8-KLeadership ChangesRegulation FDExhibits & Filings

AMEREN CORP 8-K Report, Executive Changes (Oct 9, 2015)

Filed October 9, 2015For Securities:AEE

Summary

Ameren Corporation (AEE) filed an 8-K on October 9, 2015, to announce a key change in its Board of Directors. Rafael Flores was elected to the Board, with his term commencing on November 1, 2015. Mr. Flores's appointment includes service on the Nuclear Oversight and Environmental Committee and the Nominating and Corporate Governance Committee. This appointment is effective as the company prepares for its Annual Meeting of Shareholders in 2016. Investors should note Mr. Flores's extensive experience in the nuclear power generation sector, having served as Senior Vice President and Chief Nuclear Officer at Luminant since 2009, with a career spanning back to 1983 with the company and its predecessors. His retirement from Luminant is scheduled for December 31, 2015. The company explicitly stated that there are no arrangements or understandings between Mr. Flores and Ameren regarding his selection, nor any reportable business relationships with Luminant or its affiliates. His compensation for board service will align with the director compensation outlined in Ameren's 2015 definitive proxy statement. The press release announcing this appointment is furnished as an exhibit to this 8-K, providing further detail on this significant board addition.

Key Highlights

  • 1Rafael Flores elected to Ameren Corporation's Board of Directors, effective November 1, 2015.
  • 2Mr. Flores appointed to the Nuclear Oversight and Environmental Committee and the Nominating and Corporate Governance Committee.
  • 3Mr. Flores brings significant experience from his role as Senior Vice President and Chief Nuclear Officer at Luminant.
  • 4Mr. Flores has announced his retirement from Luminant, effective December 31, 2015.
  • 5No business relationships requiring disclosure under Item 404(a) of Regulation S-K exist between Ameren and Luminant.
  • 6Compensation for Mr. Flores's board service will be in accordance with Ameren's established director compensation policies.
  • 7The election was announced via a press release furnished as an exhibit to the 8-K.

Frequently Asked Questions

Rafael Flores has been elected to Ameren's Board of Directors. He has extensive experience in the nuclear power industry, most recently serving as Senior Vice President and Chief Nuclear Officer of Luminant. He has been with Luminant and its predecessors since 1983 and announced his retirement from Luminant effective December 31, 2015.

Effective November 1, 2015, Mr. Flores will serve on the Nuclear Oversight and Environmental Committee and the Nominating and Corporate Governance Committee of Ameren's Board of Directors.

Ameren stated that there are no arrangements or understandings between Mr. Flores and Ameren regarding his selection, nor any business relationships with Luminant or its affiliates that are required to be reported under SEC regulations.

Mr. Flores will receive compensation for his service on the Board and its committees as described in Ameren's 2015 definitive proxy statement, under the section 'Director Compensation'.