Item 9B. OTHER INFORMATION.
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Item 9B. OTHER INFORMATION.
Disclosure provided pursuant to Item 5.02 of Form 8-K. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 31, 2025, GE Vernova Inc. (the
“Company”) and Rachel Gonzalez, Executive Vice President, General Counsel, and Secretary, entered into a Separation Agreement and
Release (the “Separation Agreement”). The Separation Agreement provides that Ms. Gonzalez will depart from the Company on May 16,
- She will continue to receive her current compensation and benefits until her separation.
The Separation Agreement further provides that if Ms. Gonzalez remains employed by the Company through May 16, 2025, or if prior to
May 16, 2025, the Company terminates her employment without cause, Ms. Gonzalez’s departure shall be treated as a termination without
cause, and subject to her timely execution upon her cessation of employment of a supplemental release of claims, Ms. Gonzalez will be
entitled to (i) a lump sum payment equal to eighteen (18) months of Ms. Gonzalez’s current base salary, (ii) contributions to the cost of
COBRA continuation for a period of eighteen (18) months, (iii) reimbursement of expenses reasonably incurred for relocation not to exceed
$150,000, (iv) consistent with Ms. Gonzalez’s employment offer letter with the Company, a pro-rated annual bonus for calendar year 2025
based on Company performance, and (v) consistent with the Company’s long-term incentive good leaver program: (x) continued vesting of
a pro-rated portion of each outstanding equity award over Company common stock held by Ms. Gonzalez, other than any award
designated as a one-time stock option grant, for at least one year from the applicable date of grant and (y) the right to exercise outstanding
options until the applicable option expiration date.
The preceding summary of the Separation Agreement is qualified in its entirety by reference to the Separation Agreement, which is filed as
Exhibit 10.30 to this Annual Report on Form 10-K and is incorporated herein by reference.
Director and Officer Trading Arrangements. None of our directors or officers (as defined in Rule 16a-1(f) under the Exchange
Act) adopted or terminated a Rule 10b5-1 trading arrangement or adopted or terminated a non-Rule 10b5-1 trading arrangement (as
defined in Item 408(c) of Regulation S-K) during the three months ended December 31, 2024.
Previous: Item 9A. CONTROLS AND PROCEDURES. · Next: Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS. Not applicable.