Ally Financial Inc.

Previous wording

Dealer Financial Services, which includes our Automotive Finance and Insurance operations, and Corporate Finance are our primary business lines. The remaining activity is reported in Corporate and Other, which primarily consists of centralized treasury activities as well as Ally Invest, our digital brokerage and personal advice offering, Ally Lending, Ally Credit Card, the management of our consumer mortgage portfolio, CRA loans and investments, and certain strategic investments through Ally Ventures. We closed the sale of Ally Lending on March 1, 2024. Consumer mortgage originations ceased during the second quarter of 2025, which will result in a gradual run-off of our remaining consumer mortgage loan portfolio. Additionally, we closed the sale of Ally Credit Card on April 1, 2025. For further information, refer to Note 2 to the Condensed Consolidated Financial Statements. The following table summarizes the operating results excluding discontinued operations of each business line. Operating results for each of the business lines are more fully described in the MD&A sections that follow.

Current wording

Dealer Financial Services, which includes our Automotive Finance and Insurance operations, and Corporate Finance are our primary business lines. The remaining activity is reported in Corporate and Other, which primarily consists of centralized treasury activities as well as Ally Invest, our digital brokerage and personal advice offering, Ally Lending, Ally Credit Card, the management of our consumer mortgage portfolio, CRA loans and investments, and certain strategic investments through Ally Ventures. We closed the sale of Ally Lending on March 1, 2024. Consumer mortgage originations ceased during the second quarter of 2025, which has and will continue to result in a gradual run-off of our consumer mortgage loan portfolio. Additionally, we closed the sale of Ally Credit Card on April 1, 2025. For further information, refer to Note 2 to the Condensed Consolidated Financial Statements. The following table summarizes the operating results excluding discontinued operations of each business line. Operating results for each of the business lines are more fully described in the MD&A sections that follow.

Previous wording

Our Automotive Finance operations include purchasing retail installment sales contracts and operating leases from dealers and automotive retailers, extending automotive loans directly to consumers, offering term loans to dealers, financing dealer floorplans and providing other lines of credit to dealers, supplying warehouse lines to automotive retailers, offering automotive-fleet financing, providing financing to companies and municipalities for the purchase or lease of vehicles, and supplying vehicle-remarketing services. Our success as an automotive finance provider is driven by the consistent and broad range of products and services we offer to dealers and automotive retailers. The automotive marketplace is dynamic and evolving, including substantial investments in electrification by automotive manufacturers and suppliers. We continue to identify and cultivate relationships with automotive retailers, including those with leading e-commerce platforms. We also operate an online direct-lending platform for consumers seeking direct financing. We believe these products will enable us to respond to the growing trends for a more streamlined and digital automotive financing process to serve both dealers and consumers. Additionally, we provide comprehensive automotive remarketing services, including the use of SmartAuction, our online auction platform, which efficiently supports dealer-to-dealer and other commercial wholesale vehicle transactions. SmartAuction provides diversified fee-based revenue and serves as a means of deepening relationships with our dealership customers. Beyond offering a full suite of solutions for our dealership customers, we also offer application pass-through programs for credit applications that do not meet our underwriting criteria, allowing dealers to provide expanded access to credit for consumers and improve sales at their dealership. Through our pass-through programs, we are able to monetize our declined applications by generating a combination of acquisition fee and servicing revenue for loans that are originated, sold to, and serviced on behalf of a third-party lender, or one-time acquisition fees for loans funded and serviced by a third party. Furthermore, our strong and expansive dealer relationships, comprehensive suite of products and services, full-spectrum financing, and depth of experience position us to evolve with future shifts in automobile technologies, including electrification. We have provided and continue to provide automobile financing for battery-electric and plug-in hybrid vehicles, including brands such as Tesla, Jeep, Alfa Romeo, and Chevrolet. This positions us to remain a leader in automotive financing as we believe the majority of these vehicles will be sold through dealerships and automotive retailers with whom we have an established relationship. Additionally, we continue to partner and build relationships with automotive manufacturers who use a direct-to-consumer model. During the six months …

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Current wording

Our Automotive Finance operations include purchasing retail installment sales contracts and operating leases from dealers and automotive retailers, extending automotive loans directly to consumers, offering term loans to dealers, financing dealer floorplans and providing other lines of credit to dealers, supplying warehouse lines to automotive retailers, offering automotive-fleet financing, providing financing to companies and municipalities for the purchase or lease of vehicles, and supplying vehicle-remarketing services. Our success as an automotive finance provider is driven by the consistent and broad range of products and services we offer to dealers and automotive retailers. The automotive marketplace is dynamic and evolving, including substantial investments in electrification by automotive manufacturers and suppliers. We continue to identify and cultivate relationships with automotive retailers, including those with leading e-commerce platforms. We also operate an online direct-lending platform for consumers seeking direct financing. We believe these products will enable us to respond to the growing trends for a more streamlined and digital automotive financing process to serve both dealers and consumers. Additionally, we provide comprehensive automotive remarketing services, including the use of SmartAuction, our online auction platform, which efficiently supports dealer-to-dealer and other commercial wholesale vehicle transactions. SmartAuction provides diversified fee-based revenue and serves as a means of deepening relationships with our dealership customers. Beyond offering a full suite of solutions for our dealership customers, we also offer application pass-through programs for credit applications that do not meet our underwriting criteria, allowing dealers to provide expanded access to credit for consumers and improve sales at their dealership. Through our pass-through programs, we are able to monetize our declined applications by generating a combination of acquisition fee and servicing revenue for loans that are originated, sold to, and serviced on behalf of a third-party lender, or one-time acquisition fees for loans funded and serviced by a third party. Furthermore, our strong and expansive dealer relationships, comprehensive suite of products and services, full-spectrum financing, and depth of experience position us to evolve with future shifts in automobile technologies, including electrification. We have provided and continue to provide automobile financing for battery-electric and plug-in hybrid vehicles, including brands such as Tesla, Jeep, Alfa Romeo, and Chevrolet. This positions us to remain a leader in automotive financing as we believe the majority of these vehicles will be sold through dealerships and automotive retailers with whom we have an established relationship. Additionally, we continue to partner and build relationships with automotive manufacturers who use a direct-to-consumer model. During the nine months…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

We are a market leading provider of dealer insurance products, offering a variety of commercial products and levels of coverage. Vehicle inventory insurance for dealers provides physical damage protection for dealers’ floorplan vehicles that may be financed by Ally, another lender, or may be owned by the dealer. Dealers who receive wholesale financing from us are eligible for insurance incentives such as automatic eligibility for our preferred insurance programs. We continue to grow our market position leveraging our scale and significant experience in this space. We also offer property, liability, and other ancillary coverages to dealers that are underwritten by a third-party carrier with a portion of the insurance risk assumed through a quota share agreement.

Current wording

We are a market-leading provider of dealer insurance products, offering a variety of commercial products and levels of coverage. Vehicle inventory insurance for dealers provides physical damage protection for dealers’ floorplan vehicles that may be financed by Ally, another lender, or may be owned by the dealer. Dealers who receive wholesale financing from us are eligible for insurance incentives such as automatic eligibility for our preferred insurance programs. We continue to grow our market position leveraging our scale and significant experience in this space. We also offer property, liability, and other ancillary coverages to dealers, and during the third quarter of 2025, we became the underwriting carrier on the majority of these product offerings.

Previous wording

Our dealer F&I products are primarily distributed indirectly through the automotive dealer network which includes dealer relationships of approximately 1,500 in the U.S. where we serve 2.4 million consumers. As part of our focus on offering dealers a broad range of consumer F&I products, we offer VSCs, VMCs, and GAP products. Ally Premier Protection is our flagship VSC offering, which provides coverage for new and used vehicles of virtually all makes and models offering owners and lessees mechanical repair protection and roadside assistance beyond the manufacturer’s new vehicle warranty. Our GAP products cover certain amounts owed by a customer beyond their covered vehicle’s value in the event the vehicle is damaged or stolen and declared a total loss. We offer F&I products in Canada, where we serve over 500,000 consumers and are the preferred VSC and other protection plan provider for GM Canada and VSC provider for Subaru Canada. Our contract to serve as the preferred VSC and protection plan provider for GM Canada extends into the third quarter of 2027.

Current wording

Our dealer F&I products are primarily distributed indirectly through the automotive dealer network which includes dealer relationships of approximately 1,500 in the U.S. where we serve 2.4 million consumers. As part of our focus on offering dealers a broad range of consumer F&I products, we offer VSCs, VMCs, and GAP products. Ally Premier Protection is our flagship VSC offering, which provides coverage for new and used vehicles of virtually all makes and models offering owners and lessees mechanical repair protection and roadside assistance beyond the manufacturer’s new vehicle warranty. Our GAP products cover certain amounts owed by a customer beyond their covered vehicle’s value in the event the vehicle is damaged or stolen and declared a total loss. We offer F&I products in Canada, where we serve over 500,000 consumers and are the preferred VSC and other protection plan provider for GM Canada. Our contract to serve as the preferred VSC and protection plan provider for GM Canada extends into the third quarter of 2027.

Previous wording

•Our Corporate Finance operations primarily offer senior-secured loans to private equity sponsor-owned U.S.-based middle-market companies and to well-established asset managers that mostly provide leveraged loans. The portfolio is composed of floating-rate asset-based and leveraged cash flow/enterprise value loans. Our Corporate Finance operations had $11.0 billion of assets at June 30, 2025, and generated $260 million of total net revenue during the six months ended June 30, 2025, and continues to offer attractive returns and diversification benefits to our broader lending portfolio. Our Sponsor Finance business focuses on companies owned by private-equity sponsors with loans typically used for leveraged buyouts, refinancing and recapitalizations, mergers and acquisitions, growth, co-lending arrangements, turnarounds, and debtor-in-possession financings. Additionally, our Private Credit Finance business provides asset managers and other financing sources with facilities to partially fund their direct-lending activities. We also provide a commercial real estate product, primarily focused on lending to skilled nursing facilities, senior housing, memory care facilities, and medical office buildings.

Current wording

•Our Corporate Finance operations primarily offer senior-secured loans to private equity sponsor-owned U.S.-based middle-market companies and to well-established asset managers that mostly provide leveraged loans. The portfolio is composed of floating-rate asset-based and leveraged cash flow/enterprise value loans. Our Corporate Finance operations had $11.3 billion of assets at September 30, 2025, and generated $396 million of total net revenue during the nine months ended September 30, 2025, and continues to offer attractive returns and diversification benefits to our broader lending portfolio. Our Sponsor Finance business focuses on companies owned by private-equity sponsors with loans typically used for leveraged buyouts, refinancing and recapitalizations, mergers and acquisitions, growth, co-lending arrangements, turnarounds, and debtor-in-possession financings. Additionally, our Private Credit Finance business provides asset managers and other financing sources with facilities to partially fund their direct-lending activities. We have a commercial real estate product primarily focused on lending to skilled nursing facilities, senior housing, memory care facilities, and medical office buildings. Additionally, we have an energy vertical that finances large-scale energy and infrastructure projects.

Previous wording

Corporate and Other includes the financial results of our mortgage operations, which consist of our held-for-sale and held-for-investment consumer mortgage loan portfolios. Consumer mortgage originations ceased during the second quarter of 2025, which will result in a gradual run-off of our remaining consumer mortgage loan portfolio.

Current wording

Corporate and Other includes the financial results of our mortgage operations, which consist of our held-for-sale and held-for-investment consumer mortgage loan portfolios. Consumer mortgage originations ceased during the second quarter of 2025, which has and will continue to result in a gradual run-off of our consumer mortgage loan portfolio.

Previous wording

We employ an internal team of economists to enhance our planning and forecasting capabilities. This team conducts industry and market research, monitors economic risks, and helps support various forms of scenario planning. This group closely monitors macroeconomic trends, such as unemployment rate and sales of new light motor vehicles, given the nature of our business and the potential impacts on our exposure to risks. As of June 30, 2025, the unemployment rate fell to 4.1%. Sales of new light motor vehicles fell to an average annual rate of 16.1 million during the second quarter of 2025. Sales of new light motor vehicles remain below the pre-pandemic annual pace of 17.0 million in 2019, which has limited incoming used vehicle supply and supported used vehicle values.

Current wording

We employ an internal team of economists to enhance our planning and forecasting capabilities. This team conducts industry and market research, monitors economic risks, and helps support various forms of scenario planning. This group closely monitors macroeconomic trends, such as unemployment rate and sales of new light motor vehicles, given the nature of our business and the potential impacts on our exposure to risks. As of August 31, 2025, the unemployment rate increased to 4.3%. Sales of new light motor vehicles rose to an average annual rate of 16.4 million during July and August of 2025. Sales of new light motor vehicles remain below the pre-pandemic annual pace of 17.0 million in 2019, which has limited incoming used vehicle supply and supported used vehicle values.

Previous wording

Our baseline forecast utilized in calculating the quantitative allowance for loan losses as of June 30, 2025, anticipated the unemployment rate peaking at approximately 4.7% in the fourth quarter of 2025, before reverting to the historical mean of approximately 5.8% by the second quarter of 2028. Additionally, our baseline forecast anticipated deceleration of GDP growth as measured on a quarter-over-quarter seasonally adjusted annualized rate basis through the third quarter of 2025, followed by increases in GDP growth through the first quarter of 2028 before reverting to the historical mean of approximately 2.1% by the second quarter of 2028, and increases in new light vehicle sales on a seasonally adjusted annualized rate basis from approximately 15 million units in the third quarter of 2025 to approximately 16 million units by the second quarter of 2027, before reverting to the historical mean of 15 million units by the second quarter of 2028. We also maintain a qualitative allowance framework to account for ongoing risks and volatility in the macroeconomic environment, including the impacts from tariffs, inflation, consumer financial health, and geopolitical uncertainty, that could adversely impact frequency of loss and LGD. Refer to the Risk Management section of this MD&A for further discussion on our allowance for loan losses.

Current wording

Our baseline forecast utilized in calculating the quantitative allowance for loan losses as of September 30, 2025, anticipated the unemployment rate peaking at approximately 4.6% in the second quarter of 2026, before reverting to the historical mean of approximately 5.8% by the third quarter of 2028. Additionally, our baseline forecast anticipated deceleration of GDP growth as measured on a quarter-over-quarter seasonally adjusted annualized rate basis through the fourth quarter of 2025, followed by increases in GDP growth through the second quarter of 2026, before reverting to the historical mean of approximately 2.1% by the second quarter of 2028, and increases in new light vehicle sales on a seasonally adjusted annualized rate basis from more than 15 million units in the third quarter of 2025, to approximately 16 million units by the first quarter of 2027, before reverting to the historical mean of 15 million units by the third quarter of 2028. We also maintain a qualitative allowance framework to account for ongoing risks and volatility in the macroeconomic environment, including the impacts from tariffs, inflation, consumer financial health, and geopolitical uncertainty, that could adversely impact frequency of loss and LGD. Refer to the Risk Management section of this MD&A for further discussion on our allowance for loan losses.

Previous wording

We earned net income from continuing operations of $352 million and $127 million for the three months and six months ended June 30, 2025, respectively, compared to $219 million and $362 million for the three months and six months ended June 30, 2024. The increase in income for the three months ended June 30, 2025, was primarily driven by lower provision for credit losses, other gain on investments, net, and lower total noninterest expense, partially offset by an increase in tax expense from continuing operations. The decrease in income for the six months ended June 30, 2025, was primarily driven by other loss on investments, net, and higher total noninterest expense, partially offset by lower provision for credit losses and a decrease in income tax expense from continuing operations.

Current wording

We earned net income from continuing operations of $398 million and $525 million for the three months and nine months ended September 30, 2025, respectively, compared to $198 million and $560 million for the three months and nine months ended September 30, 2024. The increase in income for the three months ended September 30, 2025, was primarily driven by lower provision for credit losses and higher net financing revenue and other interest income, partially offset by an increase in tax expense from continuing operations. The decrease in income for the nine months ended September 30, 2025, was primarily driven by other loss on investments, net, and higher total noninterest expense, partially offset by lower provision for credit losses and higher net financing revenue and other interest income.

Previous wording

Net financing revenue and other interest income decreased $1 million for the three months ended June 30, 2025, and increased $9 million for the six months ended June 30, 2025, as compared to the same periods in 2024. The decrease for the three months ended June 30, 2025, was primarily driven by the sale of Ally Credit Card, which closed on April 1, 2025, and unfavorable remarketing performance on our operating leases resulting from lower auction prices on the sale of specific vehicle models and lower termination volume. The decrease was partially offset by lower total interest expense in response to lower benchmark interest rates, which decreased our cost of funds associated with our deposit liabilities. The increase for the six months ended June 30, 2025, was primarily driven by lower total interest expense in response to lower benchmark interest rates, partially offset by unfavorable remarketing performance on our operating leases and the sale of Ally Credit Card.

Current wording

Net financing revenue and other interest income increased $64 million and $73 million for the three months and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024. The increases for the three months and nine months ended September 30, 2025, were primarily driven by lower total interest expense in response to lower benchmark interest rates, which decreased our cost of funds associated with our deposit liabilities. The increases were partially offset by the sale of Ally Credit Card, which closed on April 1, 2025, and unfavorable remarketing performance on our off-lease vehicles resulting from lower auction prices on the sale of specific vehicle models and lower termination volume.

Previous wording

Insurance premiums and service revenue earned was $359 million and $723 million for the three months and six months ended June 30, 2025, respectively, compared to $341 million and $686 million for the three months and six months ended June 30, 2024. The increases for the three months and six months ended June 30, 2025, were primarily driven by growth in our vehicle inventory insurance business as we continue to grow new relationships.

Current wording

Insurance premiums and service revenue earned was $361 million and $1.1 billion for the three months and nine months ended September 30, 2025, respectively, compared to $359 million and $1.0 billion for the three months and nine months ended September 30, 2024. The increases for the three months and nine months ended September 30, 2025, were primarily driven by growth in our vehicle inventory insurance business as we continue to grow new relationships.

Previous wording

Other gain (loss) on investments, net, was a gain of $61 million and a loss of $438 million for the three months and six months ended June 30, 2025, respectively, compared to a loss of $7 million and a gain of $22 million for the three months and six months ended June 30, 2024. The increase for the three months ended June 30, 2025, was primarily due to favorable performance from equity securities. The decrease for the six months ended June 30, 2025, compared to the same period in 2024, was primarily attributable to our balance sheet repositioning of a portion of our available-for-sales securities during the six months ended June 30, 2025. Refer to Note 7 to the Condensed Consolidated Financial Statements for additional information.

Current wording

Other gain (loss) on investments, net, was a gain of $56 million and a loss of $382 million for the three months and nine months ended September 30, 2025, respectively, compared to gains of $74 million and $96 million for the three months and nine months ended September 30, 2024. The decrease for the three months ended September 30, 2025, was primarily due to lower gains from equity securities as compared to the same period in 2024. The decrease for the nine months ended September 30, 2025, compared to the same period in 2024, was primarily attributable to our balance sheet repositioning of a portion of our available-for-sales securities during the nine months ended September 30, 2025. Refer to Note 7 to the Condensed Consolidated Financial Statements for additional information.

Previous wording

Other income, net of losses, decreased $15 million for the three months ended June 30, 2025, and increased $32 million for the six months ended June 30, 2025, compared to the same periods in 2024. The decrease for the three months ended June 30, 2025, was due to lower late charges and other administrative fees as a result of the sale of Ally Credit Card. The increase for the six months ended June 30, 2025, was primarily driven by favorable performance from equity-method investments, partially offset by lower late charges and other administrative fees.

Current wording

Other income, net of losses, decreased $6 million for the three months ended September 30, 2025, and increased $26 million for the nine months ended September 30, 2025, compared to the same periods in 2024. The decrease for the three months ended September 30, 2025, was primarily due to lower late charges and other administrative fees from the sale of Ally Credit Card, partially offset by favorable performance from equity-method investments. The increase for the nine months ended September 30, 2025, was primarily driven by favorable performance from equity-method investments, partially offset by lower late charges and other administrative fees.

Previous wording

The provision for credit losses decreased $73 million and $389 million for the three months and six months ended June 30, 2025, respectively, compared to the three months and six months ended June 30, 2024. The decrease in provision for credit losses for the three months ended June 30, 2025, was primarily driven by lower net charge-offs within our consumer other portfolio due to the sale of Ally Credit Card. The decrease in provision for credit losses for the six months ended June 30, 2025, was primarily driven by a provision benefit associated with the sale of Ally Credit Card and lower net charge-offs within our consumer automotive portfolio, partially offset by portfolio growth in our Corporate Finance operations, as well as higher specific reserve activity within our commercial automotive portfolio. Refer to the Risk Management section of this MD&A for further discussion on our provision for credit losses.

Current wording

The provision for credit losses decreased $230 million and $619 million for the three months and nine months ended September 30, 2025, respectively, compared to the three months and nine months ended September 30, 2024. The decrease in provision for credit losses for the three months ended September 30, 2025, was primarily driven by lower net charge-offs within our consumer other portfolio due to the sale of Ally Credit Card and lower net charge-offs within our consumer automotive portfolio. The decrease in provision for credit losses for the nine months ended September 30, 2025, was primarily driven by a provision benefit associated with the sale of Ally Credit Card and lower net charge-offs within our consumer automotive portfolio. Refer to the Risk Management section of this MD&A for further discussion on our provision for credit losses.

Previous wording

Noninterest expense decreased $24 million for the three months ended June 30, 2025, and increased $302 million for the six months ended June 30, 2025, compared to the same periods in 2024. The decrease for the three months ended June 30, 2025, was primarily due to lower operating expenses and lower compensation and benefits, partially offset by higher insurance losses and loss adjustment expenses from higher weather losses driven by growth in our vehicle inventory insurance business. The increase for the six months ended June 30, 2025, was primarily driven by the impairment of goodwill associated with the sale of Ally Credit Card, in addition to higher insurance losses and loss adjustment expenses from our vehicle inventory insurance business. The increase was partially offset by lower operating expenses and lower compensation and benefits.

Current wording

Noninterest expense increased $15 million and $317 million for the three months and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024. The increase for the three months ended September 30, 2025, was primarily due to higher compensation and benefits, and higher insurance losses and loss adjustment expenses from insurance portfolio growth. The increase for the nine months ended September 30, 2025, was primarily driven by the impairment of goodwill associated with the sale of Ally Credit Card, in addition to higher insurance losses and loss adjustment expenses from our vehicle inventory insurance business. The increase was partially offset by lower operating expenses and lower compensation and benefits.

Previous wording

We recognized total income tax expense from continuing operations of $84 million and $25 million for the three months and six months ended June 30, 2025, respectively, compared to income tax expense of $60 million and $100 million for the three months and six months ended June 30, 2024. The increase in income tax expense for the three months ended June 30, 2025, compared to the same period in 2024, was primarily due to the tax effects of an increase in pretax earnings during the three months ended June 30, 2025. This increase was partially offset by an income tax benefit from the revaluation of our deferred tax assets and liabilities as a result of a California tax law enacted during the second quarter of 2025. The decrease in income tax expense for the six months ended June 30, 2025, compared to the same period in 2024, was primarily attributable to the tax effects of a loss on investments recognized as a result of our balance sheet repositioning of a portion of our available-for-sale securities during the six months ended June 30, 2025, as well as the aforementioned income tax benefit from the revaluation of our deferred tax assets and liabilities.

Current wording

We recognized total income tax expense from continuing operations of $115 million and $140 million for the three months and nine months ended September 30, 2025, respectively, compared to $67 million and $167 million for the three months and nine months ended September 30, 2024. The increase in income tax expense for the three months ended September 30, 2025, compared to the same period in 2024, was primarily due to the tax effects of an increase in pretax earnings during the three months ended September 30, 2025. The decrease in income tax expense for the nine months ended September 30, 2025, compared to the same period in 2024, was primarily due to the tax effects of a decrease in pre-tax earnings during the nine months ended September 30, 2025.

Previous wording

(a)Includes net remarketing losses of $19 million for the six months ended June 30, 2025, compared to net remarketing gains of $59 million and $105 million for the three months and six months ended June 30, 2024, respectively.

Current wording

(a)Includes net remarketing gains of $1 million and net remarketing losses of $18 million for the three months and nine months ended September 30, 2025, respectively, compared to net remarketing gains of $24 million and $129 million for the three months and nine months ended September 30, 2024.

Previous wording

Our Automotive Finance operations earned income from continuing operations before income tax expense of $472 million and $847 million for the three months and six months ended June 30, 2025, respectively, compared to $584 million and $1.1 billion for the three months and six months ended June 30, 2024. For the three months and six months ended June 30, 2025, the decreases were primarily due to higher net depreciation expense on operating lease assets.

Current wording

Our Automotive Finance operations earned income from continuing operations before income tax expense of $421 million and $1.3 billion for the three months and nine months ended September 30, 2025, respectively, compared to $355 million and $1.4 billion for the three months and nine months ended September 30, 2024. For the three months ended September 30, 2025, the increase was primarily due to lower provision for credit losses, partially offset by higher total noninterest expense and higher net depreciation expense on operating lease assets. For the nine months ended September 30, 2025, the decrease was primarily due to higher net depreciation expense on operating lease assets and higher total noninterest expense, partially offset by lower provision for credit losses.

Previous wording

Consumer automotive loan financing revenue and other interest income increased $81 million and $151 million for the three months and six months ended June 30, 2025, respectively, compared to the same periods in 2024. The increases were primarily driven by higher portfolio yields as higher yielding originations replace maturity of lower yielding assets resulting from pricing actions.

Current wording

Consumer automotive loan financing revenue and other interest income increased $72 million and $223 million for the three months and nine months ended September 30, 2025, respectively, compared to the same periods in 2024. The increases were primarily driven by higher average consumer assets resulting from origination growth and higher portfolio yields as higher yielding originations replace maturity of lower yielding assets resulting from pricing actions.

Previous wording

Commercial loan financing revenue and other interest income decreased $106 million and $176 million for the three months and six months ended June 30, 2025, respectively, compared to the three months and six months ended June 30, 2024. The decreases were primarily due to lower average outstanding wholesale floorplan balances within the Stellantis dealer channel and lower yield driven by lower benchmark interest rates, as our commercial automotive loans are generally variable-rate.

Current wording

Commercial loan financing revenue and other interest income decreased $94 million and $270 million for the three months and nine months ended September 30, 2025, respectively, compared to the three months and nine months ended September 30, 2024. The decreases were primarily due to lower average outstanding wholesale floorplan balances within the Stellantis dealer channel and lower yield driven by lower benchmark interest rates, as our commercial automotive loans are generally variable-rate.

Previous wording

Interest expense increased $28 million and $83 million for the three months and six months ended June 30, 2025, compared to the same periods in 2024. The increases for the three months and six months ended June 30, 2025, were primarily driven by higher funding costs as a result of a gradual shift in the composition of our consumer portfolios to loans and leases originated during a higher interest rate environment.

Current wording

Interest expense increased $27 million and $110 million for the three months and nine months ended September 30, 2025, respectively, compared to the same periods in 2024. The increases for the three months and nine months ended September 30, 2025, were primarily driven by higher funding costs as a result of a gradual shift in the composition of our consumer portfolios to loans and leases originated during a higher interest rate environment.

Previous wording

Total net operating lease revenue decreased $42 million and $95 million for the three months and six months ended June 30, 2025, respectively, compared to the same periods in 2024. The decreases in net operating lease revenue were driven by lower remarketing performance and lower asset balances. We recognized net remarketing losses of $19 million for the six months ended June 30, 2025, compared to net remarketing gains of $59 million and $105 million for the three months and six months ended June 30, 2024, respectively. The decreases in remarketing gains for the three months and six months ended June 30, 2025, were primarily driven by lower auction prices on the sale of specific vehicle models and lower termination volume. Refer to the Operating Lease Residual Risk Management section of this MD&A for further discussion.

Current wording

Total net operating lease revenue decreased $7 million and $102 million for the three months and nine months ended September 30, 2025, respectively, compared to the same periods in 2024. The decreases in net operating lease revenue for the three months and nine months ended September 30, 2025, were driven by lower remarketing performance. We recognized net remarketing gains of $1 million and net remarketing losses of $18 million for the three months and nine months ended September 30, 2025, respectively, compared to net remarketing gains of $24 million and $129 million for the three months and nine months ended September 30, 2024. The decreases in remarketing gains for the three months and nine months ended September 30, 2025, were primarily driven by lower auction prices on the sale of specific vehicle models and lower termination volume. Refer to the Operating Lease Residual Risk Management section of this MD&A for further discussion.

Previous wording

Total noninterest expense increased $20 million and $31 million for the three months and six months ended June 30, 2025, compared to the same periods in 2024. The increases were primarily due to increased expenses to support the growth of our consumer product suite and expand our digital capabilities and portfolio of products.

Current wording

Total noninterest expense increased $60 million and $91 million for the three months and nine months ended September 30, 2025, respectively, compared to the same periods in 2024. The increases for the three months and nine months ended September 30, 2025, were primarily due to increased expenses to support the growth of our consumer product suite and expand our digital capabilities and portfolio of products.

Previous wording

(c)Excludes the effects of derivative financial instruments designated as hedges, which is included within Corporate and Other. Including the impact of hedging activities, the yield was 9.26% and 9.23% for the three months and six months ended June 30, 2025, respectively, and 9.19% and 9.13% for the three months and six months ended June 30, 2024.

Current wording

(c)Excludes the effects of derivative financial instruments designated as hedges, which is included within Corporate and Other. Including the impact of hedging activities, the yield was 9.27% and 9.24% for the three months and nine months ended September 30, 2025, respectively, and 9.29% and 9.18% for the three months and nine months ended September 30, 2024.

Previous wording

(d)Excludes the effects of derivative financial instruments designated as hedges, which is included within Corporate and Other. Including the impact of hedging activities, the yield was 6.41% and 6.45% for the three months and six months ended June 30, 2025, respectively, and 7.64% and 7.67% for the three months and six months ended June 30, 2024.

Current wording

(d)Excludes the effects of derivative financial instruments designated as hedges, which is included within Corporate and Other. Including the impact of hedging activities, the yield was 6.42% and 6.44% for the three months and nine months ended September 30, 2025, respectively, and 7.68% and 7.67% for the three months and nine months ended September 30, 2024.

Previous wording

(f)Yield includes net losses on the sale of off-lease vehicles of $19 million for the six months ended June 30, 2025, and net gains of $59 million and $105 million for the three months and six months ended June 30, 2024, respectively. Excluding these losses and gains on sale, the yield was 6.86% and 6.76% for the three months and six months ended June 30, 2025, respectively, compared to 5.66% and 5.52% for the three months and six months ended June 30, 2024.

Current wording

(f)Yield includes net gains on the sale of off-lease vehicles of $1 million and net losses of $18 million for the three months and nine months ended September 30, 2025, respectively, and net gains of $24 million and $129 million for the three months and nine months ended September 30, 2024. Excluding these gains and losses on sale, the yield was 6.64% and 6.72% for the three months and nine months ended September 30, 2025, respectively, compared to 6.03% and 5.68% for the three months and nine months ended September 30, 2024.

Previous wording

During the three months and six months ended June 30, 2025, our portfolio yield for consumer automotive loans, excluding the impact of hedging activities, increased 34 and 41 basis points, respectively, as compared to the same periods in 2024. The increases for the three months and six months ended June 30, 2025, were primarily driven by a shift in portfolio mix as higher yielding originations replace the maturity of lower yielding assets resulting from pricing actions. Our portfolio yield for consumer automotive loans, including the effects of derivative financial instruments designated as hedges, was 9 basis points higher than our portfolio yield for consumer automotive loans excluding the effects of derivative financial instruments designated as hedges for both the three months and six months ended June 30, 2025. This is attributable to the execution of hedging strategies that are used to mitigate interest rate risks. The effects of derivative financial instruments designated as hedges are included within Corporate and Other. Refer to Note 19 to the Condensed Consolidated Financial Statements for further discussion.

Current wording

During the three months and nine months ended September 30, 2025, our portfolio yield for consumer automotive loans, excluding the impact of hedging activities, increased 21 and 34 basis points, respectively, as compared to the same periods in 2024. The increases for the three months and nine months ended September 30, 2025, were primarily driven by a shift in portfolio mix as higher yielding originations replace the maturity of lower yielding assets resulting from pricing actions. Our portfolio yield for consumer automotive loans, including the effects of derivative financial instruments designated as hedges, were 7 and 8 basis points higher than our portfolio yield for consumer automotive loans excluding the effects of derivative financial instruments designated as hedges for the three months and nine months ended September 30, 2025, respectively. This is attributable to the execution of hedging strategies that are used to mitigate interest rate risks. The effects of derivative financial instruments designated as hedges are included within Corporate and Other. Refer to Note 19 to the Condensed Consolidated Financial Statements for further discussion.

Previous wording

During the three months and six months ended June 30, 2025, our portfolio yield for commercial wholesale floorplan loans, excluding the impact of hedging activities, decreased 106 basis points compared to both the same periods in 2024. The decreases were primarily due to lower benchmark interest rates, as our commercial automotive loans are generally variable-rate. Additionally, our portfolio yield for other commercial automotive loans decreased 3 basis points and increased 1 basis point during the three months and six months ended June 30, 2025, respectively, compared to the same periods in 2024. The decrease for the three months ended June 30, 2025, was primarily driven by lower dealer term loans. The increase for the six months ended June 30, 2025, was driven by the portfolio turning over and benefiting from higher yielding dealer loan originations.

Current wording

During the three months and nine months ended September 30, 2025, our portfolio yield for commercial wholesale floorplan loans, excluding the impact of hedging activities, decreased 111 and 107 basis points, respectively, compared to the same periods in 2024. The decreases were primarily due to lower benchmark interest rates, as our commercial automotive loans are generally variable-rate.

Previous wording

Our portfolio yield for investment in operating leases, net, including gains and losses on the sale of off-lease vehicles, decreased 161 and 167 basis points to 6.88% and 6.29% for the three months and six months ended June 30, 2025, respectively, as compared to 8.49% and 7.96% for the three months and six months ended June 30, 2024. The decreases were due to lower remarketing gains, which decreased $59 million and $124 million for the three months and six months ended June 30, 2025, compared to the same periods in 2024. Refer to the Operating Lease Residual Risk Management section of this MD&A for further discussion.

Current wording

Our portfolio yield for investment in operating leases, net, including gains and losses on the sale of off-lease vehicles, decreased 52 and 129 basis points to 6.70% and 6.43% for the three months and nine months ended September 30, 2025, respectively, as compared to 7.22% and 7.72% for the three months and nine months ended September 30, 2024. The decreases were due to lower remarketing gains, which decreased $23 million and $147 million for the three months and nine months ended September 30, 2025, compared to the same periods in 2024. Refer to the Operating Lease Residual Risk Management section of this MD&A for further discussion.

Previous wording

Retail loan originations with a term of 76 months or more represented 23% of total retail loan originations for both the three months and six months ended June 30, 2025, compared to 24% and 23% for the three months and six months ended June 30, 2024. Substantially all the loans originated with a term of 76 months or more during both the three months and six months ended June 30, 2025, and 2024, were considered to be prime and in credit tiers S, A, or B. Our underwriting processes are designed to consider various deal structure variables—such as payment-to-income, LTV, debt-to-income, and FICO® score—that compensate for longer loan terms and mitigate underwriting risk.

Current wording

Retail loan originations with a term of 76 months or more represented 23% of total retail loan originations for both the three months and nine months ended September 30, 2025, compared to 24% and 23% for the three months and nine months ended September 30, 2024, respectively. Substantially all the loans originated with a term of 76 months or more during both the three months and nine months ended September 30, 2025, and 2024, were considered to be prime and in credit tiers S, A, or B. Our underwriting processes are designed to consider various deal structure variables—such as payment-to-income, LTV, debt-to-income, and FICO® score—that compensate for longer loan terms and mitigate underwriting risk.

Previous wording

During the three months ended June 30, 2025, approximately 81% of our used retail loan originations were for vehicles with a model year of 2019 or newer. According to the Bureau of Transportation Statistics, the average age of light vehicles in operation in the United States during 2024 was approximately 13 years. Substantially all used retail loan originations with a term of 76 months or more during the three months ended June 30, 2025, were for vehicles with a model year of 2019 or newer.

Current wording

During the three months ended September 30, 2025, approximately 84% of our used retail loan originations were for vehicles with a model year of 2019 or newer. According to the Bureau of Transportation Statistics, the average age of light vehicles in operation in the United States during 2024 was approximately 13 years. Substantially all used retail loan originations with a term of 76 months or more during the three months ended September 30, 2025, were for vehicles with a model year of 2019 or newer.

Previous wording

(a)Includes CSG originations of $915 million and $1.0 billion for the three months ended June 30, 2025, and 2024, respectively.

Current wording

(a)Includes CSG originations of $1.0 billion and $856 million for the three months ended September 30, 2025, and 2024, respectively.

Previous wording

(a)Includes CSG originations of $1.8 billion and $2.1 billion for the six months ended June 30, 2025, and 2024, respectively.

Current wording

(a)Includes CSG originations of $2.8 billion and $2.9 billion for the nine months ended September 30, 2025, and 2024, respectively.

Previous wording

Originations with a FICO® Score of less than 620 (considered nonprime) represented 9% and 8% of total consumer loan and operating lease originations for the three months and six months ended June 30, 2025, respectively, compared to 7% and 8% for the three months and six months ended June 30, 2024. Consumer loans and operating leases with FICO® Scores of less than 540 represented 1% of total originations for each of the three months and six months ended June 30, 2025, and 2024. Nonprime applications are subject to more stringent underwriting criteria (for example, maximum payment-to-income ratio, maximum debt-to-income ratio, and maximum amount financed), and our nonprime loan portfolio generally does not include any loans with a term of 76 months or more. The carrying value of our held-for-investment, nonprime consumer automotive loans before allowance for loan losses was $8.2 billion at both June 30, 2025, and December 31, 2024, or approximately 9.7% of our total consumer automotive loans at both June 30, 2025, and December 31, 2024. For discussion of our credit-risk-management practices and performance, refer to the section below titled Risk Management.

Current wording

Originations with a FICO® Score of less than 620 (considered nonprime) represented 9% of total consumer loan and operating lease originations for both the three months and nine months ended September 30, 2025, respectively, compared to 8% for both the three months and nine months ended September 30, 2024. Consumer loans and operating leases with FICO® Scores of less than 540 represented 1% of total originations for both the three months and nine months ended September 30, 2025, and 1% for both the same periods in 2024. Nonprime applications are subject to more stringent underwriting criteria (for example, maximum payment-to-income ratio, maximum debt-to-income ratio, and maximum amount financed), and our nonprime loan portfolio generally does not include any loans with a term of 76 months or more. The carrying value of our held-for-investment, nonprime consumer automotive loans before allowance for loan losses was $8.3 billion and $8.2 billion at September 30, 2025, and December 31, 2024, respectively, or approximately 9.8% and 9.7% of our total consumer automotive loans at September 30, 2025, and December 31, 2024. For discussion of our credit-risk-management practices and performance, refer to the section below titled Risk Management.

Previous wording

During the second quarter of 2025, we renewed our relationship with Carvana, a leading e-commerce platform for buying and selling used vehicles. Specifically, we maintained our committed facility at a maximum of $4.0 billion to support our continued efforts to optimize risk-adjusted returns. This commitment is effective for 364 days. As part of the agreement, we continue to purchase finance receivables on a periodic basis within prescribed eligibility requirements and risk appetite, consistent with purchase practices in prior years. All the finance receivables purchased through this channel are used vehicles, and are included in non-OEM-franchised dealers and automotive retailers in our consumer origination metrics. While different vintages and credit tiers exhibit varying performance, collectively to date, finance receivables purchased from Carvana have generally exhibited consistent delinquency and loss performance compared to loans with similar credit characteristics acquired through our indirect dealer channel. Consumer finance receivables and loans sourced from Carvana represented 9.1% and 8.6% of our total consumer automotive finance receivables and loans as of June 30, 2025, and December 31, 2024, respectively. Loan purchases from Carvana were 11% and 9% of our total consumer automotive financing originations during the three months and six months ended June 30, 2025, respectively, as compared to 5% and 7% for the same periods in 2024.

Current wording

During the fourth quarter of 2025, we amended our relationship with Carvana, a leading e-commerce platform for buying and selling used vehicles. Specifically, we increased our committed facility by $2.0 billion to a maximum of $6.0 billion to support our continued efforts to optimize risk-adjusted returns. This commitment is effective for 364 days. As part of the agreement, we continue to purchase finance receivables on a periodic basis within prescribed eligibility requirements and risk appetite, consistent with purchase practices in prior years. All the finance receivables purchased through this channel are used vehicles, and are included in non-OEM-franchised dealers and automotive retailers in our consumer origination metrics. While different vintages and credit tiers exhibit varying performance, collectively to date, finance receivables purchased from Carvana have generally exhibited consistent delinquency and loss performance compared to loans with similar credit characteristics acquired through our indirect dealer channel. Consumer finance receivables and loans sourced from Carvana represented 9.6% and 8.6% of our total consumer automotive finance receivables and loans as of September 30, 2025, and December 31, 2024, respectively. Loan purchases from Carvana were 11% and 10% of our total consumer automotive financing originations during the three months and nine months ended September 30, 2025, respectively, as compared to 8% and 7% for the same periods in 2024.

Previous wording

Average commercial wholesale financing receivables outstanding decreased $3.4 billion and $2.5 billion during the three months and six months ended June 30, 2025, respectively, as compared to the same periods in 2024. The decreases for the three months and six months ended June 30, 2025, as compared to the same periods in 2024, were primarily due to a decrease within the Stellantis dealer channel.

Current wording

Average commercial wholesale financing receivables outstanding decreased $2.8 billion and $2.6 billion during the three months and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024. The decreases for the three months and nine months ended September 30, 2025, as compared to the same periods in 2024, were primarily due to a decrease within the Stellantis dealer channel.

Previous wording

Carvana's commercial line of credit totals $1.5 billion, with a scheduled maturity in the second quarter of 2027. The line of credit represents a commitment to fund Carvana’s wholesale floorplan financing of used vehicles and is consistent in form and structure with our other wholesale floorplan financing arrangements. This includes the line of credit being fully collateralized to mitigate counterparty credit risk in the event of a default. At June 30, 2025, Carvana’s gross wholesale floorplan assets outstanding balance was $72 million.

Current wording

Carvana's commercial line of credit totals $1.5 billion, with a scheduled maturity in the second quarter of 2027. The line of credit represents a commitment to fund Carvana’s wholesale floorplan financing of used vehicles and is consistent in form and structure with our other wholesale floorplan financing arrangements. This includes the line of credit being fully collateralized to mitigate counterparty credit risk in the event of a default. At September 30, 2025, Carvana’s gross wholesale floorplan assets outstanding balance was $73 million.

Previous wording

We also provide other forms of commercial financing for the automotive industry including automotive dealer term and revolving loans and automotive fleet financing. Automotive dealer term and revolving loans are loans that we make to dealers to finance other aspects of the dealership business, including acquisitions. These loans are usually secured by real estate or other dealership assets and are typically personally guaranteed by the individual owners of the dealership. Additionally, these loans generally include cross-collateral and cross-default provisions. Automotive fleet financing credit lines may be obtained by dealers, their affiliates, and other independent companies that are used to purchase vehicles, which they lease or rent to others. The average balances of other commercial automotive loans decreased $128 million and $64 million for the three months and six months ended June 30, 2025, respectively, compared to the same periods in 2024, to an average of $6.3 billion for the both three months and six months ended June 30, 2025.

Current wording

We also provide other forms of commercial financing for the automotive industry including automotive dealer term and revolving loans and automotive fleet financing. Automotive dealer term and revolving loans are loans that we make to dealers to finance other aspects of the dealership business, including acquisitions. These loans are usually secured by real estate or other dealership assets and are typically personally guaranteed by the individual owners of the dealership. Additionally, these loans generally include cross-collateral and cross-default provisions. Automotive fleet financing credit lines may be obtained by dealers, their affiliates, and other independent companies that are used to purchase vehicles, which they lease or rent to others. The average balances of other commercial automotive loans remained unchanged for the three months ended September 30, 2025, and decreased $42 million for the nine months ended September 30, 2025, compared to the same periods in 2024, resulting in an average balance of $6.3 billion for both the three months and nine months ended September 30, 2025.

Previous wording

(a)Includes interest expense of $15 million and $29 million for the three months and six months ended June 30, 2025, respectively, and $14 million and $27 million for the three months and six months ended June 30, 2024.

Current wording

(a)Includes interest expense of $16 million and $45 million for the three months and nine months ended September 30, 2025, respectively, and $13 million and $40 million for the three months and nine months ended September 30, 2024.

Previous wording

(b)Includes net unrealized gains on equity securities of $30 million and $15 million for the three months and six months ended June 30, 2025, respectively, and net unrealized losses of $28 million and $11 million for the three months and six months ended June 30, 2024.

Current wording

(b)Includes net unrealized gains on equity securities of $27 million and $43 million for the three months and nine months ended September 30, 2025, respectively, and net unrealized gains of $56 million and $46 million for the three months and nine months ended September 30, 2024.