AEEAmeren
Ameren, formed in 1997 and headquartered in St. 10-K, Item 1
- Headquarters
- St Louis, MO
- Next results
- around Feb 10, 2027
4 paragraphs in Risk Factors of the 10-K filed Feb 18, 2026 with nothing like them in the 10-K filed Feb 18, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 30 Utilities companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
charge for our services. From time to time, our regulators may approve riders or other recovery mechanisms that allow electric or natural gas rates to be adjusted without a traditional regulatory rate review. These mechanisms could be changed or terminated.
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•increased regulatory scrutiny and oversight resulting from more frequent outages;
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Realized energy demand from current and potential new customers may differ significantly from forecasts.
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are not supported by local communities or do not receive necessary approvals by local municipalities. Although customers subject to the large load customer rate plan in Ameren Missouri’s service territory are required to sign agreements for specific term lengths to reasonably ensure rates they are charged reflect a representative share of the costs incurred to serve them, these customers could terminate their agreements early or reduce minimum capacity levels. These agreements include exit fees for early termination and fees for capacity reductions, but these fees may not fully mitigate this risk. Although assets constructed or acquired to serve these customers will also be used to serve other Ameren Missouri customers, early termination or capacity reductions could impact Ameren Missouri’s ability to fully recover its investment in, and return on, those assets. Also, the Ameren Companies may not be able to provide the necessary electric service, including both energy and capacity, within the time periods required by large load customers. The Ameren Companies may need to accelerate the addition of generation resources within current plans, obtain new generation resources, expand transmission or distribution facilities that are not currently within their plans, or purchase additional energy and capacity to meet the increase in demand. In addition, demand for construction services within the utility industry has increased significantly due to growing energy demand and energy transition, creating limited availability of suppliers, contractors, and developers, which could impact the Ameren Companies' ability to timely construct or acquire assets needed to meet forecasted demand. If the Ameren Companies are required to purchase energy and capacity to meet demand, their risk management and liquidity levels may not be effective at mitigating price impacts of such purchases, or there may not be sufficient energy and capacity available, either of which could negatively impact the Ameren Companies’ ability to realize forecasted or other potential demand. The Ameren Companies may not be able to plan, receive regulatory approvals, and execute those plans in a timely manner, which could result in the Ameren Companies not realizing forecasted or other potential demand.
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New in the latest 10-Q
30 paragraphs in the 10-Q filed Nov 6, 2026 with nothing like them in the 10-Q filed Aug 3, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
10-Q
2026 PRP - Ameren Missouri’s preferred resource plan for meeting customers’ projected long-term energy needs, which was filed with the MoPSC in September 2026 as a part of its integrated resource plan.
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Financial statements and notes
In August 2026, Ameren, Ameren Missouri, and Ameren Illinois filed a Form S-3 shelf registration statement with the SEC, registering the issuance of an unspecified amount of certain types of securities. This registration statement expires in August 2029.
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Realized and unrealized gains/(losses) included in regulatory assets/liabilities — 19 19
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Change in unrealized gains/(losses) related to assets/liabilities held at September 30 $ — $ 18 $ 18
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Realized and unrealized gains/(losses) included in regulatory assets/liabilities 14 28 42
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Change in unrealized gains/(losses) related to assets/liabilities held at September 30 $ 12 $ 25 $ 37
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(d) In 2024, the IRS issued a series of private letter rulings to another taxpayer, which provided guidance on applying IRS normalization rules to the calculation of tax benefits applicable to the ratemaking treatment related to net operating loss carryforwards. The rulings concluded that, for ratemaking purposes, net operating loss carryforwards should be reflected on a separate company basis and should not be reduced by payments received for the utilization of losses by other affiliates under a tax allocation agreement. In 2025, the FERC issued an order reflecting implementation of the rules for the other taxpayer who had a similar fact pattern as Ameren Illinois and ATXI. Accordingly, in the third quarter of 2025, Ameren and Ameren Illinois decreased income tax expense by $ 48 million and $ 23 million, respectively, to reflect the revaluation of excess deferred income tax regulatory liabilities resulting from TCJA for FERC-regulated jurisdictions pursuant to IRS guidance and a 2025 FERC order.
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Reportable Segments Ameren Missouri Ameren Illinois Electric Distribution Ameren Illinois Natural Gas Ameren Transmission Other Intersegment Eliminations Ameren Three Months 2026: External revenues $ 1,770 $ 774 $ 136 $ 202 $ — $ — $ 2,882 Intersegment revenues 11 3 — 64 — (78) — Revenue 1,781 777 136 266 — (78) 2,882 Fuel and purchased power(a) (509) (360) — — — 60 (809) Natural gas purchased for resale(a) (5) — (23) — — — (28) Other operations and maintenance expenses(a) (274) (182) (58) (34) (5) 18 (535) Other segment items Depreciation and amortization (246) (100) (34) (55) (1) — (436) Taxes other than income taxes (129) (23) (17) (2) (3) — (174) Other income (expense), net 58 17 3 6 30 (2) 112 Interest charges (82) (30) (18) (32) (56) 2 (216) Income (taxes) benefit (11) (27) 4 (39) (46) — (119) Noncontrolling interests – preferred stock dividends (1) — — — — — (1) Net income (loss) attributable to Ameren common shareholders $ 582 $ 72 $ (7) $ 110 $ (81) $ — $ 676 Interest income $ 3 $ 5 $ — $ — $ 2 $ (2) $ 8 Capital expenditures 979 223 81 153 — — 1,436
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Reportable Segments Ameren Illinois Electric Distribution Ameren Illinois Natural Gas Ameren Illinois Transmission Intersegment Eliminations Ameren Illinois Three Months 2026: External revenues $ 777 $ 136 $ 140 $ $ 1,053 Intersegment revenues — — 56 (56) — Revenue 777 136 196 (56) 1,053 Purchased power(a) (360) — — 56 (304) Natural gas purchased for resale(a) — (23) — — (23) Other operations and maintenance expenses(a) (182) (58) (25) — (265) Other segment items Depreciation and amortization (100) (34) (41) — (175) Taxes other than income taxes (23) (17) (2) — (42) Other income, net 17 3 5 — 25 Interest charges (30) (18) (24) — (72) Income (taxes) benefit (27) 4 (30) — (53) Net income (loss) available to common shareholder 72 (7) 79 — 144 Interest income 5 — — — 5 Capital expenditures 223 81 78 — 382 Three Months 2025: External revenues $ 699 $ 117 $ 130 $ $ 946 Intersegment revenues — — 46 (46) — Revenue 699 117 176 (46) 946 Purchased power(a) (330) — — 46 (284) Natural gas purchased for resale(a) — (19) — — (19) Other operations and maintenance expenses(a) (171) (55) (15) — (241) Other segment items Depreciation and amortization (92) (33) (37) — (162) Taxes other than income taxes (22) (15) (1) — (38) Other income, net 20 4 6 — 30 Interest charges (28) (16) (23) — (67) Income (taxes) benefit (19) 4 (2) — (17) Net income (loss) available to common shareholder 57 (13) 104 — 148 Interest income 6 — 1 — 7 Capital expenditures 163 78 144 — 385
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In September 2026, Ameren Missouri filed its preferred resource plan with the MoPSC. The plan outlines how Ameren Missouri expects to address load growth opportunities resulting from the electric service agreements discussed above and interest from other entities that are considering either locating or expanding their operations within Ameren Missouri’s service territory. The plan includes significant investment through 2045 in simple- and combined-cycle natural gas, solar, wind, and nuclear generation, as well as battery energy storage and natural gas fuel cells. It also includes retiring all of Ameren Missouri’s coal-fired energy centers by 2042 and certain natural gas-fired energy centers by 2040 to comply with Illinois law. In addition, Ameren Missouri expects to seek and receive NRC approval for an extension of the operating license for the Callaway Energy Center beyond its current 2044 expiration date.
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• the absence in 2026 of a decrease in income tax expense at Ameren Transmission resulting from the revaluation of excess deferred income tax regulatory liabilities, resulting from TCJA for FERC-regulated jurisdictions, related to ratemaking treatment of net operating loss carryforwards by affiliates under a tax allocation agreement, see Note 12 - Income Taxes under Part I, Item 1, of this report for additional information (18 cents per share for both periods);
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• Increased costs of $9 million resulting from expanding programs under CEJA in the nine months ended September 30, 2026.
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• Storm-related expenses, including related amortizations of previously deferred amounts, increased $3 million in the three months ended September 30, 2026, due to major storms experienced throughout its service territory in 2026.
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• Lower net deferrals and increased amortization of prior deferrals under PISA, which increased depreciation and amortization expenses by $7 million.
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• The lower net under-recovery of RESRAM eligible expenses and increased amortization of prior deferrals increased depreciation and amortization expenses by $5 million.
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The effective tax rate was higher at Ameren Illinois Electric Distribution in the three and nine months ended September 30, 2026, compared with the year-ago periods, primarily due to a decrease in excess deferred tax amortization pursuant to an ICC order, which was offset by a corresponding increase in electric revenues. The effective tax rate was higher at Ameren Transmission and Ameren Illinois Transmission for the three and nine months ended September 30, 2026, compared with the year-ago periods due to the absence of a revaluation of excess deferred income tax regulatory liabilities in the third quarter of 2025. In 2024, the IRS issued a series of private letter rulings to another taxpayer, which provided guidance on applying IRS normalization rules to the calculation of tax benefits applicable to the ratemaking treatment related to net operating loss carryforwards. The rulings concluded that, for ratemaking purposes, net operating loss carryforwards should be reflected on a separate company basis and should not be reduced by payments received for the utilization of losses by other affiliates under a tax allocation agreement. In 2025, the FERC issued an order reflecting implementation of the rules for the other taxpayer who had a similar fact pattern as Ameren Illinois and ATXI. Accordingly, in the third quarter of 2025, Ameren and Ameren Illinois decreased income tax expense by $48 million and $23 million, respectively, to reflect the revaluation of excess deferred income tax regulatory liabilities resulting from TCJA for FERC-regulated jurisdictions pursuant to IRS guidance and a 2025 FERC order.
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requirements arising from the long-term commitments for fuel for generation, purchased power, and natural gas for distribution as described under Liquidity and Capital Resources in Item 7 of the Form 10-K.
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• A $14 million increase in fuel oil payments to fill new storage tanks at the Audrain Energy Center. Ameren Missouri is converting the energy center to utilize both natural gas and fuel oil.
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• A $14 million increase in fuel oil payments to fill new storage tanks at the Audrain Energy Center. Ameren Missouri is converting the energy center to utilize both natural gas and fuel oil.
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• An $18 million increase in payments for materials and supplies to support the operational needs of its electric distribution and transmission businesses.
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The following table presents Ameren’s estimate of capital expenditures that will be incurred from 2026 through 2031, including construction expenditures and allowance for funds used during construction. The estimated 2026 to 2030 capital expenditures have significantly increased compared to those estimates disclosed in the Form 10-K, to better align with Ameren Missouri’s 2026 PRP filed in September 2026 and to include a portion of the MISO long-range transmission competitive bid projects awarded to ATXI in 2026.
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Ameren Missouri’s estimated capital expenditures include transmission, distribution, grid modernization, and generation-related investments, primarily natural gas, renewable generation, battery energy storage, and fuel cells, consistent with investments outlined in the 2026 PRP through 2031 to maintain reliability and address load growth opportunities based on the 2.8 gigawatts of demand from large load customers under electric service agreements. Ameren Illinois’ estimated capital expenditures are primarily for electric and natural gas transmission and distribution-related investments.
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Ameren Missouri continually reviews its generation portfolio and expected power needs, including estimates of future load growth. As a result, Ameren Missouri could modify its plan for generation capacity, the type of generation asset technology that will be employed, and whether capacity or power may be purchased, among other changes. Additionally, we continually review the reliability of our transmission and distribution systems, expected capacity needs, and opportunities for transmission investments within and outside our service territories. The timing and amount of investments could vary because of changes in expected capacity, the condition of transmission and distribution systems, future rate orders, and our ability and willingness to pursue transmission investments, as well as our ability to obtain necessary regulatory approvals, among other factors. Any changes in future generation, transmission, or distribution needs could result in significant changes in capital expenditures or losses, which could be material. Compliance with environmental regulations could also have significant impacts on the level of capital expenditures.
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(a) The junior subordinated notes will pay interest at a fixed annual rate of 6.45% until March 15, 2032. After that date, the interest rate will be reset every five years to the applicable five-year United States Treasury rate plus 1.868%, subject to a minimum rate of 6.45%.
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• The PPRA became effective in 2025. The law made modifications to integrated resource planning, which requires Missouri electric utilities to file plans for meeting their customers' long-term energy needs. By August 2027, the MoPSC will publish a schedule for
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Other information
On August 6, 2026, Theresa A. Shaw, Senior Vice President, Chief Accounting and Transformation Officer of Ameren, adopted a Rule 10b5-1 trading arrangement that provides for the sale of up to an aggregate of approximately 7,640 shares, consisting of:
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• up to 500 shares on a quarterly basis between November 2026 and November 2027, subject to certain price limitations set forth in the trading arrangement; and
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• shares acquired upon vesting of certain equity awards, consisting of (i) 100% of shares delivered from the 2024 restricted stock units award scheduled to vest on March 1, 2027 (approximately 1,692 shares before applicable tax withholding), and (ii) 5% of shares delivered from the 2024 performance condition performance share units and 2024 market condition performance share units awards scheduled to vest on March 1, 2027 (approximately 564 shares and 3,384 shares, respectively, before applicable performance adjustments and tax withholding).
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Ms. Shaw’s 10b5-1 trading arrangement will terminate on the earlier of: (i) November 16, 2027; (ii) execution of all trades or expiration of all orders relating to such trades under the Rule 10b5-1 trading arrangement; or (iii) such date as the Rule 10b5-1 trading arrangement is otherwise terminated according to its terms.
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The trading arrangement discussed above is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Nov 6, 2026 against Item 1A of the 10-K filed Feb 18, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
What the 10-Q itself says about its risk factors:
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For a detailed discussion of our risk factors, see the information disclosed in Part I, Item 1A, of the Form 10-K.
1 paragraph in the 10-Q's Item 1A, and none of them adds, rewords or quietly edits a paragraph of the 10-K's.
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