General Motors Co — Director's Dealing 2013

Jan 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: General Motors Co (GM)
CIK: 0001467858
Period of Report: 2012-12-31

Reporting Person: MOTT RANDALL D (Vice President & CIO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-31	Salary Stock Units	$0	A	25478	Acquired		Common Stock (25478)	Direct

Footnotes

F1: The Salary Stock Units ("SSUs) reported in this item were granted on December 31, 2012 pursuant to the Company's Salary Stock Plan (the "GMSSP") and will be settled in three equal, annual installments beginning December 31, 2013.

F2: Each SSU is the economic equivalent of one share of the Company's common stock. Grants of SSU are fully vested when made and will be settled in three equal, annual installments beginning one year after the date of grant, by the delivery of cash in an amount equal to the fair market value of the Company's common stock as of the applicable anniversary date of the SSU's grant. Under the GMSSP, the fair value of the Company's common stock is the average of the high and low trading prices for the Company's common stock as reported on the New York Stock Exchange, on which it is listed, on the date of the transaction, which was $28.26.

F3: The SSUs do not have an expiration or exercise date or carry a conversion or exercise price.