AMEREN CORP

Regulatory Filings • Jun 27, 2024

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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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 27, 2024

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Commission File Number	Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number	IRS Employer Identification Number
1-14756	Ameren
Corporation ( Missouri Corporation) 1901
Chouteau Avenue St.
Louis , Missouri 63103 ( 314 ) 621-3222	43-1723446
1-3672	Ameren Illinois Company ( Illinois Corporation) 10 Richard Mark Way Collinsville , Illinois 62234 ( 618 ) 343-8150	37-0211380

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

| Title
of each class | Trading
Symbol(s) | Name
of each exchange on which registered |
| --- | --- | --- |
| Common
Stock, $0.01 par value per share | AEE | New York Stock Exchange |

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

	Emerging growth company
Ameren Corporation	¨
Ameren Illinois Company	¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Ameren Corporation	¨
Ameren Illinois Company	¨

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ITEM 8.01 Other Events.

On June 27, 2024, Ameren Illinois Company (“Ameren Illinois”), a subsidiary of Ameren Corporation, sold $625 million principal amount of its 5.55% First Mortgage Bonds due 2054 (the “Bonds”). The Bonds were offered pursuant to a Registration Statement on Form S-3 (File No. 333-274977-01), which became effective on October 13, 2023, and a Prospectus Supplement dated June 17, 2024, to a Prospectus dated October 13, 2023. Ameren Illinois received net offering proceeds of approximately $618.3 million, before expenses, upon closing of the transaction.

This Current Report on Form 8-K is being filed to report as exhibits certain documents in connection with the offering of the Bonds.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number Title

1.1 Underwriting Agreement relating to the Bonds, dated June 17, 2024, between Ameren Illinois and the several underwriters named therein, for whom Barclays Capital Inc., MUFG Securities Americas Inc., Scotia Capital (USA) Inc., TD Securities (USA) LLC and Wells Fargo Securities, LLC are acting as representatives.

4.1* General Mortgage Indenture and Deed of Trust, dated as of November 1, 1992, from Ameren Illinois to The Bank of New York Mellon Trust Company, N.A., as successor trustee (1992 Form 10-K, Exhibit 4(cc), File No. 1-3004).

4.2 Supplemental Indenture, dated as of June 1, 2024, by and between Ameren Illinois and The Bank of New York Mellon Trust Company, N.A., as successor trustee, relating to the Bonds.

5.1 Opinion of Stephen C. Lee, Esq., Vice President and Deputy General Counsel of Ameren Illinois, regarding the legality of the Bonds (including consent).

5.2 Opinion of Morgan, Lewis & Bockius LLP regarding the legality of the Bonds (including consent).

104 Cover Page Interactive Data File (formatted as Inline XBRL).

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• Incorporated by reference as indicated.

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This combined Form 8-K is being filed separately by Ameren Corporation and Ameren Illinois Company (each a “registrant”). Information contained herein relating to any individual registrant has been filed by such registrant on its own behalf. No registrant makes any representation as to information relating to any other registrant.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries.

AMEREN CORPORATION
(Registrant)
By:	/s/ Michael L. Moehn
Name:	Michael L. Moehn
Title:	Senior Executive Vice President and Chief Financial Officer
AMEREN ILLINOIS COMPANY
(Registrant)
By:	/s/ Leonard P. Singh
Name:	Leonard P. Singh
Title:	Chairman and President

Date: June 27, 2024

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