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Rory Harvey

Executive Vice President and President, Global Markets at General MotorsGeneral Motors
Executive

About Rory Harvey

Rory V. Harvey is Executive Vice President and President, Global Markets at General Motors, a role created in December 2023 when he transitioned from Executive Vice President and President, GM North America to lead all global regions and align vehicles, software and go‑to‑market strategies worldwide . Company performance underpinning his incentive alignment: in 2024 GM delivered $187.4B revenue, $14.9B EBIT‑adjusted (8.0% margin), and $10.60 EPS diluted‑adjusted; the 2024 STIP paid at 147% company performance while the 2022–2024 PSU cycle paid 80% reflecting below‑target three‑year TSR . Harvey participates in GM’s UK Vauxhall Motors Pension Plan (VML Plan) and DC ERP; he had 27.9 years of credited service with a $1,254,900 present value as of 12/31/2024 .

Past Roles

OrganizationRoleYearsStrategic Impact
General MotorsEVP & President, Global MarketsDec 2023–present Oversees all global regions to bring the right vehicles, software and technologies to customers worldwide
General MotorsEVP & President, GM North AmericaUntil Dec 2023 Leveraged GM’s portfolio to drive market growth across Buick, Cadillac, Chevrolet, GMC with strong pricing and incentives below U.S. industry average

Fixed Compensation

YearBase Salary ($)Target STIP (%)Final STIP Payout ($)All Other Compensation ($)Total Compensation ($)
2024850,000 125% 1,718,063 153,808 9,809,427

Performance Compensation

Short‑Term Incentive Plan (STIP) – 2024 Outcomes

MetricWeightTargetActualPayout ContributionVesting
EBIT‑adjusted ($B)35% 14.7 14.9 38% Annual cash (2024)
Adjusted Automotive Free Cash Flow (AAFCF, $B)25% 9.3 14.0 (includes $2.0B working capital wind‑down) 50% Annual cash (2024)
Q4 EV Variable Profit Margin25% —% Above target 39% Annual cash (2024)
S&S Goal (software)10% On‑time release with quality Above target 14% Annual cash (2024)
AV Strategy5% 3 goals = 100% payout 2 of 3 goals 3% Annual cash (2024)
Safety Modifier±5 ppts potential +3% applied Annual cash (2024)
Company Performance147% of target
Individual Performance Modifier (Harvey)110%

Long‑Term Incentive Plan (LTIP) – 2024–2026 Design

PSU Performance MeasureWeightTargetVesting/Cap
Cumulative AAOCF40% Not disclosed 3‑year cliff vest; 0–200% payout
Relative TSR40% 50th percentile; capped at target if GM TSR negative 3‑year cliff vest; 0–200% payout
EBIT‑adjusted Margin20% Not disclosed 3‑year cliff vest; 0–200% payout
Prior Cycle Result (2022–2024 PSUs)Paid at 80% of target

Harvey’s 2024 Equity Grants and Vesting

Award TypeGrant DateQuantityGrant Date Fair Value ($)Vesting
PSUs (2024–2026)2/6/2024 122,800 5,315,625 Cliff‑vest 2/6/2027
RSUs2/6/2024 46,592 1,771,894 Ratable on 2/6/2025, 2026, 2027
Stock Options2/7/2023 Unexercisable 11,304 Vest ratably 2/7/2024–2026; strike $41.40; expire 2/7/2033
Stock Options2/8/2022 Unexercisable 4,459 Vest ratably 2/8/2023–2025; strike $49.46; expire 2/8/2032

Equity Ownership & Alignment

ItemValue
Beneficially owned common shares74,610 (as of April 4, 2025)
Ownership as % of outstanding<1% (based on 966,280,490 shares)
Options exercisable within 60 days16,711 shares
Unvested RSUs46,592; market value $2,481,956 (at 12/29/2024 price)
Unearned PSUs at target122,800; payout value $6,541,556 (target, at 12/29/2024 price)
Pledged sharesNone (for directors and executive officers)
Ownership guidelinesMultiples of salary; count actual shares + unvested RSUs; 5‑year compliance window; NEOs met or are on track as of 12/31/2024
Hedging/pledging policyProhibited for all insiders
Trading planRule 10b5‑1 plan adopted 5/6/2025 to sell up to 18,325 shares and exercise/sell up to 16,711 option shares between 8/5/2025 and 2/28/2026 (conditions apply)

Option Exercises and Stock Vested (2024)

TransactionQuantity (#)Value Realized ($)
Options exercised29,178 368,632
Stock awards vested5,683 219,932

Employment Terms

Scenario (as of 12/31/2024)Cash ($)STIP ($)LTIP ($)Total ($)
Executive Severance Program (involuntary/mutual)1,317,967 1,062,500 (at target) 1,499,302 3,879,769
Retirement1,561,875 (final company performance) 15,567,719 17,129,594
Disability1,561,875 15,567,719 17,129,594
Death1,561,875 15,567,719 17,129,594
Change in Control with Termination (double trigger)1,302,967 1,062,500 (at target) 15,567,719 17,933,186
  • Severance mechanics: Non‑CEO NEOs receive 1.5× salary and cash equal to 18 months of COBRA premiums under the Executive Severance Program; equity awards include double‑trigger vesting upon change‑in‑control .
  • Clawbacks and cancellations: STIP, PSUs, RSUs, options subject to recoupment for misconduct, inaccurate performance, or accounting restatement; cancellation applies for detrimental conduct and violation of non‑compete/non‑solicit (approx. 250 senior leaders covered) .
  • Trading GM securities: Insider trading policy requires preclearance or pre‑approved Rule 10b5‑1 plans; hedging, short sales, derivatives trading, and pledging of GM securities are prohibited .

Deferred Compensation and Pension

Plan2024 Registrant Contributions ($)2024 Earnings ($)Year‑end Balance ($)
DC ERP (Nonqualified Deferred Comp)113,328 29,913 390,499
Pension PlanYears of Credited ServicePresent Value of Accumulated Benefits ($)
Vauxhall Motors Pension Plan (UK VML)27.9 1,254,900

Perquisites (2024)

ItemAmount ($)
Executive physical2,500
Financial counseling10,360
Perquisites subtotal12,860
Employer contributions to savings plans135,628
Life/other insurance benefits5,320
All Other Compensation total153,808

Performance & Track Record

  • Individual performance emphasis: Compensation Committee applied an individual performance modifier of 110% for Harvey, citing market growth across all four brands, strong pricing, and incentives materially below U.S. industry average .
  • Company performance context: 2024 STIP paid at 147% of target on above‑target EBIT‑adjusted and AAFCF, positive EV variable profit, and strategic execution; three‑year PSU payout for the 2022–2024 cycle was 80% given below‑target TSR .
  • Monetization cadence: In 2024, Harvey exercised 29,178 options ($368,632) and vested 5,683 stock awards ($219,932), indicating ongoing equity realization alongside new PSU/RSU grants .
  • Role evolution: He became EVP & President, Global Markets in Dec 2023 to streamline global go‑to‑market and accelerate vehicle and technology programs across regions .

Investment Implications

  • Compensation alignment: Heavy equity mix (75% PSUs/25% RSUs) tied to cash generation (AAOCF), margin, and relative TSR with 3‑year cliff vesting underscores multi‑year performance focus; below‑target three‑year TSR reducing prior PSU payouts supports pay‑for‑performance credibility .
  • Selling pressure monitor: A Rule 10b5‑1 plan to sell up to 18,325 shares and exercise/sell up to 16,711 option shares through Feb 2026 may create incremental supply; track executions and window conditions for signal strength .
  • Retention risk contained: Double‑trigger equity vesting, severance at 1.5× salary plus COBRA, and substantial unvested PSUs/RSUs (target PSUs 122,800; RSUs 46,592) suggest meaningful value at risk if departing, reducing near‑term transition risk .
  • Governance safeguards: Prohibitions on hedging/pledging, robust clawback/cancellation provisions, and stock ownership requirements (NEOs met/on track) mitigate misalignment and reputational risk .