Ameren Corp 8-K, filed Dec 14, 2020
Ameren Corp (AEE)
About this 8-K
Ameren Corp filed this 8-K on December 14, 2020, reporting on events of December 11, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| ITEM 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On December 11, 2020, the Board of Directors (the “Board”) of Ameren Corporation (“Ameren”) elected Mr. Leo S. Mackay, Jr. to the Board, with a term beginning on December 14, 2020, and expiring at Ameren’s Annual Meeting of Shareholders in 2021. Also effective December 14, 2020, the Board appointed Mr. Mackay to the Audit and Risk Committee and the Nuclear, Operations and Environmental Sustainability Committee of the Board. No arrangement or understanding exists between Mr. Mackay and Ameren or, to Ameren’s knowledge, any other person or persons pursuant to which Mr. Mackay was selected as a director. Mr. Mackay will receive compensation for Board and committee service as described on Exhibit 10.6 to Ameren’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019.
From 2005 to present, Mr. Mackay has served in multiple senior leadership roles at Lockheed Martin Corporation, a global security and aerospace company, including most recently as senior vice president, ethics and enterprise assurance and chief sustainability officer. Prior to joining Lockheed Martin, Mr. Mackay served as chief operations officer of ACS State Healthcare, LLC from 2003 to 2005. He also held leadership roles at the United States Department of Veterans Affairs and Bell Helicopter Textron, Inc.
Mr. Mackay had no business relationships with Ameren or its subsidiaries in 2019 or to the date hereof in 2020 which are required to be reported under Item 404(a) of the Securities and Exchange Commission Regulation S-K.
| ITEM 7.01 | Regulation FD Disclosure. |
On December 14, 2020, Ameren issued a press release announcing Mr. Mackay’s election to the Board. A copy of that press release is furnished as Exhibit 99.1 to this Report.
| ITEM 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Title | |
| 99.1 | Press release issued on December 14, 2020, by Ameren. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| AMEREN CORPORATION | ||
| (Registrant) | ||
| By: | /s/ Chonda J. Nwamu | |
| Name: | Chonda J. Nwamu | |
| Title: | Senior Vice President, General Counsel and Secretary | |
Date: December 14, 2020
Exhibit 99.1
NEWS RELEASE
1901 Chouteau Avenue : St. Louis, MO 63103 : Ameren.com
| Contacts: | Media Joe Muehlenkamp 314.554.2182 jmuehlenkamp@ameren.com |
Analysts Andrew Kirk 314.554.3942 akirk@ameren.com |
| For Immediate Release | ||||
| Leo S. Mackay, Jr. joins Ameren Board of Directors | ||||
| ST. LOUIS (Dec. 14, 2020) — The board of directors of Ameren Corporation (NYSE: AEE) announced today that Leo S. Mackay, Jr. has been elected to the Ameren board of directors effective immediately. | ||||
| Mackay brings extensive senior leadership experience to the Ameren board of directors. He has served in multiple senior leadership roles at Lockheed Martin, where he is currently senior vice president of ethics and enterprise assurance. In that role, Mackay leads Lockheed’s award-winning ethics program and its enterprise risk management function. As the company’s chief sustainability officer, he is responsible for ensuring responsible growth and global corporate citizenship. | ||||
| Mackay is a graduate of the U.S. Naval Academy and spent three years flying the F-14, graduating from the U.S. Navy’s Fighter Weapons School. He is a veteran of Operation Earnest Will. Mackay served as the deputy secretary and designated chief operating officer of the U.S. Department of Veterans Affairs from 2001-2003.
“We are excited to have Leo join Ameren’s board of directors,” said Warner L. Baxter, chairman, president and chief executive officer of Ameren. “In addition to his distinguished service in the U.S. Navy, he brings to us an extensive experience in sustainability, enterprise risk management, ethics, compliance and public policy that will help us advance our efforts even further in environmental, social and governance matters for the benefit of our customers, communities and shareholders.”
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| Mackay earned a master’s degree and doctorate in public policy from Harvard University. His honors include being a Kennedy Fellow and a Harvard MacArthur Scholar. | ||||
NEW RELEASE
About Ameren Corporation
St. Louis-based Ameren Corporation powers the quality of life for 2.4 million electric customers and more than 900,000 natural gas customers in a 64,000-square-mile area through its Ameren Missouri and Ameren Illinois rate-regulated utility subsidiaries. Ameren Illinois provides electric transmission and distribution service and natural gas distribution service. Ameren Missouri provides electric service generation, transmission and distribution services, as well as, natural gas distribution service. Ameren Transmission Company of Illinois develops, owns and operates rate-regulated electric transmission projects. For more information, visit Ameren.com, or follow us on Twitter at @AmerenCorp, Facebook.com/AmerenCorp, or LinkedIn.com/company/Ameren.
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