GE Board Approves Spin-Off of GE Vernova

BOSTON – General Electric Company (“GE”) announced that its Board of Directors has approved the previously announced spin-off of GE Vernova.¹ The company is expected to begin trading on the New York Stock Exchange (“NYSE”) on April 2, 2024, under the ticker symbol “GEV”.

GE Chairman and CEO and GE Aerospace CEO H. Lawrence Culp, Jr. said, “Today’s announcement clears the way for the historic launches of GE Vernova and GE Aerospace, completing our transformation into three independent, investment-grade industry leaders. Beginning April 2, both companies will be fully independent, with GE Vernova positioned to lead the energy transition guided by Scott Strazik and his team, and GE Aerospace set up to define flight for today, tomorrow, and the future. We are all excited about the opportunity and the responsibility ahead of us.”

To effect the separation, GE’s Board of Directors approved a distribution to GE shareholders of all shares of GE Vernova’s common stock. Holders of GE common stock will be entitled to receive one share of GE Vernova common stock for every four shares of GE common stock held on March 19, 2024, the record date for the distribution. The distribution is expected to occur before U.S. market open on April 2, 2024. For U.S. federal income tax purposes, the distribution will be conducted in a tax-efficient manner for GE shareholders in the United States. The distribution is subject to certain conditions described in the registration statement on Form 10 filed by GE Vernova.

GE shareholders do not need to take any action to receive shares of GE Vernova common stock to which they are entitled as a GE shareholder. Additionally, shareholders do not need to pay any consideration, or surrender or exchange shares of GE common stock, to participate in the separation.

Following completion of the planned spin-off, GE will operate as GE Aerospace. GE shareholders will continue to hold their shares of GE common stock with the company name GE Aerospace, and GE Aerospace will continue GE’s listing on the NYSE under the ticker symbol “GE.”²

When-Issued Trading to Begin for GE Vernova on the New York Stock Exchange (the “NYSE”)

GE anticipates that “when-issued” trading in GE Vernova common stock on the NYSE will begin on or about March 27, 2024, under the symbol “GEV WI,” and GE Vernova common stock will begin “regular-way” trading on the NYSE on the distribution date, April 2, 2024, under the symbol “GEV.”

Beginning on March 27, 2024 and continuing through April 1, 2024, it is expected that there will be two markets in GE common stock on the NYSE: a “regular-way” market under the symbol “GE,” in which GE shares will trade with the right to receive shares of GE Vernova common stock in the distribution, and an “ex distribution market” under the symbol “GE WI” in which GE shares will trade as GE Aerospace without the right to receive shares of GE Vernova common stock in the distribution.

GE shareholders who hold shares of common stock on the record date of March 19, 2024, and decide to sell any of those shares before the distribution date should consult their stockbroker, bank or other nominee to understand whether, the shares of GE common stock will be sold with or without entitlement to GE Vernova common stock distributed pursuant to the distribution.

[1] Prior to the spin-off, GE Vernova is expected to be converted into a corporation and renamed GE Vernova Inc. (“GE Vernova”)
[2] General Electric Company will use the brand name GE Aerospace, which it has also registered as an assumed/doing business as name in New York state.
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