General Dynamics Corp. Files Definitive Proxy Statement (DEF 14A)

Ticker: GD · Form: DEF 14A · Filed: Mar 22, 2024 · CIK: 40533

General Dynamics Corp DEF 14A Filing Summary
FieldDetail
CompanyGeneral Dynamics Corp (GD)
Form TypeDEF 14A
Filed DateMar 22, 2024
Risk Levellow
Pages14
Reading Time17 min
Key Dollar Amounts$42.3 b, $12.02, $4.7 billion, $1.9 billion, $1.00
Sentimentneutral

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, General Dynamics, Executive Compensation, Corporate Governance

TL;DR

<b>General Dynamics Corp. has filed its Definitive Proxy Statement (DEF 14A) for the period ending May 1, 2024.</b>

AI Summary

GENERAL DYNAMICS CORP (GD) filed a Proxy Statement (DEF 14A) with the SEC on March 22, 2024. General Dynamics Corp. filed a DEF 14A with the SEC on March 22, 2024. The filing covers the period ending May 1, 2024. The company's principal executive offices are located at 11011 Sunset Hills Rd, Reston, VA. The SIC code for General Dynamics Corp. is 3730 (Ship & Boat Building & Repairing). The filing includes data related to executive compensation and pension benefits for fiscal years 2020-2023.

Why It Matters

For investors and stakeholders tracking GENERAL DYNAMICS CORP, this filing contains several important signals. This DEF 14A filing is crucial for shareholders as it details executive compensation, board nominations, and other important corporate governance matters, enabling informed voting decisions. The inclusion of detailed financial data for executive compensation and pension benefits across multiple fiscal years (2020-2023) provides transparency into the company's remuneration practices and potential liabilities.

Risk Assessment

Risk Level: low — GENERAL DYNAMICS CORP shows low risk based on this filing. The filing is a routine DEF 14A, which is standard for publicly traded companies and does not indicate any unusual financial distress or significant new risks.

Analyst Insight

Shareholders should review the executive compensation and governance proposals outlined in this DEF 14A to make informed voting decisions.

Key Numbers

  • 2024-03-22 — Filing Date (Date the DEF 14A was filed)
  • 2024-05-01 — Period of Report (Conformed period of report)
  • 1231 — Fiscal Year End (Company's fiscal year end)
  • 2020-2023 — Data Years (Years for which executive compensation and pension data are provided)

Key Players & Entities

  • GENERAL DYNAMICS CORP (company) — Filer name
  • 0000040533 (company) — Central Index Key
  • 11011 SUNSET HILLS RD (company) — Business Address Street 1
  • RESTON (company) — Business Address City
  • VA (company) — Business Address State
  • 20190 (company) — Business Address ZIP
  • 703-876-3000 (company) — Business Phone
  • DE (company) — State of Incorporation

FAQ

When did GENERAL DYNAMICS CORP file this DEF 14A?

GENERAL DYNAMICS CORP filed this Proxy Statement (DEF 14A) with the SEC on March 22, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by GENERAL DYNAMICS CORP (GD).

Where can I read the original DEF 14A filing from GENERAL DYNAMICS CORP?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by GENERAL DYNAMICS CORP.

What are the key takeaways from GENERAL DYNAMICS CORP's DEF 14A?

GENERAL DYNAMICS CORP filed this DEF 14A on March 22, 2024. Key takeaways: General Dynamics Corp. filed a DEF 14A with the SEC on March 22, 2024.. The filing covers the period ending May 1, 2024.. The company's principal executive offices are located at 11011 Sunset Hills Rd, Reston, VA..

Is GENERAL DYNAMICS CORP a risky investment based on this filing?

Based on this DEF 14A, GENERAL DYNAMICS CORP presents a relatively low-risk profile. The filing is a routine DEF 14A, which is standard for publicly traded companies and does not indicate any unusual financial distress or significant new risks.

What should investors do after reading GENERAL DYNAMICS CORP's DEF 14A?

Shareholders should review the executive compensation and governance proposals outlined in this DEF 14A to make informed voting decisions. The overall sentiment from this filing is neutral.

How does GENERAL DYNAMICS CORP compare to its industry peers?

General Dynamics Corp. operates in the defense industry, specifically in ship and boat building and repair, as indicated by its SIC code.

Are there regulatory concerns for GENERAL DYNAMICS CORP?

As a publicly traded company, General Dynamics Corp. is subject to SEC regulations requiring the filing of proxy statements (DEF 14A) to disclose information relevant to shareholder voting.

Industry Context

General Dynamics Corp. operates in the defense industry, specifically in ship and boat building and repair, as indicated by its SIC code.

Regulatory Implications

As a publicly traded company, General Dynamics Corp. is subject to SEC regulations requiring the filing of proxy statements (DEF 14A) to disclose information relevant to shareholder voting.

What Investors Should Do

  1. Review executive compensation details for named executive officers.
  2. Examine proposals related to director nominations and board composition.
  3. Understand any shareholder proposals and management's recommendations.

Year-Over-Year Comparison

This is the initial filing of the DEF 14A for the 2024 proxy season, providing forward-looking information for the upcoming shareholder meeting.

Filing Stats: 4,313 words · 17 min read · ~14 pages · Grade level 13.8 · Accepted 2024-03-22 16:15:54

Key Financial Figures

  • $42.3 b — ng year in 2023. We achieved revenue of $42.3 billion, diluted earnings per share of $1
  • $12.02 — billion, diluted earnings per share of $12.02 and net cash provided by operating acti
  • $4.7 billion — ash provided by operating activities of $4.7 billion. We also returned $1.9 billion to share
  • $1.9 billion — ities of $4.7 billion. We also returned $1.9 billion to shareholders via share repurchases a
  • $1.00 — eholders of our common stock, par value $1.00 per share (Common Stock) to vote on the
  • $42.3 billion — Financial and Operational Performance $42.3 billion REVENUE $4.7 billion NET CASH PRO
  • $4.7 billion — Performance $42.3 billion REVENUE $4.7 billion NET CASH PROVIDED BY OPERATING ACTIV
  • $3.8 billion — ASH PROVIDED BY OPERATING ACTIVITIES $3.8 billion FREE CASH FLOW (FCF) (1) $93.6 bill
  • $93.6 billion — .8 billion FREE CASH FLOW (FCF) (1) $93.6 billion YEAR-END BACKLOG Record High Reco
  • $1.32 — cord High Record High Record High $1.32 per share QUARTERLY DIVIDEND $1.9 b
  • $1.4 billion — llion CASH RETURNED TO SHAREHOLDERS $1.4 billion CASH INVESTED IN THE BUSINESS 87.
  • $25 billion — an annual operating budget in excess of $25 billion. Mr. Clarke has directed global deploy

Filing Documents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 72 Summary Compensation 72 Equity-Based Awards 73 Option Exercises and Stock Vested 74 Outstanding Equity Awards 75 Company-Sponsored Retirement Plans 78 Nonqualified Defined-Contribution Deferred Compensation 80 Potential Payments Upon Termination or Change in Control 81 Pay Ratio Results 83 Pay Versus Performance 84 Compensation Committee Report 87

SECURITY OWNERSHIP

SECURITY OWNERSHIP 88

Security Ownership of Management

Security Ownership of Management 88

Security Ownership of Certain Beneficial Owners

Security Ownership of Certain Beneficial Owners 89 Equity Compensation Plan Information 89 SHAREHOLDER PROPOSAL — SHAREHOLDER OPPORTUNITY TO VOTE ON EXCESSIVE GOLDEN PARACHUTES 90 Proposal and Supporting Statement 90 91 FREQUENTLY ASKED QUESTIONS 93 OTHER IMPORTANT INFORMATION 97 Additional Shareholder Matters 97 Shareholder Proposals and Director Nominees for the 2025 Annual Meeting of Shareholders 97 2023 Annual Report on Form 10-K 97 Delivery of Documents to Shareholders Sharing an Address 97 Websites 97 Cautionary Note Regarding Forward-Looking Statements 98 APPENDIX A: USE OF NON-GAAP FINANCIAL MEASURES 99 GENERAL DYNAMICS / 2024 PROXY STATEMENT 4 Back to Contents PROXY SUMMARY This summary highlights selected information that is provided in more detail throughout this Proxy Statement. This summary does not contain all the information you should consider before voting. You should read the full Proxy Statement before casting your vote. Voting Matters and Board Recommendations At this year's Annual Meeting, we are asking shareholders of our common stock, par value $1.00 per share (Common Stock) to vote on the following matters: PROPOSAL 1 ELECTION OF DIRECTORS The Board recommends a vote FOR all director nominees. See page 14 PROPOSAL 2 ADVISORY VOTE ON THE SELECTION OF INDEPENDENT AUDITORS The Board recommends a vote FOR this proposal. See page 42 PROPOSAL 3 ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION The Board recommends a vote FOR this proposal. See page 44 PROPOSAL 4 SHAREHOLDER PROPOSAL — SHAREHOLDER OPPORTUNITY TO VOTE ON EXCESSIVE GOLDEN PARACHUTES The Board recommends a vote AGAINST this proposal. See page 90 GENERAL DYNAMICS / 2024 PROXY STATEMENT 5 Back to Contents Who We Are Overview of Our Business and Strategy General Dynamics Corporation (NYSE: GD) is a global aerospace and defense co

Executive Compensation Highlights

Executive Compensation Highlights Components of 2023 Compensation Program CEO OTHER NEOS DESCRIPTION ANNUAL BASE SALARY Base salary is targeted to be a market-competitive rate and reflects the experience, potential and performance track record of each executive. ANNUAL INCENTIVE COMPENSATION Targeted around the median of our peers, the annual incentive is designed to motivate and align management with current year business goals and varies based on achievements. The incentive includes a balance of financial, strategic and operational measures to align with annual key priorities. The 2023 annual incentive was formulaic and based on three financial metrics of diluted earnings per share (EPS) (25%), FCF (25%) and operating margin (20%), as well as overall and individual strategic and operational performance (30%). Strategic and operational performance measures include, but are not limited to: financial performance improvements, prudent allocation of capital, human capital management, environmental, social and governance (ESG) management, debt management, segment performance, cost reductions, leadership and other significant factors not contemplated at the start of the year. LONG-TERM INCENTIVE (LTI) COMPENSATION LTI awards are targeted around a market-competitive range of our peers and also reflect the experience, potential and performance track record of executives. LTI awards have multi-year performance metrics designed to align the named executive officers (NEOs) with the objectives of our company and shareholders. The LTI program consists of three elements: performance stock units, or PSUs (50%), stock options (30%) and restricted stock (20%). A mix of elements serves to: – Focus leaders on specific long-term performance results; – Provide a balance of rewards focused on different objectives over varying time periods; – Reward management for improvements in shareholder value; – Retain key employees through longer-term vesting and performanc

View Full Filing

View this DEF 14A filing on SEC EDGAR

View on ReadTheFiling | About | Contact | Privacy | Terms

Data from SEC EDGAR. Not affiliated with the SEC. Not investment advice. © 2026 OpenDataHQ.