DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

Filed by the Registrant                                                                      Filed by a Party other than the Registrant

 

 

Check the appropriate box:

  

 

Preliminary Proxy Statement

  

 

CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2))

  

 

Definitive Proxy Statement

  

 

Definitive Additional Materials

  

 

Soliciting Material Pursuant to ss.240.14a-12

GENERAL MOTORS COMPANY

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

 

Payment of Filing Fee (Check the appropriate box):

   

 

No fee required.

   

 

Fee computed on table below per Exchange Act Rules 14a-6(i)(14) and 0-11.

   

 

(1)   Title of each class of securities to which transaction applies:

 

(2)   Aggregate number of securities to which transaction applies:

 

(3)   Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

(4)   Proposed maximum aggregate value of transaction:

 

(5)   Total fee paid:

 

   

  Fee paid previously with preliminary materials. 

   

 

 

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

   

 

(1)   Amount Previously Paid:

 

(2)   Form, Schedule or Registration Statement No.:

 

(3)   Filing Party:

 

(4)   Date Filed:

 


LOGO

*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on June 16, 2020. GENERAL MOTORS COMPANY GENERAL MOTORS COMPANY GENERAL MOTORS GLOBAL HEADQUARTERS MAIL CODE 482-C24-A31 300 RENAISSANCE CENTER DETROIT, MI 48265 Meeting Information Meeting Type: Annual Meeting For holders as of: April 17, 2020 Date: June 16, 2020 Time: 8:00 a.m. Eastern Time Location: Meeting live via the Internet-please visit www.virtualshareholdermeeting.com/GM2020. The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/GM2020 and be sure to have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on page 3). You are receiving this communication because you hold shares in the company named above. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the internet. You may view the proxy materials online at www.proxyvote.com, scan the QR Barcode on the reverse side, or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. proxy See the materials reverse and side voting of this instructions. notice to obtain


LOGO

Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: PROXY STATEMENT AND NOTICE OF 2020 ANNUAL MEETING OF SHAREHOLDERS AND 2019 ANNUAL REPORT How to View Online: Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com, or scan the QR Barcode below. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com2) BY TELEPHONE: 1-800-579-16393) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before June 2, 2020 to facilitate timely delivery. How To Vote Please Choose One of the Following Voting Methods SCAN TO VIEW MATERIALS & VOTE Vote By Internet: Before The Meeting: Go to www.proxyvote.com or from a smartphone, scan the QR Barcode above. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. During The Meeting: P35952 Go to www.virtualshareholdermeeting.com/GM2020. Have the information that is printed in the box marked by the - arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. D13555 Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.


LOGO

Voting Items
The Board of Directors recommends you vote FOR each Board nominee listed in Item 1.

 

1.Election of DirectorsThe Board of Directors recommends you vote
Nominees: 1 YEAR on Board Item 3.
3. Advisory Approval of the Frequency of Future
1a. Mary T. Barra Advisory Votes on Named Executive Officer
Compensation
1b.Wesley G. BushThe Board of Directors recommends you vote FOR
Board Items 4 and 5.
4. Ratification of the Selection of Ernst & Young
1c. Linda R. Gooden LLP as the Company’s Independent Registered
Public Accounting Firm for 2020
1d. Joseph Jimenez 5. Approval of the General Motors Company 2020
Long-Term Incentive Plan
1e.Jane L. MendilloThe Board of Directors recommends you vote
AGAINST shareholder Items 6, 7, 8, and 9.
1f. Judith A. Miscik 6. Shareholder Proposal Regarding Shareholder
Written Consent
1g. Patricia F. Russo 7. Shareholder Proposal Regarding Proxy Access
Amendment: Shareholder Aggregation Limit
1h. Thomas M. Schoewe 8. Shareholder Proposal Regarding Report on
Human Rights Policy Implementation
1i. Theodore M. Solso 9. Shareholder Proposal Regarding Report on
Lobbying Communications and Activities
1j. Carol M. Stephenson
P35952 1k.Devin N. Wenig

The Board of Directors recommends you vote
D13556 FOR Board Item 2.
2. Advisory Approval of Named Executive Officer
Compensation


LOGO

D13557-P35952