FilingIndex
8-KThe WireRoutine

Shareholder Vote

Filed Apr 25, 2012 · 14y ago · Accession 0001193125-12-181611

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2012 Commission File Number Exact Name of Registrant as Specified in Charter; State of Incorporation; Address and Telephone Number IRS Employer Identification Number 1-14756 Ameren Corporation (Missouri Corporation) 1901 Chouteau Avenue St. Louis, Missouri 63103 (314) 621-3222 43-1723446 1-2967 Union Electric Company (Missouri Corporation) 1901 Chouteau Avenue St. Louis, Missouri 63103 (314) 621-3222 43-0559760 1-3672 Ameren Illinois Company (Illinois Corporation) 300 Liberty Street Peoria, Illinois 61602 (309) 677-5271 37-0211380 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.07 Submission of Matters to a Vote of Security Holders. At the annual meeting of shareholders of each of Ameren Corporation (“Ameren” or the “Company”), Union Electric Company d/b/a Ameren Missouri (“Ameren Missouri”) and Ameren Illinois Company d/b/a Ameren Illinois (“Ameren Illinois”) held on April 24, 2012 (each, its respective “Annual Meeting”), the matters listed below were submitted to a vote of its respective shareholders. Item (1): Election of Directors Ameren Ameren shareholders elected the eleven nominees named in the definitive proxy statement relating to the Annual Meeting to serve as directors until Ameren’s next annual meeting of shareholders in 2013 and until their respective successors have been duly elected and qualified. Information as to the vote on each director standing for election is provided below: Name Votes For Votes Withheld Abstentions Broker Non-Votes Stephen F. Brauer 155,939,393 5,691,752 — 37,211,702 Catherine S. Brune 157,918,673 3,712,472 — 37,211,702 Ellen M. Fitzsimmons 156,005,228 5,625,917 — 37,211,702 Walter J. Galvin 157,864,615 3,766,530 — 37,211,702 Gayle P.W. Jackson 159,095,170 2,535,975 — 37,211,702 James C. Johnson 156,701,458 4,929,687 — 37,211,702 Steven H. Lipstein 156,464,185 5,166,960 — 37,211,702 Patrick T. Stokes 156,543,426 5,087,719 — 37,211,702 Thomas R. Voss 156,452,213 5,178,932 — 37,211,702 Stephen R. Wilson 157,067,215 4,563,930 — 37,211,702 Jack D. Woodard 156,704,775 4,926,370 — 37,211,702 Ameren Missouri At Ameren Missouri’s annual meeting of shareholders held on April 24, 2012, the following individuals (comprising Ameren Missouri’s full Board of Directors) were elected to serve until the next annual meeting of shareholders in 2013 and until their respective successors have been duly elected and qualified: Warner L. Baxter, Daniel F. Cole, Adam C. Heflin, Martin J. Lyons, Jr., Richard J. Mark, Charles D. Naslund and Gregory L. Nelson. Each individual received 102,123,834 votes for election and no withheld votes, abstentions or broker non-votes. -2- Ameren Illinois At Ameren Illinois’ annual meeting of shareholders held on April 24, 2012, the following individuals (comprising Ameren Illinois’ full Board of Directors) were elected to serve until the next annual meeting of shareholders in 2013 and until their respective successors have been duly elected and qualified: Scott A. Cisel, Daniel F. Cole, Martin J. Lyons, Jr., Michael L. Moehn and Gregory L. Nelson. Each individual received 25,452,373 votes for election and no withheld votes, abstentions or broker non-votes. Item (2): Advisory Approval of Executive Compensation Ameren shareholders approved, on an advisory basis, the compensation of certain executives as disclosed in the Compensation Discussion and Analysis, the compensation tables and other narrative executive compensation disclosures in the definitive proxy statement relating to the Annual Meeting, as set forth below: Votes For Votes Against Abstentions Broker Non-Votes 149,852,598 9,298,728 2,479,819 37,211,702 Item (3): Ratification of the Appointment of Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2012 Ameren shareholders ratified the appointment of PricewaterhouseCoopers LLP as Ameren’s independent registered public accounting firm for the fiscal year ending December 31, 2012, as set forth below: Votes For Votes Against Abstentions Broker Non-Votes 194,007,235 3,757,666 1,077,946 — Item (4): Shareholder Proposal Relating to Report on Coal Combustion Waste Ameren shareholders did not approve a shareholder proposal requesting that Ameren’s Board of Directors prepare a report on coal combustion waste as described in the definitive proxy statement relating to the Annual Meeting, as set forth below: Votes For Votes Against Abstentions Broker Non-Votes 14,910,643 122,649,466 24,071,036 37,211,702 -3- Item (5): Shareholder Proposal Relating to Report on Coal-Related Costs and Risks Ameren shareholders did not approve a shareholder proposal requesting that Ameren’s Board of Directors prepare a report on coal-related costs and risks as described in the definitive proxy statement relating to the Annual Meeting, as set forth below: Votes For Votes Against Abstentions Broker Non-Votes 14,486,550 123,129,056 24,015,539 37,211,702 Item (6): Shareholder Proposal Relating to Assessment and Report on Greenhouse Gas and Other Air Emissions Reductions Through Customer Energy Efficiency and Renewable Energy Programs Ameren shareholders did not approve a shareholder proposal requesting that a committee of independent directors of Ameren’s Board of Directors assess and prepare a report on actions the Company is taking or could take to build shareholder value and reduce greenhouse gas and other air emissions through customer energy efficiency and renewable energy programs as described in the definitive proxy statement relating to the Annual Meeting, as set forth below: Votes For Votes Against Abstentions Broker Non-Votes 14,282,967 122,810,471 24,537,707 37,211,702 -4- S IGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries. A MEREN C ORPORATION (Registrant) /s/ Martin J. Lyons, Jr. Martin J. Lyons, Jr. Senior Vice President and Chief Financial Officer U NION E LECTRIC C OMPANY (Registrant) /s/ Martin J. Lyons, Jr. Martin J. Lyons, Jr. Senior Vice President and Chief Financial Officer A MEREN I LLINOIS C OMPANY (Registrant) /s/ Martin J. Lyons, Jr. Martin J. Lyons, Jr. Senior Vice President and Chief Financial Officer Date: April 25, 2012 -5-
Filing details
Ticker
AILIP
CIK
18654
Form type
8-K
Filing date
Apr 25, 2012
Report date
Apr 24, 2012
Document
d340046d8k.htm
Size
54 KB