 3 Award Opportunities 3 Plan Structure 3 Annual Performance Metrics 3 Definitions 4 Performance Achievement Levels 6 Base Award 6 Individual Performance Modifier 6 Individual Short-Term Incentive Payout 7 Impact of Events 8 Confidentiality and Non-Solicitat |
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| February 23, 2022 |
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 Exhibit 4.99 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of January 31, 2022 (?Description Date?), Union Electric Company, doing business as Ameren Missouri, had one class of securities registered under Section 12 of the Securities Exchange Act of 1934?its preferred stock, cumulative, no par value, stated value $100 per share. As of the Des |
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| February 23, 2022 |
2022 BASE SALARY TABLE FOR NAMED EXECUTIVE OFFICERS Exhibit 10.20 2022 BASE SALARY TABLE FOR NAMED EXECUTIVE OFFICERS The 2022 annual base salaries of the following Named Executive Officers of Ameren Corporation (?Ameren?), Union Electric Company (?UE?) and Ameren Illinois Company (?AIC?) (which officers are employed by Ameren and/or an Ameren subsidiary as of February 16, 2022, and were determined to the extent applicable by reference to the Amere |
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| February 23, 2022 |
2022 Restricted Stock Unit Award Agreement :Ameren Corporation 2022 Restricted Stock Unit Award Agreement THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2022 Restricted Stock Unit Award ("Notice"), represents the grant of Restricted Stock Units by Ameren Corporation (?Ameren?) to the Participant set forth in the Notice, pursuant to the provisions of the Ameren Corporation 2014 Omnibus Incentive Compensation Plan, as it may be amended from time to time (the ?Plan?). |
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| February 23, 2022 |
Exhibit 10.30 FORMULA FOR DETERMINING 2022 TARGET PSU AND RSU AWARDS FORMULA FOR DETERMINING 2022 TARGET PERFORMANCE SHARE UNIT ("PSU") AND RESTRICTED STOCK UNIT ("RSU") AWARDS TO BE ISSUED TO NAMED EXECUTIVE OFFICERS The target number of PSUs and RSUs to be issued to each Named Executive Officer listed below for 2022 will be determined in accordance with the following formula: 2022 Target Number |
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| February 23, 2022 |
2022 Performance Share Unit Award Agreement :Ameren Corporation 2022 Performance Share Unit Award Agreement THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2022 Performance Share Unit Awards ("Notice"), represents the grant of Performance Share Units by Ameren Corporation ( ?Ameren?), to the Participant set forth in the Notice, pursuant to the provisions of the Ameren Corporation 2014 Omnibus Incentive Compensation Plan, as it may be amended from time to time (the ?Plan?). |
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| February 23, 2022 |
Exhibit 24.2 POWER OF ATTORNEY WHEREAS, UNION ELECTRIC COMPANY, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2021; and WHEREAS, each of the individuals identified below is a director |
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| February 23, 2022 |
Execution Version Ameren Transmission Company of Illinois $170,000,000 $75,000,000 2. |
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| February 23, 2022 |
Exhibit 24.1 POWER OF ATTORNEY WHEREAS, AMEREN CORPORATION, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2021; and WHEREAS, each of the individuals identified below is a director of |
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| February 23, 2022 |
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 Exhibit 4.100 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of January 31, 2022 (?Description Date?), Ameren Illinois Company had one class of securities registered under Section 12 of the Securities Exchange Act of 1934?its cumulative preferred stock par value $100 per share (the ?$100 par value preferred stock?). As of the Description Date, |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Union Electric Company (Name of Issuer) $4.56 Series Cumulative Preferred Stock (Title of Class of Securities) 906548607 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| December 14, 2021 |
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): November 30, 2021 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14 |
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| November 26, 2021 |
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): November 24, 2021 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14 |
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| November 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2021 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of registrant as |
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| August 25, 2021 |
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): August 20, 2021 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-1475 |
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| August 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2021 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of registrant as spec |
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| June 22, 2021 |
Union Electric Company First Mortgage Bonds Underwriting Agreement EX-1 2 tm2119158d4ex1.htm EXHIBIT 1 Exhibit 1 Union Electric Company First Mortgage Bonds Underwriting Agreement June 9, 2021 BofA Securities, Inc. Goldman Sachs & Co. LLC Mizuho Securities USA LLC SMBC Nikko Securities America, Inc. As Representatives of the several Underwriters named in Schedule I to the applicable Pricing Agreement c/o BofA Securities, Inc. One Bryant Park New York, New York 10 |
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| June 22, 2021 |
EX-4.2 3 tm2119158d4ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 SUPPLEMENTAL INDENTURE DATED JUNE 1, 2021 UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE (SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE) 2.15% First Mortgage Bonds due 2032 This instrument was prepared |
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| June 22, 2021 |
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): June 22, 2021 \ Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-1475 |
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| June 10, 2021 |
CALCULATION OF REGISTRATION FEE TABLE OF CONTENTS CALCULATION OF REGISTRATION FEE ? ? Title of Class of Securities to be Registered ? ? ? Maximum Aggregate Offering Price ? ? ? Amount of Registration Fee(1) ? Union Electric Company 2. |
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| June 9, 2021 |
SUBJECT TO COMPLETION, DATED JUNE 9, 2021 TABLE OF CONTENTS The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| June 9, 2021 |
Union Electric Company Pricing Term Sheet June 9, 2021 Filed Pursuant to Rule 433 Registration No. 333-249475-01 Union Electric Company Pricing Term Sheet June 9, 2021 Issue: 2.15% First Mortgage Bonds due 2032 Principal Amount: $525,000,000 Coupon (Interest Rate): 2.15% per annum Maturity Date: March 15, 2032 Benchmark Treasury: 1.625% due May 15, 2031 Benchmark Treasury Price: 101-07+ Benchmark Treasury Yield: 1.491% Spread to Benchmark Treasury: +6 |
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| May 10, 2021 |
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 Am |
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| May 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2021 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of registrant as spe |
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| March 31, 2021 |
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): March 31, 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 |
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| March 23, 2021 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.??????)? ? Check the appropriate box: ? Preliminary Information Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? ? Definitive Informati |
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| March 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement x Definitive Additi |
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| February 22, 2021 |
Powers of Attorney with respect to Ameren Missouri Exhibit 24.2 POWER OF ATTORNEY WHEREAS, UNION ELECTRIC COMPANY, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2020; and WHEREAS, each of the individuals identified below is a director |
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| February 22, 2021 |
Description of Ameren Securities Exhibit 4.93 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of January 29, 2021 (?Description Date?), Ameren Corporation (?Ameren?) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934?its common stock, $.01 par value per share (?common stock?). The common stock is listed on The New York Stock Exchange |
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| February 22, 2021 |
Exhibit 10.45 2021 Restricted Stock Unit Award Agreement January 1, 2021 Ameren Corporation 2021 Restricted Stock Unit Award Agreement THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2021 Restricted Stock Unit Award ("Notice"), represents the grant of Restricted Stock Units by Ameren Corporation (?Ameren?) to the Participant set forth in the Notice, pursuant to the provis |
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| February 22, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2020 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of regi |
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| February 22, 2021 |
Exhibit 21.1 SUBSIDIARIES OF AMEREN CORPORATION AT DECEMBER 31, 2020 Name State or Jurisdiction of Organization Ameren Corporation Missouri Ameren Development Company Missouri Missouri Central Railroad Company Delaware QST Enterprises Inc. Illinois Ameren EIP Investment, LLC Delaware Ameren Accelerator Investments, LLC Delaware AmerenEnergy Medina Valley Cogen, L.L.C. Illinois Ameren Transmission |
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| February 22, 2021 |
Exhibit 10.26 SCHEDULE I CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS SECTION 16 OFFICERS Benefit Level? - 3 Baxter, Warner L. Mark, Richard J. Diya, Fadi M. Moehn, Michael Lyons, Martin J. Nwamu, Chonda * Benefit Level - 2 Steinke, Bruce * Not eligible for excise tax gross-up provisions (for new officers effective on or after October 1, 2009) ? Benefit levels are defined as a payment amount equa |
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| February 22, 2021 |
Exhibit 10.33 FORMULA FOR DETERMINING 2021 TARGET PSU AND RSU AWARDS FORMULA FOR DETERMINING 2021 TARGET PERFORMANCE SHARE UNIT ("PSU") AND RESTRICTED STOCK UNIT ("RSU") AWARDS TO BE ISSUED TO NAMED EXECUTIVE OFFICERS The target number of PSUs and RSUs to be issued to each Named Executive Officer listed below for 2021 will be determined in accordance with the following formula: 2021 Target Number |
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| February 22, 2021 |
Powers of Attorney with respect to Ameren Exhibit 24.1 POWER OF ATTORNEY WHEREAS, AMEREN CORPORATION, a Missouri corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2020; and WHEREAS, each of the individuals identified below is a director of |
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| February 22, 2021 |
Bylaws of Ameren Illinois, as amended February 19, 2021 Exhibit 3.9(ii) AMEREN ILLINOIS COMPANY BYLAWS As amended and restated, effective February 19, 2021 ARTICLE I SHARES AND TRANSFERS Section 1. The interest of each shareholder of any class of stock of Ameren Illinois Company (the ?Company?) shall not be evidenced by certificates for shares and all shares of all classes of stock shall be uncertificated shares; provided, however, that (a) any shares |
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| February 22, 2021 |
*2021 Ameren Short-Term Incentive Plan EXHIBIT 10.16 2021 Ameren Short-Term Incentive Plan Plan Summary Effective January 1, 2021 1 Contents Page Summary 3 Eligibility 3 Award Opportunities 3 Plan Structure 3 Annual Performance Metrics 3 Definitions 4 Performance Achievement Levels 5 Base Award 6 Individual Performance Modifier 6 Individual Short-Term Incentive Payout 6 Impact of Events 7 Confidentiality and Non-Solicitation Obligation |
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| February 22, 2021 |
Bylaws of Ameren Missouri, as amended February 19, 2021 Exhibit 3.8(ii) UNION ELECTRIC COMPANY BYLAWS As amended and restated, effective February 19, 2021 ARTICLE I SHAREHOLDERS Section 1. The annual meeting of the shareholders of the Company shall be held on the fourth Tuesday of April in each year (or if said day be a legal holiday, then on the next succeeding day not a legal holiday), at the registered office of the Company in the City of St. Louis, |
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| February 22, 2021 |
*2021 Base Salary Table for Named Executive Officers Exhibit 10.23 2021 BASE SALARY TABLE FOR NAMED EXECUTIVE OFFICERS The 2021 annual base salaries of the following Named Executive Officers of Ameren Corporation (?Ameren?), Union Electric Company (?UE?) and Ameren Illinois Company (?AIC?) (which officers are employed by Ameren and/or an Ameren subsidiary as of February 12, 2021, and were determined to the extent applicable by reference to the Amere |
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| February 22, 2021 |
Exhibit 10.44 2021 Performance Share Unit Award Agreement January 1, 2021 Ameren Corporation 2021 Performance Share Unit Award Agreement THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2021 Performance Share Unit Awards ("Notice"), represents the grant of Performance Share Units by Ameren Corporation (?Ameren?), to the Participant set forth in the Notice, pursuant to the |
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| February 22, 2021 |
Description of Ameren Missouri Securities Exhibit 4.94 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of January 31, 2021 (?Description Date?), Union Electric Company, doing business as Ameren Missouri, had one class of securities registered under Section 12 of the Securities Exchange Act of 1934?its preferred stock, cumulative, no par value, stated value $100 per share. As of the Des |
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| February 22, 2021 |
Powers of Attorney with respect to Ameren Illinois Exhibit 24.3 POWER OF ATTORNEY WHEREAS, AMEREN ILLINOIS COMPANY, an Illinois corporation (herein referred to as the "Company"), is required to file with the Securities and Exchange Commission, under the provisions of the Securities Exchange Act of 1934, as amended, its annual report on Form 10-K for the year ended December 31, 2020; and WHEREAS, each of the individuals identified below is a direct |
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| February 22, 2021 |
Description of Ameren Illinois Securities Exhibit 4.95 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of January 31, 2021 (?Description Date?), Ameren Illinois Company had two class of securities registered under Section 12 of the Securities Exchange Act of 1934?(1) its cumulative preferred stock par value $100 per share (the ?$100 par value preferred stock?) and (2) its depositary sh |
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| February 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Union Electric Company (Name of Issuer) $4.00 Series Cumulative Preferred Stock (Title of Class of Securities) 906548409 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Union Electric Company (Name of Issuer) $4.56 Series Cumulative Preferred Stock (Title of Class of Securities) 906548607 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Union Electric Company (Name of Issuer) $4.56 Series Cumulative Preferred Stock (Title of Class of Securities) 906548607 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Union Electric Company (Name of Issuer) $4.00 Series Cumulative Preferred Stock (Title of Class of Securities) 906548409 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| November 5, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2020 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of registrant as |
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| October 14, 2020 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju |
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| October 14, 2020 |
Exhibit 25.7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| October 14, 2020 |
EX-24.1 8 tm2032872d2ex24-1.htm EXHIBIT 24.1 Exhibit 24.1 POWER OF ATTORNEY WHEREAS, Ameren Corporation, a Missouri corporation (the “Company”), intends to file with the Securities and Exchange Commission, under the Securities Act of 1933, as amended, a registration statement or registration statements on an appropriate form and any amendments thereto, which may be jointly filed with subsidiaries |
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| October 14, 2020 |
TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 14, 2020 Registration Nos. |
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| October 14, 2020 |
EX-25.8 13 tm2032872d2ex25-8.htm EXHIBIT 25.8 Exhibit 25.8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact na |
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| October 14, 2020 |
Consent of Morgan, Lewis & Bockius LLP (included in Exhibit 5.3). Exhibit 5.3 October 14, 2020 Ameren Corporation Union Electric Company Ameren Illinois Company c/o Ameren Corporation 1901 Chouteau Avenue St. Louis, Missouri 63103 Ladies and Gentlemen: As counsel to Ameren Corporation, a Missouri corporation (“Ameren”), Union Electric Company, a Missouri corporation (“UE”), and Ameren Illinois Company, an Illinois corporation (“AIC”), we have participated in the |
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| October 14, 2020 |
EX-25.4 10 tm2032872d2ex25-4.htm EXHIBIT 25.4 Exhibit 25.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) || THE BANK OF NEW YORK MELLON (Exact name of trustee as sp |
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| October 14, 2020 |
EX-25.5 11 tm2032872d2ex25-5.htm EXHIBIT 25.5 Exhibit 25.5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) || THE BANK OF NEW YORK MELLON (Exact name of trustee as sp |
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| October 9, 2020 |
EX-1 Exhibit 1 Union Electric Company First Mortgage Bonds Underwriting Agreement October 1, 2020 Barclays Capital Inc. |
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| October 9, 2020 |
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 9, 2020 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-1475 |
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| October 9, 2020 |
EX-4.2 Exhibit 4.2 SUPPLEMENTAL INDENTURE DATED OCTOBER 1, 2020 UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE (SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO THE BANK OF NEW YORK MELLON, AS TRUSTEE) 2.625% First Mortgage Bonds due 2051 This instrument was prepared by Chonda J. Nwamu, Esq., Senio |
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| October 2, 2020 |
CALCULATION OF REGISTRATION FEE 424B2 1 tm2032105-2424b2.htm 424B2 TABLE OF CONTENTS CALCULATION OF REGISTRATION FEE Title of Class of Securities to be Registered Maximum Aggregate Offering Price Amount of Registration Fee (1) Union Electric Company 2.625% First Mortgage Bonds due 2051 $547,371,000 $ 59,718.18 (1) Pursuant to Rules 457(o) and 457(r) under the Securities Act of 1933, the registration fee was calculated based on t |
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| October 1, 2020 |
Filed Pursuant to Rule 433 Registration No. 333-222108-02 October 1, 2020 Pricing Term Sheet Issuer: Union Electric Company Expected Ratings (Moody’s/S&P)*: A2 (stable) / A (stable) Trade Date: October 1, 2020 Settlement Date: October 9, 2020 (T+6)** Issue: 2.625% First Mortgage Bonds due 2051 Principal Amount: $550,000,000 Coupon (Interest Rate): 2.625% per annum Maturity Date: March 15, 2051 Ben |
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| October 1, 2020 |
SUBJECT TO COMPLETION, DATED OCTOBER 1, 2020 TABLE OF CONTENTS The information contained in this preliminary prospectus supplement is not complete and may be changed. |
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| September 28, 2020 |
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): September 28, 2020 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-1 |
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| August 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2020 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number Exact name of registrant as spec |
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| May 11, 2020 |
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 7, 2020 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 Am |
