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Utilities · Electric & Gas Utilities · NYSE

AEEAmeren

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The 10-K against last year's

255 changes: 36 added, 55 removed, 158 reworded, 6 quiet changes

10-K Feb 18, 2026 vs Feb 18, 2025
Risk FactorsRedline ↓
14.8%
of the text changed · 9,008 words now
35.4%
of the text changed · 23,262 words now
Legal ProceedingsRedline ↓
34.6%
of the text changed · 2,298 words now
Accounting PoliciesRedline ↓
15.9%
of the text changed · 4,199 words now

10-K 0001002910-26-000009 (2026-02-18) vs 10-K 0001002910-25-000055 (2025-02-18)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

MD&A 415 words changed in this paragraph; it is 36% similar to last year's version.
Net income attributable to Ameren common shareholders was $1,456 million, or $5.35 per diluted share, for 2025, and $1,182 million, or $4.42 per diluted share, for 2024, and $1,152 million, or $4.38 per diluted share, for 2023. 2024. Net income was favorably affected in 2024, 2025, compared with 2023, by increased infrastructure investments at Ameren Transmission and Ameren Missouri. Net income was also favorably affected in 2024, compared with 2023, by increased base rate revenues at Ameren Missouri effective June 1, 2025, pursuant to the MoPSC's June 2023 April 2025 MoPSC electric rate order as well as higher base rate revenues pursuant to the ICC's November 2023 natural gas rate order, which increased earnings and decreased tax expense at Ameren Transmission, Ameren Illinois Electric Distribution and Ameren Illinois Natural Gas. Additionally, earnings in 2024, compared with 2023, Gas due to the revaluation of excess deferred income tax regulatory liabilities. Earnings were also favorably affected by increased retail electric sales volumes at Ameren Missouri, primarily due to warmer July temperatures and colder winter temperatures in 2025, and by decreased other operations and maintenance expenses not subject to formula rates, riders, or trackers, largely because of lower energy center maintenance costs, lower storm costs, disciplined cost management including lower labor costs from decreased headcount and decreased use of contractors, and lower amortization of refueling costs for the Callaway Energy Center, partially offset by the absence in 2025 of the regulatory deferrals associated with the June 2023 MoPSC rate order. Net income in 2024, compared with 2023, was also favorably affected by increased retail electric sales volumes at an Ameren Missouri, primarily due to higher sales excluding customer energy-efficiency programs. Net income was unfavorably affected in 2024, compared with 2023, by two charges Missouri charge related to matters that originated over a decade ago. The first the resolution of these charges was recorded by Ameren Missouri related to an order from the United States District Court for the Eastern District of Missouri, which resolved all outstanding claims in the NSR and Clean Air Act litigation related to associated with the Rush Island Energy Center. The second charge was recognized Additionally, earnings were favorably affected by the increased deferral of financing costs related to rate base investments at Ameren Missouri and by increased infrastructure investments at Ameren Transmission and Ameren Illinois and ATXI for the decrease in the allowed base ROE under the MISO tariff resulting from the October 2024 FERC order, which included customer refunds for certain historical periods. Electric Distribution. Net income was unfavorably affected in 2024, 2025 compared with 2023, was also unfavorably affected 2024 by increased financing costs due to costs, primarily resulting from higher long-term interest rates on higher debt balances and interest rates at Ameren Missouri and Ameren (parent), (parent) and by increased other operations and maintenance expenses not subject to formula rates, riders, or trackers, excluding a lower recognized ROE under charge related to the MYRP, NSR and Clean Air Act litigation, primarily due to higher vegetation management costs, higher storm costs, and higher energy center maintenance expenses. Additionally, earnings were unfavorably affected by an increase in the weighted-average basic common shares outstanding, which reduced earnings per diluted share.

Source: Item 7, 10-K 0001002910-26-000009 vs Item 7, 10-K 0001002910-25-000055

Legal Proceedings 347 words changed in this paragraph; it is 35% similar to last year's version.
Federal and state laws, including the CSAPR, regulate emissions of SO2 and NOx through the reduction of emissions at their source and the use and retirement of emission allowances. allowances available for state budgets. In April 2022, the EPA proposed the Good Neighbor Rule of the Clean Air Act, which includes additional NOx emission reductions from power plants in Missouri, Illinois, and other states through revisions to the CSAPR. In January 2023, the EPA issued its final disapproval of Missouri’s proposed state implementation plan for addressing reduce the transport of ozone under from power plants by reducing the amount of CSAPR NOx allowances available for compliance. The EPA subsequently rejected state implementation plans proposed by Missouri and other states to comply with the Good Neighbor Rule of the Clean Air Act. The disapproval of the state plan allowed the EPA to implement revisions to the CSAPR through and issued a federal implementation plan that reduced the amount of NOx allowances available plan. The disapprovals for state budgets and imposed NOx emission limits on electric generating units for Missouri, Illinois, and other states under the Good Neighbor Rule of the Clean Air Act. In April 2023, the Missouri Attorney General and Ameren Missouri separately filed lawsuits in the United States Court of Appeals for the Eighth Circuit challenging the EPA’s disapproval of the Missouri state plan. Ameren expected a decision on Missouri’s proposed state implementation plan under the Good Neighbor Rule by the United States Court of Appeals for the Eighth Circuit in 2025, but, in February 2025, the EPA requested that the appellate court suspend the case indefinitely and indicated it was reviewing the basis for the disapproval of the some state implementation plans, including Missouri’s. Missouri’s, were stayed by multiple appellate courts, and in 2024, the United States Supreme Court issued a stay of the federal implementation plan. In January 2026, the EPA issued a proposed rule to reconsider the Good Neighbor Rule. Ameren Missouri complies with the current CSAPR requirements by minimizing emissions through the use of with low-sulfur coal, operation of two scrubbers at its Sioux Energy Center, and optimization of existing NOx air pollution control equipment. Reducing If a final rule is issued similar to the amount of state budget proposed rule, Ameren Missouri would not expect additional NOx allowances for compliance with NOx emission limits under the Good Neighbor Rule could result in additional controls being required on Ameren Missouri’s generating units and/or the reduction of operations. Any costs for compliance are expected at its coal-fired energy centers to be recovered from customers, subject to MoPSC prudence review, through the FAC or higher base rates. necessary.

Source: Item 3, via Note 14 – COMMITMENTS AND CONTINGENCIES, 10-K 0001002910-26-000009 vs Item 3, via Note 14 – COMMITMENTS AND CONTINGENCIES, 10-K 0001002910-25-000055

Risk Factors 263 words changed in this paragraph; it is 42% similar to last year's version.
The Ameren Companies have historically experienced minimal growth in energy demand for the past two decades. Recent However, current industry projections reflect the potential for significant growth in energy demand over the next decade, primarily arising from data centers to support artificial intelligence and further augmented by onshoring and electrification of manufacturing and an increase in transportation electrification. In addition, in February 2026, Ameren Missouri executed electric service agreements with large load customers under its large load customer rate plan, representing 2.2 gigawatts of demand. The Ameren Companies may or may not experience the energy demand growth currently being forecasted depending on the decisions of potential new customers about whether to locate their operations within our service territories. If new territories or whether customers elect to locate that have signed electric service agreements begin operations within our service territories, the Ameren Companies may not be able to provide the necessary electric service within the time periods required by those customers. The Ameren Companies may need to accelerate new generation build within current plans, and construct or obtain new generation sources and expand transmission and distribution facilities that are not currently within their plans. The Ameren Companies may not be able to plan, receive regulatory approvals, and execute those plans in a timely manner. Future expected timeframes. Also, demand from these customers growth may not be realized at the current projected pace as a result rate, or in the amount, expected if construction of customer facilities is not completed within expected timeframes, which is dependent on the ability of suppliers, contractors, and developers to meet contractual commitments and timely complete projects. In addition, expected demand growth may not be realized if emerging technologies are not broadly adopted at the rate expected, increased efficiency efficiencies in computing, and computing or other advances in these new customers may be transitory and exit our service territory. Significant uncertainty exists regarding future increases in technologies reduce energy demand within the Ameren Companies’ service territory, and whether and how the Ameren Companies will construct for data centers, or obtain the assets necessary to timely serve that additional demand. large load customers, such as data centers,

Source: Item 1A, 10-K 0001002910-26-000009 vs Item 1A, 10-K 0001002910-25-000055

Accounting Policies 127 words changed in this paragraph; it is 40% similar to last year's version.
We expect that regulators will reduce future revenues for deferred tax liabilities that were initially recorded at rates in excess of the current statutory rate. Therefore, reductions in certain excess deferred tax liabilities that were recorded because of decreases in the statutory rate have been credited to a regulatory liability. A regulatory asset has been established to recognize the probable recovery through future customer rates of tax benefits related to the equity component of allowance for funds used during construction, as well as the effects of tax rate increases. To the extent deferred tax balances are included in rate base, the revaluation of deferred taxes caused by a change in the statutory rate is recorded as a regulatory asset or liability on the balance sheet and will be collected from, or refunded to, customers. For deferred tax balances not included in rate base, the revaluation of deferred taxes caused by a change in the statutory rate is recorded as an adjustment to income tax expense on the income statement.

Source: Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001002910-26-000009 vs Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001002910-25-000055

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of AEE's Risk Factors and MD&A, 10-K 2026-02-18 against 10-K 2025-02-18. Each links to the text at sec.gov.

AddedRisk Factors
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.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
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.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
The PPRA became effective in August 2025. The law includes certain provisions that affect the regulation of Ameren Missouri’s electric and natural gas businesses. These provisions create modifications to the PISA and integrated resource planning, require electric utilities to submit service tariff schedules for certain large load customers, allow the MoPSC to authorize inclusion of construction work in progress in rate base for new natural gas-fired generation facilities and new generation facilities approved through integrated resource planning, and allow natural gas utilities to file regulatory rate reviews using a future test year, among other things.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
In April 2025, the MoPSC issued an order in Ameren Missouri’s 2024 electric service regulatory rate review, approving nonunanimous stipulations and agreements. The order authorized an increase of $355 million to Ameren Missouri’s annual revenue requirement for electric retail service, effective June 1, 2025. The approved revenue requirement was based on infrastructure investments as of December 31, 2024. The order did not explicitly specify an ROE, capital structure, rate base, or any rate base disallowances. The order provides for the continued use of all existing riders and trackers. The order also changed annualized depreciation, regulatory asset and liability amortization amounts, and the base level of expenses for trackers. On an annualized basis, these changes reflect an increase in “Depreciation and amortization” of approximately $70 million, among other expense changes, on Ameren’s and Ameren Missouri’s consolidated statements of income.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
In July 2025, the MoPSC issued an order in Ameren Missouri’s 2024 natural gas delivery service regulatory rate review, approving a unanimous stipulation and agreement. The order authorized an increase of $32 million to Ameren Missouri’s annual revenue requirement for natural gas delivery service, effective September 1, 2025. The order did not explicitly specify an ROE, capital structure, rate base, or any rate base disallowances. The order provides for the continued use of all of Ameren Missouri’s existing riders and trackers.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
In November 2025, the MoPSC approved Ameren Missouri’s request to modify its existing large primary service tariff to require customers requesting 75 MWs or more of demand and who are served at transmission level voltage to comply with additional tariff terms. The additional terms include a service term of 12 years plus a ramp period of up to five years to reach peak demand, minimum demand charges of 80% of contracted capacity, customer exit terms and fees, and customer credit and collateral requirements, among other terms. In addition, new customer programs would be available under this tariff, which allow customers to support renewable generation, battery storage, and/or nuclear generation through incremental payments. The MoPSC order also includes an earnings sharing mechanism that would apply if Ameren Missouri’s earned ROE for a calendar year exceeds 9.74%, which can be adjusted by the MoPSC in future electric rate orders. If this were to occur, Ameren Missouri would defer 65% of the return in excess of the 9.74% ROE to a regulatory liability, which would be returned to retail electric customers in a future rate review. In addition, if large load customer revenues were reduced in a calendar year due to certain events, as determined by the MoPSC, Ameren Missouri may defer a portion of the reduced revenues to a regulatory asset to be included in its revenue requirement in the next electric rate review. In February 2026, Ameren Missouri executed electric service agreements with large load customers consistent with the tariff terms discussed above, representing 2.2 gigawatts of demand. Ameren and Ameren Missouri do not expect a material impact to their results of operations, financial position, or liquidity in 2026 related to these agreements.

Read it in 10-K 2026-02-18 at sec.gov ↗

Show the other 8
AddedMD&A
In August 2025, Ameren Missouri filed for a CCN to construct the Reform Solar Project (250-MW facility). Ameren Missouri expects a decision by the MoPSC in the first half of 2026. In February 2026, the MoPSC issued an order approving a nonunanimous stipulation and agreement related to a requested CCN for the Big Hollow Natural Gas (800-MW facility) and the Big Hollow Battery Energy Storage (400-MW facility) projects. Also in February 2026, Ameren Missouri acquired the Split Rail Solar Project, which includes solar panels, project design, land rights, and engineering, procurement, and construction agreements, for approximately $600 million, and took over construction management of the project, which is expected to be placed in-service in the second quarter of 2026.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
In January 2026, the CRGA was enacted and will become effective in June 2026. The law includes certain provisions that affect Ameren Illinois’ electric distribution and transmission businesses. These provisions increase the annual spending cap on energy-efficiency investments beginning in 2027 and modify the ROE component of the return on those investments.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
•decreased income tax expense at Ameren Transmission, Ameren Illinois Electric Distribution and Ameren Illinois Natural Gas resulting from the revaluation of excess deferred income tax regulatory liabilities, resulting from TCJA for FERC-regulated and ICC-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 II, Item 8, of this report for additional information (32 cents per share);

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
Revenues; Fuel and Purchased Power Expenses; Other Operations and Maintenance Expenses; Depreciation and Amortization Expenses; Taxes Other Than Income Taxes; Other Income, Net; Interest Charges; and Income Taxes, see the major headings below.

Read it in 10-K 2026-02-18 at sec.gov ↗

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