The Compensation Committee of the Board of Directors of GP Strategies Corporation, a Delaware corporation ("the Company"), approved the grant of restricted stock units to the Board of Directors and certain of the Company's officers and key employees. On November 7, 2008, an aggregate of 312,500 restricted stock units were granted pursuant to the Company's 2003 Incentive Stock Plan. The restricted stock units vest over the course of four years with 25% vesting on each anniversary subsequent to the November 7, 2008 grant date.

The following Named Executive Officers were granted restricted stock units:

Name                                       Title                      No. of Stock Units
Scott N. Greenberg       Chief Executive Officer                      20,000
Douglas E. Sharp         President                                    17,500
Sharon Esposito-Mayer    Executive Vice President & Chief             13,333
                         Financial Officer
Karl Baer                Executive Vice President                     12,500

The Company will file the Stock Unit Agreements for the Named Executive Officers with its annual report on Form 10-K for the year ended December 31, 2008.