General Motors Co

CONDENSED CONSOLIDATED INCOME STATEMENTS

(In millions, except per share amounts) (Unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions, except per share amounts) (Unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Reference should be made tothe notes to condensed consolidated financial statements.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Nature of Operations and Basis of Presentation

General Motors Company (sometimes referred to in this Quarterly Report on Form 10-Q as we, our, us, ourselves, the Company, General Motors, or GM) designs, builds, and sells trucks, crossovers, cars, and automobile parts, and provides software-enabled services and subscriptions worldwide. We also provide automotive financing services through General Motors Financial Company, Inc. (GM Financial). We analyze the results of our operations through the following segments: GM North America (GMNA), GM International (GMI), and GM Financial. In December 2024, we announced that we would no longer fund Cruise's robotaxi development work and will refocus our autonomous driving strategy on personal vehicles, and, in February 2025 we completed the acquisition of the noncontrolling interests in Cruise, began to wind down the Cruise robotaxi operations, and combined the GM and Cruise autonomous technical efforts in our GMNA segment. Corporate includes certain centrally recorded income and costs such as interest, income taxes, corporate expenditures, and certain revenues and expenses that are not part of a reportable segment.

The condensed consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP) pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The condensed consolidated financial statements include all adjustments, which consist of normal recurring adjustments and transactions or events discretely impacting the interim periods, considered necessary by management to fairly state our results of operations, financial position, and cash flows. The operating results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (2025 Form 10-K). Except for per share amounts or as otherwise specified, amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding.

Throughout this report, we refer to General Motors Company and its consolidated subsidiaries in a simplified manner and on a collective basis, using words like "we," "our," "us," and "the Company." This drafting style is suggested by the SEC and is not meant to indicate that General Motors Company, the publicly traded parent company, or any particular subsidiary of the parent company, owns or operates any particular asset, business, or property. The operations and businesses described in this report are owned and operated by distinct subsidiaries of General Motors Company.

Principles of Consolidation We consolidate entities that we control due to ownership of a majority voting interest and we consolidate variable interest entities (VIEs) when we are the primary beneficiary. All intercompany balances and transactions are eliminated in consolidation. Our share of earnings or losses of nonconsolidated affiliates is included in our consolidated operating results using the equity method of accounting when we are able to exercise significant influence over the operating and financial decisions of the affiliate.

GM Financial The amounts presented for GM Financial are adjusted to reflect the impact on GM Financial's deferred tax positions and provision for income taxes, resulting from the inclusion of GM Financial in our consolidated tax returns and to eliminate the effect of transactions between GM Financial and the other members of the consolidated group. Accordingly, the amounts presented will differ from those presented by GM Financial on a stand-alone basis.

Accounting Standards Not Yet Adopted In May 2026, the Financial Accounting Standards Board issued ASU 2026-02 "Environmental Credits and Environmental Credit Obligations (Topic 818)" (ASU 2026-02), which establishes authoritative guidance for the recognition, measurement, presentation, and disclosure of environmental credits and environmental credit obligations. This update is effective for interim and annual periods beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of the adoption of ASU 2026-02 on our condensed consolidated financial statements and the ultimate impact may continue to be affected by actions taken by the U.S. Government that may change regulations relating to fuel economy and emissions standards. Refer to Note 13 for additional information.

Note 2. Revenue

The following table disaggregates our revenue by major source:

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Adjustments to sales incentives for previously recognized sales were insignificant in the three months ended September 30, 2026 and 2025.

Contract liabilities in our Automotive operations primarily consist of vehicle connectivity, customer rewards programs, maintenance, extended warranty, and other contracts of $9.6 billion and $8.2 billion at September 30, 2026 and December 31, 2025, which are included in Accrued liabilities and Other liabilities. We recognized revenue of $673 million and $2.2 billion related to contract liabilities in the three and nine months ended September 30, 2026 and $786 million and $2.0 billion in the three and nine months ended September 30, 2025. We expect to recognize revenue of $856 million in the three months ending December 31, 2026 and $2.4 billion, $1.7 billion, and $4.7 billion in the years ending December 31, 2027, 2028, and thereafter related to contract liabilities at September 30, 2026.

Note 3. Marketable and Other Securities

The following table summarizes the fair value of cash equivalents and marketable debt securities, which approximates cost:

(a)Excludes mortgage and asset-backed securities as these securities are not due at a single maturity date.

Proceeds from the sale of available-for-sale debt securities sold prior to maturity were $591 million and $547 million in the three months ended September 30, 2026 and 2025 and $3.9 billion and $2.7 billion in the nine months ended September 30, 2026 and 2025. Net unrealized gains and losses on available-for-sale debt securities were insignificant in the three and nine months ended September 30, 2026 and 2025. Cumulative unrealized losses on available-for-sale debt securities were insignificant at September 30, 2026 and December 31, 2025.

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets to the total shown in the condensed consolidated statements of cash flows:

Note 4. GM Financial Receivables and Transactions

(a)Commercial finance receivables include dealer financing of $17.2 billion and $16.4 billion, and other financing of $450 million and $596 million at September 30, 2026 and December 31, 2025. Commercial finance receivables are presented net of dealer cash management balances of $3.6 billion and $3.4 billion at September 30, 2026 and December 31, 2025. Under the cash management program, subject to certain conditions, a dealer may choose to reduce the amount of interest on its floorplan line by making principal payments to GM Financial in advance.

The allowance for loan losses as a percentage of finance receivables was 3.1% and 2.9% at September 30, 2026 and December 31, 2025. The increase in the allowance for retail loan losses as a percentage of retail finance receivables is primarily due to changes in the composition of credit mix of the portfolio.

Retail Finance Receivables GM Financial's retail finance receivables portfolio includes loans made to consumers and businesses to finance the purchase of vehicles for personal and commercial use. The following tables are consolidated summaries of the retail finance receivables by FICO score or its equivalent, determined at origination, for each vintage of the retail finance receivables portfolio at September 30, 2026 and December 31, 2025:

GM Financial reviews the ongoing credit quality of retail finance receivables based on customer payment activity. A retail account is considered delinquent if a substantial portion of a scheduled payment has not been received by the date the payment was contractually due. Retail finance receivables are collateralized by vehicle titles and, subject to local laws, GM Financial generally has the right to repossess the vehicle in the event the customer defaults on the payment terms of the contract. The accrual of finance charge income had been suspended on delinquent retail finance receivables with contractual amounts due of $1.1 billion at September 30, 2026 and December 31, 2025. The following tables are consolidated summaries of the delinquency status of the outstanding amortized cost basis of retail finance receivables for each vintage of the portfolio at September 30, 2026 and December 31, 2025, as well as summary totals for September 30, 2025:

Commercial Finance Receivables GM Financial's commercial finance receivables consist of dealer financing, primarily for dealer inventory purchases, and other financing, which includes loans to commercial vehicle upfitters. For dealer financing, proprietary models are used to assign a risk rating to each dealer. GM Financial performs periodic credit reviews of each dealership and adjusts the dealership's risk rating, if necessary. The credit risk associated with other financing is limited due to the structure of the business relationships.

GM Financial's dealer risk model and risk rating categories are as follows:

Dealers with III and IV risk ratings are subject to additional monitoring and restrictions on funding, including suspension of lines of credit and liquidation of assets. The following tables summarize the dealer finance receivables portfolio by dealer risk rating at September 30, 2026 and December 31, 2025:

(a)Floorplan advances comprise 99.2% of the total revolving balance. Dealer term loans are presented by year of origination.

(a)Floorplan advances comprise 99.1% of the total revolving balance. Dealer term loans are presented by year of origination.

Commercial finance receivables on nonaccrual status were insignificant andnone at September 30, 2026 and December 31, 2025.

Transfers of Finance Receivables GM Financial has continuing involvement with finance receivables that were transferred in 2025, primarily in its role as servicer. The outstanding balance of the previously transferred finance receivables subject to continuing involvement was $1.2 billion at September 30, 2026.

Transactions with GM Financial The following tables show transactions between our Automotive operations and GM Financial. These amounts are presented in GM Financial's condensed consolidated balance sheets and statements of income.

(a)All balance sheet amounts are eliminated upon consolidation.

(b)Our Automotive operations made cash payments to GM Financial for subvention of $796 million and $856 million in the three months ended September 30, 2026 and 2025 and $2.1 billion and $2.5 billion in the nine months ended September 30, 2026 and 2025.

GM Financial's Board of Directors declared and paid dividends of $250 million and $350 million on its common stock in the three months ended September 30, 2026 and 2025 and $1.2 billion and $1.1 billion in the nine months ended September 30, 2026 and 2025.

Note 5. Inventories

Inventories are reflected net of allowances totaling $1.7 billion and $2.4 billion, of which $0.8 billion and $1.7 billion are electric vehicle (EV)-related, to remeasure inventory on-hand to net realizable value at September 30, 2026 and December 31, 2025. Tariffs, less available offsets and deductions, are capitalized into the cost of inventories as incurred. Offset amounts in excess of tariffs incurred will be recognized as a reduction to future tariffs.

Note 6. Equipment on Operating Leases

Equipment on operating leases consists of leases to retail customers of GM Financial.

The estimated residual value of our leased assets at the end of the lease term was $24.4 billion and $25.0 billion at September 30, 2026 and December 31, 2025.

Depreciation expense related to Equipment on operating leases, net was $1.2 billion in the three months ended September 30, 2026 and 2025 and $3.9 billion and $3.7 billion in the nine months ended September 30, 2026 and 2025.

The following table summarizes lease payments due to GM Financial on leases to retail customers:

Note 7. Equity in Net Assets of Nonconsolidated Affiliates

Nonconsolidated affiliates are entities in which we maintain an equity ownership interest and for which we use the equity method of accounting due to our ability to exert significant influence over decisions relating to their operating and financial affairs. Revenue and expenses of our joint ventures are not consolidated into our financial statements; rather, our proportionate share of the earnings of each joint venture is reflected as Equity income (loss) or Automotive and other cost of sales.

(a)Equity income (loss) related to Ultium Cells Holdings LLC, an equally owned joint venture with LG Energy Solution, is presented in Automotive and other cost of sales as this entity has historically been integral to the operations of our business by providing battery cells for our EVs. Equity income (loss) in Ultium Cells Holdings LLC was insignificant in the three and nine months ended September 30, 2026 and $213 million and $465 million in the three and nine months ended September 30, 2025.

(b)Includes a gain on the sale of an equity method investment of $254 million in the three and nine months ended September 30, 2026.

In the three months ended September 30, 2026, we recordedno impairment charges in equity income. In the nine months ended September 30, 2026, we recorded $364 million of impairment charges in equity income, and in the year ended December 31, 2025, we recorded an insignificant amount of restructuring-related charges in equity income in connection with our EV strategic realignment. Refer to Note 15 for additional information.

There have beenno significant ownership changes in our Automotive China joint ventures (Automotive China JVs) or Ultium Cells Holdings LLC since December 31, 2025.

Dividends declared but not paid from our nonconsolidated affiliates were $1.4 billion and $926 million at September 30, 2026 and December 31, 2025. Dividends received from our nonconsolidated affiliates were insignificant in the three and nine months ended September 30, 2026 and insignificant and $1.1 billion in the three and nine months ended September 30, 2025. We had net undistributed losses from our nonconsolidated affiliates of $945 million and $1.5 billion at September 30, 2026 and December 31, 2025, including $3.1 billion and $3.2 billion of undistributed losses at September 30, 2026 and December 31, 2025, offset by $2.2 billion and $1.8 billion of undistributed earnings at September 30, 2026 and December 31, 2025.

Note 8. Variable Interest Entities

Consolidated VIEs

Automotive Financing – GM Financial

GM Financial uses special purpose entities (SPEs) that are considered VIEs to issue variable funding notes to third-party, bank-sponsored warehouse facilities, or asset-backed securities to investors in securitization transactions. The debt issued by these VIEs is backed by finance receivables and leasing-related assets transferred to the VIEs (Securitized Assets). GM Financial is required to hold certain funds in restricted cash accounts to provide additional collateral for borrowings under certain secured credit facilities. GM Financial determined that it is the primary beneficiary of the SPEs because the servicing responsibilities for the Securitized Assets give GM Financial the power to direct the activities that most significantly impact the performance of the VIEs and the variable interests in the VIEs give GM Financial the obligation to absorb losses and the right to receive residual returns that could potentially be significant. The assets of the VIEs serve as the sole source of repayment for the debt issued by these entities. Investors in the notes issued by the VIEs do not have recourse to GM Financial or its other assets, with the exception of customary representation and warranty repurchase provisions and indemnities that GM Financial provides as the servicer. GM Financial is not required to provide additional financial support to these SPEs. While these SPEs are included in GM Financial's condensed consolidated financial statements, they are separate legal entities and the finance receivables, lease-related assets, and cash held by them are legally owned by them and are not available to GM Financial's creditors or creditors of GM Financial's other subsidiaries.

The following table summarizes the assets and liabilities related to GM Financial's consolidated VIEs:

GM Financial recognizes finance charge, leased vehicle, and fee income on the Securitized Assets and interest expense on the secured debt issued in a securitization transaction and records a provision for loan losses to recognize loan losses expected over the remaining life of the finance receivables.

Nonconsolidated VIEs

Automotive

Nonconsolidated VIEs primarily include our battery cell manufacturing joint ventures to which we provided financial support to ensure that our supply needs for production are met or are not disrupted. Our variable interests in these nonconsolidated VIEs include equity investments, accounts and loans receivable, committed financial support, and other off-balance sheet arrangements. The carrying amounts of assets were approximately $4.1 billion and $3.6 billion, and liabilities were $0.6 billion and insignificant related to our nonconsolidated VIEs at September 30, 2026 and December 31, 2025. Our maximum exposure to loss as a result of our involvement with these VIEs was approximately $6.7 billion and $8.5 billion, inclusive of $1.9 billion and $4.0 billion in committed capital and other contributions to our battery cell manufacturing joint ventures, at September 30, 2026 and December 31, 2025. Refer to Note 15 for additional information on EV-related commercial settlements with our nonconsolidated VIEs. Our maximum exposure to loss, and required capital contributions, could vary depending on our battery cell manufacturing joint ventures' requirements and access to capital. We currently lack the power through voting or similar rights to direct the activities of these entities that most significantly affect their economic performance.

Note 9. Debt

Automotive The following table presents debt in our automotive operations:

(a)Primarily consists of senior notes.

(b)Includes net discount and debt issuance costs of $427 million and $445 million at September 30, 2026 and December 31, 2025.

(c)Excludes our 364-day, $2.0 billion facility allocated for exclusive use by GM Financial and our Inventory Banking Facility.

(d)Includes coupon rates on debt denominated in various foreign currencies and interest free loans.

In August 2026, we entered into an agreement with an intermediary that will advance funds from a syndicate of banks to certain suppliers in exchange for the suppliers acquiring and holding certain critical inventory (Inventory Banking Facility). The intermediary's funding provides for a maximum of $4.5 billion that can be drawn over a 12-month funding period that commenced on August 7, 2026. As of September 30, 2026, an insignificant amount has been drawn under the Inventory Banking Facility. Amounts drawn by the intermediary will be supported by irrevocable payment undertakings (IPUs) issued by us, which we will pay down following our consumption of the banked inventory, with any unpaid amounts due by August 6, 2029. Interest will accrue on the IPUs at a rate equal to the Secured Overnight Financing Rate plus 1.55% per annum. The Inventory Banking Facility contains customary representations and warranties, covenants, and events of default for a program of this type with all outstanding amounts becoming immediately due and payable upon an event of default. Amounts outstanding under the Inventory Banking Facility are presented as unsecured debt.

In March 2026, we renewed our 364-day, $2.0 billion revolving credit facility allocated for the exclusive use of GM Financial, which now matures on March 22, 2027.

GM Financial The following table presents debt of GM Financial:

Secured debt consists of revolving credit facilities and securitization notes payable. Most of the secured debt was issued by VIEs and is repayable only from proceeds related to the underlying pledged assets. Refer to Note 8 for additional information on GM Financial's involvement with VIEs. In the nine months ended September 30, 2026, GM Financial renewed and upsized revolving credit facilities with total borrowing capacity of $19.2 billion and issued $11.5 billion in aggregate principal amount of securitization notes payable with an initial weighted-average interest rate of 3.82% and maturity dates ranging from 2026 to 2035.

Unsecured debt consists of senior notes, credit facilities, and other unsecured debt. In the nine months ended September 30, 2026, GM Financial issued $5.6 billion in aggregate principal amount of senior notes with an initial weighted-average interest rate of 4.90% and maturity dates ranging from 2029 to 2036.

Note 10. Derivative Financial Instruments

The following table presents the gross fair value amounts of GM Financial's derivative financial instruments and the associated notional amounts:

(a)The gains/losses included in our condensed consolidated income statements and statements of comprehensive income for the three and nine months ended September 30, 2026 and 2025 were insignificant, unless otherwise noted. Amounts accrued for interest payments in a net receivable position are included in Other assets. Amounts accrued for interest payments in a net payable position are included in Other liabilities.

(b)The effect of fair value hedges in the condensed consolidated income statements includes insignificant losses for the three months ended September 30, 2026 and 2025 and losses of $108 million and $164 million for the nine months ended September 30, 2026 and 2025.

(c)The effect of foreign currency cash flow hedges recognized in Accumulated other comprehensive loss in the condensed consolidated statements of comprehensive income includes insignificant losses for the three months ended September 30, 2026 and 2025, and losses of $200 million and gains of $578 million for the nine months ended September 30, 2026 and 2025. The effect of foreign currency cash flow hedges reclassified from Accumulated other comprehensive loss in the condensed consolidated statements of comprehensive income into income includes insignificant losses for the three months ended September 30, 2026 and 2025 and losses of $253 million and gains of $675 million for the nine months ended September 30, 2026 and 2025. All amounts reclassified from Accumulated other comprehensive loss were recorded to GM Financial interest, operating, and other expenses in the condensed consolidated income statements.

(d)The fair value of derivative instruments that are classified as assets or liabilities available for offset was $805 million at September 30, 2026 and $520 million at December 31, 2025. GM Financial held $137 million and an insignificant amount of collateral from counterparties available for netting against GM Financial's asset positions and posted $1.2 billion and $615 million of collateral to counterparties available for netting against GM Financial's liability positions at September 30, 2026 and December 31, 2025.

The fair value for Level 2 instruments was derived using the market approach based on observable market inputs including quoted prices of similar instruments and foreign exchange and interest rate forward curves. During the next 12 months, we expect an insignificant amount of losses will be reclassified into pre-tax earnings from derivatives designated for hedge accounting.

The following amounts were recorded in the condensed consolidated balance sheets related to items designated and qualifying as hedged items in fair value hedging relationships:

(a)Includes $362 million and $428 million of unamortized losses remaining on hedged items for which hedge accounting has been discontinued at September 30, 2026 and December 31, 2025.

Note 11. Product Warranty and Related Liabilities

(a)The current portion of supplier recoveries is recorded in Accounts and notes receivable, net of allowance and the non-current portion is recorded in Other assets.

For estimates related to reasonably possible losses in excess of amounts accrued for recall campaigns, refer to Note 13 for additional information.

Note 12. Pensions and Other Postretirement Benefits

The non-service cost components of net periodic pension and other postretirement benefits (OPEB) income presented in Interest income and other non-operating income, net are insignificant in the three months ended September 30, 2026 and 2025 and insignificant and $186 million in the nine months ended September 30, 2026 and 2025.

Note 13. Commitments, Contingencies, and Uncertainties

Litigation-Related Liability and Indirect Tax-Related Matters In the normal course of our business, we are named from time to time as a defendant in various legal actions, including arbitrations, class actions, and other litigation. We identify below the material individual proceedings and investigations where we believe a material loss is reasonably possible or probable. We accrue for matters when we believe that losses are probable and can be reasonably estimated. At September 30, 2026 and December 31, 2025, we had accruals of $1.6 billion and $1.5 billion for such legal actions in Accrued liabilities and Other liabilities. In many matters, it is inherently difficult to determine whether a loss is probable or reasonably possible or to estimate the size or range of the potential loss. Some matters may involve compensatory, punitive, or other treble damage claims, environmental remediation programs, or sanctions that, if granted, could require us to pay damages or make other expenditures in amounts that cannot be reasonably estimated. Accordingly, while we believe that appropriate accruals have been established for losses that are probable and can be reasonably estimated, it is possible that adverse outcomes from such proceedings could exceed the amounts accrued by an amount that could be material to our results of operations or cash flows in any particular reporting period.

Opel/Vauxhall Sale In 2017, we sold the Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business) to PSA Group, now Stellantis N.V. (Stellantis), under a Master Agreement (the Agreement). We also sold the European financing subsidiaries and branches to Banque PSA Finance S.A. and BNP Paribas Personal Finance S.A. Although the sale reduced our new vehicle presence in Europe, we may still be impacted by actions taken by regulators related to vehicles sold before the sale. General Motors Holdings LLC agreed, on behalf of our wholly owned subsidiary (the Seller), to indemnify Stellantis for certain losses resulting from any inaccuracy of the representations and warranties or breaches of our covenants included in the Agreement and for certain other liabilities, including costs related to certain emissions claims, product liabilities, and recalls. We are unable to estimate any reasonably possible material loss or range of loss that may result from these actions either directly or through an indemnification claim from Stellantis. Certain of these indemnification obligations are subject to time limitations, thresholds, and/or caps as to the amount of required payments.

Currently, various consumer lawsuits have been filed against the Seller and Stellantis in Germany, the United Kingdom, Austria, and the Netherlands alleging that Opel and Vauxhall vehicles sold by the Seller violated applicable emissions standards. In addition, we indemnified Stellantis for an immaterial amount for certain recalls that Stellantis has conducted or will conduct, including recalls in certain geographic locations that Stellantis intends to conduct related to Takata Corporation (Takata) inflators in legacy Opel vehicles. We may in the future be required to further indemnify Stellantis relating to certain of its Takata recalls.

Other Litigation-Related Liabilities Various other legal actions, including class actions, governmental investigations, claims, and proceedings are pending against us or our related companies or joint ventures, including, but not limited to, matters arising out of alleged product defects; employment-related matters; product and workplace safety, vehicle emissions, and fuel economy regulations; product warranties; financial services; dealer, supplier, and other contractual relationships; competition issues; product design, manufacture, and performance; consumer protection laws; and environmental protection laws, including laws regulating air emissions, water discharges, waste management, and environmental remediation from stationary sources. We also from time to time receive subpoenas and other inquiries or requests for information from agencies or other representatives of U.S. federal, state, and foreign governments on a variety of issues.

There are several putative class actions pending against GM in the U.S. and Canada alleging that various vehicles sold, including model year 2011–2016 Duramax Diesel Chevrolet Silverado and GMC Sierra vehicles, violate federal and state laws because they release more emissions than a reasonable customer would expect. In July 2023, thetwo putative class actions pending in the U.S. were dismissed with prejudice and judgment entered in favor of GM, and plaintiffs appealed the dismissal. In August 2024, the Sixth Circuit reversed in part and affirmed in part the dismissal in one of the cases. In June 2025, a different panel in the second case affirmed in part, vacated in part, and remanded for further proceedings. We are currently unable to estimate any reasonably possible material loss or range of loss that may result from these actions. GM has also faced a series of additional lawsuits in the U.S. based on these allegations, including a shareholder demand lawsuit that remains pending.

There isone putative class action andone certified class action pending against GM in the U.S. alleging that various 2015–2022 model year vehicles are defective because they are equipped with faulty 8-speed transmissions. In March 2023, the judge overseeing the class action concerning 2015–2019 model year vehicles certified 26 state subclasses and GM appealed. In June 2025, the Sixth Circuit decertified all 26 state subclasses and remanded to the district court for further proceedings. In the three months ended September 30, 2026, we reached an agreement to settle these matters on terms consistent with our accrual, which was insignificant.

Beyond the class action litigations disclosed, we have several other class action litigations pending at any given time. Historically, relatively few classes have been certified in these types of cases. Therefore, we will generally only disclose specific class actions if a class is certified and we believe there is a reasonably possible material exposure to the Company.

Takata Matters In November 2020, the National Highway Traffic Safety Administration (NHTSA) directed that we replace the Takata airbag inflators in our GMT900 vehicles, which are full-size pickup trucks and sport utility vehicles (SUVs), and we decided not to contest NHTSA's decision. While we have already begun the process of executing the recall, given the number of vehicles in this population, the recall will take several years to be completed. Accordingly, in the year ended December 31, 2020, we recorded a warranty accrual of $1.1 billion for the expected costs of complying with the recall remedy. At September 30, 2026, our remaining accrual for these matters was $0.3 billion, and we believe the currently accrued amount remains reasonable.

GM has recalled certain vehicles sold outside of the U.S. to replace Takata inflators in those vehicles. There are significant differences in vehicle and inflator design between the relevant vehicles sold internationally and those sold in the U.S. We continue to gather and analyze evidence about these inflators and to share our findings with regulators. Any additional recalls relating to these inflators could be material to our results of operations and cash flows.

There are several putative class actions that have been filed against GM, including in the U.S. and Canada, arising out of allegations that airbag inflators manufactured by Takata are defective. In March 2023, a U.S. court overseeingone of the putative class actions issued a final judgment in favor of GM on all claims in eight states at issue in that proceeding. In August 2023, the same U.S. court granted class certification as to a Louisiana claim but denied certification as to seven other states. At this stage of these proceedings, we are unable to provide an estimate of the amounts or range of reasonably possible material loss.

ARC Matters In May 2023, we initiated a voluntary recall covering nearlyone million 2014–2017 model year Buick Enclave, Chevrolet Traverse, and GMC Acadia SUVs equipped with driver front airbag inflators manufactured by ARC Automotive, Inc. (ARC) and accrued an insignificant amount for the expected costs of the recall. As part of its ongoing investigation into ARC airbag inflators, on September 5, 2023, NHTSA issued an Initial Decision that approximately 52 million frontal driver and passenger airbag inflators manufactured by ARC and Delphi Automotive Systems LLC over a roughly 20-year period contain a safety-related defect and must be recalled. On July 31, 2024, NHTSA issued a Supplemental Initial Decision reaffirming its September 2023 Initial Decision and reopening the administrative record to additional public comments. The Initial Decision and the Supplemental Initial Decision were primarily based on the occurrence of seven field ruptures involving ARC-manufactured frontal airbag inflators. We are continuing to investigate the cause of the ruptures in GM vehicles in connection with our existing recalls. On December 13, 2024, NHTSA issued a memorandum indicating that, based on the public comments it had received to date, the agency would be "conducting additional investigation of the issues related to the Supplemental Initial Decision." Where our investigation has shown that a population of GM vehicles contains ARC inflators that pose an unreasonable risk to safety, we have appropriately recalled those vehicles, and our investigation is continuing. Depending on the outcome of the dispute between NHTSA and ARC, and the possibility of additional recalls, the cost of which may not be fully recoverable, it is reasonably possible that the costs associated with these matters in excess of amounts accrued could be material, but we are unable to provide an estimate of the amounts or range of reasonably possible material loss at this time.

There are several putative class actions that have been filed against GM, including in the U.S., Canada, and Israel, arising out of allegations that airbag inflators manufactured by ARC are defective. At this stage of these proceedings, we are unable to provide an estimate of the amounts or range of reasonably possible material loss.

Privacy and Consumer Protection Matters There are putative class actions pending against GM in federal courts in the U.S. alleging violations of state and federal privacy and consumer protection laws related to the collection and use of certain consumer data obtained through our former OnStar Smart Driver product. In June 2024, those class actions were consolidated into a multi-district litigation proceeding in the Northern District of Georgia. In addition, several states have filed enforcement lawsuits against us, and other state attorneys general have opened investigations or made inquiries of us relating to these alleged consumer protection and privacy issues. During the six months ended June 30, 2026, the Company reached final settlements and entered into agreed consent orders with the Federal Trade Commission and regulators in the state of California. The Company is defending litigation filed against us and fully cooperating with other agencies and attorneys general that are conducting investigations. As of September 30, 2026, we had accrued $0.5 billion in connection with these investigations and litigations. At this stage, we are not able to estimate any reasonably possible or probable material loss or range of loss that may result from these actions beyond this accrual.

EV Supply Arbitrations We are a party totwo arbitrations relating to long-term EV supply agreements. In June 2026, we filed an arbitration against a battery material joint venture partner seeking termination of a supply agreement and to clarify various other contractual rights and obligations. Separately, in July 2026, a supplier of a component for EV traction motors initiated an arbitration against us seeking damages after we terminated a strategic sourcing agreement. At this time, we are unable to estimate any reasonably possible material loss or range of loss for these matters.

Product Liability and Breach of Warranty We record liabilities related to product liability claims in Accrued liabilities and Other liabilities for the expected cost of all known product liability claims, plus an estimate of the expected cost for product liability claims that have already been incurred and are expected to be filed in the future for which we are self-insured. It is reasonably possible that our accruals for product liability claims may increase in future periods in material amounts, although we cannot estimate a reasonable range of incremental loss based on currently available information. We believe that any judgment against us involving our products for actual damages will be adequately covered by our recorded accruals and, where applicable, excess liability insurance coverage.

We are also subject to breach of warranty claims resulting from state and federal consumer protection laws that allow consumers to hold manufacturers legally responsible in situations where a product cannot be conformed to its warranties. Consumer relief can include, but is not limited to, a refund, a replacement vehicle, a recovery of legal and administrative fees, or other monetary damages. Losses that we believe to be probable and estimable based on evaluation of historical transactions are included in Accrued liabilities and Other liabilities and are reviewed regularly for adequacy. We believe that any judgment against us involving our warranties for actual damages will be adequately covered by our recorded accruals.

Guarantees We enter into indemnification agreements for liability claims involving products manufactured primarily by certain joint ventures. These guarantees terminate in years ranging from 2026 to 2035, or upon the occurrence of specific events, or are ongoing. We believe that the related potential costs incurred are adequately covered by our recorded accruals, which are insignificant. The maximum future undiscounted payments mainly based on royalties received associated with vehicles sold to date were $4.1 billion and $3.5 billion for these guarantees at September 30, 2026 and December 31, 2025, the majority of which relates to the indemnification agreements.

We provide payment guarantees on commercial loans outstanding with third parties such as dealers. In some instances, certain assets of the party or our payables to the party whose debt or performance we have guaranteed may offset, to some degree, the amount of any potential future payments. We are also exposed to residual value guarantees associated with certain sales to rental car companies.

We periodically enter into agreements that incorporate indemnification provisions in the normal course of business. It is not possible to estimate our maximum exposure under these indemnifications or guarantees due to the conditional nature of these obligations. Insignificant amounts have been recorded for such obligations as the majority of them are not probable or estimable at this time and the fair value of the guarantees at issuance was insignificant. Refer to the Opel/Vauxhall Sale section of this note for additional information on our indemnification obligations to Stellantis under the Agreement.

Supplier Finance Programs Third-party finance providers offer certain suppliers the option for payment in advance of their invoice due date through financing programs that we established. We retain our obligation to the participating suppliers, and we make payments directly to the third-party finance providers on the original invoice due date pursuant to the original invoice terms. There are no assets pledged as security or other forms of guarantees provided for committed payments. Our outstanding eligible balances under our supplier finance programs were $1.2 billion and $1.1 billion at September 30, 2026 and December 31, 2025, which are recorded in Accounts payable (principally trade).

Indirect Tax-Related Matters Tax matters not subject to the provision of Accounting Standards Codification 740, "Income Taxes" that pertain to value added taxes, customs, duties, sales tax, property taxes, and other non-income tax exposures are evaluated globally. For indirect tax-related matters, we estimate our reasonably possible loss in excess of amounts accrued to be up to $1.0 billion at September 30, 2026. Certain indirect tax-related administrative proceedings may require that we deposit funds in escrow or provide an alternative form of security. We are not able to estimate the timing or amount of potential deposits and currently believe any required amounts will not be material.

Emissions-Related Uncertainties We are subject to state and federal governmental regulations, as well as regulations from governments outside of the U.S., relating to fuel economy standards and emissions. There are several methods to comply with these regulations that we have utilized and may continue to utilize, including, but not limited to, increasing production and sales of certain vehicles; curtailing production of certain vehicles; making certain technology changes; purchasing credits from third parties; and/or paying civil penalties. The U.S. Government has taken actions to reduce the stringency and/or scope of these regulations. During the year ended December 31, 2025, the civil penalties for noncompliance with corporate average fuel economy (CAFE) standards were set to zero for all non-finalized model years, and NHTSA recently finalized standards for the 2022-2031 model years that reduce stringency from the prior standards. In 2026, the Environmental Protection Agency (EPA) finalized a rule repealing its "endangerment finding" thereby removing greenhouse gas (GHG) regulations for light-, medium-, and heavy-duty on-highway vehicles on a retrospective and prospective basis. Litigation over the EPA's endangerment repeal and NHTSA's final action to alter U.S. CAFE regulations has commenced. The CAFE litigation could result in the revised rules being vacated until the conclusion of the legal proceedings, which is unlikely to occur in the near term.

Under current regulations, shortfalls to certain emissions standards could result in legal or regulatory proceedings against us, the recall or decertification of one or more of our products, negotiated remedial actions, fines and penalties, and/or restricted product offerings. Based on our current and forecasted sales mix, we expect to continue to have shortfalls in complying with current U.S. regulations. We recorded compliance-related costs of an insignificant amount and $0.3 billion in the three months ended September 30, 2026 and 2025 and $0.7 billion in the nine months ended September 30, 2026 and 2025 in Automotive and other cost of sales. In the nine months ended September 30, 2026, our compliance-related costs reflect a net charge of $0.5 billion associated with compliance-related assets due to the repeal of the EPA's endangerment finding in April 2026. Additional compliance costs, under current regulations, including potential fines and penalties, are not reasonably estimable. At September 30, 2026, the carrying amount of our compliance-related assets was $0.7 billion.

Note 14. Income Taxes

In the three and nine months ended September 30, 2026, Income tax expense of$565 million and $1.4 billion was primarily due to tax expense attributable to entities included in our effective tax rate calculation, partially offset by a $208 million tax benefit attributable to deferred tax assets that were considered realizable as a result of a change to a subsidiary's legal entity tax classification.

In the three and nine months ended September 30, 2025, Income tax expense of $127 million and$1.3 billion was primarily due to tax expense attributable to entities included in our effective tax rate calculation.

Note 15. Restructuring and Other Initiatives

We have executed various restructuring and other initiatives and we may execute additional initiatives in the future, if necessary, to streamline manufacturing capacity and reduce other costs to improve the utilization of remaining facilities. To the extent these programs involve voluntary separations, a liability is generally recorded at the time offers to employees are accepted. To the extent these programs provide separation benefits in accordance with pre-existing agreements, a liability is recorded once the amount is probable and reasonably estimable. If employees are involuntarily terminated, a liability is generally recorded at the communication date. Related charges are recorded in Automotive and other cost of sales and Automotive and other selling, general, and administrative expense.

The following table summarizes the reserves and charges related to restructuring and other initiatives, including postemployment benefit reserves and charges:

(a)Includes amounts that have been reclassified to accounts payable that are being processed for payment.

During the year ended December 31, 2025, we recorded charges of $7.9 billion in GMNA related to our EV strategic realignment. These charges included non-cash impairment and other charges of $3.2 billion and cash related charges of $4.7 billion, primarily consisting of supplier commercial settlements, contract cancellation fees, battery cell JV settlements, and other charges that will have a cash impact when paid. The non-cash impairment charges include the cost of writing down EV-related tooling and equipment to its nominal salvage value. We incurred cash outflows of $400 million related to these charges in the year ended December 31, 2025. In the three months ended September 30, 2026, we recorded an insignificant amount of additional net charges. For the nine months ended September 30, 2026, net charges were $3.6 billion, primarily related to $2.5 billion for ongoing commercial negotiations with our supply base and joint venture partners, $1.3 billion of losses on supply agreements, and $493 million associated with compliance-related assets, net of $660 million of recoveries under a cost sharing arrangement. Of these charges, $2.7 billion will have a cash impact when paid. The charges associated with losses on supply agreements and compliance-related assets are not included in the table above. We incurred cash outflows of $4.2 billion related to these charges in the nine months ended September 30, 2026. We expect to recognize additional charges in the year ending December 31, 2026, and while circumstances may change in the future, we believe we have substantially completed the recognition of material cash charges related to our EV strategic realignment.

Note 16. Stockholders' Equity and Noncontrolling Interests

We have 2.0 billion shares of preferred stock and 5.0 billion shares of common stock authorized for issuance. We hadno shares of preferred stock issued and outstanding at September 30, 2026 and December 31, 2025. We had 849 million and 904 million shares of common stock issued and outstanding at September 30, 2026 and December 31, 2025.

Common Stock Holders of our common stock are entitled to dividends at the sole discretion of our Board of Directors. Our dividends declared per common share were $0.18 and $0.54 for the three and nine months ended September 30, 2026 and $0.15 and $0.42 for the three and nine months ended September 30, 2025. Our total dividends paid on common stock were $156 million and $480 million for the three and nine months ended September 30, 2026 and $141 million and $401 million for the three and nine months ended September 30, 2025.

In February 2025, we executed an accelerated share repurchase (ASR) program to repurchase an aggregate amount of $2.0 billion of our outstanding common stock. In the nine months ended September 30, 2025, we received and retired 43 million shares to complete the program.

In January 2026, our Board of Directors increased the capacity under our existing share repurchase program by $6.0 billion to an aggregate of $6.3 billion, which we fully utilized in October 2026. Our Board of Directors authorized, in October 2026, $20.0 billion of additional repurchases under our existing share repurchase program, with no expiration date.

In the nine months ended September 30, 2026 and 2025, in addition to the shares repurchased under the ASR program, we repurchased 65 million and 27 million outstanding shares of our common stock for $5.3 billion and $1.5 billion.

Cruise Common and Preferred Shares In February 2025, we acquired all of the Cruise common shares and Cruise Class F and Class G Preferred Shares held by noncontrolling shareholders for an insignificant amount. We have completed the process of compensating the former Cruise shareholders.

During the three and nine months ended September 30, 2025, net income attributable to stockholders and transfers to the noncontrolling interest in Cruise and other subsidiaries were $1.3 billion and $6.5 billion, which includes a $538 million increase in equity attributable to us, primarily due to the redemption of Cruise preferred shares in February 2025.

The following table summarizes the significant components of Accumulated other comprehensive loss:

(a)The noncontrolling interests were insignificant in the three and nine months ended September 30, 2026 and 2025.

(b)The reclassification adjustment was insignificant in the three and nine months ended September 30, 2026 and 2025.

(c)The income tax effect was insignificant in the three and nine months ended September 30, 2026 and 2025.

(d)Primarily consists of unamortized actuarial loss on our defined benefit plans. Refer to Note 2. Significant Accounting Policies of our 2025 Form 10-K for additional information.

Note 17. Earnings Per Share

(a)Includes a $593 million return from the preferred shareholders related to the redemption of Cruise preferred shares from noncontrolling interest holders in the nine months ended September 30, 2025.

(b)Potentially dilutive securities attributable to Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) at September 30, 2026 and outstanding stock options, PSUs, and RSUs at September 30, 2025 were excluded from the computation of diluted earnings per share (EPS) because the securities would have had an antidilutive effect.

Note 18. Segment Reporting

Our chief operating decision-maker, who is our Chair and Chief Executive Officer, analyzes the results of our business through the following reportable segments: GMNA, GMI, and GM Financial. Our chief operating decision-maker evaluates the operating results and performance of our Automotive operations through earnings before interest and income taxes (EBIT)-adjusted, which is presented net of noncontrolling interests. Our chief operating decision-maker evaluates GM Financial through earnings before income taxes-adjusted (EBT-adjusted) because interest income and interest expense are an integral part of its operational and financial performance. These financial metrics are used to view operating trends, perform analytical comparisons and benchmark performance between periods and among geographic regions, and to monitor budget-to-actual variances on a monthly basis. To manage operations and make decisions regarding resource allocations, our chief operating decision-maker is regularly provided and reviews expense information at a consolidated, functional level for our global purchasing and supply chain, manufacturing, and engineering functions. Warranty and quality metrics are also viewed on a consolidated basis. Currently, a focus is being placed on driving an efficient, consolidated fixed cost structure and managing overall global headcount. Vehicle-level profitability metrics are also reviewed during the planning stage and throughout a program's life cycle on a forecasted basis, and not on an actual basis. Each segment has a manager responsible for executing our strategic initiatives.

Substantially all of the trucks, crossovers, cars, and automobile parts produced are marketed through retail dealers in North America and through distributors and dealers outside of North America, the substantial majority of which are independently owned. In addition to the products sold to dealers for consumer retail sales, trucks, crossovers, and cars are also sold to fleet customers, including daily rental car companies, commercial fleet customers, leasing companies, and governments. Fleet sales are completed through the dealer network and in some cases directly with fleet customers. Retail and fleet customers can obtain a wide range of after-sale vehicle services and products through the dealer network, such as maintenance, light repairs, collision repairs, vehicle accessories, and extended service warranties.

GMNA meets the demands of customers in North America and GMI primarily meets the demands of customers outside North America with vehicles developed, manufactured, and/or marketed under the Buick, Cadillac, Chevrolet, and GMC brands. We also have equity ownership stakes in entities that meet the demands of customers in other countries, primarily China, with vehicles developed, manufactured, and/or marketed under the Baojun, Buick, Cadillac, Chevrolet, and Wuling brands. Our Cruise business was pursuing the development and commercialization of autonomous vehicle (AV) technology until, in December 2024, we announced plans to refocus our autonomous driving strategy on personal vehicles and no longer fund Cruise's robotaxi development work. We have combined the GM and Cruise ongoing personal autonomous technical efforts in our GMNA segment. We provide automotive financing services through our GM Financial segment.

Our automotive interest income and interest expense, corporate expenditures, legacy costs from the Opel/Vauxhall Business (primarily pension costs), and certain revenues and expenses that are not part of a reportable segment are recorded centrally in Corporate. Corporate assets primarily consist of cash and cash equivalents, marketable debt securities, and intersegment balances. All intersegment balances and transactions have been eliminated in consolidation.

The following tables summarize key financial information by segment:

(a)Segment expenses and other items for GMNA and GMI primarily include material and logistics; manufacturing; equity income (loss); selling, general, and administrative people-related costs; advertising; information technology; engineering; professional services; and policy, campaign, and warranty. GM Financial items primarily consist of GM Financial interest expense; leased vehicle depreciation; people-related costs; provision for loan losses; and gains and losses on termination of leased vehicles.

(b)Consists of charges for EV strategic realignment in GMNA.

(c)Equity income (loss) in GMNA includes gains from the sale of an equity investment. Equity income (loss) related to Ultium Cells Holdings LLC is presented in Automotive and other cost of sales as this entity has historically been integral to the operations of our business by providing battery cells for our EVs. Refer to Note 7 for additional information.

(a)Segment expenses and other items for GMNA and GMI primarily include material and logistics; manufacturing; equity income (loss); selling, general, and administrative people-related costs; advertising; information technology; engineering; professional services; and policy, campaign, and warranty. GM Financial items primarily consist of GM Financial interest expense; leased vehicle depreciation; people-related costs; provision for loan losses; and gains and losses on termination of leased vehicles.

(b)Consists of charges for EV strategic realignment, legal matters, and restructuring and other strategic actions in GMNA.

(c)Equity income (loss) related to Ultium Cells Holdings LLC is presented in Automotive and other cost of sales as this entity has historically been integral to the operations of our business by providing battery cells for our EVs. Refer to Note 7 for additional information.

(a)Segment expenses and other items for GMNA and GMI primarily include material and logistics; manufacturing; equity income (loss); selling, general, and administrative people-related costs; advertising; information technology; engineering; professional services; and policy, campaign, and warranty. GM Financial items primarily consist of GM Financial interest expense; leased vehicle depreciation; people-related costs; provision for loan losses; and gains and losses on termination of leased vehicles.

(b)Consists of charges for EV strategic realignment, inclusive of a net non-cash charge of $493 million associated with compliance-related assets, in GMNA and China restructuring actions in GMNA and GMI.

(c)Equity income (loss) in GMNA includes impacts of impairment charges for EV strategic realignment and gains from the sale of an equity investment and Equity income (loss) associated with our Automotive China JVs includes impacts of our portion of restructuring charges. Equity income (loss) related to Ultium Cells Holdings LLC is presented in Automotive and other cost of sales as this entity has historically been integral to the operations of our business by providing battery cells for our EVs. Refer to Note 7 for additional information.

(a)Segment expenses and other items for GMNA and GMI primarily include material and logistics; manufacturing; equity income (loss); selling, general, and administrative people-related costs; advertising; information technology; engineering; professional services; and policy, campaign, and warranty. GM Financial items primarily consist of GM Financial interest expense; leased vehicle depreciation; people-related costs; provision for loan losses; and gains and losses on termination of leased vehicles. Cruise items primarily consist of ongoing costs incurred related to the wind down of Cruise robotaxi activities.

(b)Consists of charges for EV strategic realignment and legal matters in GMNA and restructuring and other strategic actions in GMNA and GMI.

(c)Equity income (loss) related to Ultium Cells Holdings LLC is presented in Automotive and other cost of sales as this entity has historically been integral to the operations of our business by providing battery cells for our EVs. Refer to Note 7 for additional information.