Edgar Filing: Stracke Karl-Friedrich

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Stracke Karl-Friedrich

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2012

3. Issuer Name and Ticker or Trading Symbol
General Motors Co [GM]

(Last)

(First)

(Middle)

300 RENAISSANCE CENTER,Â M/C: 482-C25-A36

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Vice President

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

DETROIT,Â MIÂ 48265-3000

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock ⁽¹⁾	24,725	D	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Salary Stock Units ⁽²⁾ ⁽³⁾	Â ⁽⁴⁾	Â ⁽⁴⁾	Common Stock	4,770	$ 0	D	Â
Salary Stock Units ⁽³⁾ ⁽⁵⁾	Â ⁽⁴⁾	Â ⁽⁴⁾	Common Stock	4,770	$ 0	D	Â
Salary Stock Units ⁽³⁾ ⁽⁶⁾	Â ⁽⁴⁾	Â ⁽⁴⁾	Common Stock	4,770	$ 0	D	Â
Salary Stock Units ⁽³⁾ ⁽⁷⁾	Â ⁽⁴⁾	Â ⁽⁴⁾	Common Stock	2,334	$ 0	D	Â
Salary Stock Units ⁽³⁾ ⁽⁸⁾	Â ⁽⁴⁾	Â ⁽⁴⁾	Common Stock	5,116	$ 0	D	Â
Restricted Stock Units ⁽⁹⁾ ⁽¹⁰⁾	Â ⁽¹⁰⁾	Â ⁽¹⁰⁾	Common Stock	28,203	$ 0	D	Â
Restricted Stock Units ⁽¹¹⁾	Â ⁽¹⁰⁾	Â ⁽¹⁰⁾	Common Stock	12,889	$ 0	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Stracke Karl-Friedrich 300 RENAISSANCE CENTER M/C: 482-C25-A36 DETROIT,Â MIÂ 48265-3000	Â	Â	Â Vice President	Â

Signatures

/s/ Anne T. Larin, attorney-in-fact for Mr. Stracke		01/04/2012
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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).
(1)	The Common Stock reported in this item includes 21,071 Salary Stock Units ("SSUs") granted pursuant to the Company's Salary Stock Plan (the "GMSSP") between June 30, 2011 and December 31, 2011. Each SSU is the economic equivalent of one share of Common Stock. The SSUs were fully vested upon grant and will be delivered in the form of Common Stock in three equal, annual installments beginning a year after the date of the grant.
(2)	The SSUs reported in this item were granted on March 31, 2010.
(3)	At the time the SSUs were granted, it was possible under the terms of the GMSSP that the SSUs would be settled by the delivery of cash in an amount equal to the Fair Market Value (as defined in the GMSSP) of the Common Stock as of the applicable anniversary of the SSU's grant.
(4)	The SSUs were fully vested upon grant. The SSUs do not have an expiration or exercise date or carry a conversion or exercise price.
(5)	The SSUs reported in this item were granted on June 30, 2010.
(6)	The SSUs reported in this item were granted on September 30, 2010.
(7)	The SSUs reported in this item were granted on December 31, 2010.
(8)	The SSUs reported in this item were granted on March 31, 2011.
(9)	The Restricted Stock Units ("RSUs") reported in this item were awarded on March 15, 2010 pursuant to the General Motors Company 2009 Long-Term Incentive Plan (the "GMLTIP").
(10)	Each RSU represents a right to receive one share of the Common Stock upon settlement. Under the GMLTIP, the RSUs will vest on the third anniversary of the award date provided the employee remains continuously employed through that date. RSU awards will be settled when they vest except that until all GM's obligations under Treasury Regulation 31 CFR 30.1 (Q-1) (the "TARP Obligations") have been repaid, awards will be settled after vesting in increments of 25% for each 25% of the TARP Obligations that have been repaid. The RSUs do not have an expiration date or carry a conversion or exercise price.
(11)	The RSUs reported in this item were awarded on February 10, 2011 pursuant to the GMLTIP.

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