-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QV5EMbS2B8mKbxegBPnxoJ/OJsnD8B/Wb3KRjnOCV+qOhuWHJM/4L3AvCnyCrsvw x4cdVUerymdP25R1BDefbg== 0001127602-09-009665.txt : 20090424 0001127602-09-009665.hdr.sgml : 20090424 20090424171943 ACCESSION NUMBER: 0001127602-09-009665 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090424 FILED AS OF DATE: 20090424 DATE AS OF CHANGE: 20090424 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HENDERSON FREDERICK A CENTRAL INDEX KEY: 0001181685 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00043 FILM NUMBER: 09770549 MAIL ADDRESS: STREET 1: 300 RENAISSANCE CENTER STREET 2: MC 482 C32 B24 CITY: DETROIT STATE: MI ZIP: 48265-3000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL MOTORS CORP CENTRAL INDEX KEY: 0000040730 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 380572515 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 300 RENAISSANCE CTR STREET 2: MAIL CODE: 482-C34-D71 CITY: DETROIT STATE: MI ZIP: 48265-3000 BUSINESS PHONE: 3135565000 MAIL ADDRESS: STREET 1: 300 RENAISSANCE CTR STREET 2: MAIL CODE: 482-C34-D71 CITY: DETROIT STATE: MI ZIP: 48265-3000 4 1 form4.xml PRIMARY DOCUMENT X0303 4 2009-04-24 0000040730 GENERAL MOTORS CORP GM 0001181685 HENDERSON FREDERICK A 300 RENAISSANCE CENTER MC 482 C32 B24 DETROIT MI 48265-3000 1 1 President and CEO General Motors Common Stock, $1-2/3 Par Value 2009-04-24 4 J 0 6629 1.87 D 0 I Trust General Motors Common Stock, $1-2/3 Par Value 15635 D GM Phantom Stock Units $1-2/3 Par Value Common Stock 0 2009-04-24 4 J 0 3205 0 D General Motors Common Stock, $1-2/3 Par Value 3205 0 D GM Stock $1-2/3 Par Value Deferred Stock Units 0 General Motors Common Stock, $1-2/3 Par Value 48418 48418 D GM Stock $1-2/3 Par Value Option (Right to Buy) 75.50 2001-01-10 2010-01-11 General Motors Common Stock, $1-2/3 Par Value 30000 30000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 52.35 2002-01-08 2011-01-09 General Motors Common Stock, $1-2/3 Par Value 45000 45000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 50.46 2003-01-07 2012-01-08 General Motors Common Stock, $1-2/3 Par Value 55000 55000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 50.82 2003-02-04 2012-02-05 General Motors Common Stock, $1-2/3 Par Value 35000 35000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 40.05 2004-01-21 2013-01-22 General Motors Common Stock, $1-2/3 Par Value 55000 55000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 53.92 2005-01-23 2014-01-24 General Motors Common Stock, $1-2/3 Par Value 50000 50000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 36.37 2006-01-24 2015-01-25 General Motors Common Stock, $1-2/3 Par Value 50000 50000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 20.90 2007-02-23 2016-02-24 General Motors Common Stock, $1-2/3 Par Value 160000 160000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 29.11 2008-03-20 2017-03-21 General Motors Common Stock, $1-2/3 Par Value 250000 250000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 23.13 2015-03-06 General Motors Common Stock, $1-2/3 Par Value 200000 200000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 23.13 2009-03-05 2018-03-06 General Motors Common Stock, $1-2/3 Par Value 250000 250000 D GM Stock $1-2/3 Par Value Restricted Stock Units 0 2008-03-20 General Motors Common Stock, $1-2/3 Par Value 48000 48000 D GM Stock $1-2/3 Par Value Restricted Stock Units 0 2011-03-05 General Motors Common Stock, $1-2/3 Par Value 60000 60000 D Shares held in trust under General Motors Savings Stock Purchase Program ("S-SPP") as of 12/31/08. State Street Bank & Trust Co., Trustee. Shares owned pursuant to Rule 16b-3 exempt employee savings plan. The Trustee, as independent fiduciary of the General Motors common stock fund, determined at its sole discretion that it was no longer consistent with applicable law and the applicable plan documents and agreements in place for it to continue to hold shares of General Motors common stock in the S-SPP and it decided to sell all of the shares held in such fund, including all of the shares held in my S-SPP account. I was informed of such sale as of the date indicated in Box 3 on the front of this Form 4. The Phantom Stock Units are held under Section 16b-3(c) exempt Rule 16b-3(b)(2) eligible excess benefit plan operated in conjunction with a qualified 401(k) plan. Each Unit is the economic equivalent of one share of General Motors common stock. The Units are payable in cash upon separation from General Motors. These Units are being reported even though they are exempt under Rule 16b-3. Units held as of 12/31/08. The price of zero is notional and only used for purposes of facilitating the electronic filing of this Form. As described in the footnote above concerning my shares of General Motors common stock held in the S-SPP, when the Trustee of the General Motors S-SPP common stock fund sold all of the shares of General Motors common stock held in the S-SPP, the Units in my excess benefit plan were also liquidated. I was informed of such disposition as of the date indicated in Box 3 on the front of this Form 4. The Deferred Stock Units were accrued under the Rule 16b-3 qualified General Motors Deferred Compensation Plan. Each Deferred Stock Unit is the economic equivalent of one share of General Motors common stock. If General Motors pays a dividend, dividend equivalents are earned on each Deferred Stock Unit. Units held as of 12/31/08. The Deferred Stock Units convert on a "1 for 1" basis. The price of zero is notional and only used for purposes of facilitating the electronic filing of this Form. Employee stock option granted pursuant to Rule 16b-3 qualified General Motors Long-Term Incentive Plan. Stock options vest and become exercisable in three equal annual installments, commencing, respectively, one, two and three years from the date of initial grant. Date shown in Column 6 of Table II is the date the first installment becomes/became exercisable. Employee stock option granted pursuant to Rule 16b-3 qualified General Motors Long-Term Incentive Plan. The options are performance contingent stock options. The stock option contingently vests on March 5, 2009 followed by a four year performance period (March 5, 2009 - March 5, 2013). The stock options contain a single performance trigger which will vest all options if the price of General Motors common stock is equal to or greater than $40 during any 10 day period during any 30 day trading period commencing after March 5, 2009. Once the performance requirement is met, the options become exercisable at any time through the seventh anniversary of the option grant (March 5, 2015). After exercise, net shares must be held for two years while an active employee. If the performance trigger is not met by the fifth anniversary of the stock option grant (March 5, 2013), the stock option will expire. Restricted Stock Units are granted under the Rule 16b-3 qualified General Motors Stock Incentive Plan. The RSUs are denominated in stock and are to be delivered in stock in five annual installments commencing, respectively, one, two, three, four and five years from the date of the initial grant. If General Motors pays a dividend, dividend equivalents are earned on each undelivered Restricted Stock Unit. Each Restricted Stock Unit is the economic equivalent of one share of General Motors common stock. Date shown in column 6 is the date the first installment is payable. The price of zero is notional and only used for purposes of facilitating the electronic filing of this Form. Pursuant to the terms of the United States Treasury Loan Agreement with General Motors, RSU installments due to be delivered in 2009 have not been made pending review with the United States Treasury. Restricted Stock Units are granted under the Rule 16b-3 qualified General Motors Long-Term Incentive Plan. The RSUs are denominated in stock and are to be delivered in stock in three annual installments commencing, respectively, three, four and five years from the date of the initial grant. Each Restricted Stock Unit is the economic equivalent of one share of General Motors common stock. If General Motors pays a dividend, dividend equivalents are earned on each undelivered Restricted Stock Unit. Date shown in column 6 is the date the first installment is payable. The price of zero is notional and only used for purposes of facilitating the electronic filing of this Form. /s/ Martin I. Darvick, attorney-in-fact for Mr. Henderson 2009-04-24 -----END PRIVACY-ENHANCED MESSAGE-----