General Motors Co — Director's Dealing 2014

Mar 4, 2014

SEC Form 4/A — Form 4/A

Issuer: General Motors Co (GM)
CIK: 0001467858
Period of Report: 2013-09-30

Reporting Person: Tsien Matthew (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-12-31	Common Stock	M	142	—	Acquired	1742	Direct
2013-12-31	Common Stock	D	86	$40.81	Disposed	1656	Direct
2013-12-31	Common Stock	F	56	$40.81	Disposed	1600	Direct
2013-12-31	Common Stock	M	244	—	Acquired	1844	Direct
2013-12-31	Common Stock	D	147	$40.81	Disposed	1697	Direct
2013-12-31	Common Stock	F	97	$40.81	Disposed	1600	Direct
2013-12-31	Common Stock	M	258	—	Acquired	1858	Direct
2013-12-31	Common Stock	D	156	$40.81	Disposed	1702	Direct
2013-12-31	Common Stock	F	102	$40.81	Disposed	1600	Direct
2013-11-21	Common Stock	P	200	$38.79	Acquired	1600	Direct
2013-09-30	Common Stock	M	175	—	Acquired	1575	Direct
2013-09-30	Common Stock	D	94	$35.97	Disposed	1481	Direct
2013-09-30	Common Stock	F	181	$35.97	Disposed	1400	Direct
2013-09-30	Common Stock	M	243	$35.97	Disposed	1643	Direct
2013-09-30	Common Stock	D	130	$35.97	Disposed	1513	Direct
2013-09-30	Common Stock	F	113	$35.97	Disposed	1400	Direct
2013-09-30	Common Stock	M	528	—	Acquired	1928	Direct
2013-09-30	Common Stock	D	284	$35.97	Disposed	1644	Direct
2013-09-30	Common Stock	F	244	$35.97	Disposed	1600	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-12-31	Salary Stock Units	$	M	142	Disposed		Common Stock (142.0)	Direct
2013-12-31	Salary Stock Units	$	M	244	Disposed		Common Stock (244.0)	Direct
2013-12-31	Salary Stock Units	$	M	258	Disposed		Common Stock (258.0)	Direct
2013-09-30	Salary Stock Units	$	M	175	Disposed		Common Stock (175.0)	Direct
2013-09-30	Salary Stock Units	$	M	243	Disposed		Common Stock (243.0)	Direct
2013-09-30	Salary Stock Units	$	M	528	Disposed		Common Stock (528.0)	Direct
2013-09-30	Salary Stock Units	$	A	295	Acquired		Common Stock (10.0)	Direct

Footnotes

F1: The Common Stock reported in this item was issued upon the settlement of a portion of a grant of Salary Stock Units ("SSUs") awarded on December 31, 2012 pursuant to the Company's Salary Stock Plan (the "GMSSP") and vested upon grant. The portion of this award currently payable was settled on December 31, 2013.

F2: Each SSU is the economic equivalent of one share of the Company's common stock (the "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. The GMSSP gives the employee the option of having a settlement made by delivery of the Stock or of cash in an amount equal to the fair market value of the Stock as of the applicable anniversary date of the SSUs' grant. Under the GMSSP, the fair value of the Stock is the average of the high and low trading prices for the Stock as reported on the New York Stock Exchange, on which it is listed, on the date of the transaction, which was $40.81. The employee opted to have these settlements made by delivery of cash, less a portion withheld for taxes.

F3: The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on December 31, 2011.

F4: The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on December 31, 2010.

F5: The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on September 30, 2012.

F6: The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on September 30, 2011.

F7: The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on September 30, 2010.

F8: On September 30, 2010, the employee received a grant of 528 SSUs, of which 176 SSUs were scheduled to be payable on September 30, 2013. On November 1, 2010, the Company amended its certificate of incorporation to effect a stock split in which each issued and outstanding share of the Stock was converted into three shares of the Stock. Pursuant to the terms of the GMSSP, each issued and outstanding SSU was automatically converted into three SSUs, so that the employee was credited with a total of 1,584 SSUs granted on September 30, 2010 of which 528 SSUs became payable on September 30, 2013.

F9: The SSUs do not have an expiration or exercise date or carry a conversion or exercise price.

F10: The SSUs reported in this item were granted on December 31, 2013 and will be settled in three equal, annual installments begnning December 31, 2014.