SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0362
Estimated average burden
hours per response:			1.0

Â Â

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Â Â

Form 3 Holdings Reported.

Â Â

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

FORD WILLIAM CLAY JR

(Last)

(First)

(Middle)

FORD MOTOR COMPANY

ONE AMERICAN ROAD

(Street)

DEARBORN

48126

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FORD MOTOR CO [ F ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Exec. Chairman and Chairman

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Stock, $0.01 par value	12/04/2020		G	1,605	A	$0.00	97,137	I	By Voting Trust - Spouse⁽¹⁾
Class B Stock, $0.01 par value	12/04/2020		G	20,871	D	$0.00	11,017,088	I	By Voting Trust - Individually⁽²⁾
Class B Stock, $0.01 par value	12/18/2020		G	1,666	A	$0.00	11,018,754	I	By Voting Trust - Individually⁽²⁾
Class B Stock, $0.01 par value	12/04/2020		G	9,633	A	$0.00	175,413	I	By Voting Trust - Children⁽³⁾
Class B Stock, $0.01 par value	12/18/2020		G	4,998	A	$0.00	180,411	I	By Voting Trust - Children⁽³⁾
Class B Stock, $0.01 par value	12/21/2020		G	3,370	D	$0.00	177,041	I	By Voting Trust - Children⁽³⁾
Class B Stock, $0.01 par value	12/04/2020		G	3,211	A	$0.00	3,554,155	I	By Voting Trust - As Trustee⁽⁴⁾
Class B Stock, $0.01 par value	12/18/2020		G	1,666	A	$0.00	3,555,821	I	By Voting Trust - As Trustee⁽⁴⁾
Class B Stock, $0.01 par value							230,570	I	By Voting Trust - Annuity Trusts⁽⁵⁾
Common Stock, $0.01 par value							156,957	I	By Company Plan
Common Stock, $0.01 par value							1	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
BEP Ford Stock Fund Units	⁽⁶⁾						⁽⁶⁾	⁽⁶⁾	Common Stock, $0.01 par value	196,364⁽⁶⁾		196,364⁽⁶⁾	D
Employee Stock Option (Right to Buy)	$12.46						⁽⁷⁾	03/04/2022	Common Stock, $0.01 par value	595,238⁽⁷⁾		595,238⁽⁷⁾	D
Employee Stock Option (Right to Buy)	$14.76						⁽⁸⁾	03/02/2021	Common Stock, $0.01 par value	412,735⁽⁸⁾		412,735⁽⁸⁾	D
Employee Stock Option (Right to Buy)	$15.37						⁽⁹⁾	03/03/2024	Common Stock, $0.01 par value	286,415⁽⁹⁾		286,415⁽⁹⁾	D
Employee Stock Option (Right to Buy)	$12.75						⁽¹⁰⁾	03/03/2023	Common Stock, $0.01 par value	347,912⁽¹⁰⁾		347,912⁽¹⁰⁾	D
Employee Stock Option (Right to Buy)	$6.19						⁽¹¹⁾	07/05/2030	Common Stock, $0.01 par value	2,102,040⁽¹¹⁾		2,102,040⁽¹¹⁾	D
Ford Stock Units	⁽¹²⁾						⁽¹²⁾	⁽¹²⁾	Common Stock, $0.01 par value	3,798⁽¹²⁾		3,798⁽¹²⁾	D
Ford Stock Units	⁽¹³⁾						⁽¹³⁾	⁽¹³⁾	Common Stock, $0.01 par value	317,288⁽¹³⁾		317,288⁽¹³⁾	D
Ford Stock Units	⁽¹⁴⁾						⁽¹⁴⁾	⁽¹⁴⁾	Common Stock, $0.01 par value	134,693⁽¹⁴⁾		134,693⁽¹⁴⁾	D

Explanation of Responses:

1. I am one of four trustees of the voting trust. As shown, it holds 97,137 shares of Class B stock for the benefit of my spouse. I disclaim beneficial ownership of any other shares of Class B stock in said voting trust, unless otherwise provided herein.

2. I am one of four trustees of the voting trust. As shown, it holds 11,018,754 shares of Class B stock for my benefit. I disclaim beneficial ownership of any other shares of Class B stock in said voting trust, unless otherwise provided herein.

3. I am one of four trustees of the voting trust. As shown, it holds 177,041 shares of Class B stock for the benefit of my children. I disclaim beneficial ownership of these shares and of any other shares of Class B stock in said voting trust, unless otherwise provided herein.

4. I am one of four trustees of the voting trust. As shown, it holds 3,555,821 shares of Class B stock for the benefit of trusts, of which I am a trustee, that benefit my family. I disclaim beneficial ownership of any other shares of Class B stock in said voting trust, unless otherwise provided herein.

5. I am one of four trustees of the voting trust. As shown, it holds 230,570 shares of Class B stock for the benefit of grantor retained annuity trusts of which I am the trustee. I disclaim beneficial ownership of any other shares of Class B stock in said voting trust, unless otherwise provided herein.

6. These Ford Stock Fund Units were credited to my account by the Company, without payment by me, in transactions exempt under Rule 16b-3(c), under the Company's Benefit Equalization Plan, and included in my most recent plan statement. In general, these Ford Stock Fund Units will be converted and distributed to me, without payment, in cash, following termination of employment, based on the then current price of a Ford Stock Fund Unit and the then current market value of a share of Common Stock.

7. This option became exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/05/2012), 66% after two years, and in full after three years.

8. This option became exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/03/2011), 66% after two years, and in full after three years.

9. This option became exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/04/2014), 66% after two years, and in full after three years.

10. This option became exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/04/2013), 66% after two years, and in full after three years.

11. This option vests to the extent of 33% of the total award after one year from the date of grant (07/06/2020), 66% after two years, and in full after three years. In addition, the option will not be exercisable until the price of Ford stock closes on the New York Stock Exchange at $9.24 or higher for twenty consecutive business days during any period of the 10-year life of the options.

12. These Ford Stock Units were acquired under the Company's Deferred Compensation Plan for Non-Employee Directors. In general, these Ford Stock Units will be converted and distributed to me, without payment, in cash, on January 10th of the year following termination of Board service, based upon the then current market value of a share of Common Stock.

13. These Ford Restricted Stock Units were acquired under the Company's Long-Term Incentive Plan without payment by me. These Ford Restricted Stock Units will be converted and distributed to me, without payment, in shares of Common Stock to the extent of 156,276 shares on March 19, 2021 and 161,012 shares on March 19, 2022.

14. These Ford Restricted Stock Units were acquired under the Company's Long-Term Incentive Plan without payment by me. These Ford Restricted Stock Units will be converted and distributed to me, without payment, in shares of Common Stock on March 2, 2021.

Remarks:

	Victoria Pool, Attorney-in-Fact	02/10/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.