UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549- 1004
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On March 25, 2021, the Board of Directors (the “Board”) of General Motors Company (“GM”) elected Margaret C. Whitman and Mark A. Tatum as members of the Board. The Board has determined that each of Ms. Whitman and Mr. Tatum is an independent director under New York Stock Exchange listing standards and GM’s independence guidelines, as set forth in its Corporate Governance Guidelines. Ms. Whitman and Mr. Tatum have not yet been named to any committees of the Board.
There are no arrangements or understandings between either Ms. Whitman or Mr. Tatum and any other person pursuant to which they were selected as directors, and there are no relationships or transactions to which either Ms. Whitman or Mr. Tatum is a party that would require disclosure under Item 404(a) of Regulation S-K.
Like the other non-employee members of the Board, Ms. Whitman and Mr. Tatum will each receive an annual retainer of $285,000 for their service on the Board (prorated to reflect the date service began) and personal accident insurance, and will also participate in the company vehicle program.
Under the General Motors Company Deferred Compensation Plan for Non-Employee Directors (the “Plan”), Ms. Whitman and Mr. Tatum are each required to defer 50% of their annual Board retainer into GM’s Deferred Share Units (“DSUs”) and may elect to defer all or 50% of their remaining Board compensation into additional DSUs. Amounts deferred and credited as DSUs under the Plan will not be available to Ms. Whitman or Mr. Tatum, respectively, until such time as they retire or otherwise leave the Board, at which time they will receive a cash payment or payments based on the number of DSUs in their account, valued at the average daily market price for the quarter immediately preceding payment.
A copy of the press release announcing the election of Ms. Whitman and Mr. Tatum to the Board is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit |
Description | |
| 99.1 | Press Release issued by General Motors Company, dated March 25, 2021 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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GENERAL MOTORS COMPANY (Registrant) | |||
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By: | /s/ Ann Cathcart Chaplin | |||
| Date: March 25, 2021 |
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Ann Cathcart Chaplin Corporate Secretary and Deputy General Counsel | |||