FORD MOTOR CO
For the period ended May 8, 2025. Filed Mar 28, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 8, 2025 · Filed Mar 28, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒
Definitive Proxy Statement
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Definitive Additional Materials
☐
Soliciting Material under §240.14a-12
Ford Motor Company
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required.
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Fee paid previously with preliminary materials.
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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1)
and 0-11
Ford Motor Company
One American Road
Dearborn, Michigan 48126-2798
Dear Shareholders:
It is my pleasure to inform you that our 2025 Annual Meeting of Shareholders will be conducted online on Thursday, May 8, 2025, starting at 8:30 a.m. EDT. Shareholders will be able to listen, submit questions, and vote from any remote location with internet connectivity. Information on how to participate in this year’s virtual meeting can be found on page 99.
As we have many times in our history, we are being tested by forces reshaping our industry. Technological leaps, geopolitical uncertainties, compliance pressure, and new competitors are all disrupting the status quo. And yet, Ford is well-positioned to navigate these challenges and emerge as a winner. We have developed three distinct automotive businesses, Ford Blue, Ford Model e, and Ford Pro, to grow and serve customers in unique ways. And we offer the greatest choice of powertrains — gas, hybrid, and electric — which positions us well no matter how the market develops in the coming years.
Last year, we made meaningful progress on our Ford+ transformation plan. Bolstered by appealing products, choices of propulsion and unparalleled services we offer customers, we achieved our highest revenue year in Ford’s history and our fourth consecutive year of top-line growth. We also delivered about $500 million in net cost reductions in the second half of 2024, which shows progress on our objective to close our cost gap to key competitors. Globally, we are building a more resilient organization and have moved from significant losses to solidly profitable outside North America. This turnaround is the result of years of diligent work to restructure around the world in China, Europe, and South America.
We are building on these strengths in 2025 and remain committed to reaching industry-leading quality and cost efficiency, our top operating priorities for this year. We will continue to invest in our future and build even more momentum for our business by offering customers value at the intersection of distinctive vehicles for work, fun and adventure, software-defined experiences, and services that save time.
One of our greatest strengths is the trust that our employees and stakeholders have in our company. Despite all the changes in our industry, this remains evident today. Our board of directors and leadership team are committed to continue earning your trust by delivering business results as we continue to position Ford Motor Company for the future
Thank you for your support and your commitment to our Company’s future.
/s/ William Clay Ford, Jr.
William Clay Ford, Jr.
Chair of the Board
Notice of Virtual Annual Meeting of
Shareholders of Ford Motor Company
Thursday, May 8, 2025
8:30 a.m., Eastern Daylight Saving Time
This year’s virtual annual meeting will begin at 8:30 a.m., Eastern Daylight Saving Time. If you plan to participate in the virtual meeting, please see the instructions on page 99 of the Proxy Statement. Shareholders will be able to listen, vote, and submit questions from their home or from any remote location that has Internet connectivity. There will be no physical location for shareholders to attend. Shareholders may participate online by logging in atwww.virtualshareholdermeeting.com/FORD2025.
ITEMS OF BUSINESS:
The election of the 15 director nominees named in the Proxy Statement.
The ratification of the selection of PricewaterhouseCoopers LLP as Ford’s independent registered public accounting firm for 2025.
A non-binding shareholder advisory vote to approve the compensation of the Named Executives.
Approval of the Tax Benefit Preservation Plan.
Consideration of the two shareholder proposals set forth in the Proxy Statement.
If you were a shareholder at the close of business on March 12, 2025, you are eligible to vote at this year’s annual meeting.
Please read these materials so that you will know which items of business we intend to cover during the meeting. If you are a “shareholder of record” (that is, you hold your shares of common stock in your own name), you may vote your shares by submitting a proxy via the internet, mail, or telephone by following the instructions on your proxy card. If you are a “beneficial owner” or a “street name” holder (that is, you hold your shares of common stock through a broker, bank, or other nominee), you will receive instructions on how to vote as part of the proxy materials you receive from the bank, broker, or other nominee. We urge all shareholders to promptly vote according to the instructions provided even if you plan to attend the virtual annual meeting online.
Please see Other Items and the Questions and Answers section beginning on page 94 for important information about the proxy materials, voting, the virtual annual meeting, Company documents, communications, and the deadline to submit shareholder proposals for the 2026 Annual Meeting of Shareholders.
/s/ Sarah E. Fortt
Sarah E. Fortt
Secretary
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| | When | | | Virtual Meeting | | | Record Date | |
| | Thursday, May 8, 20258:30 a.m., Eastern Daylight Saving Time | | | www.virtualshareholdermeeting.com/FORD2025 | | | March 12, 2025 | |
| | | IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING TO BE HELD ON MAY 8, 2025: Our 2025 Proxy Statement and 2024 Annual Report to stockholders are available at www.shareholder.ford.com. Ford uses the Securities and Exchange Commission rule permitting companies to furnish proxy materials to their stockholders on the Internet. In accordance with this rule, on or about March 28, 2025, a Notice of Internet Availability of Proxy Materials (the “Notice”) will be provided to shareholders, which includes instructions on how to access our 2025 Proxy Statement and 2024 Annual Report online, and how to vote online for the 2025 Annual Stockholders Meeting. If you received the Notice and would like to receive a printed copy of our proxy materials, please follow the instructions for requesting such materials included in the Notice. | | |
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| | | | | Notice of Virtual Annual Meeting of Shareholders | | | | | 2025 Proxy Statement | | | i | |
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