Mark Tatum
General MotorsAbout Mark A. Tatum
Mark A. Tatum, 55, has served as an independent director of General Motors since 2021. He is the NBA’s Deputy Commissioner and Chief Operating Officer (since 2014), with prior NBA leadership roles spanning global marketing partnerships, business development, and media relationships since joining in 1999. He serves on GM’s Audit Committee and the Governance & Corporate Responsibility Committee, bringing deep expertise in marketing, customer engagement, global operations, and cyber governance. He is independent under SEC/NYSE standards, and is a nominee in the 2025 proxy cycle .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National Basketball Association (NBA) | Deputy Commissioner & Chief Operating Officer | 2014–present | Senior leadership over marketing, sales strategy, media relationships, global operations |
| National Basketball Association (NBA) | EVP, Global Marketing Partnerships; SVP; VP Business Development; Senior Director & Group Manager, Marketing Properties; Director, Marketing Partnerships | 1999–2014 | Led customer engagement and operations globally |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| — | — | — | No current or prior (past five years) public company directorships |
Board Governance
- Committee memberships: Audit (9 meetings in 2024) and Governance & Corporate Responsibility (4 meetings in 2024). Tatum is not a chair of these committees .
- Attendance: Board held 11 meetings in 2024; committees held 24. Average director attendance was 98%, and each director standing for re-election attended at least 94% of their Board and committee meetings; all directors standing for election attended the 2024 annual meeting .
- Independence: The Board determined each member of the Audit, Compensation, Finance, Governance, and Risk & Cybersecurity Committees is independent per SEC/NYSE and GM guidelines .
- Engagement: The Board conducted sessions to evaluate software strategy, including a meeting at GM’s Software & Services facility; Tatum contributed to oversight of customer software experience and DEI strategy .
- Executive sessions: Independent directors meet in executive session as part of each regularly scheduled Board and committee meeting .
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) | Stock Awards (DSUs) ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2023 | 130,000 | 208,228 | 38,391 | 376,619 |
| 2024 | 130,000 | 195,021 | 45,740 | 370,761 |
- Compensation structure: Board retainer $325,000 (2024/2025); Independent Lead Director fee $100,000; Audit Chair fee $35,000; other committee chair fees $25,000 .
- DSU deferral: Non-employee directors must defer at least 60% of their annual Board retainer into DSUs; directors may elect to defer remaining retainer or chair/lead fees into DSUs. DSUs are fully vested upon grant, accrue dividend equivalents, have no voting rights, and are paid in cash only after departure from the Board .
- Perquisites: Company Vehicle Program and personal accident insurance; Tatum’s 2024 perquisites totaled $45,740 (vehicle program $45,500; insurance $240) .
Performance Compensation
| Element | Metric Type | Target/Threshold | Payout/Condition |
|---|---|---|---|
| DSUs (Director Equity) | None (time-based; fully vested upon grant) | N/A | Deferred until after Board service; paid in cash based on average daily closing price for the prior quarter; dividend equivalents credited as DSUs |
- Non-employee directors do not receive performance-conditioned equity (e.g., PSUs) or options under the Director Compensation Plan; the program emphasizes ownership alignment via DSUs and retention through post-service payout mechanics .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Prior public company boards (past five years) | None |
| Committee interlocks | No interlocks disclosed; Compensation Committee members (Russo, Bush, Jimenez, Wenig) have no insider participation or reciprocal committee roles with GM executives |
| Related party transactions | Governance Committee reviews and approves related party transactions/conflicts; no Tatum-specific transactions disclosed |
Expertise & Qualifications
- Skillset: Cyber Governance, Marketing, Risk Management, Social .
- Reasons for nomination: Senior leadership in marketing/sales strategy, media relationships, and global operations, with a track record of driving customer engagement at global scale .
- Board oversight contributions: Customer software experience oversight, DEI strategy engagement .
“Software and Services is a critical part of the Company’s strategy… Super Cruise was recognized as the automotive industry’s best driver assistance program…”
Equity Ownership
| Holder | Common Shares Beneficially Owned | % Outstanding | DSUs Held | Pledged | Notes |
|---|---|---|---|---|---|
| Mark A. Tatum | — | * (<1%) | 16,021 DSUs | None pledged (for directors/officers) | DSUs not counted as common stock; DSUs cannot be disposed until after Board service |
- Stock ownership guidelines: Each non-employee director must hold common stock or DSUs with market value ≥ $650,000 within five years of election; non-employee directors are prohibited from selling GM securities or derivatives while serving; all non-employee directors are in compliance .
- Shares outstanding basis: 966,280,490 shares as of April 4, 2025 .
Governance Assessment
- Board effectiveness: Tatum adds customer engagement and global operations expertise, relevant to GM’s transformation in software, EV/AV, and brand loyalty. Active committee participation (Audit, Governance) aligns with risk oversight and governance best practices; strong attendance benchmarks support engagement .
- Alignment & incentives: Mandatory DSU deferral (≥60% of retainer) and post-service payout enhance long-term alignment; prohibition on selling GM securities during service and no pledged shares reduce misalignment risks .
- Conflicts & interlocks: No other public boards and no disclosed related-party transactions/interlocks for Tatum reduce network conflict risks; Governance Committee retains oversight of related-party matters .
- Compensation structure signals: Year-over-year total compensation decreased modestly (2023 $376,619 → 2024 $370,761), with DSU grant fair value lower in 2024 due to pricing mechanics (closing price $53.27 vs $35.92 base year methodology differences). Perquisites increased, driven by Company Vehicle Program usage—an optics consideration but standard under GM’s director program .
- RED FLAGS: None disclosed specific to Tatum. No pledging; no related-party transactions; attendance meets thresholds; independence maintained .
Appendix: Committee Snapshot (2024)
| Committee | Chair | Members | Meetings Held |
|---|---|---|---|
| Audit | Thomas M. Schoewe | Bush, Crevoiserat, Gooden*, Kelly, Schoewe*, Tatum, Tighe | 9 |
| Governance & Corporate Responsibility | Patricia F. Russo | Crevoiserat, McNeill, Russo, Tatum | 4 |
*Not standing for re-election in 2025 .