GENERAL MOTORS COMPANY (TSE:GMM.U) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

As discussed below in Item5.07 of this Current Report on Form
8-K, on June6, 2017, the shareholders of General Motors Company
(the Company) approved the General Motors Company 2017 Short-Term
Incentive Plan (the STIP) and the General Motors Company 2017
Long-Term Incentive Plan (the LTIP and, together with the STIP,
the Plans) at the Companys 2017 Annual Meeting of Shareholders
(the Annual Meeting). The material terms of the STIP and the LTIP
are described in Item No.3 and Item No.4, respectively, of the
Companys definitive proxy statement filed with the Securities and
Exchange Commission on April13, 2017 (the Proxy Statement), which
descriptions are incorporated by reference herein. The
descriptions of the Plans in the Proxy Statement are qualified in
their entirety by reference to the full text of the STIP and the
LTIP, as applicable, copies of which were filed as Appendix A and
Appendix B, respectively, to the Proxy Statement and are
incorporated by reference herein. The Plans had previously been
approved by the Companys Board of Directors and became effective
immediately upon shareholder approval.

The form of award agreement for the award of stock options under
the LTIP is filed as Exhibit 10.3 hereto and is incorporated by
reference herein.

Item5.07 Submission of Matters to a Vote of Security
Holders.

On June6, 2017, the Company held its Annual Meeting. Set forth
below are each of the matters submitted to a vote of the
shareholders at the Annual Meeting, and the preliminary voting
results reported by the Companys proxy solicitor, Innisfree MA
Incorporated (Innisfree), based on the information available to
Innisfree. These results do not include
(i)shares voted on the green proxy card distributed by Greenlight
Capital, Inc. and certain of its affiliates (together,
Greenlight) outside of the system maintained by Broadridge
Financial Solutions, Inc. (Broadridge), (ii)shares (A)not
represented by a white proxy card returned to the Company, (B)not
otherwise known to have been voted at the Annual Meeting and
(C)either (I)for which legal proxies were issued (approximately
66,217 shares which number excludes shares represented by legal
proxies which are known to have been voted at the Annual Meeting)
or (II) held in registered name (approximately 1,554,932shares,
not including registered shares for which a white proxy card was
returned) or (iii)shares voted that Innisfree could not
definitively match with a shareholder identified as being a
record or beneficial holder of shares of the Companys common
stock, par value $0.01 per share (Common Stock), as of the record
date for the Annual Meeting. Further, these preliminary results
do not reflect the impact of any revocations of votes previously
submitted on the white proxy card either through in-person voting
at the Annual Meeting or through the submission of a later-dated
green proxy card outside of the Broadridge system.

In addition to being incomplete for the reasons described
above, these results are preliminary only and are subject to
change based on the final certification of the voting
results by the independent inspector of elections for the Annual
Meeting, IVS Associates, Inc. (IVS). The Company will file an
amendment to this Current Report on Form 8-K to disclose the
final voting results after receiving IVSs final certified report.

As of the close of business on April7, 2017, the record date for
the Annual Meeting, 1,510,395,471 shares of Common Stock were
outstanding and entitled to vote. Based on the preliminary
results from Innisfree and subject to the qualifications set
forth above, at least 1,246,503,133shares of Common Stock were
voted in person or by proxy at the Annual Meeting, representing
more than 82percent of the shares entitled to be voted.

The preliminary tabulation from Innisfree of voting results
(subject to the caveats noted in the paragraphs above) for the
election of directors and other proposals is set forth below.

Item No.1 Election of Directors. Based on the preliminary
results from Innisfree, the Companys shareholders elected the
following nominees, constituting the Companys full slate of
nominees, to serve on the Companys Board of Directors until the
next annual meeting of shareholders and until their successors
have been duly elected or appointed: Mary T. Barra, Theodore M.
Solso, Joseph J. Ashton, Linda R. Gooden, Joseph Jimenez, Jane L.
Mendillo, Michael G. Mullen, James J. Mulva, Patricia F. Russo,
Thomas M. Schoewe, and Carol M. Stephenson.

The Companys Board of Directors Nominees

Greenlights Nominees

Item No.2 Approval, on an Advisory Basis, of Named Executive
Officer Compensation. Based on the preliminary results from
Innisfree, the Companys shareholders approved, by advisory vote,
the compensation of the Companys named executive officers.

Item No.3 Approval of the General Motors Company 2017
Short-Term Incentive Plan. Based on the preliminary results
from Innisfree, the Companys shareholders approved the General
Motors Company 2017 Short-Term Incentive Plan.

Item No.4 Approval of the General Motors Company 2017
Long-Term Incentive Plan. Based on the preliminary results
from Innisfree, the Companys shareholders approved the General
Motors Company 2017 Long-Term Incentive Plan.

Item No.5 Ratification of the Selection of Deloitte Touche LLP
as the Companys Independent Registered Public Accounting Firm for
2017. Based on the preliminary results from Innisfree, the
Companys shareholders ratified the appointment of Deloitte Touche
LLP as the Companys independent registered public accounting firm
for 2017.

Item No.6 Shareholder Proposal Regarding Independent Board
Chairman. Based on the preliminary results from Innisfree,
the Companys shareholders did not approve a shareholder proposal
regarding an independent board chairman.

Item No.7 Greenlight Proposal Regarding Creation of Dual-Class
Common Stock. Based on the preliminary results from
Innisfree, the Companys shareholders did not approve Greenlights
proposal regarding the creation of dual-class common stock.

ITEM9.01 Financial Statements and Exhibits

(d) Exhibits.

* filed herewith