Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(d) On August 15, 2022, the Board of Directors (the "Board") of General Motors
Company ("GM") elected Joanne Crevoiserat as a member of the Board. The Board
has determined that Ms. Crevoiserat 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. Crevoiserat has not yet been named
to any committees of the Board.
There are no arrangements or understandings between Ms. Crevoiserat and any
other person pursuant to which she was selected as a director, and there are no
relationships or transactions to which Ms. Crevoiserat 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. Crevoiserat will receive
an annual retainer of $305,000 for her 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. Crevoiserat is required to defer 50% of her annual Board retainer into GM's
Deferred Share Units ("DSUs") and may elect to defer all or 50% of her remaining
Board compensation into additional DSUs. Amounts deferred and credited as DSUs
under the Plan will not be available to Ms. Crevoiserat until such time as she
retires or otherwise leaves the Board, at which time she will receive a cash
payment or payments based on the number of DSUs in her 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. Crevoiserat 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 August 16, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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