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Sec Form 4 Filing - O'Callaghan Catherine A. @ FORD MOTOR CO - 2021-03-04

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
O'Callaghan Catherine A.
2. Issuer Name and Ticker or Trading Symbol
FORD MOTOR CO [ F]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Controller
(Last)
(First)
(Middle)
ONE AMERICAN ROAD
3. Date of Earliest Transaction (MM/DD/YY)
03/04/2021
(Street)
DEARBORN, MI48126
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.01 par value 03/04/2021 M( 1 ) 10,188 A 78,479 D
Common Stock, $0.01 par value 03/04/2021 M( 1 ) 13,982 A 92,461 D
Common Stock, $0.01 par value 03/04/2021 F( 2 ) 11,143 D $ 11.93 81,318 D
Common Stock, $0.01 par value 03/04/2021 M( 3 ) 901 A 38,444 I by Spouse
Common Stock, $0.01 par value 03/04/2021 M( 3 ) 1,258 A 39,702 I by Spouse
Common Stock, $0.01 par value 03/04/2021 F( 4 ) 360 D $ 11.93 39,342 I by Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Ford Stock Units ( 1 ) 03/04/2021 M( 1 ) 10,188 ( 1 ) ( 1 ) Common Stock, $0.01 par value 10,188 ( 1 ) 10,498 D
Ford Stock Units ( 1 ) 03/04/2021 M( 1 ) 13,982 ( 1 ) ( 1 ) Common Stock, $0.01 par value 13,982 ( 1 ) 28,390 D
Ford Stock Units ( 3 ) 03/04/2021 M( 3 ) 901 ( 3 ) ( 3 ) Common Stock, $0.01 par value 901 ( 3 ) 933 I by Spouse
Ford Stock Units ( 3 ) 03/04/2021 M( 3 ) 1,258 ( 3 ) ( 3 ) Common Stock, $0.01 par value 1,258 ( 3 ) 2,555 I by Spouse
Ford Stock Units ( 5 ) 03/04/2021 A( 5 ) 25,817 ( 5 ) ( 5 ) Common Stock, $0.01 par value 25,817 ( 5 ) 25,817 D
Ford Stock Units ( 6 ) 03/04/2021 A( 6 ) 2,055 ( 6 ) ( 6 ) Common Stock, $0.01 par value 2,055 ( 6 ) 2,055 I by Spouse
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
O'Callaghan Catherine A.
ONE AMERICAN ROAD
DEARBORN, MI48126
Controller
Signatures
Victoria Pool,Attorney-in-Fact 03/08/2021
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported transaction involved the conversion, without payment by me, of Ford Stock Units into shares of Common Stock under the Company's Long-Term Incentive Plan.
( 2 )These shares were withheld by the Company to cover my income tax liability relating to the award vesting of Common Stock under the Company's Long-Term Incentive Plan.
( 3 )The reported transaction involved the conversion, without payment by my spouse or me, of Ford Stock Units into shares of Common Stock under the Company's Long-Term Incentive Plan.
( 4 )These shares were withheld by the Company to cover my spouse's income tax liability relating to vesting of awards of Common Stock under the Company's Long-Term Incentive Plan.
( 5 )These Ford Restricted Stock Units were acquired under the Company's Long-Term Incentive Plan without payment by me. These Ford Restricted Stock Units will be converted and distributed to me, without payment, in shares of Common Stock to the extent of 33% after one year from the date of grant (03/04/2021), 66% after two years, and in full after three years.
( 6 )These Ford Restricted Stock Units were acquired under the Company's Long-Term Incentive Plan without payment by my spouse or me. These Ford Restricted Stock Units will be converted and distributed to my spouse, without payment, in shares of Common Stock to the extent of 33% after one year from the date of grant (03/04/2021), 66% after two years, and in full after three years.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.