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: MULVA JAMES J (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-31	Deferred Share Units	$	A	5082	Acquired		Common Stock (5082)	Direct

Footnotes

F1: Deferred share units were awarded on December 31, 2012 pursuant to the General Motors Company Deferred Compensation Plan for Non-Employee Directors. Each non-employee director is required to defer one-half of the $200,000 annual retainer fee for service on the Board of Directors into share units of the Company's Common Stock ("Deferred Share Units"), and may elect to defer all or 50% of the remaining retainer into additional Deferred Share Units. The retainer fee is converted to Deferred Share Units based on the average daily closing market price of the Common Stock for the preceding calendar year (or, for newly elected directors, for portion of the calendar year during which they serve on the Board). Amounts credited as Deferred Share Units will not be available until after the director retires or otherwise leaves the Board, at which time he or she will receive a cash payment or payments based on the number of share units in his or her account, valued at the average daily market price of the Common Stock for the quarter immediately preceding payment. The Deferred Share Units do not have a conversion or exercise price, or an exercise or expiration date.