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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: February 6, 2020
(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
 
 F
 
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

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.

Effective March 1, 2020, James D. Farley, Jr., currently President, New Businesses, Technology and Strategy of Ford Motor Company (“Ford”), is elected Chief Operating Officer of Ford. Mr. Farley’s compensation arrangements will be the subject of an amended 8-K filing.

Joseph R. Hinrichs, President, Automotive, has elected to retire from Ford effective March 1, 2020. In addition to the regular compensation and benefits to which he is entitled, Mr. Hinrichs will also receive the following: (i) payments equal to two years of his annual salary as of February 1, 2020, paid in equal monthly installments beginning in March 2020, provided the monthly payments will cease upon Mr. Hinrichs obtaining other employment, and (ii) benefits under the Company’s Select Retirement Plan, which in general adds three years of age and contributory service for purposes of calculating retirement benefits.

The Company’s news release announcing the election and retirement 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
 
 
 
News Release dated February 7, 2020
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: February 7, 2020
By:
/s/ Jerome F. Zaremba
 
 
Jerome F. Zaremba
 
 
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.




NEWS www.twitter.com/ford www.facebook.com/ford www.medium.com/@ford www.instagram.com/ford Ford Announces Senior Leadership Changes as Company Continues Transformation  Jim Farley becomes chief operating officer, reporting to President and CEO Jim Hackett. Farley will be responsible for all global markets and automotive operations, Ford Smart Mobility and autonomous vehicles  Hau Thai-Tang takes on an expanded role in delivering great products, services and experiences for Ford customers. He will continue to lead Product Development and Purchasing, while adding responsibilities for Enterprise Product Line Management and connectivity  Joe Hinrichs, president, Automotive, retires after a highly accomplished 19-year career with Ford DEARBORN, Feb. 7, 2020 – Ford Motor Company today announced that Jim Farley has been named chief operating officer of Ford, reporting to Jim Hackett, the company’s president and CEO, as Ford continues to carry out its Creating Tomorrow Together strategic plan. Ford also announced that Joe Hinrichs is retiring as Ford’s president, Automotive, after a highly accomplished 19-year career with the company. The changes come as Ford is moving with urgency to fully integrate and accelerate its transformation into a higher-growth, higher-margin business by leveraging smart, connected vehicles and services. Since 2017, Ford has made important progress in transforming the company in the face of sweeping technological change and disruption in the auto industry while working to improve the fitness of its base business – restructuring operations, invigorating the product portfolio and reducing bureaucracy. “Jim Farley is the right person to take on this important new role,” Hackett said. “Jim’s passion for great vehicles and his intense drive for results are well known. He also has developed into a transformational leader with the imagination and foresight to help lead Ford into the future.” Farley, 57, joined Ford in 2007 as global head of Marketing and Sales and went on to lead Lincoln, Ford South America, Ford of Europe and all Ford global markets in successive roles. Since April, Farley has led Ford’s New Businesses, Technology & Strategy team, helping the company determine how to capitalize on the powerful forces reshaping the industry – such as software platforms, connectivity, AI, automation and new forms of propulsion. Farley now will lead Ford’s drive to strengthen its Automotive operations and deliver a sustainable global EBIT margin of at least 8 percent. He will oversee all of Ford’s global markets and automotive operations, including Product Development; Purchasing; Enterprise Product For news releases, related materials and high-resolution photos and video, visit www.media.ford.com.

 
Line Management; Manufacturing & Labor Affairs; Marketing, Sales & Service; and Quality & New Model Launch. He also will retain leadership of Ford Smart Mobility, Ford’s AV LLC and Ford’s partnership with Argo AI. “I’m thrilled and humbled by the opportunity to work with Jim Hackett and the entire Ford team to advance our vision to design increasingly intelligent vehicles and connect them to the world around us, all to make life better for our customers and communities,” Farley said. “Ford is blessed with great people and an incredible brand, and together we will build a very bright future.” In addition, Ford announced that Hau Thai-Tang, chief product development and purchasing officer, will take on an expanded role, reporting to Jim Farley. Thai-Tang, 53, will continue to lead Product Development and Purchasing, while adding responsibility for Enterprise Product Line Management and connectivity. “Hau will be the primary architect as we bring together the vehicle architecture and software stack to create products, services and experiences our customers will love,” Hackett said. “We are moving forward with an integrated approach to vehicles and connected services, all anchored in an obsession for the customer, great design and a commitment to strong returns.” Hackett lauded Hinrichs’ contributions to Ford. “I thank Joe for his tremendous leadership over the past two decades,” Hackett said. “Joe was instrumental to Ford’s ability to survive the Great Recession a decade ago without bankruptcy or taxpayer bailout, and successfully headed Ford’s operations in Asia Pacific and North America. “Most recently, Joe oversaw our global portfolio of iconic vehicles, helped forge a long-term, mutually beneficial relationship with the UAW and was regularly sought out as an authority and promoter of smart global trade.” All the changes announced will be effective March 1. # # # About Ford Motor Company Ford Motor Company is a global company based in Dearborn, Michigan. The company designs, manufactures, markets and services a full line of Ford cars, trucks, SUVs, electrified vehicles and Lincoln luxury vehicles, provides financial services through Ford Motor Credit Company and is pursuing leadership positions in electrification; mobility solutions, including self-driving services; and connected services. Ford employs approximately 190,000 people worldwide. For more information regarding Ford, its products and Ford Motor Credit Company, please visit www.corporate.ford.com. Contacts: Media: Equity Investment Fixed Income Shareholder Community: Investment Inquiries: Community: T.R. Reid Lynn Antipas Tyson Karen Rocoff 1.800.555.5259 or 1.313.319.6683 1.313.621.2902 1.313.621.0965 1.313.845.8540 treid22@ford.com ltyson4@ford.com krocoff@ford.com stockinf@ford.com 2 For news releases, related materials and high-resolution photos and video, visit www.media.ford.com.