Form 8-K - Current report

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: July 11, 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)


1-3950		38-0549190
(Commission File Number)		(IRS Employer Identification No.)

One American Road
Dearborn,	Michigan	48126
(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

New York Stock Exchange

6.200% Notes due June 1, 2059

FPRB

New York Stock Exchange

6.000% Notes due December 1, 2059

FPRC

New York Stock Exchange

6.500% Notes due August 15, 2062

FPRD

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 11, 2024, the Board of Directors of Ford Motor Company (the “Company”) elected Ms. Adriana Cisneros to the Board of Directors, effective as of July 11, 2024. Ms. Cisneros, age 44, will serve on the Nominating and Governance Committee and the Sustainability, Innovation and Policy Committee of the Board of Directors. Ms. Cisneros will receive the compensation currently paid to non-employee directors on a pro rata basis for the remainder of the year. The Company’s news release announcing the election of Ms. Cisneros is attached to this Report as Exhibit 99 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

EXHIBITS*


Designation	Description	Method of Filing

Exhibit 99	News release dated July 11, 2024	Filed with this Report

Exhibit 104	Cover Page Interactive Data File	**
	(formatted in Inline XBRL)

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: July 11, 2024	By:	/s/ David J. Witten
		David J. Witten
		Assistant Secretary


*						Any reference in the attached exhibit(s) to our corporate website(s) and/or other social media sites or platforms, and the contents thereof, is provided for convenience only; such websites or platforms and the contents thereof are not incorporated by reference into this Report nor deemed filed with the Securities and Exchange Commission.
**						Submitted electronically with this Report in accordance with the provisions of Regulation S-T.

For news releases, related materials and high-resolution photos and video, visit www.media.ford.com. https://twitter.com/ford https://ford.to/facebook https://ford.to/linkedin News Adriana Cisneros, Chief Executive of Cisneros Group, Elected to Seat on Ford Motor Company Board of Directors DEARBORN, Mich., July 11, 2024 – The Ford Motor Company board today elected Adriana Cisneros as a director, effective immediately. Her addition expands the board to 15 directors. Cisneros was appointed CEO of Cisneros Group in 2013. Founded in 1929 in Venezuela by her grandfather Diego Cisneros as a material transport business, Cisneros Group has grown and diversified significantly over the past 95 years. Adriana Cisneros assumed leadership from her father, Gustavo Cisneros, and under her guidance the company has become a global leader in digital advertising, media and entertainment, and real estate. Cisneros will serve on the Ford board’s Nominating and Governance and Sustainability, Innovation and Policy committees. “Adriana will be a wonderful addition to our board,” said Executive Chair Bill Ford. “She’s a CEO who has successfully modernized a family-led business by consistently thinking outside of the box and shattering conventions, experiences that are highly relevant as our team transforms Ford to compete and win in an exciting new era for the automotive industry.” In addition to her longtime leadership of Cisneros Group, where she previously was vice chair and director of strategy, Cisneros has extensive board experience. She serves as a director of Mattel Inc., AST Spacemobile Inc. and the Paley Center for Media and as a trustee of the Knight Foundation, among other organizations. Cisneros is a passionate supporter of arts and education, actively involved in institutions such as the Museum of Modern Art in New York City and its Latin American Acquisitions Committee. Cisneros earned a bachelor’s degree from Columbia University and a master’s degree in journalism from New York University. She is a Henry Crown Fellow and also completed studies at Harvard Business School’s prestigious Program for Leadership Development. Additional biographical information and a photo of Cisneros are available at media.ford.com. # # # About Ford Motor Company Ford Motor Company (NYSE: F) is a global company based in Dearborn, Michigan, committed to helping build a better world, where every person is free to move and pursue their dreams. The company’s Ford+ plan for growth and value creation combines existing strengths, new capabilities and always-on relationships with customers to enrich experiences for customers and deepen their loyalty. Ford develops and delivers innovative, must-have Ford trucks, sport utility vehicles, commercial vans and cars and Lincoln luxury vehicles, along with connected services. The company does that through three customer- centered business segments: Ford Blue, engineering iconic gas-powered and hybrid vehicles; Ford Model e, inventing breakthrough EVs along with embedded software that defines exceptional digital experiences for all customers; and Ford Pro, helping commercial customers transform and expand their businesses with vehicles and services tailored to their needs. Additionally, Ford provides financial services through Ford Motor Credit Company. Ford employs about 176,000 people worldwide. More information about the company and its products and services is available at corporate.ford.com.

For news releases, related materials and high-resolution photos and video, visit www.media.ford.com. 2 Contacts: Fixed-Income Media T.R. Reid 1.313.319.6683 treid22@ford.com Equity Investment Community Lynn Antipas Tyson 1.914.485.1150 ltyson4@ford.com Investment Community Jessica Vila- Goulding 1.313.248.3896 jvila5@ford.com Shareholder Inquiries 1.800.555.5259 or 1.313.845.8540 stockinf@ford.com

Document	Jul. 11, 2024
Document Information [Line Items]
Amendment Flag	false
Document Type	8-K
Document Period End Date	Jul. 11, 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