UELMO 10-K & 10-Q changes, risk factors and insider trading
Union Electric Co. (also UEPCN, UEPEO, UEPEP, UEPCP, UEPEN, UEPCO, UEPEM) · OTC · Electric Services · CIK 100826 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “Realized energy demand from current and potential new customers may differ significantly from forecasts.”
Largest changes
“In addition, in June 2024, the MoPSC issued a financing order authorizing the issuance of securitized utility tariff bonds by a wholly owned, special purpose subsidiary of Ameren Missouri to finance approximately $476 million of costs related to the accelerated retirement of the Rush Island Energy Center, which included the remaining unrecovered net plant balance associated with the facility, among other costs. Ameren Missouri will collect the amounts necessary to repay the bonds over approximately 15 years from the date of bond issuance. …”see in full comparison
“The Ameren Companies have historically experienced minimal growth in energy demand for the past two decades. However, current industry projections reflect the potential for significant growth in energy demand over the next decade, primarily arising from data centers and further augmented by onshoring and electrification of manufacturing and an increase in transportation electrification. In addition, in February 2026, Ameren Missouri executed electric service agreements with large load customers under its large load customer rate plan, representing 2.2 gigawatts of demand. …”see in full comparison
“Realized energy demand from current and potential new customers may differ significantly from forecasts.”see in full comparison
There is concern and activism among various external stakeholders, both nationally and internationally, aboutsee in full comparisonclimateclimate-relatedchange,risks, including public concerns about the potential environmental impacts from the combustion of fossil fuels, as well as pressure from public interest groups regarding limiting the use of natural gas. Also, state and local authorities have proposed restrictions on the use of natural gas, and the ICC is conducting a future of gas proceeding to explore issues involved with decarbonization of the natural gas distribution system in the state of Illinois. Further, federal, state, and localauthorities, including the United States Congress,authorities have considered initiatives to further restrict greenhouse gases to address globalclimateclimate-relatedchange, and the EPA previously announced plans to implement new climate change programs, including regulation of greenhouse gas emissions from the utility industry.risks. Additionally, international agreements have in the past, and could again, lead to future federal or state legislation or regulations. In 2015, the United Nations Framework Convention on Climate Change reached consensus among approximately 190 nations on an agreement, known as the Paris Agreement, that establishes a framework for greenhouse gas mitigation actions by all countries, with a goal of holding the increase in global average temperature to below 2 degrees Celsius above pre-industrial levels and an aspiration to limit the increase to 1.5 degrees Celsius.In accordance with the new presidential administration’s approach to United States energy policy, in January 2025, theThe United States withdrew from the ParisAgreement.Agreement and the United Nations Framework Convention on Climate Change in January 2025 and 2026, respectively. ThecurrentEPAfederalhasadministration is expected to review,revised, and hasalreadyproposedrevised,revisions to, compliance requirements under a number of federal environmental regulatory programs related to greenhouse gases; however, differences in energy policy priorities adopted by futurefederalpresidential administrations could result in additional greenhouse gas reduction requirements in the United States.
“In April 2024, the EPA issued a final rule that sets CO2 emission standards for existing coal-fired and new natural gas-fired power plants based on the emissions expected from adoption of carbon capture technology and/or natural gas co-firing for coal-fired power plants and carbon capture technology for new natural gas-fired power plants. Affected power plants are required to comply with the rule through a phased-in approach or retire. …”see in full comparison
“Ameren Illinois’ electric distribution service business is also subject to performance metrics. Failure to achieve the metrics would result in a reduction in the company’s allowed ROE calculated under the MYRP. In 2022, the ICC issued an order approving total ROE incentives and penalties of 24 basis points under the MYRP, allocated among seven performance metrics. …”see in full comparison
Full comparison: every changed paragraph (41)
We are subject to federal, state, and local regulation. The extensive regulatory frameworks, some of which are more specifically identified in the following risk factors, regulate, among other matters, the electric and natural gas utility industries; the rate and cost structure of utilities, including an allowed ROE; the operation of nuclear power plants; the construction and operation of generation, transmission, and distribution facilities; the acquisition, disposal, depreciation and amortization of assets and facilities; the electric transmission system reliability; and wholesale and retail competition. In the planning and management of our operations, we must address the effects of existing and proposed laws and regulations and potential changes in our regulatory frameworks, including reinterpretationnew interpretations of suchexisting regulations, as well as executive orders, initiatives by federal and state legislatures, RTOs, utility regulators, and taxing authorities, and actions by local jurisdictions that may affect the constructing or siting of facilities. Significant changes in the nature of the regulation of our businesses, including expiration or discontinuation of, or significant changes to, existing regulatory mechanisms, and the current federalpresidential administration’s approach to Unitedenvironmental Statesand energy policy and resultant changes in regulatory enforcement priorities, and/or evolving interpretations of existing regulatory requirements, could require changes to our business planning, strategy and management of our businesses and could adversely affect our results of operations, financial position, and liquidity. Failure to obtain adequate rates or regulatory approvals in a timely manner; failure to obtain necessary licenses or permits from regulatory authorities; the impact of new or modified laws, regulations, standards, interpretations, or other legal requirements; or increased compliance costs could adversely affect our results of operations, financial position, and liquidity.
Ameren Missouri’s electric and natural gas utility rates and Ameren Illinois’ natural gas utility rates are typically established in regulatory proceedings that take up to 11 months to complete. Ameren Missouri’s electric and natural gas utility rates established in those proceedings are based on historical costs, revenues, and sales volumes. Pursuant to the PPRA, Ameren Missouri’s natural gas utility rates established in proceedings filed after June 2026 will be allowed to be based on future costs, revenues, and sales volumes, subject to MoPSC approval. Ameren Illinois’ natural gas rates established in those proceedings are based on estimated future costs, revenues, and sales volumes. Effective for rates in 2024 through at least 2027, Ameren Illinois’ electric distribution rates have been established through an MYRP as discussed in the following risk factor. An MYRP includes a revenue requirement reconciliation, which may not allow for full recovery of actual costs due to a reconciliation cap. Thus, the rates that we are allowed to charge for utility services may not match our actual costs at any given time.
Rates include an allowed return on investments established by the regulator, including a return at the applicable WACC on rate base, and an amount for income taxes based on the currently applicable statutory income tax rates and amortization associated with excess deferred income taxes. Although rate regulation is premised on providing an opportunity to earn a reasonable rate of return on rate base, there can be no assurance that the regulator will determine that our costs were prudently incurred or that the regulatory process will result in rates that will produce full recovery of such costs or provide for an opportunity to earn a reasonable return on those investments. Ameren Missouri and Ameren Illinois, and the utility industry generally, have anexperienced increasedhigher needmaintenance for cost recoverycosts and capital expenditures to earnoperate atheir returnelectric, onnatural investments,gas, primarilyand driventransmission by capital investments,businesses, which ishas likelyled to continueincreases in thecustomer future.rates The resulting increase toand the related revenue requirementrequirements needed to recover such costs and earn a return on investmentsinvestments. This could result in more frequent regulatory rate reviews and requests for cost recovery mechanisms. Additionally, increasing rates could result in regulatory or legislative actions, as well as competitive or political pressures, all of which could adversely affect our results of operations, financial position, and liquidity.
In addition, in June 2024, the MoPSC issued a financing order authorizing the issuance of securitized utility tariff bonds by a wholly owned, special purpose subsidiary of Ameren Missouri to finance approximately $476 million of costs related to the accelerated retirement of the Rush Island Energy Center, which included the remaining unrecovered net plant balance associated with the facility, among other costs. Ameren Missouri will collect the amounts necessary to repay the bonds over approximately 15 years from the date of bond issuance. The securitized tariff bonds were issued in December 2024. The financing order also included a determination that the decision to retire the Rush Island Energy Center was reasonable and prudent. The MoPSC did not make a determination regarding the prudency of Ameren Missouri's prior actions that resulted in the adverse ruling in the NSR and Clean Air Act litigation discussed in Note 14 – Commitments and Contingencies under Part II, Item 8, of this report, however, claims regarding such actions could be considered in future regulatory proceedings. If future regulatory proceedings result in revenue reductions based on Ameren Missouri’s prior actions that resulted in the adverse ruling in the NSR and Clean Air Act litigation, it could have a material adverse effect on the results of operations, financial position, and liquidity of Ameren and Ameren Missouri.
InBeginning in 2024 through at least 2027, electric distribution rates for Ameren Illinois are established through an MYRP, which are subject to ongoing regulatory and judicial proceedings and associated risks, and are subject to a reconciliation cap. Additionally, Ameren Illinois is subject to certain performance metrics that if not achieved would result in a reduction to the company’s allowed ROE.
The CEJA resulted in changesPursuant to the regulatory framework applicable to Ameren Illinois’ electric distribution business by givingCEJA, Ameren Illinois has the option to fileestablish electric distribution rates through an MYRP with the ICC or establish rates through a traditional regulatory rate review, among other things.review. An MYRP establishes rates for a four-year period, and Ameren Illinois has the option to file for an MYRP every four years. Ameren Illinois elected to file an MYRP for rates effective in 2024 through 2027. Under the MYRP, Ameren Illinois is allowed to reconcile its actual electric distribution revenue requirement, as adjusted for certain cost variations, to the ICC-approved revenue requirement on an annual basis, subject to a reconciliation cap. The reconciliation cap limits the annual adjustment to 105% of the annual revenue requirement approved by the ICC. Certain variations from forecasted costs are excluded from the reconciliation cap, including those associated with major storms; new business and facility relocations; changes in the timing of certain expenditures or investments into or out of the applicable calendar year; and changes in interest rates, income taxes, taxes other than income taxes, pension and other post-retirement benefits costs, and amortization of certain assets. The reconciliation cap also excludes costs recovered outside of base rates through riders. The actual revenue requirement for a particular year incorporates Ameren Illinois’ year-end rate base and actual capital structure for such year, provided that the resulting revenue requirement does not exceed the 105% reconciliation cap and the common equity ratio in such capital structure may not exceed that approved by the ICC in the MYRP. Ameren Illinois’ existing riders continue to be effective under the MYRP. In addition, the ICC determines the ROE applicable to each year of the four-year period. Economic conditions could result in the annual predetermined ROE becoming inadequate over the four-year period. Ameren Illinois has filed an appeal of the ICC-determined ROE for 2024 through 2027 to the Illinois Appellate Court for the Fifth Judicial District. For additional information on the appeal see Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report. Failure to limit capital expenditures and operation and maintenance expenses to amounts that maintain revenue requirements under the reconciliation cap limit would adversely affect Ameren’s and Ameren Illinois’ results of operations, financial position, and liquidity.
Ameren Illinois’ electric distribution service business is also subject to performance metrics. Failure to achieve the metrics would result in a reduction in the company’s allowed ROE calculated under the MYRP. In 2022, the ICC issued an order approving total ROE incentives and penalties of 24 basis points under the MYRP, allocated among seven performance metrics. These performance metrics include improvements in service reliability in both the frequency and duration of outages, a reduction in peak loads, an increased percentage of spend with diverse suppliers, a reduction in disconnections for certain customers, and improved timeliness in response to customer requests for interconnection of distributed energy resources. These performance metrics apply annually from 2024 through 2027 under the MYRP, and the impact of any incentives and penalties will be excluded from the reconciliation cap described above. In addition, the allowed ROE on energy-efficiency investments can be increased or decreased up to 200 basis points, depending on the achievement of annual energy savings goals. Any adjustments to the allowed ROE for energy-efficiency investments will depend on annual performance for a historical period relative to energy savings goals.
Pursuant to athe Missouri law,PPRA, Ameren Missouri’s PISA election was extended through December 20282035 and an additional extension through December 20332040 is allowed if requested by Ameren Missouri and approved by the MoPSC, among other things.MoPSC. This law also establishedreduced a 2.5%the annual limit on increases to the electric service revenue requirement used to set customer rates, compared to the revenue requirement established in the immediately preceding rate order, due to the inclusion of incremental PISA deferrals in the revenue requirement. The limitationannual islimit effectivein effect was 2.5% and changed to 2.25%, prorated monthly, for revenue requirements approved by the MoPSC after JanuaryAugust 1, 2024.2025. Increased capital expenditures could cause incremental PISA deferrals to exceed the 2.5%2.25% limitation, and such amounts exceeding the 2.5%2.25% limitation would be excluded from recovery under future revenue requirements. Failure to limit capital investments to an amount which maintains PISA deferrals under the 2.5%2.25% limitation could adversely affect Ameren’s and Ameren Missouri’s results of operations, financial position, and liquidity.
Our electric generation, transmission, and distribution and natural gas distribution and storage operations must comply with a variety of statutes and regulations relating to the protection of the environment and human health and safety, including permitting programs implemented by federal, state, and local authorities. Such environmental laws regulate air emissions; protect water bodies; manageregulate the handling and disposal of hazardous substances and waste materials; establish siting and land use requirements; and potentialprotect against ecological impacts. Complex and lengthy processes are required to obtain and renew approvals, permits, and licenses for new, existing, or modified energy-related facilities. Additionally, the use and handling of various chemicals orand hazardous materials require release prevention plans and emergency response procedures. Further, we are subject to risks from changing or conflicting interpretations of existing laws, modifications to existing laws, new laws, new or modified permit terms, and enforcement of environmental laws and permits by federal, state, and local authorities.
Environmental regulations have a significant impact on the electric utility industryindustry, and compliance with these regulationsobligations could be costly for Ameren Missouri, which operates coal-fired and natural gas-fired energy centers. As of December 31, 2024,2025, Ameren Missouri’s coal-fired energy centers represented 6%5% and 11% of Ameren’s and Ameren Missouri’s rate base, respectively. Compliance obligations under the Clean Air Act includestem from a variety of programs including the NSPS, the MATS, emission allowance programs andprograms, the CSAPR, and the National Ambient Air Quality Standards, which are subject to periodic review for certain pollutants. Collectively, these regulations cover a variety of pollutants, such as SO2, particulate matter, NOx, mercury, toxic metals and acid gases, and CO2 emissions.emissions, Regulationsalthough implementingthe scope of covered pollutants can change. To the extent our operations impact surface water bodies, including wetlands, the Clean Water Act governrequires potential impacts from our operations on water bodies including wetlands subject to the Act,permitting as well as evaluation of the ecological and biological impact of those operations. Implementation of requirements under the Clean Air Act and the Clean Water Act requirements typically occurs through the issuance of permits by state regulators or resource agencies, and capital expenditures associated with compliance could be significant. Coal-firedThe management and disposal of coal ash from our coal-fired energy centers must comply with managementfederal andregulations disposalknown requirementsas forthe coalCCR ashRule issued under the Resource Conservation and Recovery Act and federal regulations known asrequire the CCRclosure Rule.of Surfacesurface impoundments at Ameren Missouri’sour coal-fired energy centers arealong subject to closure andwith groundwater monitoring requirements and the implementations of corrective measures if necessary. The individual or combined effects of compliance with existing and newfuture environmental regulations could result in significant capital expenditures, increased operating costs, orand the potential for closure or alteration of operations at some of Ameren Missouri’s energy centers.
In April 2024, the EPA issued a final rule that sets CO2 emission standards for existing coal-fired and new natural gas-fired power plants based on the emissions expected from adoption of carbon capture technology and/or natural gas co-firing for coal-fired power plants and carbon capture technology for new natural gas-fired power plants. Affected power plants are required to comply with the rule through a phased-in approach or retire. Compliance with the new rule could be required as early as 2030 for certain existing coal-fired power plants and 2032 for certain new natural gas-fired power plants. In December 2024, the United States Court of Appeals for the District of Columbia Circuit heard arguments from various stakeholders including the EPA, environmental organizations, state attorney generals, and industry groups regarding the legal merits of the final rule. In February 2025, the EPA requested that the appellate court suspend the case for 60 days and not issue an opinion so the EPA can decide how to proceed. Ameren and Ameren Missouri estimate capital expenditures of approximately $580 million may be necessary to comply with the final rule assuming it is not revised or overturned. Ameren and Ameren Missouri are monitoring the legal challenges and assessing the impacts of the final rule and, at this time, cannot predict the final impacts on their results of operations, financial position, and liquidity.
Currently as required by the CEJA, Ameren Missouri's natural gas-fired energy centers in Illinois are subject to annual limits on emissions, including CO2 and NOx. Further reductions to emissions limits will become effective between 2030 and 2040, resulting in the possible closure of the Venice Energy Center by the end of 2029. The reductions could also limit the operations of Ameren Missouri's four other natural gas-fired energy centers located in the state of Illinois,Illinois and will result in their closure by 2040. These energy centers are utilized to support peak loads. Subject to conditions in the CEJA, these energy centers may be allowed to exceed the emissions limits in order to maintain reliability of electric utility service.
We are subject to business and financial risks related to the impact of climate changeclimate-related legislation, regulation, and emission reduction initiatives.
There is concern and activism among various external stakeholders, both nationally and internationally, about climateclimate-related change,risks, including public concerns about the potential environmental impacts from the combustion of fossil fuels, as well as pressure from public interest groups regarding limiting the use of natural gas. Also, state and local authorities have proposed restrictions on the use of natural gas, and the ICC is conducting a future of gas proceeding to explore issues involved with decarbonization of the natural gas distribution system in the state of Illinois. Further, federal, state, and local authorities, including the United States Congress,authorities have considered initiatives to further restrict greenhouse gases to address global climateclimate-related change, and the EPA previously announced plans to implement new climate change programs, including regulation of greenhouse gas emissions from the utility industry.risks. Additionally, international agreements have in the past, and could again, lead to future federal or state legislation or regulations. In 2015, the United Nations Framework Convention on Climate Change reached consensus among approximately 190 nations on an agreement, known as the Paris Agreement, that establishes a framework for greenhouse gas mitigation actions by all countries, with a goal of holding the increase in global average temperature to below 2 degrees Celsius above pre-industrial levels and an aspiration to limit the increase to 1.5 degrees Celsius. In accordance with the new presidential administration’s approach to United States energy policy, in January 2025, theThe United States withdrew from the Paris Agreement.Agreement and the United Nations Framework Convention on Climate Change in January 2025 and 2026, respectively. The currentEPA federalhas administration is expected to review,revised, and has alreadyproposed revised,revisions to, compliance requirements under a number of federal environmental regulatory programs related to greenhouse gases; however, differences in energy policy priorities adopted by future federalpresidential administrations could result in additional greenhouse gas reduction requirements in the United States.
As a result of our diverse fuel portfolio, our emissions of greenhouse gases vary among our energy centers, but coal-fired power plants are significant sources of CO2 emissions. Future federal and state legislation or regulations that mandate limits on the emission of, or impose taxation on, greenhouse gases could result in a significant increase in capital expenditures and operating costs, decreased revenues, penalties or fines, or reduced operations of some of Ameren Missouri’s coal- and natural gas-fired energy centers, which, in turn, could lead to increased liquidity and financing needs, and higher financing costs. Moreover, to the extent Ameren Missouri requests recovery of these costs through rates, its regulators might deny some or all of, or defer timely recovery of, these costs. Excessive costs to comply with future legislation or regulations related to climateclimate-related changerisks might force Ameren Missouri to close its remaining coal-fired energy centers earlier than planned, which could lead to possible loss on abandonment and reduced revenues. As a result, mandatory limits could have a material adverse impact on Ameren’s and Ameren Missouri’s results of operations, financial position, and liquidity.
Ameren is targeting net-zero carbon emissions by 2045, as well as a 60% reduction by 2030 and an 85% reduction by 2040 based on 2005 levels in a safe, reliable, and affordable manner. Ameren’s goals include both reduction of direct emissions from operations (scope 1), as well as electricity usage at Ameren buildings (scope 2), including other greenhouse gas emissions of methane, nitrous oxide, and sulfur hexafluoride. Achievement of these targets is dependent on many factors, including the pace and extent of development and deployment of low- to zero-carbon energy technologies and carbon capture technologies, the cost of those technologies, and support of such technologies by regulators; natural gas and energy prices; operational performance of low- to zero-carbon resources; new transmission infrastructure; the ability to maintain system reliability; duringcustomer anddemand after the transition to cleanfor energy generationincluding carbon-free energy; and constructive energy and economic policies, including those that address investment in energy infrastructure, global climateclimate-related change,risks, incentives for clean energy technologies, and environmental regulations. Additional factors associated with operational risks for the construction and acquisition of electric and natural gas infrastructure may also affect the achievement of these goals, as further discussed below. The strategy to achieve these goals also relies on continuing to pursue a diverse portfolio, including low-carbon and carbon-free resources and energy-efficiency resourcesresources, while still meeting load growth opportunities; continuing to participate in efforts to help advance the development of technologies such as carbon capture and sequestration; the use of hydrogen fuel for electric production and energy storage, next generation nuclear, and large-scale long-cycle battery energy storage; and constructively engaging with legislators, regulators, investors, customers, and other stakeholders to support outcomes leading to a net-zero future.
We are subject to FERC regulations, rules, and orders, including standards requiredissued by the NERC. As owners and operators of bulk power transmission systems and electric energy centers, we are subject to mandatory NERC reliability standards, including cybersecurity standards. In addition, our natural gas transmission, distribution, and storage facilities systems are subject to PHMSA rules and regulations. Compliance with these reliability standards, rules, and regulations may subject us to higher operating costs and may result in increased capital expenditures. We may also incur higher operating costs to comply with potential new executive orders, regulations, or reinterpretationsinterpretations of existing regulations issued by these regulatory bodies. If we were found not to be in compliance with these mandatory NERC reliability standards, PHMSA rules and regulations, or FERC regulations, rules, and orders, we could incur substantial monetary penalties and other sanctions, which could adversely affect our results of operations, financial position, and liquidity. The FERC can impose civil penalties of approximately $1.6 million per violation per day for violation of its regulations, rules, and orders, including mandatory NERC reliability standards. The FERC also conducts audits and reviews of Ameren Missouri’s, Ameren Illinois’, and ATXI’s accounting records to assess the accuracy of their respective formula ratemaking process, and it can require refunds to be issued to customers for previously billed amounts, with interest.
Our ability to complete construction projects successfully within projected estimates, including schedule, performance, and/or cost, and to implement Ameren Missouri’s Smart Energy Plan, which may include acquisition of generation facilities after they are constructed, is contingent upon many factors and subject to substantial risks. These factors include, but are not limited to, the following: project management expertise; the ability of suppliers, contractors, and developers to meet contractual commitments and timely complete projects, which is dependent upon the availability of necessary labor, materials, and equipment; escalating costs, including but not limited to changes to tariffs on materials or government actions; changes in the scope and timing of projects; the ability to obtain required regulatory, project, and permit approvals; the ability to obtain necessary rights-of-way, easements, and transmission connection agreements at an acceptable cost in a timely fashion; unsatisfactory performance by the projects when completed; the inability to earn an adequate return on invested capital; the ability to raise capital on reasonable terms; geopolitical conflict and other events beyond our control, including delays arising from government shutdowns or construction delays due to weather.
With respect to the transition of Ameren Missouri’s generation fleet that will be included in its 2025 Change to the 2023 PRP and carbon emission reduction targets, factors also include Ameren Missouri’s ability to obtain CCNs from the MoPSC, and any other required state or federal approvals for the addition of renewable resources, battery storage, or nuclear or natural gas-fired generation, retirement of energy centers, and new or continued customer energy-efficiency programs; the ability to enter into agreements for renewable, natural gas-fired, or nuclear generation or battery storage and acquire or construct thatthose generationresources at a reasonable cost; the ability to enter into natural gas supply agreements at reasonable prices and adequate quantities to power Ameren Missouri’s natural gas-fired energy centers; the ability to obtain NRC approval for an extension of the operating license for the Callaway Energy Center beyond its current 2044 expiration date; the continued existence and ability to qualify for, and use or transfer, federal production or investment tax credits; the cost of wind, solar, and other renewable generation and battery storage technologies; the cost of natural gas or hydrogen CT technologies; the cost of nuclear generation; the ability to maintain system reliability during and after the transition to clean energy generation; new and/or changes in environmental regulations, including those related to CO2 and other greenhouse gas emissions; energy prices; and demand. Also, changes to capacity accreditation rules adopted by the MISO could reduce the accredited capacity of renewable generation and battery storage and increase regional capacity prices, potentially requiring additional investment and higher costs to satisfy resource adequacy requirements. In addition, the presidential administration has issued executive orders and taken other actions to increase investment in fossil fuel infrastructure. This change in federal domestic energy policy has created uncertainty regarding the role existing renewable generation will play in supporting the United States’ energy grid and the timing and extent of future renewable generation infrastructure development. Ameren Missouri’s plan could be affected by this change in energy policy.
•inability to maintain reliability of our electric utility services as coal-fired energy centers are retired and renewable energy generation is placed in service, as well as our ability to meet generation capacity obligationsobligations, which could potentially increase if new data centers and/or other large primary service customers locate within our service territories;
•disruptions to the global supply chain as a result of shortages for labor, materials, or equipment, tariffs and international trade relations, geopolitical conflict, delivery delays, and economic pressures, including elevated interest rates and inflation, among other things;
•unusual or adverse weather conditions or other natural disasters, including but not limited to those that may result from climateclimate-related change,risks, such as severe storms, droughts, wildfires, floods, tornadoes, earthquakes, icing, sustained high or low temperatures, solar flares, and electromagnetic pulses;
•inability to operate wind generation facilities at full capacity resulting from requirements to protect natural resources, including wildlife, or other conditions limiting full capacity, such as the 2024 collapse of three turbines at the High Prairie Energy Centercapacity; pending the results of an ongoing investigation, approximately 90% of the turbines of the High Prairie Energy Center remain idle and the timing and costs necessary to return the energy center to full capacity are uncertain;
•the occurrence of catastrophic events such as fires, explosions, acts of sabotage, which in recent years have increased in frequency and severity within the utility industry, acts of terrorism, civil unrest, pandemic health events, or other similar events;
•failure to keep pace with and the ability to adapt to rapid technological changechange, including generative and agentic artificial intelligence; and
Ameren Missouri owns and operates coal-fired energy centers. AboutApproximately 97%96% of Ameren Missouri’s coal is purchased from the Powder River Basin in Wyoming, which has a limited number of suppliers. Deliveries from the Powder River Basin have occasionally been restricted because of rail congestion, staffing and equipment issues, infrastructure maintenance, derailments, weather, and supplier financial hardship. As of December 31, 2024,2025, coal inventory was near targeted levels at the Labadie Energy Center and Sioux energy centers were at targeted levels.levels at the Sioux Energy Center. Delays or disruptions in the delivery of coal, failure of our coal suppliers to provide adequate quantities or quality of coal, or lack of adequate inventories of coal, including low-sulfur coal used to comply with environmental regulations, could have adverse effects on Ameren Missouri’s electric generation operations. If Ameren Missouri is unable to obtain an adequate supply of coal under existing agreements, it may be required to purchase coal at higher prices or be forced to reduce generation at its coal-fired energy centers, which could adversely affect Ameren’s and Ameren Missouri’s results of operations, financial position, and liquidity.
•increased regulatory scrutiny and oversight resulting from more frequent outages;
Our aging infrastructure may pose risks to system reliability and expose us to expedited or unplanned significant capital expenditures and operating costs. Both of Ameren Missouri’s coal-fired energy centers were constructed prior to 1978, and the Callaway Energy Center began operating in 1984. The age of these energy centers increases the risks of unplanned outages, reduced generation output, and higher maintenance expense. Further, Ameren Missouri would be adversely affected if the MoPSC does not allow recovery of the remaining investment and decommissioning costs associated with the retirement of an energy center, as well as the ability to earn a return on that remaining investment and those decommissioning costs. Aging transmission and distribution facilities are more prone to failure than new facilities, which results in higher maintenance expense and the need to replace these facilities with new infrastructure. Even when the system is properly maintained, its reliability may ultimately deteriorate and negatively affect our ability to serve our customers, which could result in increased costs subject to regulatory recovery risk. The frequency and duration of customer outages are among the CEJA performance standards. Any failure to achieve these standards will result in a reduction in Ameren Illinois’ allowed ROE on electric distribution assets. The higher maintenance costs associated with aging infrastructure and capital expenditures for new or replacement infrastructure, compounded by high interest rates and inflationary pressures,infrastructure could cause additional rate volatility and increases for our customers, resistance by our regulators to allow customer rate increases, and/or regulatory lag in some of our jurisdictions, any of which could adversely affect our results of operations, financial position, and liquidity.
Realized energy demand from current and potential new customers may differ significantly from forecasts.
The Ameren Companies have historically experienced minimal growth in energy demand for the past two decades. However, current industry projections reflect the potential for significant growth in energy demand over the next decade, primarily arising from data centers and further augmented by onshoring and electrification of manufacturing and an increase in transportation electrification. In addition, in February 2026, Ameren Missouri executed electric service agreements with large load customers under its large load customer rate plan, representing 2.2 gigawatts of demand. The Ameren Companies may or may not experience the energy demand growth currently being forecasted depending on the decisions of potential new customers about whether to locate their operations within our service territories or whether customers that have signed electric service agreements begin operations within the expected timeframes. Also, demand growth may not be realized at the rate, or in the amount, expected if construction of customer facilities is not completed within expected timeframes, which is dependent on the ability of suppliers, contractors, and developers to meet contractual commitments and timely complete projects. In addition, expected demand growth may not be realized if emerging technologies are not broadly adopted at the rate expected, increased efficiencies in computing or other advances in these technologies reduce energy demand for data centers, or large load customers, such as data centers, are not supported by local communities or do not receive necessary approvals by local municipalities. Although customers subject to the large load customer rate plan in Ameren Missouri’s service territory are required to sign agreements for specific term lengths to reasonably ensure rates they are charged reflect a representative share of the costs incurred to serve them, these customers could terminate their agreements early or reduce minimum capacity levels. These agreements include exit fees for early termination and fees for capacity reductions, but these fees may not fully mitigate this risk. Although assets constructed or acquired to serve these customers will also be used to serve other Ameren Missouri customers, early termination or capacity reductions could impact Ameren Missouri’s ability to fully recover its investment in, and return on, those assets. Also, the Ameren Companies may not be able to provide the necessary electric service, including both energy and capacity, within the time periods required by large load customers. The Ameren Companies may need to accelerate the addition of generation resources within current plans, obtain new generation resources, expand transmission or distribution facilities that are not currently within their plans, or purchase additional energy and capacity to meet the increase in demand. In addition, demand for construction services within the utility industry has increased significantly due to growing energy demand and energy transition, creating limited availability of suppliers, contractors, and developers, which could impact the Ameren Companies' ability to timely construct or acquire assets needed to meet forecasted demand. If the Ameren Companies are required to purchase energy and capacity to meet demand, their risk management and liquidity levels may not be effective at mitigating price impacts of such purchases, or there may not be sufficient energy and capacity available, either of which could negatively impact the Ameren Companies’ ability to realize forecasted or other potential demand. The Ameren Companies may not be able to plan, receive regulatory approvals, and execute those plans in a timely manner, which could result in the Ameren Companies not realizing forecasted or other potential demand.
Forecasted energy demand from potential new customers and electrification might not be realized. Energy conservation, energy efficiency, distributed generation, energy storage, technological advances, and other factors could reduce energy demand from our existing customers.
The Ameren Companies have experienced minimal growth in energy demand for the past two decades. Recent industry projections reflect the potential for significant growth in energy demand over the next decade, primarily arising from data centers to support artificial intelligence and further augmented by onshoring and electrification of manufacturing and an increase in transportation electrification. The Ameren Companies may or may not experience energy demand growth depending on the decisions of potential new customers about whether to locate their operations within our service territories. If new customers elect to locate operations within our service territories, the Ameren Companies may not be able to provide the necessary electric service within the time periods required by those customers. The Ameren Companies may need to accelerate new generation build within current plans, and construct or obtain new generation sources and expand transmission and distribution facilities that are not currently within their plans. The Ameren Companies may not be able to plan, receive regulatory approvals, and execute those plans in a timely manner. Future demand from these customers may not be realized at the current projected pace as a result of increased efficiency in computing, and these new customers may be transitory and exit our service territory. Significant uncertainty exists regarding future increases in energy demand within the Ameren Companies’ service territory, and whether and how the Ameren Companies will construct or obtain the assets necessary to timely serve that additional demand.
•technological advancements that reduce energy consumption and demand;
Ameren is a holding company; therefore, its primary assets are its investments in the common stock of its subsidiaries, including Ameren Missouri, Ameren Illinois, and ATXI. As a result, Ameren’s ability to pay dividends on its common stock depends on the earnings of its subsidiaries and the ability of its subsidiaries to pay dividends or otherwise transfer funds to Ameren. Similarly, Ameren’s ability to service its debt obligations is dependent upon the earnings of its operating subsidiaries and the distribution of those earnings and other payments, including payments of principal and interest under affiliate indebtedness. The payment of dividends to Ameren by its subsidiaries in turn depends on the subsidiaries’ results of operations, and other items affecting retained earnings, and available cash. Ameren’s subsidiaries are separate and distinct legal entities and have no obligation, contingent or otherwise, to pay any dividends or make any other distributions (except for payments required pursuant to the terms of affiliate borrowing arrangements and cash payments under the tax allocation agreement) to Ameren. Under the IRA, a 15% minimum tax on adjusted financial statement income, as defined in the law, is assessed against corporations whose average annual adjusted financial statement income exceeds $1 billion for three consecutive preceding tax years effective for tax years beginning after December 31, 2022.years. Once a corporation exceeds this three-year average annual adjusted financial statement income threshold, it will be subject to the minimum tax for all future tax years. As Ameren is a holding company and files a consolidated income tax return, it is reliant on its subsidiaries to pay the minimum tax once the threshold is exceeded. The payments related to the minimum tax by Ameren Missouri, Ameren Illinois, and ATXI are expected to be recovered, subject to approval by their respective regulators. In addition, interpretations, regulations, amendments, or technical corrections that affect the amount and timing of income tax payments, credits available, or the transferability of production and investment tax credits could adversely affect our liquidity. Certain financing agreements, corporate organizational documents, and certain statutory and regulatory requirements may impose restrictions on the ability of Ameren Missouri, Ameren Illinois, and ATXI to transfer funds to Ameren in the form of cash dividends, loans, or advances.
A part of our core strategy focuses on disciplined cost management, including prudently monitoring all of our expenses. Higher than expected inflation levels could continue to put pressure on the prices of labor, services, materials and supplies, and other costs. ElevatedHigher inflation levels, as well as elevatedhigher interest rates, tariffs, trade wars, or a recession could impact our ability to control costs, to make substantial investments in our businesses, to recover costs and investments, to earn our allowed ROEs within frameworks established by our regulators, and/or to maintain affordability of our services for our customers. In addition, these various economic pressures could adversely affect our customers’ usage of, or payment for, our services. Additionally, volatility in the commodities market could increase collateral postings and prepayments. Also, market volatility could significantly affect the investment performance of Ameren’s COLI. Significant increases in our costs could increase our financing needs and otherwise adversely affect our results of operations, financial position, and liquidity.
Related to benefits, Ameren has defined benefit pension plans covering substantially all of its employees and has postretirement benefit plans covering non-union employees hired before October 2015 and union employees hired before January 2020. Assumptions related to future costs, returns on investments, interest rates, timing of employee retirements, and mortality, as well as other actuarial matters, have a significant impact on our customers’ rates and our plan funding requirements. Ameren’s total pension and postretirement benefit plans were overfunded by $734$954 million as of December 31, 2024.2025. Ameren expects to fund its pension plans at a level equal to the greater of the pension cost or the legally required minimum contribution. Based on its assumptions at December 31, 2024,2025, its investment performance in 2024,2025, and its pension funding policy, Ameren does not expect to make material contributions in 2025 and expects to make aggregateannual contributions of $170approximately $45 million to $50 million in 2026each throughof 2029.the next five years, with aggregate estimated contributions of $240 million. Ameren Missouri and Ameren Illinois estimate that their portion of the future funding requirements will be 40%35% and 50%,45%, respectively. These estimated contributions may change based on actual investment performance, changes in interest rates, changes in our assumptions, changes in government regulations, and any voluntary contributions. In addition to the costs of our pension plans, the costs of providing health care benefits to our employees and retirees have increased in recent years. We believe that our employee benefit costs, including costs of health care plans for our employees and former employees, will continue to rise. Future legislative changes related to health care could also significantly change our benefit programs and costs.
Our results are influenced by the expectations of our customers, investors, legislators, regulators, creditors and ratings agencies. Those expectations are based, in part, on the reliability and affordability of our utility services. Service interruptions and facility shutdowns can occur due to failures of equipment as a result of severe or destructive weather or other causes. The ability of Ameren Missouri and Ameren Illinois to prevent, mitigate, or respond promptly to such failures can affect customer satisfaction or potentially subject us to litigation. In addition to system reliability issues, the success of modernization efforts, our ability to safeguard sensitive customer information and protect our systems from physical or cyber attacks, and other actions can affect customer satisfaction. The level of rates, the timing and magnitude of rate increases, and the volatility of rates can also affect regulator and customer satisfaction. In addition, rising energy and capacity prices, which are largely outside of our control, could impact customer affordability and satisfaction. Ameren Missouri’s and Ameren Illinois’ recent electric and natural gas regulatory rate reviews have resulted in increases in rates charged to customers which had an adverse impact on customer satisfaction and increased political pressures and media attention.
Our ability to successfully execute our strategic plan, including the transition of Ameren Missouri’s generation fleet that will be included in its 2025 Change to the 2023 PRP, may affect customers’, investors’, legislators’, regulators’, creditors’, and rating agencies’ opinions and actions. Additionally, negative perceptions or publicity resulting from increasing scrutiny of company policies or practices could negatively impact our reputation, investment in our common stock, or our access to capital and credit markets. Customers’, investors’, legislators’, regulators’, creditors’, and rating agencies’ opinions of us can also be affected by media coverage, including social media, which may include information, whether factual or not, that damages our brand and reputation.
Our businesses depend upon our ability to employ and retain key officers and other skilled professional and technical employees. Certain specialized knowledge that focuses on skilled-craft and STEM-related disciplines is required to construct and operate generation, transmission, and distribution assets. Further, a significant portion of our work force is nearing retirement. As of December 31, 2024,2025, approximately 23%22% of Ameren’s, Ameren Missouri’s, and Ameren Illinois’ total employees were 55 years old or older. We are also party to collective bargaining agreements that collectively represent about 46%, 59%,58%, and 55%54% of Ameren’s, Ameren Missouri’s and Ameren Illinois’ total employees, respectively. The Ameren Missouri collective bargaining unit contracts expire in 20252026 and 2026,2028, and cover 4%96% and 96%4% of represented employees, respectively. The Ameren Illinois collective bargaining unit contracts expire in 20262027 and 2027,2029, and cover 92%8% and 8%92% of represented employees, respectively. Ameren Missouri and Ameren Illinois expect to renew these contracts prior to their expiration, however there can be no guarantee that such renewals will be secured on favorable terms. Certain events, such as significant delays in finding appropriate replacement talent, inadequately trained replacement employees, a mismatch of skill sets to future needs, or any work stoppage experienced in connection with negotiations of collective bargaining agreements could adversely affect our operations.
There has been an increase in the number and sophistication of physical and cyber attacks across all industries worldwide. Physical attacks could include sabotaging, vandalizing, or burglarizing transmission and distribution facilities, which are unmanned, widely dispersed, and often in isolated areas, or the theft of physical data and information. Cyber attacks could include viruses, malicious or destructive code, phishingsocial or quishingengineering attacks, denial of service attacks, supply chain attacks, ransomware and other extortion-based attacks, improper access by third parties, attacks on email systems, and attacks leading to data loss, including data stored using cloud technologies, operational control, or exploitation of vulnerabilities specific to internally developed systems or to those provided and/or maintained by our suppliers,suppliers. includingThis thosealso includes attacks arising from or generated by artificial intelligence, among various other attempts to compromise systems that can lead to security breaches. In addition, the increasingly widespread adoption of artificial intelligence technologies, including generative and agentic artificial intelligence, may increaseincrease, accelerate, or enhance cyber attacks and other operational, legal, privacy, and reputational risks in our industry and worldwide. Also, remote working arrangements could increase our data security risks, including loss of data related to sensitive customer, employee, financial, and operating system information, through insider or outsider actions. A security breach of our physical assets or in our information systems could affect the reliability of the transmission and distribution system, disrupt electric generation, including nuclear generation, and/or subject us to financial harm resulting from theft or the inappropriate release or destruction of certain types of information, including sensitive customer, employee, financial, and operating system information. Many of our suppliers, vendors, contractors, and information technology providers leverage systems that support our operations and maintain customer and employee data. An interruption of these third-party systems could adversely affect our business as if it was a disruption of our own system. If a significant breach or other interruption occurred, whether due to an intentional or unintentional act, our reputation could be adversely affected, customer confidence could be diminished, availability of our services could be impacted, and/or we could be subject to increased costs associated with regulatory oversight, fines or legal claims, any of which could result in a significant decrease in revenues or significant costs for remedying the impacts of such a disruption. Our generation, transmission, and distribution systems are part of an interconnected grid. Therefore, a breach or other disruption caused by a physical or cyber incident at another utility, electric generator, RTO, or commodity supplier could also adversely affect our businesses. Insurance might not be adequate to cover losses that arise in connection with these events. In addition, new regulations could require changes in our security measures and result in increased costs. The occurrence of any of these events could adversely affect our results of operations, financial position, and liquidity.
We rely on the issuance of short-term and long-term debt and equity as significant sources of liquidity and funding for capital requirements not satisfied by our operating cash flow, as well as to refinance existing long-term debt. The inability to raise debt or equity capital on reasonable terms, or at all, could negatively affect our ability to maintain or to expand our businesses. General economic factors beyond our control might create uncertainty that could increase our cost of capital or impair or eliminate our ability to access the debt, equity, or credit markets, including our ability to draw on bank credit facilities. These factors include depressed economic conditions, a recession, increasing interest rates, inflation, sanctions, trade restrictions, tariffs or trade wars, government or federal agency shutdowns, political instability, war, terrorism, and extreme volatility in the debt, equity, or credit markets. In addition, volatility in stock prices of perceived significant energy consumers, such as technology companies involved with artificial intelligence or cryptocurrency, or other significant developments with such companies, could cause increased volatility in stock prices of energy utility companies such as Ameren. Any adverse change in our credit ratings could reduce access to capital and trigger collateral postings and prepayments. Such changes could also increase the cost of borrowing and the costs of fuel, power, and natural gas supply, among other things, which could adversely affect our results of operations, financial position, and liquidity.
Management's Discussion & Analysis (MD&A)
Largest changes
“Net income attributable to Ameren common shareholders was $1,182 million, or $4.42 per diluted share, for 2024, and $1,152 million, or $4.38 per diluted share, for 2023. Net income was favorably affected in 2024, compared with 2023, by increased infrastructure investments at Ameren Transmission and Ameren Missouri. …”see in full comparison
“In June 2024, the MoPSC issued a financing order authorizing the issuance of securitized utility tariff bonds by AMF to finance $476 million of costs related to the accelerated retirement of the Rush Island Energy Center, which included the remaining unrecovered net plant balance associated with the facility, among other costs. Ameren Missouri will collect the amounts necessary to repay the bonds over approximately 15 years from the date of bond issuance. The securitized tariff bonds were issued in December 2024. …”see in full comparison
“•In June 2024, the MoPSC issued a financing order authorizing the issuance of securitized utility tariff bonds by AMF related to the accelerated retirement of the Rush Island Energy Center. The financing order also included a determination that the decision to retire the Rush Island Energy Center was reasonable and prudent. The MoPSC did not make a determination regarding the prudency of Ameren Missouri's prior actions that resulted in the adverse ruling in the NSR and Clean Air Act litigation, however, claims regarding such actions could be considered in future regulatory proceedings. …”see in full comparison
“•The OBBBA was enacted in July 2025 and includes various income tax provisions, among other things. The OBBBA modified provisions of the IRA related to production and investment tax credits. The new law maintains production and investment tax credits for solar and wind projects that begin construction within one year of the OBBBA’s enactment and are placed in-service by the end of 2030. Projects that begin construction after one year from enactment of the OBBBA but are placed in service by the end of 2027 also remain eligible. …”see in full comparison
“•The PPRA requires an electric utility to develop and submit to the MoPSC schedules that include its service tariff applicable to certain large load customers. These schedules must reasonably ensure that such high-demand customers’ rates reflect a representative share of the costs incurred to serve them and must prevent other lower-demand customer rates from reflecting any unjust or unreasonable costs arising from service provided to these high-demand customers. …”see in full comparison
“In November 2025, the MoPSC approved Ameren Missouri’s request to modify its existing large primary service tariff to require customers requesting 75 MWs or more of demand and who are served at transmission level voltage to comply with additional tariff terms. The additional terms include a service term of 12 years plus a ramp period of up to five years to reach peak demand, minimum demand charges of 80% of contracted capacity, customer exit terms and fees, and customer credit and collateral requirements, among other terms. …”see in full comparison
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Our core strategy is driven by the following three pillars, which allow us to capitalizedeliver on opportunities to benefit our customers, communities, shareholders, and the environmentshareholders:
The PPRA became effective in August 2025. The law includes certain provisions that affect the regulation of Ameren Missouri’s electric and natural gas businesses. These provisions create modifications to the PISA and integrated resource planning, require electric utilities to submit service tariff schedules for certain large load customers, allow the MoPSC to authorize inclusion of construction work in progress in rate base for new natural gas-fired generation facilities and new generation facilities approved through integrated resource planning, and allow natural gas utilities to file regulatory rate reviews using a future test year, among other things.
In April 2025, the MoPSC issued an order in Ameren Missouri’s 2024 electric service regulatory rate review, approving nonunanimous stipulations and agreements. The order authorized an increase of $355 million to Ameren Missouri’s annual revenue requirement for electric retail service, effective June 1, 2025. The approved revenue requirement was based on infrastructure investments as of December 31, 2024. The order did not explicitly specify an ROE, capital structure, rate base, or any rate base disallowances. The order provides for the continued use of all existing riders and trackers. The order also changed annualized depreciation, regulatory asset and liability amortization amounts, and the base level of expenses for trackers. On an annualized basis, these changes reflect an increase in “Depreciation and amortization” of approximately $70 million, among other expense changes, on Ameren’s and Ameren Missouri’s consolidated statements of income.
In July 2025, the MoPSC issued an order in Ameren Missouri’s 2024 natural gas delivery service regulatory rate review, approving a unanimous stipulation and agreement. The order authorized an increase of $32 million to Ameren Missouri’s annual revenue requirement for natural gas delivery service, effective September 1, 2025. The order did not explicitly specify an ROE, capital structure, rate base, or any rate base disallowances. The order provides for the continued use of all of Ameren Missouri’s existing riders and trackers.
In November 2025, the MoPSC approved Ameren Missouri’s request to modify its existing large primary service tariff to require customers requesting 75 MWs or more of demand and who are served at transmission level voltage to comply with additional tariff terms. The additional terms include a service term of 12 years plus a ramp period of up to five years to reach peak demand, minimum demand charges of 80% of contracted capacity, customer exit terms and fees, and customer credit and collateral requirements, among other terms. In addition, new customer programs would be available under this tariff, which allow customers to support renewable generation, battery storage, and/or nuclear generation through incremental payments. The MoPSC order also includes an earnings sharing mechanism that would apply if Ameren Missouri’s earned ROE for a calendar year exceeds 9.74%, which can be adjusted by the MoPSC in future electric rate orders. If this were to occur, Ameren Missouri would defer 65% of the return in excess of the 9.74% ROE to a regulatory liability, which would be returned to retail electric customers in a future rate review. In addition, if large load customer revenues were reduced in a calendar year due to certain events, as determined by the MoPSC, Ameren Missouri may defer a portion of the reduced revenues to a regulatory asset to be included in its revenue requirement in the next electric rate review. In February 2026, Ameren Missouri executed electric service agreements with large load customers consistent with the tariff terms discussed above, representing 2.2 gigawatts of demand. Ameren and Ameren Missouri do not expect a material impact to their results of operations, financial position, or liquidity in 2026 related to these agreements.
In August 2025, Ameren Missouri filed for a CCN to construct the Reform Solar Project (250-MW facility). Ameren Missouri expects a decision by the MoPSC in the first half of 2026. In February 2026, the MoPSC issued an order approving a nonunanimous stipulation and agreement related to a requested CCN for the Big Hollow Natural Gas (800-MW facility) and the Big Hollow Battery Energy Storage (400-MW facility) projects. Also in February 2026, Ameren Missouri acquired the Split Rail Solar Project, which includes solar panels, project design, land rights, and engineering, procurement, and construction agreements, for approximately $600 million, and took over construction management of the project, which is expected to be placed in-service in the second quarter of 2026.
In September 2023, the United States District Court for the Eastern District of Missouri granted Ameren Missouri’s request to modify a September 2019 remedy order issued by the district court in order to allow the retirement of the Rush Island Energy Center in advance of its previously expected retirement date of 2039, in lieu of installing a flue gas desulfurization system. Ameren Missouri retired the Rush Island Energy Center on October 15, 2024. In December 2024, the United States District Court for the Eastern District of Missouri issued an order resolving all outstanding claims in this case. The order requires Ameren Missouri to fund a program to provide electric buses and charging stations to schools in the metro St. Louis area and a program to provide air purifiers to eligible Ameren Missouri electric residential customers. These programs are estimated to cost approximately $64 million. As of December 31, 2024, Ameren and Ameren Missouri recorded liabilities of $64 million and charges of $59 million in 2024 related to the cost of these programs.
In June 2024, Ameren Missouri filed a request with the MoPSC seeking approval to increase its annual revenues for electric service. In February 2025, Ameren Missouri filed an updated electric rate increase request seeking approval to increase its annual revenues for electric service by $446 million. The electric rate increase request is based on a 10.25% ROE, a capital structure composed of 52% common equity, a rate base of $13.9 billion, and a test year ended March 31, 2024, with certain pro-forma adjustments through the true-up date of December 31, 2024. In February 2025, the MoPSC staff recommended an increase to Ameren Missouri's annual electric service revenues of $384 million based on a 9.74% ROE, a capital structure composed of 52% common equity, and a rate base of $13.9 billion. The MoPSC proceeding relating to the proposed electric service rate changes will take place over a period of up to 11 months, with a decision by the MoPSC expected by May 2025 and new rates effective by June 2025.
In June 2024, the MoPSC issued a financing order authorizing the issuance of securitized utility tariff bonds by AMF to finance $476 million of costs related to the accelerated retirement of the Rush Island Energy Center, which included the remaining unrecovered net plant balance associated with the facility, among other costs. Ameren Missouri will collect the amounts necessary to repay the bonds over approximately 15 years from the date of bond issuance. The securitized tariff bonds were issued in December 2024. The financing order also included a determination that the decision to retire the Rush Island Energy Center was reasonable and prudent. The MoPSC did not make a determination regarding the prudency of Ameren Missouri's prior actions that resulted in the adverse ruling in the NSR and Clean Air Act litigation discussed in Note 14 – Commitments and Contingencies under Part II, Item 8, of this report, however, claims regarding such actions could be considered in future regulatory proceedings. If future regulatory proceedings result in revenue reductions based on Ameren Missouri’s prior actions that resulted in the adverse ruling in the NSR and Clean Air Act litigation, it could have a material adverse effect on the results of operations, financial position, and liquidity of Ameren and Ameren Missouri.
In 2024, the MoPSC issued orders approving requested CCNs for the Split Rail, Vandalia, Bowling Green, and Cass County solar projects. Ameren Missouri acquired the Cass County, Boomtown, and Huck Finn solar projects in June 2024, September 2024, and October 2024, respectively, and placed the assets of the projects, totaling $1 billion, in service in December 2024. In October 2024, the MoPSC issued an order approving a nonunanimous stipulation and agreement filed by Ameren Missouri, the MoPSC staff, and other intervenors requesting a CCN for the Castle Bluff Natural Gas Project. The order also includes the use of a post-construction cost deferral related to the project, which allows Ameren Missouri to defer and recover depreciation expense, financing costs, and applicable income taxes incurred from the date the project is placed in service to the date when project costs are reflected in updated base rates as a result of a regulatory rate review. The period of deferral would be limited to the earlier of the time the project costs are reflected in base rates or six months.
In September 2024, Ameren Missouri filed a request with the MoPSC seeking approval to increase its annual revenues for natural gas delivery service by $40 million. The natural gas rate increase request is based on a 10.25% ROE, a capital structure composed of 52% common equity, a rate base of $531 million, and a test year ended March 31, 2024, with certain pro-forma adjustments expected through the true-up date of December 31, 2024. The MoPSC proceeding relating to the proposed natural gas delivery service rate changes will take place over a period of up to 11 months, with a decision by the MoPSC expected by August 2025 and new rates effective by September 2025.
In November 2024, the MoPSC issued an order approving a nonunanimous stipulation and agreement for Ameren Missouri’s MEEIA 2025 plan, which includes a portfolio of customer energy-efficiency and demand response programs, along with the continued use of the MEEIA rider, which allows Ameren Missouri to collect from customers its actual MEEIA program costs, related lost electric revenues, and performance incentives. Ameren Missouri intends to invest $51 million annually in 2025 and 2026 and $22 million in 2027 for customer energy-efficiency and demand response programs. In addition, the order approved performance incentives applicable to each plan year to earn revenues by achieving certain spending and demand response goals. If 100% of the goals are achieved in 2025, 2026, and 2027, Ameren Missouri would earn performance incentive revenues of $5 million, $5 million, and $2 million, respectively.
In February 2025,2026, Ameren Missouri filed an update to its Smart Energy Plan with the MoPSC, which includes a five-year capital investment overview with a detailed one-year plan for 2025.2026. The plan is designed to upgrade Ameren Missouri’s electric infrastructure and includes investments that will upgrade the grid and accommodate more renewable energy. Investments under the plan are expected to total approximately $16.2$20.8 billion over the five-year period from 20252026 through 2029,2030, with expenditures largely recoverable under the PISA. Ameren Missouri’s Smart Energy Plan includes approximately $1 billion in capital expenditures that may be necessary to comply with regulations issued by the EPA in 2024 relating to CO2 emissions and MATS, if such regulations are not revised or overturned. See Note 14 – Commitments and Contingencies under Part II, Item 8, of this report, for additional information on the EPA regulations. The Smart Energy Plan excludes investments in its natural gas distribution business, as well as removal costs, net of salvage.
In December 2024, the ICC issued an order in connection with a revised Grid Plan and a revised MYRP filed by Ameren Illinois in March 2024, approving revenue requirements for electric distribution services for 2024 through 2027 of $1,206 million, $1,287 million, $1,367 million, and $1,421 million, respectively. Rate changes consistent with the December 2024 order became effective in December 2024. In March 2025, Ameren Illinois filed an appeal of the ICC’s December 2024 order to the Illinois Appellate Court for the Fifth Judicial District to revise the allowed ROE and to include an asset associated with other postretirement benefits in the rate base, among other things. In addition, Ameren Illinois filed an appeal related to orders issued by the ICC in December 2023 and June 2024 related to the MYRP proceeding. The appellate court is under no deadline to address the appeals.
In November 2023, the ICC issued an order in Ameren Illinois’ January 2023 natural gas delivery service regulatory rate review, which resulted in an increase to its annual revenues for natural gas delivery service of $112 million based on a 9.44% allowed ROE, a capital structure composed of 50% common equity, and a rate base of approximately $2.85 billion. The order reflected a reduction of approximately $93 million of planned distribution and transmission capital investments included in Ameren Illinois’ requested revenue increase, which used a 2024 future test year. The new rates became effective on November 28, 2023. In December 2023, Ameren Illinois filed a request for rehearing of the ICC's November 2023 order. The filing requested the ICC revise the order to include an allowed ROE of at least 9.89%, a capital structure composed of 52% common equity, and a reversal of the approximately $93 million reduction of planned distribution and transmission capital investments included in the order, among other things. In January 2024, the ICC denied Ameren Illinois’ rehearing request, and Ameren Illinois filed an appeal with the Illinois Appellate Court for the Fifth Judicial District. In January 2025, the appellate court ruled on the appeal filed by Ameren Illinois. In that ruling, the court reversed a reduction of planned transmission capital investments of $48 million, but affirmed the ICC-approved 9.44% ROE and the remaining reduction of planned distribution capital investments. Ameren Illinois took prudent steps to align its operations with the ICC order, while continuing to ensure safe and adequate service is maintained.
In December 2023, the ICC issued an order in Ameren Illinois' MYRP proceeding approving base rates for electric distribution services for 2024 through 2027 and rejecting Ameren Illinois' Grid Plan, which was addressed as part of the MYRP proceeding. Rate changes consistent with the December 2023 order became effective in January 2024 and remained effective through late June 2024, when new rates became effective pursuant to the June 2024 ICC rehearing order discussed below. The December 2023 order adopted an alternative methodology to establish a rate base and revenue requirements for the years 2024 through 2027 using Ameren Illinois’ previously approved 2022 year-end rate base. In January 2024, the ICC partially denied a rehearing requested by Ameren Illinois to revise the allowed ROE in the December 2023 order and granted Ameren Illinois’ rehearing request to reconsider the rate base for each year of the MYRP and to include a base level of investments to maintain grid reliability in each year of the MYRP. In June 2024, the ICC issued an order on Ameren Illinois’ rehearing request approving revenue requirements for electric distribution services for 2024 through 2027. New rates became effective in late June 2024 and remained effective through late December 2024, when new rates became effective pursuant to the December 2024 ICC order discussed below. In July 2024, Ameren Illinois filed a request for rehearing of the ICC’s June 2024 rehearing order to include an asset associated with other postretirement benefits in the rate base. Subsequently, in August 2024, the ICC denied the rehearing request. Also, in January 2024, Ameren Illinois filed an appeal of the December 2023 ICC order, including the 8.72% ROE, and subsequently updated the appeal filing in September 2024 to include the June 2024 rehearing order regarding the inclusion of an asset associated with other postretirement benefits in the rate base to the Illinois Appellate Court for the Fifth Judicial District. The court is under no deadline to address the appeal and Ameren Illinois cannot predict the ultimate outcome of the appeal. In March 2024, pursuant to the December 2023 ICC order discussed above, Ameren Illinois filed a revised Grid Plan and a revised MYRP to update the requested revenue requirements for 2024 through 2027. In December 2024, the ICC issued an order in connection with Ameren Illinois’ revised Grid Plan and revised MYRP, approving revenue requirements for electric distribution services for 2024, 2025, 2026, and 2027 of $1,206 million, $1,287 million, $1,367 million, and $1,422 million, respectively. Rate changes consistent with the December 2024 order became effective in December 2024. In January 2025, Ameren Illinois filed a request for rehearing of the ICC’s December 2024 order to revise the allowed ROE and to include an asset associated with other postretirement benefits in the rate base, among other things. Subsequently, in February 2025, the ICC denied the rehearing request. Ameren Illinois intends to file an appeal of the ICC’s December 2024 order and update the appeal filed in September 2024 to the Illinois Appellate Court for the Fifth Judicial District as discussed above. In 2024, Ameren Illinois took prudent steps to align its operations with the December 2023 and June 2024 ICC orders, while continuing to ensure safe and adequate service was maintained.
In November 2024, the ICC issued an order in Ameren Illinois’ annual update filing that approved electric customer energy-efficiency rates of $126 million beginning in January 2025, which represents an increase of $26 million from 2024 rates. This order was based on a projected 2025 year-end rate base of $434 million.
In December 2024,2025, the ICC issued an order approving Ameren Illinois’ 20232024 electric distribution service revenue requirement reconciliation adjustment filing. This order approved a reconciliationan adjustment ofincreasing $158the allowed revenue requirement by $48 million, which reflected Ameren Illinois’ actual 20232024 recoverable costs, year-end rate base of $4.2 billion, and capital structure composed of 50% common equity. The approved reconciliation adjustment will be collected from customers in 2025.2026. In February 2026, the ICC denied Ameren Illinois’ rehearing request to include an asset associated with other postretirement benefits in the rate base, among other things. Ameren Illinois is assessing whether to pursue an appeal with the Illinois Appellate Court for the Fifth Judicial District in the first half of 2026.
In November 2025, the ICC issued an order in Ameren Illinois’ annual update filing that approved an electric customer energy-efficiency revenue requirement of $138 million beginning in January 2026, which represents an increase of $12 million from the 2025 revenue requirement. This order was based on a projected 2026 year-end rate base of $474 million.
In August 2025, the ICC issued an order approving Ameren Illinois’ energy-efficiency plan that includes annual investments in electric energy-efficiency programs of approximately $126 million per year from 2026 through 2029. The ICC has the ability to reduce the amount of electric energy-efficiency savings goals in future program years if there are insufficient cost-effective programs available, which could reduce the investments in electric energy-efficiency programs.
In January 2026, the CRGA was enacted and will become effective in June 2026. The law includes certain provisions that affect Ameren Illinois’ electric distribution and transmission businesses. These provisions increase the annual spending cap on energy-efficiency investments beginning in 2027 and modify the ROE component of the return on those investments.
In November 2025, the ICC issued an order in Ameren Illinois’ January 2025 natural gas delivery service regulatory rate review, which resulted in an increase to its annual revenues for natural gas delivery service of $79 million based on a 9.60% ROE, a capital structure composed of 50% common equity, a 2026 future test year, and a rate base of $3.2 billion. The order reflected a reduction of $75 million of planned distribution and transmission capital investments included in Ameren Illinois’ future test year request. The new rates became effective December 2025. In January 2026, Ameren Illinois filed an appeal of the ICC’s November 2025 order and the ICC’s January 2026 order rejecting Ameren Illinois’ rehearing request to the Illinois Appellate Court for the Fifth Judicial District. The appeal challenged the inclusion of the non-service cost component of the net periodic benefit income related to other postretirement benefits in the annual revenue requirement and the $75 million reduction of planned capital investments, among other things. The court is under no deadline to address the appeal.
In February 2025, Ameren’s board of directors increased the quarterly common stock dividend to 71 cents per share, resulting in an annualized equivalent dividend rate of $2.84 per share. In February 2026, Ameren’s board of directors increased the quarterly common stock dividend to 75 cents per share, resulting in an annualized equivalent dividend rate of $3.00 per share.
In January 2025, Ameren Illinois filed a request with the ICC seeking approval to increase its annual revenues for natural gas delivery service by $140 million. The request is based on a 10.7% ROE, a capital structure composed of 52% common equity, and a rate base of $3.3 billion. Ameren Illinois used a 2026 future test year in this proceeding. A decision by the ICC in this proceeding is required by early December 2025, with new rates expected to be effective in December 2025.
In 2021, the MISO issued a report outlining a preliminary long-range transmission planning roadmap of projects through 2039, which considers the rapidly changing generation mix within MISO resulting from significant additions of renewable generation, actual and expected generation plant closures, and state mandates or goals for clean energy or carbon emissions reductions. In 2022, the MISO approved the first tranche of projects under the roadmap. A portion of these projects were assigned to various utilities, of which Ameren was awarded projects that are estimated to cost approximately $1.8 billion, based on the MISO’s cost estimate. Related to these projects, Ameren began substation upgrades in May 2024 in advance of transmission line construction, which is expected to begin in 2026, with forecasted completion dates near the end of this decade. In addition, the MISO awarded three competitive bid projects to ATXI that represent a total estimated investment of approximately $220 million for ATXI. In February 2024, Ameren Illinois and ATXI filed a request for a CCN, among other things, with the ICC related to the portion of the MISO long-range transmission projects they will construct within the ICC’s jurisdiction. A decision by the ICC is expected by mid-2025. In 2024, ATXI filed requests for CCNs, among other things, with the MoPSC related to the MISO long-range transmission projects that it expects to construct within the MoPSC’s jurisdiction. Decisions by the MoPSC are expected in 2025. Also in December 2024, the MISO approved a first set of second tranche projects. A portion of these projects were assigned to Ameren and are estimated to cost approximately $1.3 billion, based on the MISO’s cost estimate. The first set of second tranche projects also includes competitive bid projects that are estimated to cost $6.5 billion, which includes projects located in Illinois that are estimated to cost $1.8 billion, based on the MISO’s cost estimate. The competitive bid process is expected to take place through 2026. The MISO is assessing future long-range transmission scenarios in the first quarter of 2025 and development of a second set of second tranche projects will follow this assessment.
In October 2024, the FERC issued an order, which decreased the allowed base ROE for FERC-regulated transmission rate base under the MISO tariff from 10.02% to 9.98% and required refunds, with interest, for the periods from November 2013 to February 2015 and from late September 2016 forward. In November 2024, the MISO transmission owners, including Ameren Missouri, Ameren Illinois, and ATXI, filed a request for rehearing with the FERC, arguing, among other things, the FERC should not have ordered refunds back to September 2016 or imposed interest on those refunds. Also in November 2024, another intervenor filed a request for rehearing with the FERC, requesting the FERC correct aspects of the ROE methodology used in the October 2024 order and reconsider its decision in a February 2015 complaint case to deny refunds for the period from February 2015 to May 2016. In December 2024, the FERC issued a notice indicating a future order related to the rehearing requests will be issued but did not specify a timeline. In January 2025, the MISO transmission owners, including Ameren Missouri, Ameren Illinois, and ATXI, filed an appeal of the October 2024 order to the United States Court of Appeals for the District of Columbia Circuit. As a result of the October 2024 order, Ameren and Ameren Illinois recognized reductions to electric revenues of $10 million and $7 million, respectively, and recognized interest expense of $2 million and $1 million, respectively, on their statements of income in 2024.
In February 2024, Ameren’s board of directors increased the quarterly common stock dividend to 67 cents per share, resulting in an annualized equivalent dividend rate of $2.68 per share. In February 2025, Ameren’s board of directors increased the quarterly common stock dividend to 71 cents per share, resulting in an annualized equivalent dividend rate of $2.84 per share.
Net income attributable to Ameren common shareholders was $1,456 million, or $5.35 per diluted share, for 2025, and $1,182 million, or $4.42 per diluted share, for 2024. Net income was favorably affected in 2025, compared with 2024, by increased base rate revenues at Ameren Missouri effective June 1, 2025, pursuant to the April 2025 MoPSC electric rate order and decreased tax expense at Ameren Transmission, Ameren Illinois Electric Distribution and Ameren Illinois Natural Gas due to the revaluation of excess deferred income tax regulatory liabilities. Earnings were also favorably affected by increased retail electric sales volumes at Ameren Missouri, primarily due to warmer July temperatures and colder winter temperatures in 2025, and by decreased other operations and maintenance expenses not subject to formula rates, riders, or trackers, because of the absence in 2025 of an Ameren Missouri charge related to the resolution of outstanding claims in the NSR and Clean Air Act litigation associated with the Rush Island Energy Center. Additionally, earnings were favorably affected by the increased deferral of financing costs related to rate base investments at Ameren Missouri and by increased infrastructure investments at Ameren Transmission and Ameren Illinois Electric Distribution. Net income was unfavorably affected in 2025 compared with 2024 by increased financing costs, primarily resulting from higher interest rates on higher debt balances at Ameren Missouri and Ameren (parent) and by increased other operations and maintenance expenses not subject to formula rates, riders, or trackers, excluding a charge related to the NSR and Clean Air Act litigation, primarily due to higher vegetation management costs, higher storm costs, and higher energy center maintenance expenses. Additionally, earnings were unfavorably affected by an increase in the weighted-average basic common shares outstanding, which reduced earnings per diluted share.
Net income attributable to Ameren common shareholders was $1,182 million, or $4.42 per diluted share, for 2024, and $1,152 million, or $4.38 per diluted share, for 2023. Net income was favorably affected in 2024, compared with 2023, by increased infrastructure investments at Ameren Transmission and Ameren Missouri. Net income was also favorably affected in 2024, compared with 2023, by increased base rate revenues pursuant to the MoPSC's June 2023 electric rate order as well as higher base rate revenues pursuant to the ICC's November 2023 natural gas rate order, which increased earnings at Ameren Illinois Natural Gas. Additionally, earnings in 2024, compared with 2023, were favorably affected by decreased other operations and maintenance expenses not subject to formula rates, riders, or trackers, largely because of lower energy center maintenance costs, lower storm costs, disciplined cost management including lower labor costs from decreased headcount and decreased use of contractors, and lower amortization of refueling costs for the Callaway Energy Center, partially offset by the absence of the regulatory deferrals associated with the June 2023 MoPSC rate order. Net income in 2024, compared with 2023, was also favorably affected by increased retail electric sales volumes at Ameren Missouri, primarily due to higher sales excluding customer energy-efficiency programs. Net income was unfavorably affected in 2024, compared with 2023, by two charges related to matters that originated over a decade ago. The first of these charges was recorded by Ameren Missouri related to an order from the United States District Court for the Eastern District of Missouri, which resolved all outstanding claims in the NSR and Clean Air Act litigation related to the Rush Island Energy Center. The second charge was recognized by Ameren Illinois and ATXI for the decrease in the allowed base ROE under the MISO tariff resulting from the October 2024 FERC order, which included customer refunds for certain historical periods. Net income in 2024, compared with 2023, was also unfavorably affected by increased financing costs due to higher long-term debt balances and interest rates at Ameren Missouri and Ameren (parent), a lower recognized ROE under the MYRP, and an increase in the weighted-average basic common shares outstanding, which reduced earnings per diluted share.
Ameren has an ATM program under which Ameren may offer and sell from time to time common stock, including under its ATM program, which includes the ability to enter into forward sale agreements, subject to market conditions and other factors. As of December 31, 2024,2025, Ameren had approximately $550$1.5 millionbillion of common stock remaining available for sale under the ATM program,program. whichAs takesof intoDecember account31, the2025, Ameren had multiple forward sale agreements inwith effectvarious ascounterparties relating to 6.4 million shares of Decembercommon 31,stock, 2024.which it expects to settle in 2026. For information regarding long-term debt issuances and maturities, common stock issuances, and outstanding forward sale agreementsagreements, enteredincluding intothose under the ATM programprogram, through the date of this report, see Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report.
(b)Amounts include the MISO long-range transmission projects assigned to Ameren, as well as the first tranche competitive projects awarded to ATXI discussed above.ATXI.
Net income attributable to Ameren common shareholders in 20242025 increased $30$274 million, and $0.04$0.93 per diluted share, from 2023.2024. The increase was due to net income increases of $27$188 million, $15$92 million, $47 million, and $14$9 million at Ameren Missouri, Ameren Transmission, Ameren Illinois NaturalElectric Gas,Distribution, and Ameren Missouri,Illinois Natural Gas, respectively. TheThese increases in net income were partially offset by a net income decrease of $24 million at Ameren Illinois Electric Distribution and an increase in the net loss of $62 million for activity not reported as part of a segment, primarily at Ameren (parent), of $2 million..
Earnings per diluted share in 2024,2025, compared with 2023,2024, were favorably affected by:
•increased allowance for equity funds used during construction and increased base rate revenues for the inclusion of previously deferred PISA and RESRAM interest charges pursuant to the June 2023 MoPSC electric rate order effective July 9, 2023, and decreased interest charges resulting from higher deferrals related to infrastructure investments associated with the PISA and RESRAM, at Ameren Missouri (17 cents per share);
•increased rate base investments at Ameren Transmission, which increased earnings in this segment (16 cents per share);
•increased base rate revenues at Ameren Missouri effective JulyJune 9,1, 2023,2025, pursuant to the JuneApril 20232025 MoPSC electric rate order,order and a lower base level of expenses, partially offset by the net effect of amortization of previously deferred depreciation expense under the PISA and RESRAM, financing costs otherwise recoverable under the PISA and RESRAM, adepreciation lowerand baseamortization levelon ofproperty, expensesplant, includedand inequipment trackers,previously eligible for deferral under the PISA and RESRAM, and the net recovery for amounts associated with the reduction in sales volumes resulting from MEEIA programs (942 cents per share);
•decreased income tax expense at Ameren Transmission, Ameren Illinois Electric Distribution and Ameren Illinois Natural Gas resulting from the revaluation of excess deferred income tax regulatory liabilities, resulting from TCJA for FERC-regulated and ICC-regulated jurisdictions, related to ratemaking treatment of net operating loss carryforwards by affiliates under a tax allocation agreement, see Note 12 – Income Taxes under Part II, Item 8, of this report for additional information (32 cents per share);
•increased retail electric sales volumes at Ameren Missouri, excluding customer energy-efficiency programs, primarily due to higherwarmer July temperatures and colder winter temperatures, and growth in weather-normalized retail electric sales excluding customer energy-efficiency programs (estimated at 822 cents per share);
•increased other income, net, primarily due to lower donations and a gain on the extinguishment of debt, see Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report for more information, partially offset by decreased non-service cost components of net periodic benefit income not subject to formula rates or trackers largely due to lower investment returns (6 cents per share);
•increased base rate revenues at Ameren Illinois Natural Gas effective November 28, 2023, pursuant to the November 2023 ICC natural gas rate order, partially offset by increased depreciation and amortization expenses included in base rates (4 cents per share); and
•decreased other operations and maintenance expenses not subject to formula rates, riders, or trackers, excluding a charge related to the NSR and Clean Air Act litigation discussed below largely because of lower energy center maintenance costs, lower storm costs, disciplined cost management including lower labor costs from decreased headcount and decreased use of contractors, and lower amortization of refueling costs for the Callaway Energy Center, partially offset by the absence of regulatory deferrals associated with the June 2023 MoPSC rate order (2 cents per share).
Earnings per share in 2024, compared with 2023, were unfavorably affected by:
•the absence of a 2024 charge recorded by Ameren Missouri, included in other operation and maintenance expenses, related to ana ordersettlement fromagreement with the United States District Court for the Eastern DistrictDepartment of Missouri,Justice whichthat resolved all outstanding claims in the NSR and Clean Air Act litigation related to the Rush Island Energy Center, see Note 14 - Commitments and Contingencies under Part II, Item 8, of this report for moreadditional information (17 cents per share);
•increased base rate revenues at Ameren Missouri for the inclusion of previously deferred interest charges pursuant to the April 2025 MoPSC electric rate order effective June 1, 2025, and higher interest deferrals related to infrastructure investments associated with the PISA and RESRAM (17 cents per share);
•increased financing costs primarily at Ameren Missouri and Ameren (parent), largely due to higher long-term debt balances and interest rates, partially offset by lower levels of short-term borrowings (17 cents per share);
•lowerincreased revenuerate base investments at Ameren Transmission and Ameren Illinois Electric Distribution due to a lower recognized ROE under the MYRP (914 cents per share);
•increased weighted-average basic common shares outstanding resulting from issuances of common shares (7 cents per share);
•the resultabsence of the October 2024 FERC order reducing the allowed base ROE for FERC regulated transmission rate base and required refunds for certain prior periods under the MISO tariff, which decreasedincreased Ameren Transmission earnings (4 cents per share); and
•a higher allowance for equity funds used during construction at Ameren Transmission (4 cents per share).
Earnings per diluted share in 2025, compared with 2024, were unfavorably affected by:
•increased financing costs primarily due to higher interest rates on higher debt balances at Ameren Missouri and Ameren (parent) (24 cents per share);
•increased other operations and maintenance expenses not subject to formula rates, riders, or trackers, excluding a 2024 charge related to the NSR and Clean Air Act litigation discussed above, largely because of higher vegetation management costs, higher storm costs, higher energy center maintenance expense, and higher cloud computing costs at Ameren Missouri (18 cents per share);
•increased weighted-average basic common shares outstanding resulting from issuances of common shares (8 cents per share); and
•increased losses related to equity method investments at Ameren Transmission and Ameren (parent) (4 cents per share).
•increased taxes other than income taxes at Ameren Missouri, largely resulting from the absence in 2024 of employee retention tax credits received under the Coronavirus Aid, Relief, and Economic Security Act (2 cents per share).
(d)Changes in RESRAM revenues are largely offset in “Fuel and purchased power,” “Other operations and maintenance,” “Depreciation and amortization,” “Taxes other than income taxes,” or “Income taxes” on the statement of income.
(d)The electric deferred income tax adjustment relates to certain excess deferred income taxes that will be amortized through 2025. Offsetting expense increases or decreases are reflected within "Income Taxes" on the statement of income. This item has no overall impact on earnings.
(e)Electric and natural gas revenue changes are offset by corresponding changes in “Fuel and purchased power” and “Natural gas purchased for resale” on the statement of income. Activity in Other/Intersegment Eliminations of $12$41 million representswas thedue changes in eliminations of related-party transactions between Ameren Missouri, Ameren Illinois, and ATXI (-$6 million), as well asto changes in Ameren Transmission revenue from transmission services provided to Ameren Illinois Electric Distribution (-$6-$41 million). See Note 13 – Related-party Transactions and Note 16 – Segment Information under Part II, Item 8, of this report for additional information on intersegment eliminations. These items have no overall impact on earnings.
Ameren’s electric revenues increased $101$1,128 million, or 2%,17%, in 2024,2025, compared with 2023,2024, due to increased revenues at Ameren MissouriMissouri, Ameren Illinois, and Ameren Transmission, partially offset by decreased revenues at Ameren Illinois Electric Distribution, as discussed below.
Ameren Transmission’s electric revenues increased $104$81 million, or 15%,10%, in 2024,2025, compared with 2023.2024. Revenues were favorably affected by higher recoverable expenses (+$55$47 million), and increased capital investment (+$44$24 million), as evidenced by a 15%7% increase in rate base used to calculate the revenue requirement,requirement. and increased facility rentalAdditionally, revenues (+$15 million) related to ATXI’s transmission operations control center, which was placed in service in December 2023. ATXI provides affiliates with access to this facility. Rental revenues associated with this facility are affiliate transactions and eliminated in consolidation for Ameren’s consolidated financial statements. See Note 13 – Related-party Transactions under Part II, Item 8, of this report for additional information. Revenues were unfavorablyfavorably affected by a decrease in the allowedabsence base ROE under the MISO tariff resulting fromof the October 2024 FERC order,order whichthat includeddecreased customerbase refundsROE for certain historical periods (-$10+$10 million). See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for additional information regarding the FERC complaint cases.
What changed in the latest 10-Q
Risk Factors
For a detailed discussion of our risk factors, see the information disclosed in Part I, Item 1A, of the Form 10-K.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
“•The OBBBA was enacted in 2025 and includes various income tax provisions, among other things. The OBBBA modified provisions of the IRA related to production and investment tax credits. The new law maintains production and investment tax credits for solar and wind projects that begin construction within one year of the OBBBA’s enactment and are placed in-service by the end of 2030. Projects that begin construction after one year from enactment of the OBBBA but are placed in service by the end of 2027 also remain eligible. …”see in full comparison
“•A $77 million increase resulting from collateral activity, primarily from increased net collateral posted by certain Ameren Missouri large load customers under its modified large primary service tariff that was approved in 2025 and, at Ameren Illinois, a decrease in net collateral posted with counterparties, primarily due to changes in the market price of power and the timing of payments and settlements.”see in full comparison
•The PISA permits Ameren Missouri to defer and recover 85% of the depreciation expense for investments in qualifying property, plant, and equipment placed in service and not included in base rates. Investments not eligible for recovery under the PISA include amounts related to new nuclear generation facilities and service to new customer premises. Additionally, the PISA permits Ameren Missouri to earn a return at the applicable WACC on 85% of rate base that incorporates those qualifying investments, as well as changes in total accumulated depreciation excluding retirements and plant-related deferred income taxes since the previous regulatory rate review.see in full comparisonThe regulatory asset for accumulated PISA deferrals also earns a return at the applicable WACC until added to rate base prospectively. Ameren Missouri recognizes an offset to “Interest Charges” on its consolidated statement of income for its carrying cost of debt relating to each return allowed under the PISA, with the difference between the applicable WACC and its carrying cost of debt recognized in revenues when recovery of PISA deferrals is reflected in customer rates. Approved PISA deferrals are recovered over a period of 20 years following a regulatory rate review. Additionally,Also, under the RESRAM, Ameren Missouri is permitted to recover the 15% of depreciation expense not recovered under the PISA, and earn a return at the applicable WACC for investments in renewable generation plant placed in service to comply with Missouri’s renewable energy standard.Accumulated RESRAM deferrals earn carrying costs at short-term interest rates.The PISA and the RESRAM mitigate the effects of regulatory lag between regulatory rate reviews. Those investments not eligible for recovery under the PISA and the remaining 15% of certain property, plant, and equipment placed in service, unless eligible for recovery under the RESRAM, remain subject to regulatory lag.As a result of the PISA election, additional provisions of the law apply to Ameren Missouri, including limitations on electric customer rate increases caused by the inclusion of incremental PISA deferrals in the revenue requirement.Pursuant to the PPRA discussed above, Ameren Missouri’s PISA election was extended through 2035 and an additional extension through 2040 is allowed if requested by Ameren Missouri and approved by the MoPSC. This law also reduced the annual limit on increases to the electric service revenue requirement used to set customer rates, compared to the revenue requirement established in the immediately preceding rate order, due to the inclusion of incremental PISA deferrals in the revenue requirement. The annual limit in effect was 2.5% and changed to 2.25%, prorated monthly, for revenue requirements approved by the MoPSC after August 2025. Ameren Missouri expects significantly higher allowance for equity funds used during construction and investments in infrastructure eligible for PISA in 2026, compared to 2025.
“•A $43 million increase in net collateral posted by counterparties, primarily due to collateral received from certain large load customers under its modified large primary service tariff that was approved in 2025.”see in full comparison
“•A $9 million increase in payments to fund mitigation programs ordered in the NSR and Clean Air Act litigation discussed in Note 14 – Commitments and Contingencies under Part II, Item 8, of the Form 10-K.”see in full comparison
“•A $9 million increase in payments to fund mitigation programs ordered in the NSR and Clean Air Act litigation discussed in Note 14 – Commitments and Contingencies under Part II, Item 8, of the Form 10-K.”see in full comparison
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Net income attributable to Ameren common shareholders in the three months ended MarchJune 31,30, 2026, was $357$314 million, or $1.28$1.13 per diluted share, compared with $289$275 million, or $1.07$1.01 per diluted share, in the year-ago period. Net income attributable to Ameren common shareholders in the six months ended June 30, 2026, was $671 million, or $2.41 per diluted share, compared with $564 million, or $2.08 per diluted share, in the year-ago period. Net income was favorably affected for the three and six months ended MarchJune 31,30, 2026, by increased infrastructure investments across all segments, including infrastructure reflected in electric and natural gas service rates at Ameren Missouri, effective June 1, 2025 and September 1, 2025, respectively, and natural gas rates at Ameren Illinois, effective December 2, 2025. Net income was unfavorably affected for the three and six months ended MarchJune 31,30, 2026, by decreasedincreased retailother electricoperations salesand volumesmaintenance expenses at Ameren Missouri,Missouri primarilynot subject to riders or trackers, largely due to warmerhigher winterenergy temperaturescenter maintenance expense and an increase in 2026,vegetation management expenses, among other items.
Ameren’s strategic plan includes investing in rate-regulated energy infrastructure, enhancing regulatory frameworks and advocating for responsibleenergy policies, and optimizing operating performance to deliver onsafe, opportunitiesreliable, toaffordable benefitenergy for our customers, communities,customers and shareholders.communities. Ameren remains focused on disciplined cost management and strategic capital allocation. Ameren invested $1.6$2.7 billion in its rate-regulated businesses in the threesix months ended MarchJune 31,30, 2026.
In June 2026, Ameren Missouri filed a request with the MoPSC seeking approval to increase its annual revenues for electric service by $343 million. The electric rate request is based on a 10.25% return on common equity, a capital structure composed of 52% common equity, a rate base of $16.7 billion, and a test year ended March 31, 2026, with certain pro-forma adjustments expected through an anticipated true-up date of December 31, 2026. The MoPSC proceeding relating to the proposed electric service rate changes will take place over a period of up to 11 months, with a decision by the MoPSC expected by May 2027 and new rates effective by June 2027.
In February 2026, the MoPSC issued an order approving a nonunanimous stipulation and agreement related to a requested CCN for the Big Hollow Natural Gas (800-MW facility) and the Big Hollow Battery Energy Storage (400-MW facility) projects. Also in February 2026, Ameren Missouri acquired the Split Rail Solar Project for approximately $0.6 billion and placed it in-service in June 2026. In May 2026, the MoPSC issued an order approving a nonunanimous stipulation and agreement related to a requested CCN for the Reform Solar Project (250-MW facility). Also in May 2026, Ameren Missouri filed for a CCN to construct the Millcreek (250-MW facility), Huck Finn (200-MW facility), and Castle Bluff (95-MW facility) battery energy storage projects and acquire, after construction, the Ringer (225-MW facility) and Tom Sawyer (175-MW facility) solar projects. In July 2026, Ameren Missouri filed for a CCN to construct the West Alton Natural Gas Project (2,100-MW facility).
In August 2025, Ameren Missouri filed for a CCN to construct the Reform Solar Project (250-MW facility). In March 2026, Ameren Missouri, the MoPSC staff, and certain intervenors filed a nonunanimous stipulation and agreement with the MoPSC, which recommends the MoPSC approve Ameren Missouri’s requested CCN. Ameren Missouri expects a decision by the MoPSC in the first half of 2026. In February 2026, the MoPSC issued an order approving a nonunanimous stipulation and agreement related to a requested CCN for the Big Hollow Natural Gas (800-MW facility) and the Big Hollow Battery Energy Storage (400-MW facility) projects. Also in February 2026, Ameren Missouri acquired the Split Rail Solar Project, which includes solar panels, project design, land rights, and engineering, procurement, and construction agreements, for approximately $0.6 billion, and took over construction management of the project, which is expected to be placed in-service in the second quarter of 2026.
In 2026, Ameren Missouri executed electric service agreements with large load customers under its modified large primary service tariff that was approved in 2025, representing 2.8 gigawatts of demand.demand that is expected to begin materializing in the second half of 2027 and to reach full capacity by the end of 2029. Ameren and Ameren Missouri do not expect a material impact to their results of operations, financial position, or liquidity in 2026 related to these agreements.
In December 2024, the ICC issued an order in connection with a revised Grid Plan and a revised MYRP filed by Ameren Illinois in March 2024, approving revenue requirements for electric distribution services for 2024 through 2027 of $1,206 million, $1,287 million, $1,367 million, and $1,421 million, respectively. Rate changes consistent with the December 2024 order became effective in December 2024. In MarchMay 2025, Ameren Illinois filed an appeal of the ICC’s December 2024 order to2026, the Illinois Appellate Court for the Fifth Judicial District to reviseupheld the allowedICC’s ROEDecember 2024 order and to include an asset associated with other postretirement benefits in the rate base, among other things. In addition, Ameren Illinois filed an appeal related to orders issued by the ICC in June 2024 and December 2023 andfollowing Juneappeals 2024by relatedAmeren to the MYRP proceeding. The appellate court is under no deadline to address the appeals.Illinois.
In November 2025, the ICC issued an order in Ameren Illinois’ January 2025 natural gas delivery service regulatory rate review, which resulted in an increase to Ameren Illinois’ annual revenues for natural gas delivery service of $79 million based on a 9.60% ROE, a capital structure composed of 50% common equity, a 2026 future test year, and a rate base of $3.2 billion. The order reflected a reduction of $75 million of planned distribution and transmission capital investments included in Ameren Illinois’ future test year request. The new rates became effective December 2025. In January 2026, Ameren Illinois filed an appeal of the ICC’s November 2025 order to the Illinois Appellate Court for the Fifth Judicial District. The appeal challenged the inclusion of the non-service cost component of the net periodic benefit income related to other postretirement benefits in the annual revenue requirement and the $75 million reduction of planned capital investments, among other things. The court is under no deadline to address the appeal.
In December 2025, the ICC issued an order approving Ameren Illinois’ 2024 electric distribution service revenue requirement reconciliation adjustment filing. This order approved an adjustment increasing the allowed revenue requirement by $48 million, which reflected Ameren Illinois’ actual 2024 recoverable costs, year-end rate base of $4.2 billion, and capital structure composed of 50% common equity. The approved reconciliation adjustment is being collected from customers in 2026. In March 2026, Ameren Illinois filed an appeal of the December 2025 order with the Illinois Appellate Court for the Fifth Judicial District.District Theand withdrew the appeal in July 2026 as a result of the appellate court isdecision under no deadline to addressin the appeal.MYRP proceeding discussed above.
In April 2026, Ameren Illinois filed a reconciliation adjustment to its 2025 electric distribution service revenue requirement with the ICC,ICC. requestingIn June 2026, the ICC staff filed its calculation of the reconciliation adjustment, recommending recovery of $65$31 million. In July 2026, Ameren Illinois filed a revised reconciliation adjustment consistent with the ICC staff's recommendation. The adjustment reflects Ameren Illinois’ actual 2025 recoverable costs, 2025 year-end rate base, which includes assets associated with other postretirement benefits that are under appeal in Ameren Illinois’ MYRP and 2024 electric distribution service revenue requirement reconciliation adjustment proceedings,base and a capital structure composed of 50% common equity. An ICC decision is required by December 2026, and any approved adjustment would be collected from customers in 2027.
In May 2026, Ameren Illinois filed an electric energy efficiency plan with the ICC, which includes annual investments in electric energy-efficiency programs up to $192 million, $239 million, and $276 million for 2027, 2028, and 2029, respectively. The ICC has the ability to reduce the amount of electric energy-efficiency savings goals in future program years if there are insufficient cost-effective programs available, which could reduce Ameren Illinois’ investments in electric energy-efficiency programs. A decision by the ICC in this proceeding is expected by November 2026.
In November 2025, the ICC issued an order in Ameren Illinois’ January 2025 natural gas delivery service regulatory rate review, which resulted in an increase to Ameren Illinois’ annual revenues for natural gas delivery service of $79 million based on a 9.60% ROE, a capital structure composed of 50% common equity, a 2026 future test year, and a rate base of $3.2 billion. The order reflected a reduction of $75 million of planned distribution and transmission capital investments included in Ameren Illinois’ future test year request. The new rates became effective in December 2025. In January 2026, Ameren Illinois filed an appeal of the ICC’s November 2025 order to the Illinois Appellate Court for the Fifth Judicial District. The appeal challenged the inclusion of the non-service cost component of the net periodic benefit income related to other postretirement benefits in the annual revenue requirement and the $75 million reduction of planned capital investments, among other things. The court is under no deadline to address the appeal.
The following table presents a summary of Ameren’s earnings for the three and six months ended MarchJune 31,30, 2026 and 2025:
Net income attributable to Ameren common shareholders increased $68$39 million and earnings per diluted share increased 2112 cents in the three months ended MarchJune 31,30, 2026, compared with the year-ago period. The increase was due to net income increases of $34$10 million, $14 million, $9million,$7 million, and $3$6 million,million at Ameren Missouri,Transmission, Ameren Illinois Natural Gas, Ameren TransmissionMissouri, and Ameren Illinois Electric Distribution, respectively. Additionally,The thereabove increases were partially offset by a $1 million reduction in net income at Ameren Illinois Natural Gas. Net income was further impacted by a decrease in net loss of $8$17 million for activity not reported as part of a segment, primarily at Ameren (parent).
Net income attributable to Ameren common shareholders increased $107 million and earnings per diluted share increased 33 cents in the six months ended June 30, 2026, compared with the year-ago period. The increase was due to net income increases of $41 million, $19 million, $13 million, and $9 million, at Ameren Missouri, Ameren Transmission, Ameren Illinois Natural Gas, and Ameren Illinois Electric Distribution, respectively. Net income was further impacted by a decrease in net loss of $25 million for activity not reported as part of a segment, primarily at Ameren (parent).
Earnings per diluted share were favorably affected in the three and six months ended MarchJune 31,30, 2026, compared to the year-ago period,periods (except where a specific period is referenced), by:
•increased base rate revenues at Ameren Missouri, pursuant to the April 2025 MoPSC electric rate order, effective June 1, 2025, partially offset by higher depreciation and amortization and interest expenses in base rates (8 cents per share);
•a higher allowance for equity funds used during construction and increased base rate revenues at Ameren Missouri for the inclusion of previously deferred interest charges under PISA pursuant to the April 2025 MoPSC electric rate order, partially offset by lower interest deferrals associated with the PISA (78 cents and 15 cents per shareshare, respectively);
•increased base rate revenues at Ameren Illinois Natural Gas, pursuant to the November 2025 ICC natural gas rate order, effective December 2, 2025, partially offset by increased operations and maintenance, depreciation and amortization, and interest expenses included in base rates (6 cents per share);
•equity return on increased rate base investments at Ameren Transmission and Ameren Illinois Electric Distribution (4 cents per share);
•decreased income tax expense not subject to formula rates or riders, primarily due to increased tax benefits from higher allowance for equity funds used during construction and stock-based compensation costs (3 cents per share);
•higher revenue at Ameren Missouri resulting from the absence in 2026 of a deferral associated with the Rush Island Energy Center (3 cents per share); and
•increased base rate revenues at Ameren Missouri’s natural gas business,Missouri, pursuant to the JulyApril 2025 MoPSC natural gaselectric rate order, effective SeptemberJune 1, 2025, partially offset by higher depreciation and amortization and interest expenses included in base rates (34 cents and 12 cents per shareshare, respectively).;
•an increase in earnings from our equity method investments, primarily related to advance innovative energy technologies in 2026 compared with a net loss on those investments in 2025 (8 cents and 9 cents per share, respectively);
•equity return on increased rate base investments at Ameren Transmission and Ameren Illinois Electric Distribution (5 cents and 9 cents per share);
•increased base rate revenues at Ameren Illinois Natural Gas, pursuant to the November 2025 ICC natural gas rate order, effective December 2, 2025, partially offset by increased operations and maintenance, depreciation and amortization, and interest expenses included in base rates (6 cents per share in the six months ended June 30, 2026);
•higher revenue at Ameren Missouri resulting from the absence in 2026 of a deferral associated with the Rush Island Energy Center (1 cent and 4 cents per share, respectively);
•increased base rate revenues at Ameren Missouri’s natural gas business, pursuant to the July 2025 MoPSC natural gas rate order, effective September 1, 2025, partially offset by higher depreciation and amortization expenses included in base rates (1 cent and 4 cents per share, respectively); and
•decreased income tax expense not subject to formula rates or riders, primarily due to increased tax benefits from higher allowance for equity funds used during construction and stock-based compensation costs (3 cents per share in the six months ended June 30, 2026).
Earnings per diluted share were unfavorably affected in the three and six months ended MarchJune 31,30, 2026, compared to the year-ago period,periods by:
•decreased retail electric sales volumes at Ameren Missouri, excluding customer energy-efficiency programs, primarily due to warmer winter temperatures in 2026 (estimated 5 cents per share);
•increased other operations and maintenance expenses at Ameren Missouri not subject to riders or trackers, largely due to higherincreased reliability measures at the Labadie and Sioux energy center maintenance expensecenters and an increase in injuriestransmission and damagesdistribution vegetation management expenses, partially offset by a decrease in storm-related costs compared to the year-ago period (311 cents and 14 cents per shareshare, respectively); and
•increased weighted-average basic common shares outstanding resulting from issuances of common shares (3 cents and 6 cents per shareshare, respectively).;
•decreased retail electric sales volumes at Ameren Missouri, excluding customer energy-efficiency programs, primarily due to milder temperatures in the first half of 2026 (estimated at 1 cent and 6 cents per share, respectively); and
•increased financing costs primarily at Ameren Missouri and Ameren (Parent), largely due to higher rates on higher long-term debt balances (2 cents and 4 cents, respectively).
The cents per share variances above are presented based on the weighted-average basic common shares outstanding in the three and six months ended MarchJune 31,30, 2025, and do not reflect the impact of dilution on earnings per share, unless otherwise noted. The amounts above other than variances related to income taxes have been presented net of income taxes using Ameren’s 2026 blended federal and state statutory tax rate of 26%. For additional details regarding the Ameren Companies’ results of operations, including explanations of Operating Revenues for both Electric Revenues and Natural Gas Revenues; Fuel and Purchased Power Expenses; Other Operations and Maintenance Expenses; Depreciation and Amortization Expenses; Taxes Other Than Income Taxes; Other Income, Net; Interest Charges; and Income Taxes, see the major headings below.
Below is Ameren’s table of income statement components by segment for the three and six months ended MarchJune 31,30, 2026 and 2025:
Below is Ameren Illinois’ table of income statement components by segment for the three and six months ended MarchJune 31,30, 2026 and 2025:
The following table presents the increases (decreases) by Ameren segment for electric and natural gas revenues for the three and six months ended MarchJune 31,30, 2026, compared with the year-ago periodperiods:
(a)Includes an increase in transmission revenues of $10$16 million and $26 million at Ameren Illinois for the three and six months ended MarchJune 31,30, 2026, respectively, compared with the year-ago period.periods.
(c)Represents the estimated variation resulting primarily from changes in cooling and heating degree-days on electric and natural gas demand compared with the year-ago periodperiods; this variation is based on temperature readings from National Oceanic and Atmospheric Administration weather stations at local airports in our service territories.
(d)The electric deferred income tax adjustment relates to the remaining balance of certain excess deferred income taxes that were amortized through 2025. Offsetting expense increases or decreases are reflected within the "Income Taxes" section of the statement of income. This item has no overall impact on earnings.
(f)Electric and natural gas revenue changes are offset by corresponding changes in “Fuel and purchased power” and “Natural gas purchased for resale” on the statement of income. For the three and six months ended MarchJune 31,30, 2026, activity in Other/Intersegment Eliminations of $7$6 million and $13 million, respectively, was primarily due to the changes in Ameren Transmission revenue from transmission services provided to Ameren Illinois Electric Distribution (-$7-$5 million and -$12 million, respectively). See Note 14 – Segment Information under Part I, Item 1, of this report for additional information on intersegment eliminations. These items have no overall impact on earnings.
Ameren’s electric revenues increaseddecreased $39$151 million, or 2%,7%, and $112 million, or 3%, for the three and six months ended MarchJune 31,30, 2026, respectively, compared with the year-ago period,periods, primarily due to decreased revenues at Ameren Missouri, partially offset by increased revenues at Ameren Illinois Electric Distribution and Ameren Transmission, partially offset by decreased revenues at Ameren Missouri, as discussed below.
Ameren Transmission’s electric revenues increased $17$21 million, or 8%,10%, and $38 million, or 9%, for the three and six months ended MarchJune 31,30, 2026, respectively, compared with the year-ago period.periods. Revenues were affected by higher recoverable expenses (+$10$12 million and +$22 million, respectively) and increased return on capitalhigher investmentrate base (+$7$9 million and +$16 million, respectively), as evidenced by a 9%10% increase in rate base used to calculate the revenue requirement.
Ameren Missouri’s electric revenues decreased $42$221 million, or 5%,17%, and $263 million, or 12%, for the three and six months ended MarchJune 31,30, 2026, respectively, compared with the year-ago period.periods.
The following items decreased Ameren Missouri’s electric revenues betweenfor periodsthe three and six months ended June 30, 2026:
•“Off-system sales, capacity, transmission, and FAC revenues, net” decreased $145$333 million and $478 million, respectively, primarily due to spring capacity prices decreasing from $720 per MW-day in 2025 to $70 per MW-day in 2026 as a result of the annual MISO auctions.
•The effect of weather decreased revenues an estimated $17$13 million primarilyand $30 million, respectively. This is due to warmer wintermilder temperatures in the first half of 2026.
The following items increased Ameren Missouri’s electric revenues betweenfor periodsthe three and six months ended June 30, 2026:
•Higher electric base rates, excluding the change in base rates for the MEEIA customer energy-efficiency programs and the RESRAM, resulting from the April 2025 MoPSC electric rate order effective June 1, 2025, increased revenues an estimated $74$44 million.million and $118 million, respectively.
•Revenues associated with “Cost recovery mechanisms – offset in fuel and purchased power” increased $27$32 million and $59 million, respectively, due to increased revenue related to the recovery of costs previously deferred under the FAC. The changes to “Cost recovery mechanisms - offset in fuel and purchased power” are fully offset by changes to “Cost recovery mechanisms - offset in electric revenue” in fuel and purchased power.
•Revenues increased $17$9 million and $26 million, respectively, due to the absence of the deferral of base rate revenues to a regulatory liability related to the Rush Island Energy Center following its October 15, 2024 retirement date, in accordance with the June 2024 MoPSC financing order. The deferral ended with new rates effective June 1, 2025.
•Excluding the estimated effects of weather and the MEEIA customer energy-efficiency programs, electric revenues increased an estimated $16 million and $12 million, respectively, primarily due to increased retail sales volumes, partially offset by lower realized prices due to changes in customer usage patterns.
•RESRAM revenues increased $10 million and $12 million, respectively, primarily due to increased wind generation. The changes in revenue are primarily offset by changes in the “Depreciation and amortization” section of the statement of income.
Ameren Illinois’ electric revenues increased $74$67 million, or 11%,10%, and $141 million, or 10%, for the three and six months ended MarchJune 31,30, 2026, respectively, compared with the year-ago period,periods, driven by increased revenues at Ameren Illinois Electric Distribution and Ameren Illinois Transmission.
Ameren Illinois Electric Distribution’s revenues increased $71$56 million, or 12%,10%, and $127 million, or 11%, for the three and six months ended MarchJune 31,30, 2026, respectively, compared with the year-ago period.periods.
The following items increased Ameren Illinois Electric Distribution’s revenues betweenfor periodsthe three and six months ended June 30, 2026:
•Revenues associated with “Cost recovery mechanisms – offset in fuel and purchased power” increased $54$15 million and $69 million, respectively, due to increased purchased power expenses recovered from customers. The increase in electric revenues are fully offset by an increase in purchased power expenses under cost recovery mechanisms for purchased power, as discussed below.
•Base rates increased revenues by $16$27 million and $43 million, respectively, due to higher recoverable non-purchased power expenses (+$13$24 million and +$37 million, respectively) and increased return on capitalhigher investmentrate base (+$3 million and +$6 million, respectively).
UELMO insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding UELMO (13F)
None of the 59 investors we track reported a position in their latest 13F.