AMEREN CORP

Collections from our tariff-based revenues are our principal source of cash provided by operating activities. A diversified retail customer mix, primarily consisting of rate-regulated residential, commercial, and industrial customers, provides us with a reasonably predictable source of cash. In addition to using cash provided by operating activities, we use available cash, drawings under committed credit agreements, commercial paper issuances, and/or, in the case of Ameren Missouri and Ameren Illinois, short-term affiliate borrowings to support normal operations and temporary capital requirements. We may reduce our short-term borrowings with cash provided by operations or, at our discretion, with long-term borrowings, or, in the case of Ameren Missouri and Ameren Illinois, with capital contributions from Ameren (parent). In addition, to support a portion of its fuel requirements for generation, Ameren Missouri has entered into various long-term commitments to meet these requirements. Ameren Missouri and Ameren Illinois also have entered into various long-term commitments for purchased power and natural gas for distribution. Ameren’s, Ameren Missouri’s, and Ameren Illinois’ estimated minimum purchase obligations associated with these commitments totaled $2.1 billion, $1.0 billion, and, $1.1 billion, respectively, which include $0.8 billion, $0.3 billion, and, $0.5 billion, respectively, in 2025. Further, for additional information about Ameren’s and Ameren Missouri’s obligations associated wtih operating leases, see Note 15 – Supplemental Information.

We expect to make significant capital expenditures over the next five years, as discussed in the Capital Expenditures sections below, supported by a combination of long-term debt and equity, as we invest in our electric and natural gas utility infrastructure to support overall system reliability, grid modernization, renewable energy target requirements, environmental compliance, and other improvements. For additional information about our long-term debt outstanding, including maturities due within one year, and the applicable interest rates, see Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report. As part of its funding plan for capital expenditures, Ameren is using newly issued shares of common stock to satisfy requirements under the DRPlus and employee benefit plans and expects to continue to do so through at least 2029. Additionally, Ameren has an ATM program under which Ameren may offer and sell from time to time common stock, which includes the ability to enter into forward sale agreements, subject to market conditions and other factors. During 2024, Ameren issued a total of 2.9 million shares of common stock and received aggregate proceeds of $233 million under the ATM program. As of December 31, 2024, Ameren had multiple forward sale agreements that could be settled under the ATM program with various counterparties relating to 2.5 million shares of common stock. Including issuances under the DRPlus and employee benefit plans, Ameren plans to issue approximately $600 million of equity each year from 2025 to 2029. As of December 31, 2024, Ameren had approximately $550 million of common stock available for sale under the ATM program, which takes into account the forward sale agreements in effect as of December 31, 2024. The Ameren Companies expect their equity to total capitalization and cash flow metrics to support solid investment-grade credit ratings. See Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report for additional information on the ATM program, including the forward sale agreements under the ATM program relating to common stock.

The following table presents net cash provided by (used in) operating, investing, and financing activities for the years ended December 31, 2024 and 2023:

(a) Both Ameren and Ameren Illinois’ cash provided by operating activities included cash outflows of $125 million and $123 million for the FEJA electric energy-efficiency rider and $39 million and $9 million for the customer generation rebate program in 2024 and 2023, respectively.

Cash Flows from Operating Activities

Our cash provided by operating activities is affected by fluctuations of trade accounts receivable, inventories, and accounts and wages payable, among other things, as well as the unique regulatory environment for each of our businesses. Substantially all expenditures related to fuel, purchased power, and natural gas purchased for resale are recovered from customers through rate adjustment mechanisms, which may be adjusted without a traditional regulatory rate review, subject to prudence reviews. Similar regulatory mechanisms exist for certain other operating expenses that can also affect the timing of cash provided by operating activities. The timing of cash payments for costs recoverable under our regulatory mechanisms differs from the recovery period of those costs. Additionally, the seasonality of our electric and natural gas businesses, primarily caused by seasonal customer rates and changes in customer demand due to weather, significantly affects the amount and timing of our cash provided by operating activities. See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for more information about our regulatory frameworks.

Ameren

Ameren’s cash provided by operating activities increased $199 million in 2024, compared with 2023. The following items contributed to the increase:

•A $201 million increase resulting from increased customer collections primarily from base rate increases effective July 9, 2023, at Ameren Missouri pursuant to the June 2023 electric rate order, base rate increases effective November 28, 2023, at Ameren Illinois pursuant to the November 2023 natural gas rate order and electric transmission rate base growth, and increased customer collections under cost recovery mechanisms at Ameren Illinois, partially offset by lower customer collections under cost recovery mechanisms at Ameren Missouri.

•A $68 million increase in income tax refunds, net, due to the transfer of production and investment tax credits to unrelated parties and higher income tax refunds primarily due to lower taxable income compared to 2023, mainly driven by the adoption of IRS-issued guidance for the 2024 tax year that provided a safe harbor method of accounting for the capitalization or deduction of certain expenditures to maintain, repair, replace, or improve natural gas distribution property.

•A $37 million increase due to higher purchases of materials and supplies inventories in 2023 to support operations as levels were increased to mitigate against potential supply disruptions.

•A $33 million increase due to the absence of nuclear refueling and maintenance outage payments in 2024 related to the Callaway Energy Center. The last scheduled refueling and maintenance outage was in the fall of 2023.

•A $24 million increase due to higher major storm restoration costs in 2023, primarily at Ameren Illinois, due to storms in the summer of 2023.

•A $22 million increase due to insurance proceeds received in 2024 related to workers’ compensation payments made in the 2023 at Ameren Illinois.

•A $20 million increase due to higher coal purchases in 2023 to bring coal inventories back to targeted levels after transportation delays experienced in 2022.

•A $20 million decrease in payments related to charitable donations.

•A $16 million increase due to workers’ compensation payments made in 2023 at Ameren Illinois.

The following items partially offset the increase in Ameren’s cash from operating activities between periods:

•A $148 million increase in net collateral posted with counterparties, primarily due to changes in the market prices of power, natural gas, and other fuels.

•A $65 million increase in interest payments, primarily due to an increase in the average outstanding debt and an increase in interest rates.

•A $32 million increase in the cost of natural gas held in storage, primarily at Ameren Illinois, due to changes in the market price of natural gas.

Ameren Missouri’s cash provided by operating activities increased $182 million in 2024, compared with 2023. The following items contributed to the increase:

•A $117 million increase in income tax refunds, net, due to the transfer of production and investment tax credits to unrelated parties, as well as an income tax refund from Ameren (parent), pursuant to the tax allocation agreement, primarily due to lower taxable income compared to 2023.

•A $49 million increase resulting from increased customer collections primarily from base rate increases effective July 9, 2023, pursuant to the June 2023 electric rate order, partially offset by lower customer collections under cost recovery mechanisms.

•A $40 million increase due to higher purchases of materials and supplies inventories in 2023 to support operations as levels were increased to mitigate against potential supply disruptions.

•A $33 million increase due to the absence of nuclear refueling and maintenance outage payments in 2024 related to the Callaway Energy Center. The last scheduled refueling and maintenance outage was in the fall of 2023.

•A $31 million increase due to the timing of payments for accounts payable and prepaid expenses.

•A $20 million increase due to higher coal purchases in 2023 to bring coal inventories back to targeted levels after transportation delays experienced in 2022.

The following items partially offset the increase in Ameren Missouri’s cash from operating activities between periods:

•A $99 million increase in net collateral posted with counterparties, primarily due to changes in the market prices of power, natural gas, and other fuels.

•A $19 million increase in interest payments, primarily due to an increase in the average outstanding debt and an increase in interest rates.

Ameren Illinois’ cash provided by operating activities increased $271 million in 2024, compared with 2023. The following items contributed to the increase:

•A $148 million increase due to an income tax refund from Ameren (parent), pursuant to the tax allocation agreement, primarily due to lower taxable income compared to 2023, mainly driven by the adoption of IRS issued guidance for the 2024 tax year that provided a safe harbor method of accounting for the capitalization or deduction of certain expenditures to maintain, repair, replace, or improve natural gas distribution property.

•A $139 million increase resulting from increased customer collections primarily from base rate increases effective November 28, 2023, pursuant to the November 2023 natural gas rate order and electric transmission rate base growth, and by increased customer collections under cost recovery mechanisms.

•A $34 million increase due to the timing of payments for accounts payable and prepaid expenses.

•A $22 million increase due to insurance proceeds received in 2024 related to workers’ compensation payments made in 2023.

•A $20 million increase due to workers’ compensation payments made in 2023.

•A $19 million increase due to higher major storm restoration costs in 2023 due to storms in the summer of 2023.

The following items partially offset the increase in Ameren Illinois’ cash from operating activities between periods:

•A $43 million increase in net collateral posted with counterparties, primarily due to changes in the market prices of power and natural gas.

•A $29 million increase in the cost of natural gas held in storage due to changes in the market price of natural gas.

•An $18 million increase in interest payments, primarily due to an increase in the average outstanding debt and an increase in interest rates.

Cash Flows from Investing Activities

Ameren’s cash used in investing activities increased $658 million during 2024, compared with 2023, primarily as a result of a $722 million increase in capital expenditures, largely resulting from the acquisitions and completion of the Cass County, Boomtown, and Huck Finn energy centers at Ameren Missouri. Ameren’s increase in capital expenditures was partially offset by decreased expenditures for electric transmission infrastructure upgrades, reduced expenditures for electric distribution infrastructure upgrades and natural gas infrastructure upgrades due to steps taken by Ameren Illinois to align its 2024 operations with the ICC’s MYRP orders and November 2023 natural gas rate order, and due to decreased storm-related expenditures of $92 million at Ameren Illinois. Ameren’s cash used in investing activities was also partially offset by an $83 million decrease due to the timing of nuclear fuel expenditures.

Ameren Missouri’s cash used in investing activities increased $938 million during 2024, compared with 2023, primarily as a result of a $952 million increase in capital expenditures, largely resulting from the acquisitions and completion of the Cass County, Boomtown, and Huck Finn energy centers. Ameren Missouri’s cash used in investing activities also increased as a result of a $43 million increase in net money pool advances, and was partially offset by an $83 million decrease due to the timing of nuclear fuel expenditures.

Ameren Illinois’ cash used in investing activities decreased $267 million during 2024, compared with 2023, due to a decrease in capital expenditures, largely resulting from decreased expenditures for electric transmission infrastructure upgrades. Ameren Illinois’ capital expenditures also decreased as a result of reduced expenditures for electric distribution infrastructure upgrades and natural gas infrastructure upgrades due to steps taken by Ameren Illinois to align its 2024 operations with the ICC’s MYRP orders and November 2023 natural gas rate order, and due to decreased storm-related expenditures of $92 million.

Capital Expenditures

The following charts present our capital expenditures for the years ended December 31, 2024 and 2023:

(a)Includes Other capital expenditures of $6 million and $(18) million for the years ended December 31, 2024 and 2023, respectively, which includes amounts for the elimination of intercompany transfers.

Ameren’s 2024 capital expenditures consisted of expenditures made by its subsidiaries, including $134 million by ATXI and other electric transmission subsidiaries. Ameren’s 2023 capital expenditures consisted of expenditures made by its subsidiaries, including $124 million by ATXI and other electric transmission subsidiaries. In both years, capital expenditures were made principally to maintain, upgrade, and improve the reliability of the transmission and distribution systems of Ameren Missouri and Ameren Illinois by investing in substation upgrades, energy center projects, and smart-grid technology. Additionally, the Ameren Companies invested in various software projects.

The following table presents Ameren’s estimate of capital expenditures that will be incurred from 2025 through 2029, including construction expenditures, allowance for funds used during construction, and expenditures for compliance with existing environmental regulations:

Ameren Missouri’s estimated capital expenditures include transmission, distribution, grid modernization, and generation-related investments, primarily renewable and natural gas generation, as well as expenditures for compliance with environmental regulations. Ameren Illinois’ estimated capital expenditures are primarily for electric and natural gas transmission and distribution-related investments.

In February 2025, Ameren Missouri filed an update to its Smart Energy Plan with the MoPSC, which includes a five-year capital investment overview with a detailed one-year plan for 2025. The plan is designed to upgrade Ameren Missouri’s electric infrastructure and includes investments that will upgrade the grid and accommodate more renewable energy. Investments under the plan are expected to total approximately $16.2 billion over the five-year period from 2025 through 2029, with expenditures largely recoverable under the PISA. Ameren Missouri’s Smart Energy Plan includes approximately $1 billion in capital expenditures that may be necessary to comply with regulations issued by the EPA in 2024 relating to CO 2 emissions and MATS, if such regulations are not revised or overturned. See Note 14 – Commitments and Contingencies under Part II, Item 8, of this report, for additional information on the EPA regulations. The Smart Energy Plan excludes investments in its natural gas distribution business, as well as removal costs, net of salvage.

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, significant changes in environmental regulations, 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.

In 2021, the MISO issued a report outlining a preliminary long-range transmission planning roadmap of projects through 2039, which considers the rapidly changing generation mix within MISO resulting from significant additions of renewable generation, actual and expected generation plant closures, and state mandates or goals for clean energy or carbon emissions reductions. In 2022, the MISO approved the first tranche of projects under the roadmap. A portion of these projects were assigned to various utilities, of which Ameren was awarded projects that are estimated to cost approximately $1.8 billion, based on the MISO’s cost estimate. Related to these projects, Ameren began substation upgrades in May 2024 in advance of transmission line construction, which is expected to begin in 2026, with forecasted completion dates near the end of this decade. In addition, the MISO awarded three competitive bid projects to ATXI that represent a total estimated investment of approximately $220 million for ATXI. Also in December 2024, the MISO approved a first set of second tranche projects. A portion of these projects were assigned to Ameren and are estimated to cost approximately $1.3 billion, based on the MISO’s cost estimate. The first set of second tranche projects also includes competitive bid projects that are estimated to cost $6.5 billion, which includes projects located in Illinois that are estimated to cost $1.8 billion, based on the MISO’s cost estimate. The competitive bid process is expected to take place through 2026. The MISO is assessing future long-range transmission scenarios in the first quarter of 2025 and development of a second set of second tranche projects will follow this assessment.

Environmental Capital Expenditures

Ameren Missouri will continue to incur costs to comply with federal and state regulations, including those requiring the reduction of SO 2, NOx, CO 2, and mercury emissions from its coal-fired energy centers, compliance with the CCR Rule, and potential modifications to cooling water intake structures at existing power plants under Clean Water Act rules. See Note 14 – Commitments and Contingencies under Part II, Item 8, of this report for a discussion of existing and proposed environmental laws that affect, or may affect, our facilities and capital expenditures to comply with such laws.

Cash Flows from Financing Activities

Cash provided by, or used in, financing activities is a result of our financing needs, which depend on the level of cash provided by operating activities, the level of cash used in investing activities, the level of dividends, and our long-term debt maturities, among other things.

Ameren’s cash provided by financing activities increased $459 million during 2024, compared with 2023. During 2024, Ameren utilized net proceeds of $2.5 billion from the issuance of long-term debt for capital expenditures, to repay then-outstanding short-term debt, to repay $49 million of maturities of long-term debt at ATXI, andto finance energy transition costs related to the accelerated retirement of the Rush Island Energy Center, which included the remaining unrecovered net plant balance associated with the facility, among other costs. In addition, Ameren utilized proceeds from net commercial paper issuances of $607 million, aggregate cash proceeds of $273 million from the issuance of common stock under the ATM program, the DRPlus, and the 401(k) plan, and cash provided by operating activities to repay $800 million of long-term debt maturities at Ameren (parent) and Ameren Missouri, and to fund, in part, capital expenditures. In comparison, in 2023, Ameren utilized net proceeds of $2.3 billion from the issuance of long-term debt for general corporate purposes, for capital expenditures, to repay then-outstanding short-term debt, and to repay $100 million of maturities of long-term debt. Ameren also repaid net commercial borrowings totaling $533 million. In addition, Ameren utilized aggregate cash proceeds of$346 million from the issuance of common stock under the ATM program, the DRPlus, and the 401(k) plan, andcash provided by operating activities to fund, in part, capital expenditures. During 2024, Ameren paid common stock dividends of $714 million, compared with $662 million in dividend payments in 2023.

Ameren Missouri’s cash provided by financing activities increased $766 million during 2024, compared with 2023. During 2024, Ameren Missouri utilized net proceeds of $1.8 billion from the issuance of long-term debt for capital expenditures, to repay then-outstanding short-term debt, andto finance energy transition costs related to the accelerated retirement of the Rush Island Energy Center, which included the remaining unrecovered net plant balance associated with the facility, among other costs. In addition, Ameren Missouri repaid $350 million of long-term debt maturities, $170 million of net commercial paper borrowings, and $306 million of money pool borrowings. During 2024, Ameren Missouri also utilized capital contributions from Ameren (parent) of $476 million along with cash provided by operating activities to fund, in part, capital expenditures. In comparison, in 2023, Ameren Missouri utilized net proceeds of $499 million from the issuance of long-term debt for capital expenditures and to repay then-outstanding short-term debt. Ameren Missouri also repaid net commercial paper borrowings totaling $159 million. In addition, during 2023, Ameren Missouri utilized net proceeds of $306 million from money pool borrowings along with cash provided by operating activities to fund, in part, capital expenditures.

Ameren Illinois’ cash provided by financing activities decreased $513 million during 2024, compared with 2023. During 2024, Ameren Illinois utilized net proceeds of $624 million from the issuance of long-term debt to repay then-outstanding short-term debt. In addition, Ameren Illinois repaid net commercial paper borrowings of $277 million and money pool borrowings of $98 million. During 2024, Ameren Illinois also utilized capital contributions from Ameren (parent) of $36 million along with cash provided by operating activities to fund, in part, capital expenditures. In comparison, in 2023, Ameren Illinois utilized net proceeds of $498 million from the issuance of long-term debt to repay then-outstanding short-term debt and $100 million of long-term debt maturities. In addition, Ameren Illinois utilized proceeds from net commercial paper issuances of $102 million, proceeds of $135 million from money pool borrowings, and capital contributions from Ameren (parent) of $91 million along with cash provided by operating activities to fund, in part, capital expenditures. During 2024, Ameren Illinois paid common stock dividends of $110 million, compared with $41 million in dividend payments in 2023.

Short-term Debt and Liquidity

The liquidity needs of the Ameren Companies are supported through the use of available cash, drawings under committed credit agreements, commercial paper issuances, and/or, in the case of Ameren Missouri and Ameren Illinois, short-term affiliate borrowings. See Note 4 – Short-term Debt and Liquidity under Part II, Item 8, of this report for additional information on credit agreements, commercial paper issuances, Ameren’s money pool arrangements and related borrowings, and relevant interest rates.

The following table presents Ameren’s consolidated net available liquidity as of December 31, 2024:

(a) The maximum aggregate amount available to both Ameren (parent) and Ameren Missouri under the Missouri Credit Agreement is $1 billion.

(b) The maximum aggregate amount available to Ameren (parent) and Ameren Illinois under the Illinois Credit Agreement is $700 million and $1 billion, respectively.

(c) Does not include Ameren’s forward equity sale agreements. See Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report for additional information.

The Credit Agreements, among other things, provide $2.6 billion of credit until maturity in December 2028. See Note 4 – Short-term Debt and Liquidity under Part II, Item 8, of this report for additional information on the Credit Agreements. During the year ended December 31, 2024, Ameren (parent), Ameren Missouri, and Ameren Illinois each issued commercial paper. Borrowings under the Credit Agreements and commercial paper issuances are based upon available interest rates at that time of the borrowing or issuance.

Ameren has a money pool agreement with and among its utility subsidiaries to coordinate and to provide for certain short-term cash and working capital requirements. As short-term capital needs arise, and based on availability of funding sources, Ameren Missouri and Ameren Illinois will access funds from the utility money pool, the Credit Agreements, or the commercial paper programs depending on which option has the lowest interest rates.

The issuance of short-term debt securities by Ameren’s utility subsidiaries is subject to FERC approval under the Federal Power Act. In January 2025, the FERC issued orders authorizing Ameren Missouri, Ameren Illinois, and ATXI to issue up to $1.4 billion, $1 billion, and $500 million, respectively, of short-term debt securities through January 2027.

The Ameren Companies continually evaluate the adequacy and appropriateness of their liquidity arrangements for changing business conditions. When business conditions warrant, changes may be made to the existing Credit Agreements or to other borrowing arrangements, or other arrangements may be made.

Long-term Debt and Equity

The following table presents Ameren’s issuances (net of any issuance premiums or discounts) of long-term debt and equity, as well as redemptions and maturities of long-term debt for the years ended December 31, 2024 and 2023. For additional information related to the terms and uses of these issuances and effective registration statements, and Ameren’s forward sale agreements relating to common stock, see Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report. For information on capital contributions received by Ameren Missouri and Ameren Illinois from Ameren (parent), see Note 13 – Related-party Transactions under Part II, Item 8, of this report.

(a) These securitized utility tariff bonds were issued by AMF. The securitized tariff bondholders have no recourse to Ameren Missouri.

(b) Ameren issued a total of 0.5 million and 0.6 million shares of common stock under its DRPlus and 401(k) plan in 2024 and 2023, respectively.

(c) Excludes a $7 million and $7 million receivable at December 31, 2024 and 2023, respectively.

(d) Ameren issued 2.9 million and 3.2 million shares of common stock under the ATM program in 2024 and 2023, respectively.

(e) Excludes 0.2 million and 0.5 million shares of common stock valued at $16 million and $40 million issued for no cash consideration in connection with stock-based compensation in 2024 and 2023, respectively.

(f) In January 2023, Ameren Missouri and Audrain County mutually agreed to terminate a financing obligation agreement related to the CT energy center in Audrain County, which was scheduled to expire in December 2023. No cash was exchanged in connection with the termination of the agreement as the $240 million principal amount of the financing obligation due from Ameren Missouri was equal to the amount of bond service payments due to Ameren Missouri.

(g) Excludes Ameren (parent)’s November and December 2024 purchases ofsenior secured notes and first mortgage bonds issued by Ameren Missouri and first mortgage bonds issued by Ameren Illinois for $44 million in aggregate.

The Ameren Companies may sell securities registered under their effective registration statements if market conditions and capital requirements warrant such sales. Any offer and sale will be made only by means of a prospectus that meets the requirements of the Securities Act of 1933 and the rules and regulations thereunder.

Indebtedness Provisions and Other Covenants

At December 31, 2024, the Ameren Companies were in compliance with the provisions and covenants contained within their credit agreements, indentures, and articles of incorporation, as applicable, and ATXI was in compliance with the provisions and covenants contained in its note purchase agreements. See Note 4 – Short-term Debt and Liquidity and Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report for a discussion of covenants and provisions (and applicable cross-default provisions) contained in our credit agreements, certain of the Ameren Companies’ indentures and articles of incorporation, and ATXI’s note purchase agreements.

We consider access to short-term and long-term capital and credit markets to be a significant source of funding for capital requirements not satisfied by cash provided by our operating activities. Inability to raise capital on reasonable terms, particularly during times of uncertainty in the capital and credit markets, could negatively affect our ability to maintain and expand our businesses. After assessing its current operating performance, liquidity, and credit ratings (see Credit Ratings below), Ameren, Ameren Missouri, and Ameren Illinois each believes that it will continue to have access to the capital and credit markets on reasonable terms. However, events beyond Ameren’s, Ameren Missouri’s, and Ameren Illinois’ control may create uncertainty in the capital and credit markets or make access to the capital and credit markets uncertain or limited. Such events could increase our cost of capital and adversely affect our ability to access the capital and credit markets.

Dividends

Ameren paid to its shareholders common stock dividends totaling $714 million, or $2.68 per share, in 2024 and $662 million, or $2.52 per share, in 2023. The amount and timing of dividends payable on Ameren’s common stock are within the sole discretion of Ameren’s board of directors. Ameren’s board of directors has not set specific targets or payout parameters when declaring common stock dividends, but it considers various factors, including Ameren’s overall payout ratio, payout ratios of our peers, projected cash flow and potential future cash flow requirements, historical earnings and cash flow, projected earnings, impacts of regulatory orders or legislation, and other key business considerations. Ameren expects its dividend payout ratio to be between 55% and 65% of earnings over the next few years. On February 7, 2025, the board of directors of Ameren declared a quarterly dividend on Ameren’s common stock of 71 cents per share, payable on March 31, 2025, to shareholders of record on March 11, 2025.

Certain of our financial agreements and corporate organizational documents contain covenants and conditions that, among other things, restrict the Ameren Companies’ payment of dividends in certain circumstances.

Ameren Illinois’ articles of incorporation require its dividend payments on common stock to be based on ratios of common stock to total capitalization and other provisions with respect to certain operating expenses and accumulations of earned surplus. Additionally, Ameren has committed to the FERC to maintain a minimum of 30% equity in the capital structure at Ameren Illinois.

Ameren Missouri and Ameren Illinois, as well as certain other nonregistrant Ameren subsidiaries, are subject to Section 305(a) of the Federal Power Act, which makes it unlawful for any officer or director of a public utility, as defined in the Federal Power Act, to participate in the making or paying of any dividend from any funds “properly included in capital account.” The FERC has consistently interpreted the provision to allow dividends to be paid as long as (1) the source of the dividends is clearly disclosed, (2) the dividends are not excessive, and (3) there is no self-dealing on the part of corporate officials. At a minimum, Ameren believes that dividends can be paid by its subsidiaries that are public utilities from net income and from retained earnings. In addition, under Illinois law, Ameren Illinois and ATXI may not pay any dividend on their respective stock unless, among other things, their respective earnings and earned surplus are sufficient to declare and pay a dividend after provisions are made for reasonable and proper reserves, or unless Ameren Illinois or ATXI has specific authorization from the ICC.

At December 31, 2024, the amount of restricted net assets of Ameren’s subsidiaries that may not be distributed to Ameren in the form of a loan or dividend was $4.0 billion.

The following table presents common stock dividends declared and paid by Ameren Corporation to its common shareholders and by Ameren subsidiaries to their parent, Ameren:

Ameren Missouri and Ameren Illinois each have issued preferred stock, which provide for cumulative dividends. Each company’s board of directors considers the declaration of preferred stock dividends to shareholders of record on a certain date, stating the date on which the dividend is payable and the amount to be paid. See Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report for further detail concerning the preferred stock issuances.

Credit Ratings

Our credit ratings affect our liquidity, our access to the capital and credit markets and credit markets, our cost of borrowing under our credit facilities and our commercial paper programs, and our collateral posting requirements under commodity contracts.

The following table presents the principal credit ratings of the Ameren Companies by Moody’s and S&P effective on the date of this report:

A credit rating is not a recommendation to buy, sell, or hold securities. It should be evaluated independently of any other rating. Ratings are subject to revision or withdrawal at any time by the rating organization.

Collateral Postings

Any weakening of our credit ratings may reduce access to capital and trigger additional collateral postings and prepayments. Such changes may also increase the cost of borrowing, resulting in an adverse effect on earnings. Cash collateral postings and prepayments made with external parties, including postings related to exchange-traded contracts, were immaterial, and cash collateral posted by external parties were $58 million for Ameren and Ameren Illinois at December 31, 2024. A sub-investment-grade issuer or senior unsecured debt rating (below “Baa3” from Moody’s or below “BBB-” from S&P) at December 31, 2024, could have resulted in Ameren, Ameren Missouri, or Ameren Illinois being required to post additional collateral or other assurances for certain trade and contractual obligations amounting to $740 million, $699 million, and $41 million, respectively.

Changes in commodity prices could trigger additional collateral postings and prepayments. Based on credit ratings at December 31, 2024, if market prices were 15% higher or lower than December 31, 2024 levels in the next 12 months and 20% higher or lower thereafter through the end of the term of the commodity contracts, then Ameren, Ameren Missouri, or Ameren Illinois could be required to post an immaterial amount, compared to each company’s liquidity, of collateral or provide other assurances for certain trade and contractual obligations.

Our electric generation, transmission, and distribution and natural gas distribution and storage operations must comply with a variety of statutes and regulations relating to the protection of the environment and human health and safety, including permitting programs implemented by federal, state, and local authorities. Such environmental laws regulate air emissions; protect water bodies; manage the handling and disposal of hazardous substances and waste materials; siting and land use requirements; and potential ecological impacts. See Note 14 – Commitments and Contingencies under Part II, Item 8, of this report for a discussion of existing and proposed environmental laws, including those that relate to climate change, that affect, or may affect, our facilities, operations, and capital expenditures to comply with such laws. The individual or combined effects of compliance with existing and new environmental regulations could result in significant capital expenditures, increased operating costs, or the closure or alteration of operations at some of Ameren Missouri’s energy centers.

Additionally, international agreements have in the past, and could again, lead to future federal or state legislation or regulations. In 2015, the United Nations Framework Convention on Climate Change reached consensus among approximately 190 nations on an agreement, known as the Paris Agreement, that establishes a framework for greenhouse gas mitigation actions by all countries, with a goal of holding the increase in global average temperature to below 2 degrees Celsius above pre-industrial levels and an aspiration to limit the increase to 1.5 degrees Celsius. In accordance with the new presidential administration’s approach to United States energy policy, in January 2025, the United States withdrew from the Paris Agreement. The current federal administration is expected to review, and has already revised, compliance requirements under a number of federal environmental regulatory programs; however, differences in energy policy priorities adopted by future federal administrations could result in additional greenhouse gas reduction requirements in the United States.

We provide information regarding our sustainability initiatives through our website, including in our annual sustainability report, our responses to the annual climate change and water surveys conducted by CDP, and a sustainability investor presentation. In addition, we issue an annual report in accordance with the Edison Electric Institute’s (EEI) and American Gas Association’s (AGA) environmental, social, governance and sustainability-related reporting program. We also issue a periodic climate risk report aligned with the Task Force on Climate-related Financial Disclosures (TCFD) and a report on our management of CCR. Additionally, we have posted a Sustainability Accounting Standards Board (SASB) mapping of sustainability data. The reports may be updated at any time. The information on Ameren’s website, including the reports and documents mentioned in this paragraph, is not incorporated by reference into this report.