Rory Harvey
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 $1,254,900 present value as of 12/31/2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| General Motors | EVP & President, Global Markets | Dec 2023–present | Oversees all global regions to bring the right vehicles, software and technologies to customers worldwide |
| General Motors | EVP & President, GM North America | Until Dec 2023 | Leveraged GM’s portfolio to drive market growth across Buick, Cadillac, Chevrolet, GMC with strong pricing and incentives below U.S. industry average |
Fixed Compensation
| Year | Base Salary ($) | Target STIP (%) | Final STIP Payout ($) | All Other Compensation ($) | Total Compensation ($) |
|---|---|---|---|---|---|
| 2024 | 850,000 | 125% | 1,718,063 | 153,808 | 9,809,427 |
Performance Compensation
Short‑Term Incentive Plan (STIP) – 2024 Outcomes
| Metric | Weight | Target | Actual | Payout Contribution | Vesting |
|---|---|---|---|---|---|
| EBIT‑adjusted ($B) | 35% | 14.7 | 14.9 | 38% | Annual cash (2024) |
| Adjusted Automotive Free Cash Flow (AAFCF, $B) | 25% | 9.3 | 14.0 (includes $2.0B working capital wind‑down) | 50% | Annual cash (2024) |
| Q4 EV Variable Profit Margin | 25% | —% | Above target | 39% | Annual cash (2024) |
| S&S Goal (software) | 10% | On‑time release with quality | Above target | 14% | Annual cash (2024) |
| AV Strategy | 5% | 3 goals = 100% payout | 2 of 3 goals | 3% | Annual cash (2024) |
| Safety Modifier | ±5 ppts potential | — | — | +3% applied | Annual cash (2024) |
| Company Performance | — | — | — | 147% of target | — |
| Individual Performance Modifier (Harvey) | — | — | — | 110% | — |
Long‑Term Incentive Plan (LTIP) – 2024–2026 Design
| PSU Performance Measure | Weight | Target | Vesting/Cap |
|---|---|---|---|
| Cumulative AAOCF | 40% | Not disclosed | 3‑year cliff vest; 0–200% payout |
| Relative TSR | 40% | 50th percentile; capped at target if GM TSR negative | 3‑year cliff vest; 0–200% payout |
| EBIT‑adjusted Margin | 20% | Not disclosed | 3‑year cliff vest; 0–200% payout |
| Prior Cycle Result (2022–2024 PSUs) | — | — | Paid at 80% of target |
Harvey’s 2024 Equity Grants and Vesting
| Award Type | Grant Date | Quantity | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| PSUs (2024–2026) | 2/6/2024 | 122,800 | 5,315,625 | Cliff‑vest 2/6/2027 |
| RSUs | 2/6/2024 | 46,592 | 1,771,894 | Ratable on 2/6/2025, 2026, 2027 |
| Stock Options | 2/7/2023 | Unexercisable 11,304 | — | Vest ratably 2/7/2024–2026; strike $41.40; expire 2/7/2033 |
| Stock Options | 2/8/2022 | Unexercisable 4,459 | — | Vest ratably 2/8/2023–2025; strike $49.46; expire 2/8/2032 |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Beneficially owned common shares | 74,610 (as of April 4, 2025) |
| Ownership as % of outstanding | <1% (based on 966,280,490 shares) |
| Options exercisable within 60 days | 16,711 shares |
| Unvested RSUs | 46,592; market value $2,481,956 (at 12/29/2024 price) |
| Unearned PSUs at target | 122,800; payout value $6,541,556 (target, at 12/29/2024 price) |
| Pledged shares | None (for directors and executive officers) |
| Ownership guidelines | Multiples of salary; count actual shares + unvested RSUs; 5‑year compliance window; NEOs met or are on track as of 12/31/2024 |
| Hedging/pledging policy | Prohibited for all insiders |
| Trading plan | Rule 10b5‑1 plan adopted 5/6/2025 to sell up to 18,325 shares and exercise/sell up to 16,711 option shares between 8/5/2025 and 2/28/2026 (conditions apply) |
Option Exercises and Stock Vested (2024)
| Transaction | Quantity (#) | Value Realized ($) |
|---|---|---|
| Options exercised | 29,178 | 368,632 |
| Stock awards vested | 5,683 | 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 |
| Retirement | — | 1,561,875 (final company performance) | 15,567,719 | 17,129,594 |
| Disability | — | 1,561,875 | 15,567,719 | 17,129,594 |
| Death | — | 1,561,875 | 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
| Plan | 2024 Registrant Contributions ($) | 2024 Earnings ($) | Year‑end Balance ($) |
|---|---|---|---|
| DC ERP (Nonqualified Deferred Comp) | 113,328 | 29,913 | 390,499 |
| Pension Plan | Years of Credited Service | Present Value of Accumulated Benefits ($) |
|---|---|---|
| Vauxhall Motors Pension Plan (UK VML) | 27.9 | 1,254,900 |
Perquisites (2024)
| Item | Amount ($) |
|---|---|
| Executive physical | 2,500 |
| Financial counseling | 10,360 |
| Perquisites subtotal | 12,860 |
| Employer contributions to savings plans | 135,628 |
| Life/other insurance benefits | 5,320 |
| All Other Compensation total | 153,808 |
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 .