GE’s Top Lawyer Holston Leaving Amid Conglomerate’s Separation

General Electric Co.’s general counsel Michael Holston is preparing to retire from the conglomerate as it finalizes its separation into three businesses.

Holston, an ex-Big Law partner and former federal prosecutor, spent a half-dozen years at Boston-based GE, which disclosed his plans in an annual proxy statement filed late Thursday. A spokeswoman confirmed Holston’s pending departure with GE nearing completion next month of its long-awaited division into standalone public aerospace, energy, and healthcare companies.

H. Lawrence Culp Jr., chairman and chief executive at GE, in a statement posted to LinkedIn praised Holston and three other “corporate leaders” for their efforts working on a transformation that Culp said will benefit its customers and shareholders. Culp said that as general counsel and corporate secretary, Holston provided “outstanding partnership and counsel” to the company.

“His steady, guiding hand has served all of us well against an immensely challenging global backdrop—the likes of which many of us have never experienced before—with a global pandemic and geopolitical tensions,” Culp said. He compared Holston, an alumnus of the University of Notre Dame, to a football player that “roamed the field and always went to the action.”

GE’s proxy filing reveals that Holston, 61, received more than $8.2 million in total compensation last year. Holston’s pay package was comprised of $1.5 million in base salary, nearly $3 million in non-equity incentive plan compensation, and more than $3.3 million in stock and option awards.

Holston currently owns about $14 million in GE shares, according to Bloomberg data. Securities filings show that within the past year he’s sold off almost $26 million in GE stock. As part of the company’s executive retirement benefits, Holston is due almost $2.4 million, per GE’s proxy.

The document states that Holston is eligible to receive roughly $229,000 a year in retirement, as well as another $1.8 million as part of an executive severance plan. GE’s performance evaluation for Holston said he “continued to lead the most significant legal, compliance, and policy issues for the company.”

GE credited Holston for handling the separation of GE HealthCare Technologies Inc. in January 2023 and the expected separation of GE Vernova Inc., a power producer, next month. Holston played a key role in establishing board and governance structures for those companies and GE Aerospace, GE said.

In January, GE Vernova disclosed that its new general counsel Rachel Gonzalez had a pay package valued at $5.1 million in 2023. Gonzalez, a former legal chief at Starbucks Corp., joined GE Vernova last year. GE HealthCare hired Frank Jimenez in 2022 to be its top lawyer from Raytheon Technologies Corp.

GE’s legacy parent company, set to become aviation-focused GE Aerospace, hired longtime former Boeing Co. lawyer John “Jake” Phillips III to be its general counsel in October. Phillips spent more than a dozen years at Boeing, where he had a key role working on the company’s 737 MAX litigation and related investigations. In early 2022 he joined the Biden administration as a White House deputy counsel and legal adviser to the National Security Council.

Prior to GE, Holston spent more than a decade as the top lawyer for Hewlett-Packard Co., a technology titan that split into two companies in 2015, and pharmaceutical giant Merck & Co. During his time in private practice he was a partner at Morgan, Lewis & Bockius and Faegre Drinker Biddle & Reath.