8-K

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 7, 2018

AMEREN CORPORATION

(Exact Name of Registrant as Specified in Charter)

Missouri	1-14756	43-1723446
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1901 Chouteau Avenue, St. Louis, Missouri 63103

(Address of principal executive offices and Zip Code)

Registrant’s telephone number, including area code: (314) 621-3222

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

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

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

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

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

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

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

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)    On June 7, 2018, the Board of Directors (the “Board”) of Ameren Corporation (“Ameren”) elected Mr. Ward H. Dickson to the Board, with a term beginning on June 7, 2018, and expiring at Ameren’s Annual Meeting of Shareholders in 2019. Also effective June 7, 2018, the Board appointed Mr. Dickson to the Audit and Risk Committee and Finance Committee of the Board. No arrangement or understanding exists between Mr. Dickson and Ameren or, to Ameren’s knowledge, any other person or persons pursuant to which Mr. Dickson was selected as a director. Mr. Dickson will receive compensation for Board and committee service as described on Exhibit 10.4 to Ameren’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017.

Mr. Dickson has served as the Executive Vice President and Chief Financial Officer of WestRock Company since July 2015. WestRock Company is a multinational provider of paper and packaging solutions for the consumer and corrugated packaging markets. Mr. Dickson previously served as Executive Vice President and Chief Financial Officer of RockTenn Company, the predecessor of WestRock Company, from September 2013 to July 2015 and in various positions at Cisco Systems from February 2006 to September 2013, most recently as Senior Vice President of Finance.

Mr. Dickson had no business relationships with Ameren or its subsidiaries in 2017 or to the date hereof in 2018 which are required to be reported under Item 404(a) of the Securities and Exchange Commission Regulation S-K.

ITEM 7.01 Regulation FD Disclosure.

On June 7, 2018, Ameren issued a press release announcing Mr. Dickson’s election to the Board. A copy of that press release is furnished as Exhibit 99.1 to this Report.

ITEM 9.01 Financial Statements and Exhibits.

(d)    Exhibits

Exhibit Number	Title
99.1	Press Release dated June 7, 2018.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

AMEREN CORPORATION
(Registrant)
By:	/s/ Gregory L. Nelson
Name:	Gregory L. Nelson
Title:	Senior Vice President, General Counsel and Secretary

Date: June 7, 2018

EX-99.1

Exhibit 99.1

Contacts: Media   Joe Muehlenkamp 314.554.4135 jmuehlenkamp@ameren.com Analysts   Douglas Fischer 314.554.4859 dfischer@ameren.com

For Immediate Release

Executive Vice President and Chief Financial Officer of WestRock Company Elected to Ameren Board of Directors

ST. LOUIS (June 7, 2018) — The board of directors of Ameren Corporation (NYSE: AEE) announced today that Ward H. Dickson has been elected to the Ameren board of directors effective June 7, 2018.

Dickson has served as the executive vice president and chief financial officer of WestRock Company since July 2015. WestRock, a Fortune 200 manufacturing company with 45,000 employees worldwide, is a multinational provider of paper and packaging solutions for the consumer and corrugated packaging markets.   He previously served as executive vice president and chief financial officer of RockTenn Company, the predecessor of WestRock Company, from September 2013 to July 2015, and in various positions at Cisco Systems from February 2006 to September 2013, most recently as senior vice president of finance.   “Ward brings more than 30 years of financial and strategic leadership to the Ameren Board of Directors,” said Warner L. Baxter, chairman, president and chief executive officer of Ameren. “He has a demonstrated track record of driving results in publicly held global manufacturing and technology companies, expertise that will be of tremendous value to our board of directors, shareholders and customers.”   Dickson’s election increases the size of the Ameren board of directors from 12 members to 13. He will serve on the Audit and Risk Committee and Finance Committee.

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NEWS RELEASE

St. Louis-based Ameren Corporation powers the quality of life for 2.4 million electric customers and more than 900,000 natural gas customers in a 64,000-square-mile area through its Ameren Missouri and Ameren Illinois rate-regulated utility subsidiaries. Ameren Illinois provides electric distribution and transmission service, as well as natural gas distribution service, while Ameren Missouri provides vertically integrated electric service, with generating capacity of nearly 10,300 megawatts, and natural gas distribution service. Ameren Transmission Company of Illinois develops regional electric transmission projects. For more information, visit Ameren.com, or follow us on Twitter at @AmerenCorp, Facebook.com/AmerenCorp, or LinkedIn.com/company/Ameren.

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