8-K
General Motors Co DE false 0001467858 0001467858 2021-10-05 2021-10-05

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): October 5, 2021

 

 

GENERAL MOTORS COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

DELAWARE   001-34960   27-0756180

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

300 Renaissance Center, Detroit, Michigan   48265-3000
(Address of principal executive offices)   (Zip Code)

(313) 667-1500

Registrant’s telephone number, including area code

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant 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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.01 par value   GM   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On October 5, 2021, the Board of Directors (the “Board”) of General Motors Company (“GM”) elected Aneel Bhusri as a member of the Board. The Board has determined that Mr. Bhusri is an independent director under New York Stock Exchange listing standards and GM’s independence guidelines, as set forth in its Corporate Governance Guidelines. Mr. Bhusri has not yet been named to any committees of the Board.

Like the other non-employee members of the Board, Mr. Bhusri will receive an annual retainer of $305,000 for his service on the Board (prorated to reflect the date his service began) and personal accident insurance and may elect to participate in the company vehicle program.

Under the General Motors Company Deferred Compensation Plan for Non-Employee Directors (the “Plan”), Mr. Bhusri is required to defer 50 percent of his annual Board retainer into GM’s Deferred Share Units (“DSUs”) and may elect to defer all or 50 percent of his remaining Board compensation in additional DSUs. Amounts deferred and credited as DSUs under the Plan will not be available until after Mr. Bhusri retires or otherwise leaves the Board, at which time he will receive a cash payment or payments based on the number of DSUs in his account, valued at the average daily market price for the quarter immediately preceding payment.

A copy of the press release announcing Mr. Bhusri ’s election is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits

EXHIBIT

 

Exhibit   

Description

Exhibit 99.1    Press Release issued by General Motors Company dated October 5, 2021.
Exhibit 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.

 

  GENERAL MOTORS COMPANY
  (Registrant)
By:  

/s/ Ann Cathcart Chaplin

  Ann Cathcart Chaplin
  Corporate Secretary & Deputy General Counsel

Date: October 8, 2021

EX-99.1

Exhibit 99.1

News

Software Innovator Aneel Bhusri Joins GM’s Board of Directors

Tue, October 5, 2021

Co-founder, co-CEO and chairman of Workday is GM’s third new director this year

DETROIT – General Motors Co. (NYSE: GM) announced today that transformational technology leader Aneel Bhusri, the co-founder, co-CEO and chairman of Workday, Inc., is joining its Board of Directors.

GM now has 13 directors with the addition of Bhusri. The company’s 12 independent directors have senior leadership and board experience in manufacturing, information technology, digital commerce, retail, higher education, investment management, international affairs, defense, transportation, cybersecurity, and pharmaceuticals, among other fields. Six of GM’s independent directors are women.

“Aneel’s entrepreneurial experience in software and venture capital will benefit GM as we transform the company to better serve our customers, employees and stakeholders,” said GM Chair and CEO Mary Barra. “Adding this type of expertise to our board will help us drive value for shareholders and other GM stakeholders, especially during this period of technological change and growth.”

In 2005, Bhusri co-founded Workday, a company that has grown to become a leading provider of enterprise cloud applications for finance and human resources. He previously held leadership positions at PeopleSoft including vice chairman of the Board.

He is an advisor at Greylock Partners, a leading venture capital firm, a member of the Board of Trustees at Stanford University and serves on the Board of Directors at the Memorial Sloan Kettering Cancer Center. Bhusri earned an MBA from Stanford University and an undergraduate degree in electrical engineering and economics from Brown University. He is a Crown Fellow at the Aspen Institute.

“A massive technological and cultural transformation is taking place at GM that will help usher in an era of cleaner, safer transportation,” said Bhusri. “I look forward to working with GM management and my fellow directors to help the company capitalize on the tremendous opportunity in front of it, especially as it builds value for all stakeholders, and helps build a safer and more sustainable future.”

Bhusri is the third addition to GM’s Board this year. Meg Whitman, a technology leader and former head of Hewlett Packard Enterprise, and Mark Tatum, deputy commissioner and chief operating officer of the National Basketball Association, joined GM’s Board in March.


General Motors (NYSE:GM) is a global company focused on advancing an all-electric future that is inclusive and accessible to all. At the heart of this strategy is the Ultium battery platform, which will power everything from mass-market to high-performance vehicles. General Motors, its subsidiaries and its joint venture entities sell vehicles under the Chevrolet, Buick, GMC, Cadillac, Baojun and Wuling brands. More information on the company and its subsidiaries, including OnStar, a global leader in vehicle safety and security services, can be found at https://www.gm.com.

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CONTACT:

Jim Cain

GM Communications

313-407-2843

james.cain@gm.com