General Motors Co — Director's Dealing 2015

Jul 2, 2015

SEC Form 4/A — Form 4/A

Issuer: General Motors Co (GM)
CIK: 0001467858
Period of Report: 2015-03-31

Reporting Person: Barra Mary T (Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-31	Common Stock	M	8623	—	Acquired	76288	Direct
2015-03-31	Common Stock	D	4533	$37.75	Disposed	71755	Direct
2015-03-31	Common Stock	F	4090	$37.75	Disposed	67665	Direct
2015-03-31	Common Stock	M	8327	—	Acquired	75992	Direct
2015-03-31	Common Stock	D	4375	$37.75	Disposed	71617	Direct
2015-03-31	Common Stock	F	3952	$37.75	Disposed	67665	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-31	Salary Stock Units	$0.0	M	8623	Disposed		Common Stock (8623.0)	Direct
2015-03-31	Salary Stock Units	$0.0	M	8327	Disposed		Common Stock (8327.0)	Direct

Footnotes

F1: This amended Form 4 is being filed to correct the Form 4 filed by the Reporting Person on April 2, 2015 (the "Latest Form 4 Filing"), which incorrectly reported in Column 5 of Table I the amount of securities beneficially owned following each of the reported transactions. The Form 4 filings that were filed on July 5, 2011, October 4, 2011 and January 4, 2012 inadvertently reported the receipt of 16,865, 25,247 and 25,359 Salary Stock Units, respectively, in Table I as shares beneficially owned, instead of in Table II as derivative securities beneficially owned. (Continued in next footnote.)

F2: (Continued from prior footnote.) Additionally, the Reporting Person filed an amended Form 4 on April 2, 2013 (which amended the Form 4 filed by the Reporting Person on January 4, 2011) in order to revise the information reported in such original filing, and all subsequent Form 4 filings inadvertently failed to take into account such revised information. The errors in these filings carried forward in subsequent Form 4 filings and resulted in overstatements in the amounts of securities beneficially owned. Each of the amounts reported in Column 5 of Table I in the Latest Form 4 Filing was overstated by 63,811 shares.

F3: 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 March 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 March 31, 2015 in cash, less a portion withheld for taxes.

F4: 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 March 31, 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 March 31, 2015 in cash, less a portion withheld for taxes.

F5: The SSUs reported in this item were granted on March 31, 2012 and were settled on March 31, 2015.

F6: 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 $37.75.

F7: The SSUs do not have an expiration or exercise date or carry a conversion or exercise price.

F8: The SSUs reported in this item were granted on March 31, 2013 and began being settled in three equal, annual installments on March 31, 2014.