-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KnNiY4upGz2BGAzWgy0/QpqiJ7/Napq8EzFX1b6Tmp+ly60DcobhW+94r0bo28U7 cx5213Uhm8QbAwg/NzR6lQ== 0001127602-10-018354.txt : 20100702 0001127602-10-018354.hdr.sgml : 20100702 20100702102917 ACCESSION NUMBER: 0001127602-10-018354 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100315 FILED AS OF DATE: 20100702 DATE AS OF CHANGE: 20100702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kline Terry S CENTRAL INDEX KEY: 0001492156 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-53930 FILM NUMBER: 10933911 MAIL ADDRESS: STREET 1: 300 RENAISSANCE CENTER STREET 2: M/C: 482-C25-A36 CITY: DETROIT STATE: MI ZIP: 48265-3000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: General Motors Co CENTRAL INDEX KEY: 0001467858 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 270756180 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 300 RENAISSANCE CENTER CITY: DETROIT STATE: MI ZIP: 48265-3000 BUSINESS PHONE: 313.556.5000 MAIL ADDRESS: STREET 1: 300 RENAISSANCE CENTER CITY: DETROIT STATE: MI ZIP: 48265-3000 4 1 form4.xml PRIMARY DOCUMENT X0303 4 2010-03-15 0001467858 General Motors Co NO SYMBOL 0001492156 Kline Terry S 300 RENAISSANCE CENTER M/C: 482-C25-A36 DETROIT MI 48265-3000 1 Vice President & CIO Common Stock 2010-03-31 4 M 0 463 0 A 463 D Common Stock 2010-03-31 4 D 0 314 53.98 D 149 D Common Stock 2010-03-31 4 F 0 149 53.98 D 0 D Common Stock 2010-06-30 4 M 0 463 0 A 463 D Common Stock 2010-06-30 4 D 0 314 53.98 D 149 D Common Stock 2010-06-30 4 F 0 149 53.98 D 0 D Restricted Stock Units 0 2010-03-15 4 A 0 6487 0 A Common Stock 6487 6487 D Salary Stock Units 0 2010-03-31 4 A 0 1387 0 A Common Stock 1387 1387 D Salary Stock Units 0 2010-03-31 4 M 0 463 D Common Stock 463 926 D Salary Stock Units 0 2010-06-30 4 A 0 5131 0 A Common Stock 5131 5131 D Salary Stock Units 0 2010-06-30 4 M 0 463 D Common Stock 463 924 D The Initial Statement of Beneficial Ownership on Form 3 that was filed by the reporting person on June 7, 2010, in connection with the effectiveness of the Company's Registration Statement on Form 10, reflected the holdings of shares held by him or her directly and indirectly at the time of the filing of the Form 3. Transactions giving rise to the filing of this Statement of Changes to Beneficial Ownership on Form 4 by the reporting person occurred on June 30, 2010. This transaction is being reported on this Form 4 solely for the purposes of reporting the transactions that occurred within six months of the first transaction by the reporting person giving rise to the filing of this report on Form 4, in compliance with Rule 16a-2(a) promulgated under The Securities Exchange Act of 1934, as amended. Pursuant to the Company's Salary Stock Plan (the "GMSSP") each Salary Stock Unit is fully vested upon grant and represents a right to receive one share of the Company's common stock on the applicable settlement date; provided, however, that if a settlement date occurs prior to the date that is six months following a consummation of an initial public offering of the Company's common stock, the SSU will be settled by the delivery of cash in an amount equal to the Fair Market Value (as defined in the GMSSP) of the Company's common stock as of the applicable anniversary date of the SSU's grant. Each grant of SSUs will settle in three equal, annual installments beginning on the one-year anniversary of the date of the grant. The SSUs do not have an expiration or exercise date. This grant of SSUs was made on March 31, 2009, and one-third of the grant was settled on March 31, 2010 in cash less shares withheld for taxes. The SSUs do not carry a conversion or exercise price. Each SSU is the economic equivalent of one share of the Company's common stock. Since there currently is no observable publicly traded price for the Company's common stock, the fair value of the Company's common stock is estimated pursuant to the GMSSP. This grant of SSUs was made on June 30, 2009, and one-third of the grant was settled on June 30, 2010 in cash less shares withheld for taxes. Restricted Stock Units ("RSUs") were awarded on March 15, 2010, pursuant to the Company's 2009 Long-Term Incentive Plan (the "GMLTIP"). The RSUs will vest on the third anniversary of the award date provided the reporting person remains continuously employed through that date. RSU awards will be settled when they vest except that until all the Company's obligations under Treasury Regulation 31 CFR 30.1 (Q-1) (the "TARP Obligations") have been repaid, awards will be settled after vesting in increments of 25% for each 25% of the TARP Obligations that have been repaid. Each RSU represents a right to receive one share of the Company's common stock upon settlement, provided, however, that if a settlement date occurs prior to the date that is six months following a consummation of an initial public offering of the Company's common stock, the RSUs will be settled by the delivery of cash in an amount equal to the Fair Market Value (as defined in the GMLTIP) o f the Company's common stock as of the applicable settlement date. Since there currently is no observable publicly traded price for the Company's common stock, the fair value of the Company's common stock is estimated pursuant to the GMLTIP. The RSUs do not have an expiration or exercise date or a conversion or exercise price. /s/ Anne T. Larin, attorney-in-fact for Mr. Kline 2010-07-02 -----END PRIVACY-ENHANCED MESSAGE-----