UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) December 18, 2009
GENERAL MOTORS COMPANY
(Exact Name of Company as Specified in its Charter)
| 333-160471 | DELAWARE | 27-0756180 | ||
| (Commission File Number) |
(State or other jurisdiction of incorporation) |
(I.R.S. Employer Identification No.) |
| 300 Renaissance Center, Detroit, Michigan | 48265-3000 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(313) 556-5000
(Company’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the company under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17-CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Christopher P. Liddell, age 51, has been elected Vice Chairman and Chief Financial Officer of General Motors Company (the Company) effective January 1, 2010. Mr. Liddell has been Senior Vice President, Finance and Administration and Chief Financial Officer with Microsoft Corporation from May 2005 until December 2009, and previously served as Senior Vice President and Chief Financial Officer with International Paper Company from March 2003 to April 2005.
Upon commencement of employment with the Company, Mr. Liddell’s annual cash base salary will be $750,000, and he will participate in the benefit plans currently available to executive officers as described in the Company’s Current Report on Form 8-K dated August 7, 2009, and as set forth as exhibits to various periodic filings by the Company. He will also receive a portion of his salary in the form of salary stock, awarded pursuant to the provisions of the 2009 Salary Stock Plan, in the amount of $3,450,000, which will be delivered ratably over three years beginning in 2012. In addition, he will receive a grant of restricted stock units under the 2009 Long-Term Incentive Plan valued at $2,000,000. This grant will vest in three years and may be redeemed in 25% installments for each 25% installment of GM’s TARP loan obligations that are repaid. Mr. Liddell’s compensation has been reviewed and approved by the Special Master for TARP Compensation.
Mr. Liddell has no other reportable relationships with the Company or its affiliates.
General Motors Company announced the foregoing personnel change in a press release issued on December 21, 2009. That press release is filed herewith as Exhibit 99.1.
The Company’s current Chief Financial Officer, Ray G. Young, will become Vice President, International Operations effective February 1, 2010.
| ITEM 9.01 | Financial Statements and Exhibits |
| Exhibit |
Description | |
| 99.1 | Press Release Dated December 21, 2009 | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GENERAL MOTORS COMPANY (Company) | ||||
| Date: December 23, 2009 | By: | /S/ NICK S. CYPRUS | ||
| Nick S. Cyprus | ||||
| Vice President, Controller and Chief Accounting Officer | ||||
Exhibit 99.1
For Release: 11 a.m. EST
December 21, 2009
CHRIS LIDDELL NAMED GM VICE CHAIRMAN AND CFO
DETROIT – Chris Liddell has been appointed General Motors vice chairman and chief financial officer, it was announced today. Liddell was most recently CFO for Microsoft Corp., a post he held since May, 2005.
“Chris brings a depth and experience to this job that were unmatched in our search for a new financial leader,” said Ed Whitacre, GM chairman and CEO. “Chris will lead our financial and accounting operations on a global basis and will report directly to me. We’re also looking to his experience and insights in corporate strategy as a member of the senior leadership team in helping our restructuring efforts.”
Liddell will start with GM in the new year. While at Microsoft, Liddell was responsible for leading Microsoft Corp.’s worldwide finance organization, which included overseeing acquisitions, corporate strategy, treasury activities, tax planning, accounting and reporting, internal audit, and investor relations. He is leaving Microsoft on December 31 of this year.
Before joining Microsoft, Liddell was CFO at International Paper Co., the world’s largest forest products company, with similar responsibilities. Prior to that, he was chief executive officer of Carter Holt Harvey Ltd., then New Zealand’s second-largest listed company. He also has worked as an investment banker as managing director and joint CEO for CS First Boston NZ Ltd.
Liddell, 51, holds an engineering degree with honors from the University of Auckland, New Zealand, and a Master of Philosophy degree from Oxford University in England. He has served as director of the New Zealand Rugby Union and governor of the New Zealand Sports Foundation. He is a distinguished alumnus of the University of Auckland. Liddell was a member of the Securities and Exchange Commission’s Advisory Committee on Improvements to Financial Reporting.
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About General Motors: General Motors, one of the world’s largest automakers, traces its roots back to 1908. With its global headquarters in Detroit, GM employs 209,000 people in every major region of the world and does business in some 140 countries. GM and its strategic partners produce cars and trucks in 34 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel, Vauxhall and Wuling. GM’s largest national market is the United States, followed by China, Brazil, the United Kingdom, Canada, Russia and Germany. GM’s OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors acquired operations from General Motors Corporation on July 10, 2009, and references to prior periods in this and other press materials refer to operations of the old General Motors Corporation. More information on the new General Motors can be found at www.gm.com.
Contacts:
Tom Wilkinson
313-667-0366 (o)
313-378-6233 (c)
tom.wilkinson@gm.com
Randy Arickx
313-667-0006 (o)
313-268-7070 (c)
randy.arickx@gm.com