General Motors Company (GM) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 2, 2026, with virtual participation available for shareholders.

• Shareholders are invited to vote on director elections, auditor ratification, executive compensation, incentive plan amendments, and shareholder proposals.

Voting matters and shareholder proposals

• Election of 11 directors, all recommended by the board.

• Ratification of Ernst & Young LLP as independent auditor for 2026.

• Advisory approval of named executive officer compensation and vote on frequency of future say-on-pay votes (recommended as annual).

• Approval sought for Amendment No. 2 to the 2020 Long-Term Incentive Plan to increase shares available.

• Shareholder proposal to separate Chair and CEO roles recommended against by the board.

• Shareholder proposal requesting a report on human rights standards for Indigenous Peoples recommended against by the board.

Board of directors and corporate governance

• Board recommends all director nominees for election.

• Board opposes shareholder proposal to separate Chair and CEO roles.