General Motors Co — Director's Dealing 2015

Oct 2, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: General Motors Co (GM)
CIK: 0001467858
Period of Report: 2015-09-30

Reporting Person: Tsien Matthew (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-09-30	Common Stock	M	111	—	Acquired	1711	Direct
2015-09-30	Common Stock	D	59	$29.74	Disposed	1652	Direct
2015-09-30	Common Stock	F	52	$29.74	Disposed	1600	Direct
2015-09-30	Common Stock	M	174	—	Acquired	1774	Direct
2015-09-30	Common Stock	D	93	$29.74	Disposed	1681	Direct
2015-09-30	Common Stock	F	81	$29.74	Disposed	1600	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-09-30	Salary Stock Units	$0.0	M	111	Disposed		Common Stock (111.0)	Direct
2015-09-30	Common Stock	$0.0	M	174	Disposed		Common Stock (174.0)	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 September 30, 2013 pursuant to the Company's Salary Stock Plan (the "GMSSP") and vested upon grant. The portion of this award currently payable was settled on September 30, 2015 in cash, less a portion withheld for taxes.

F2: Each SSU is the economic equivalent of one share of the Common Stock. Grants of SSUs 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 Reporting Person the option of having a settlement made by delivery of shares of the Common Stock or by the delivery of cash in an amount equal to the fair market value of the Common Stock as of the applicable anniversary date of the SSU's grant. Under the GMSSP, the fair value of the Common Stock is the average of the high and low trading prices for the Common Stock as reported on the New York Stock Exchange, on which it is listed, on the date of the transaction, which was $29.74.

F3: 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 pursuant to the GMSSP. The portion of this award currently payable was settled on September 30, 2015 in cash, less a portion withheld for taxes.

F4: The SSUs do not have an expiration or exercise date or carry a conversion or exercise price.