0000037996False00000379962024-05-092024-05-090000037996f:FPRBMember2024-05-092024-05-090000037996f:FPRCMember2024-05-092024-05-090000037996f:FPRDMember2024-05-092024-05-09


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report: May 9, 2024
(Date of earliest event reported)

FORD MOTOR COMPANY
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)
1-395038-0549190
(Commission File Number)(IRS Employer Identification No.)
One American Road
Dearborn,Michigan48126
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code 313-322-3000

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, par value $.01 per share FNew York Stock Exchange
6.200% Notes due June 1, 2059FPRBNew York Stock Exchange
6.000% Notes due December 1, 2059FPRCNew York Stock Exchange
6.500% Notes due August 15, 2062FPRDNew 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 5.07. Submission of Matters to a Vote of Security Holders.

On May 9, 2024, our Annual Meeting of Shareholders was held. The matters voted upon and the results of the vote were as follows:

Proposal One: Election of Directors.
NomineeForAgainstAbstainBroker Non-Votes
Kimberly A. Casiano4,502,167,470187,221,04523,330,725945,738,196
Alexandra Ford English4,456,099,146236,648,64119,971,453945,738,196
James D. Farley, Jr.4,586,260,417105,320,04921,138,774945,738,196
Henry Ford III4,302,225,554391,768,87818,724,808945,738,196
William Clay Ford, Jr.4,056,604,454638,752,19717,362,589945,738,196
William W. Helman IV4,506,674,209181,188,08624,856,945945,738,196
Jon M. Huntsman, Jr.4,423,883,330265,569,39323,266,517945,738,196
William E. Kennard3,854,493,216831,839,22226,386,802945,738,196
John C. May4,519,868,745166,233,66026,616,835945,738,196
Beth E. Mooney4,524,493,885163,538,94224,686,413945,738,196
Lynn Vojvodich Radakovich4,496,276,578193,127,77923,314,883945,738,196
John L. Thornton4,450,825,124237,319,27024,574,846945,738,196
John B. Veihmeyer4,518,578,547168,847,13625,293,557945,738,196
John S. Weinberg4,516,033,584170,774,80825,910,848945,738,196

Proposal Two: Ratification of the Selection of the Independent Registered Public Accounting Firm.  A proposal to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm to audit the books of account and other corporate records of the Company for 2024 was adopted with the votes shown:
ForAgainstAbstainBroker Non-Votes
5,506,982,721126,729,75524,744,9600

Proposal Three: Relating to an Advisory Vote by Shareholders to Approve the Compensation of the Named Executives. A proposal relating to a shareholder non-binding advisory vote to approve the compensation of the Named Executives (“say on pay”) was approved with the votes shown:
ForAgainstAbstainBroker Non-Votes
4,352,314,256331,784,34328,620,641945,738,196

Proposal Four: Relating to Approval of the Company’s 2024 Stock Plan for Non-Employee Directors. A proposal relating to the approval of the Company’s 2024 Stock Plan for Non-Employee Directors was approved with the votes shown:
ForAgainstAbstainBroker Non-Votes
4,523,751,363164,001,22424,966,653945,738,196

Proposal Five: Relating to Consideration of a Recapitalization Plan to Provide that All of the Company’s Outstanding Stock Have One Vote Per Share. A proposal relating to consideration of a recapitalization plan to provide that all of the Company’s outstanding stock have one vote per share was rejected with the votes shown:
ForAgainstAbstainBroker Non-Votes
1,794,837,5332,894,375,73223,505,975945,738,196





Proposal Six: Relating to Disclosure of the Company’s Reliance on Child Labor Outside of the United States. A proposal relating to disclosure of the Company’s reliance on child labor outside the United States was rejected with the votes shown:
ForAgainstAbstainBroker Non-Votes
262,621,4954,403,120,66046,977,085945,738,196

Proposal Seven: Relating to Reporting on the Company’s Supply Chain Transparency and Traceability. A proposal relating to reporting on the Company’s supply chain transparency and traceability was rejected with the votes shown:
ForAgainstAbstainBroker Non-Votes
308,296,2714,366,729,66237,693,307945,738,196





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.

FORD MOTOR COMPANY
(Registrant)
Date: May 14, 2024By:/s/ David J. Witten
David J. Witten
Assistant Secretary


v3.24.1.1.u2
Document
May 09, 2024
Document Information [Line Items]  
Amendment Flag false
Document Type 8-K
Document Period End Date May 09, 2024
Entity Registrant Name FORD MOTOR CO
Entity Incorporation, State or Country Code DE
Entity File Number 1-3950
Entity Tax Identification Number 38-0549190
Entity Central Index Key 0000037996
Entity Address, Address Line One One American Road
Entity Address, City or Town Dearborn,
Entity Address, State or Province MI
Entity Address, Postal Zip Code 48126
City Area Code 313
Local Phone Number 322-3000
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $.01 per share
Trading Symbol F
Security Exchange Name NYSE
Entity Emerging Growth Company false
FPRB [Member]  
Document Information [Line Items]  
Title of 12(b) Security 6.200% Notes due June 1, 2059
Trading Symbol FPRB
Security Exchange Name NYSE
FPRC [Member]  
Document Information [Line Items]  
Title of 12(b) Security 6.000% Notes due December 1, 2059
Trading Symbol FPRC
Security Exchange Name NYSE
FPRD  
Document Information [Line Items]  
Title of 12(b) Security 6.500% Notes due August 15, 2062
Trading Symbol FPRD
Security Exchange Name NYSE
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