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[Form 4] General Motors Company Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

Mary T. Barra, Chair & CEO of General Motors Co. (GM), reported multiple transactions on 08/28/2025 and 08/29/2025. The filing shows sales of Common Stock in several blocks (300,000; 235,000; 372,024; and 87,839 shares) at weighted average prices in the $57.77–$58.99 and $57.86–$58.60 ranges; the reported sale prices in the Form are $58.24 and $58.13 as weighted averages. The filing also reports option exercises/related acquisitions: 235,000 shares from a $39 exercise and 372,024 shares from a $35.49 exercise, both noted as fully vested. After the final GRAT distribution and subsequent sales, the filing shows zero indirect ownership via the GRAT.

The report indicates at least some transactions were made pursuant to a Rule 10b5-1 plan (box checked). The Form is signed by an attorney-in-fact for Ms. Barra and includes explanations for price ranges and option vesting dates.

Positive
  • Transactions were indicated as executed pursuant to a Rule 10b5-1 plan, which provides an established framework for insider trading
  • Stock options exercised were fully vested (grants dated 02/13/2019 and 02/12/2020), and vesting status is explicitly disclosed
Negative
  • Large aggregate open-market sales reported totaling 994,863 shares across 08/28–08/29/2025 at weighted average prices of $58.24 and $58.13
  • GRAT indirect ownership was terminated after the final annuity distribution and subsequent sales, leaving zero indirect holdings via the GRAT

Insights

TL;DR: CEO reported large option exercises and share sales; transactions include 10b5-1 plan and termination of GRAT indirect holdings.

The filing documents material insider activity by the Chair & CEO: multiple option exercises (235,000 at $39; 372,024 at $35.49) and large open-market sales totaling 994,863 shares across 08/28–08/29/2025 at weighted average sale prices noted as $58.24 and $58.13. The checked 10b5-1 box signals these trades were executed under a pre-established plan. The filing also discloses final GRAT annuity distribution and subsequent termination sales leaving no indirect ownership via the GRAT. For governance review, the key facts are the size of sales by the CEO, the use of a trading plan, and the conversion/monetization of vested option awards.

TL;DR: Significant option exercises were converted to shares then sold; vesting and exercise dates are disclosed and fully vested.

The Form shows fully vested employee stock options granted 02/13/2019 (235,000 at $39) and 02/12/2020 (372,024 at $35.49) were exercised on 08/28/2025 and the underlying shares were reported acquired and, in multiple transactions, sold the same day or the next. The filing quantifies the exercises and related sales and provides weighted average sale-price ranges. From a compensation perspective, this is routine monetization of vested equity awards but is large in absolute share count and value.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Barra Mary T

(Last) (First) (Middle)
300 RENAISSANCE CENTER
M/C: 482-C24-A68

(Street)
DETROIT MI 48265-3000

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
General Motors Co [ GM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chair & CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/28/2025 S 300,000 D $58.24(1) 552,238 D
Common Stock 08/28/2025 M 235,000 A $39 787,238 D
Common Stock 08/28/2025 S 235,000 D $58.24(1) 552,238 D
Common Stock 08/28/2025 M 372,024 A $35.49 924,262 D
Common Stock 08/28/2025 S 372,024 D $58.24(1) 552,238 D
Common Stock 08/29/2025 S 87,839 D $58.13(2) 0 I By GRAT(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $39 08/28/2025 M 235,000 (4) 02/13/2029 Common Stock 235,000 $0 235,000 D
Employee Stock Option (Right to Buy) $35.49 08/28/2025 M 372,024 (5) 02/12/2030 Common Stock 372,024 $0 372,024 D
Explanation of Responses:
1. The price in Column 4 is the weighted average selling price of the shares. The shares were sold in multiple transactions at prices from $57.77 to $58.99, inclusive. The Reporting Person undertakes to provide to the SEC, GM and any security holder, upon request, full information regarding the number of shares sold at each price point within the ranges set forth in this footnote.
2. The price in Column 4 is the weighted average selling price of the shares. The shares were sold in multiple transactions at prices from $57.86 to $58.60, inclusive. The Reporting Person undertakes to provide to the SEC, GM and any security holder, upon request, full information regarding the number of shares sold at each price point within the ranges set forth in this footnote.
3. After completion of the final GRAT annuity distribution of 81,289 shares to the reporting person, the remainder securities were sold upon termination and pursuant to terms of the GRAT.
4. These Stock Options were granted on February 13, 2019 and are fully vested.
5. These stock options were granted on February 12, 2020 and are fully vested.
Remarks:
/s/ Tia Y. Turk, Attorney-In-Fact for Ms. Barra 08/29/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider reported the Form 4 for GM?

Mary T. Barra, Chair & CEO of General Motors Co., is the reporting person on this Form 4.

How many shares did Ms. Barra sell according to the filing?

Sales reported: 300,000; 235,000; 372,024; and 87,839 shares (totaling 994,863 shares) on 08/28/2025 and 08/29/2025.

Were any stock options exercised by the reporting person?

Yes. Exercises reported: 235,000 options at $39 (granted 02/13/2019) and 372,024 options at $35.49 (granted 02/12/2020); both are noted as fully vested.

Did the filing indicate use of a 10b5-1 trading plan?

Yes. The box indicating transactions pursuant to a 10b5-1 plan is checked on the Form.

What happened to the GRAT holdings disclosed in the Form?

After a final GRAT annuity distribution of 81,289 shares, the remainder securities were sold upon termination and the filing shows zero indirect ownership via the GRAT.
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