Business Context and Reporting Period
This Form 8-K filing by Ameren Corporation (Ameren) reports corporate governance events occurring on June 7, 2018. The filing details the election of a new director and related committee appointments.
Key Financial Metrics
This filing does not contain financial performance data. There are no reported figures for revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
The material change reported is the addition of Mr. Ward H. Dickson to the Board of Directors. His term began on June 7, 2018, and is scheduled to expire at the 2019 Annual Meeting of Shareholders. Concurrently, he was appointed to the Audit and Risk Committee and the Finance Committee.
Management Commentary and Risks
Management confirmed that no arrangement or understanding exists regarding Mr. Dickson's selection. He will receive compensation consistent with the schedule described in Exhibit 10.4 of Ameren's 2017 Form 10-K. The filing notes Mr. Dickson's prior experience as Executive Vice President and CFO of WestRock Company and RockTenn Company, and previously at Cisco Systems. No business relationships requiring disclosure under Item 404(a) were identified for 2017 or 2018.
Investor Verification Checklist
- Verify the specific compensation terms for Mr. Dickson in Ameren's 2017 Form 10-K, Exhibit 10.4.
- Confirm the date of the 2019 Annual Meeting of Shareholders to determine the exact expiration of the director term.
- Review the press release furnished as Exhibit 99.1 for additional context on the board's strategic rationale.