Material Agreement · New Debt / Obligation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549-1004 ___________________ FORM 8-K ___________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2020 ___________________ GENERAL MOTORS COMPANY (Exact name of registrant as specified in its charter) __________________ Delaware 001-34960 27-0756180 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)   300 Renaissance Center, Detroit, Michigan     48265 -3000 (Address of principal executive offices) (Zip Code) ( 313 ) 667-1500 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) __________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)       ☐   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)       ☐   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))       ☐   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value GM New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company   ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐ Item 1.01 Entry Into a Material Definitive Agreement See Item 2.03 below. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant On April 24, 2020, General Motors Company (“GM”) entered into Amendment No. 1 (the “Amendment”) to its Third Amended and Restated 3-Year Revolving Credit Agreement, dated April 18, 2018, with JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, and the lenders named therein, which consists of a three-year, $4.0 billion revolving credit facility (as amended, the “Three-Year Facility”). GM previously entered into its Third Amended and Restated 5-Year Revolving Credit Agreement and its 364-Day Revolving Credit Agreement, each with JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, and the lenders named therein (collectively with the Three-Year Facility, the “Facilities”). Pursuant to the Amendment, among other things, the termination date for a $3.6 billion portion of the Three-Year Facility was extended by one year, now set to mature on April 18, 2022, (the termination date of April 18, 2021 for the remaining portion of the Three-Year Facility remains unchanged), and GM is restricted from (i) engaging in share repurchases so long as any borrowings are outstanding under the Facilities and (ii) paying dividends on its common stock so long as borrowings under the Facilities exceed $5.0 billion, in each case, subject to exceptions and limitations . The other material terms and conditions set forth in the Three-Year Facility remain unchanged. For a description of the Three-Year Facility, see GM’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on April 20, 2018. The foregoing description does not constitute a complete summary of the Amendment and is qualified in its entirety by reference to the full text of the Amendment filed herewith. Item 9.01 Financial Statements and Exhibits Exhibit Description     10.1† Amendment No. 1, dated April 24, 2020, to Third Amended and Restated 3-Year Revolving Credit Agreement, dated April 18, 2018, among General Motors Company, General Motors Financial Company, Inc., General Motors do Brasil Ltda., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Citibank, N.A., as syndication agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) † Portions of this exhibit have been omitted pursuant to Rule 601(b)(10) of Regulation S-K. The omitted information is not material and would likely cause competitive harm to the registrant if publicly disclosed. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.     GENERAL MOTORS COMPANY (Registrant)   By: /s/ Rick E. Hansen Date: April 27, 2020   Rick E. Hansen Assistant General Counsel and Corporate Secretary