Ameren (AEE) Proxy Filing summary

Executive summary

• Achieved solid net income and earnings per share growth in 2024, with a 6% dividend increase and over $4 billion in capital investments, marking the largest five-year capital plan in company history.

• Advanced clean energy transition by placing 500 MW of new solar generation in service, securing regulatory approval for an 800 MW natural gas facility and 400 MW of additional solar, and capturing all initial MISO Long-Range Transmission Plan projects.

• Maintained customer rates below national and Midwest averages, contributed over $10.8 million to 680 nonprofits, and provided $200 million in income-qualified customer programs.

• Fostered a recognized inclusive workplace, earning distinctions as a Great Place to Work, Military Friendly Employer, and Disability Equality Index Best Place to Work.

Voting matters and shareholder proposals

• Shareholders will vote on: election of 13 directors, advisory approval of executive compensation, ratification of PwC as auditor, and a shareholder proposal on greenhouse gas reduction targets.

• Board recommends FOR all directors, FOR executive compensation, FOR auditor ratification, and AGAINST the shareholder proposal on emissions targets.

Board of directors and corporate governance

• Board consists of 13 nominees, 12 of whom are independent; diverse skills and experiences highlighted.

• Active board refreshment and succession planning, with a retirement age policy and regular evaluation of board composition.

• Lead Independent Director role established when CEO is also Chairman; all standing committees chaired by independent directors.

• Shareholders holding 25% of stock can call special meetings; proxy access and director removal without cause are in place.