General Electric 8K Departure of Directors or Certain Officers

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 (Date of earliest event reported) April 26, 2017

	General Electric Company
	(Exact name of registrant as specified in its charter)

New York		001-00035	14-0689340
(State or other jurisdiction of incorporation)		(Commission File Number)	(IRS Employer Identification No.)

41 Farnsworth Street, Boston, MA			02210
(Address of principal executive offices)			(Zip Code)

Registrant's telephone number, including area code (617) 443-3000


(Former name or former address, if changed since last report.)

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))
	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). ☐
	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 pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

(a) General Electric Company ("GE" or the "Company") held its annual meeting of shareowners on April 26, 2017 (the "Annual Meeting").

(b) At the Annual Meeting, shareowners elected all of the Company's nominees for director; approved our named executives' compensation ("Say on Pay"); approved holding future advisory votes on executive compensation every year ("Say on Pay Frequency"); approved the amended GE 2007 Long-Term Incentive Plan ("Amended Plan"); approved the material terms of senior officer performance goals ("Performance Goals"); and ratified the appointment of KPMG LLP as the Company's independent auditor for 2017 ("Auditor Ratification"). The shareowners did not approve any of the shareowner proposals, which are listed below.

Election of Directors

		For		Against		Abstain		Non-Votes
1.	Sébastien M. Bazin		4,736,481,564		310,894,187		24,101,909		1,639,815,227
2.	W. Geoffrey Beattie		4,939,108,799		109,768,316		22,600,545		1,639,815,227
3.	John J. Brennan		4,878,053,662		168,767,076		24,650,122		1,639,822,027
4.	Francisco D'Souza		4,981,474,459		66,999,408		23,003,793		1,639,815,227
5.	Marjin E. Dekkers		4,892,428,855		156,545,466		22,497,188		1,639,821,378
6.	Peter B. Henry		4,977,802,224		71,219,914		22,455,619		1,639,815,130
7.	Susan J. Hockfield		4,950,292,378		100,064,593		21,120,689		1,639,815,227
8.	Jeffrey R. Immelt		4,791,313,155		238,451,602		41,703,439		1,639,824,691
9.	Andrea Jung		4,695,936,303		353,168,866		22,365,691		1,639,822,027
10.	Robert W. Lane		4,783,312,432		265,719,069		22,439,359		1,639,822,027
11.	Risa Lavizzo-Mourey		4,990,753,151		58,134,566		22,589,943		1,639,815,227
12.	Rochelle B. Lazarus		4,874,296,087		173,459,487		23,715,286		1,639,822,027
13.	Lowell C. McAdam		4,982,173,397		66,584,110		22,716,353		1,639,819,027
14.	Steven M. Mollenkopf		4,980,436,674		67,979,497		23,061,489		1,639,815,227
15.	James J. Mulva		4,975,122,232		72,605,888		23,749,540		1,639,815,227
16.	James E. Rohr		4,871,431,676		177,273,527		22,765,656		1,639,822,028
17.	Mary L. Schapiro		4,978,529,925		72,151,310		20,796,425		1,639,815,227
18.	James S. Tisch		4,747,955,389		301,022,101		22,500,171		1,639,815,226

Management Proposals

		For		Against		Abstain		Non-Votes
1.	Say on Pay		4,481,546,841		542,544,605		47,234,484		1,639,966,957
2.	Amended Plan		4,736,197,818		288,220,053		46,908,659		1,639,966,357
3.	Performance Goals		4,670,412,899		354,322,131		46,734,480		1,639,823,377
4.	Auditor Ratification		6,328,767,671		215,361,736		167,162,831		649
		One Year		Two Years		Three Years		Abstain
5.	Say on Pay Frequency		4,449,077,644		37,858,981		543,075,878		41,455,927

Shareowner Proposals

		For		Against		Abstain		Non-Votes
1.	Lobbying Report		1,408,969,892		3,523,125,874		139,356,379		1,639,840,742
2.	Independent Chair		1,222,869,258		3,802,991,614		45,604,038		1,639,827,977
3.	Cumulative Voting		556,726,679		4,460,890,805		53,854,762		1,639,820,641
4.	Charitable Giving		227,366,026		4,638,758,270		205,205,134		1,639,963,457

(d)

A majority of the votes cast by shareowners at the Annual Meeting voted, on an advisory basis, to hold future say-on-pay votes every year. In line with this, the Board of Directors has decided that it will hold a say-on-pay vote every year until the next required say-on-pay-frequency vote, which will occur no later than our 2023 annual meeting of shareowners.

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

(e) At the Annual Meeting, shareowners approved the Amended Plan, which: (1) authorizes the issuance of up to 150 million additional shares for use under the plan; (2) extends the term of the plan by ten years, with the 2027 annual meeting as the end date; (3) raises the limit on the number of shares available for incentive stock options by 150 million; (4) adds non-employee directors as particpants under the plan, bringing the deferred stock unit program for directors under the auspices of the plan; (5) establishes an annual limit for director compensation (including both cash and equity compensation) at $1.5 million per year; (6) clarifies that plan awards are subject to the Company's clawback policy; and (7) makes other, non-substantive changes to the plan. The material terms of the plan are summarized on pages 56 through 60 of the Company's proxy statement filed with the Securities and Exchange Commission on March 8, 2017 (the "Proxy Statement"), which description of the plan is qualified in its entirety by reference to the actual terms of the plan, as amended, which are set forth in Appendix A to the Proxy Statement.

SIGNATURES

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.

		General Electric Company
		(Registrant)

Date: May 1, 2017		/s/ Christoph A. Pereira
		Christoph A. Pereira Vice President, Chief Corporate, Securities and Finance Counsel

General Electric (GE) 8-KDeparture of Directors or Certain Officers