FORD MOTOR CO — Director's Dealing 2013

Aug 6, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FORD MOTOR CO (F)
CIK: 0000037996
Period of Report: 2013-08-05

Reporting Person: FORD WILLIAM CLAY JR (Director, Exec. Chairman and Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-05	Common Stock, $0.01 par value	M	62396	$15.98	Acquired	712070	Direct
2013-08-05	Common Stock, $0.01 par value	M	1587301	$16.49	Acquired	2299371	Direct
2013-08-05	Common Stock, $0.01 par value	M	1658544	$12.49	Acquired	3957915	Direct
2013-08-05	Common Stock, $0.01 par value	S	3030684	$17.213	Disposed	927231	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-05	Employee Stock Option (Right to Buy)	$15.98	M	62396	Disposed	2013-12-30	Common Stock, $0.01 par value (62396)	Direct
2013-08-05	Employee Stock Option (Right to Buy)	$16.49	M	1587301	Disposed	2014-01-04	Common Stock, $0.01 par value (1587301)	Direct
2013-08-05	Employee Stock Option (Right to Buy)	$12.49	M	1658544	Disposed	2015-03-10	Common Stock, $0.01 par value (1658544)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	90776	Indirect
Common Stock, $0.01 par value	551843	Indirect
Common Stock, $0.01 par value	60843	Indirect
Common Stock, $0.01 par value	44891	Indirect
Common Stock, $0.01 par value	12412	Indirect
Common Stock, $0.01 par value	19153	Indirect
Common Stock, $0.01 par value	146429	Indirect
Common Stock, $0.01 par value	186964	Indirect

Footnotes

F1: This option became exercisable to the extent of 33% of the shares optioned after one year from the date of grant (12/31/2003), 66% after two years, and in full after three years.

F2: This option became exercisable to the extent of 33% of the shares optioned after one year from the date of grant (01/05/2004), 66% after two years, and in full after three years.

F3: This option became exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/11/2005), 66% after two years, and in full after three years.

F4: The price shown is the weighted average sales price for the reported transaction. The range of prices at which common stock was sold for the reported transaction was $17.1500 to $17.3950. A breakdown of each transaction will be provided upon request.

F5: These shares are held in a grantor retained annuity trust of which I am the trustee.

F6: I disclaim beneficial ownership of these shares held by my wife as trustee of this trust for the benefit of my descendants.

F7: I disclaim beneficial ownership of these shares owned by my children.

F8: I disclaim beneficial ownership of these shares owned by my wife.

F9: I disclaim beneficial ownership of these shares held by my wife as custodian for one of my children.

F10: I am the trustee of these trusts for my children. I disclaim beneficial ownership of these shares.

F11: I am a trustee of the voting trust. As shown, it holds 186,964 shares of Common Stock for my benefit. I disclaim beneficial ownership of any other shares of Common Stock in said voting trust.