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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

☑ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2020

or

☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________ to __________

Commission file number 1-3950

Ford Motor Company

(Exact name of Registrant as specified in its charter)

Delaware38-0549190
(State of incorporation)(I.R.S. Employer Identification No.)
One American Road
Dearborn,Michigan48126
(Address of principal executive offices)(Zip Code)

313-322-3000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbolsName of each exchange on which registered
Common Stock, par value $.01 per shareFNew York Stock Exchange
6.200% Notes due June 1, 2059FPRBNew York Stock Exchange
6.000% Notes due December 1, 2059FPRCNew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☑ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑

Indicate by check mark if the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☑ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑

As of June 30, 2020, Ford had outstanding 3,907,530,652 shares of Common Stock and 70,852,076 shares of Class B Stock. Based on the New York Stock Exchange Composite Transaction closing price of the Common Stock on that date ($6.08 per share), the aggregate market value of such Common Stock was $23,757,786,364. Although there is no quoted market for our Class B Stock, shares of Class B Stock may be converted at any time into an equal number of shares of Common Stock for the purpose of effecting the sale or other disposition of such shares of Common Stock. The shares of Common Stock and Class B Stock outstanding at June 30, 2020 included shares owned by persons who may be deemed to be “affiliates” of Ford. We do not believe, however, that any such person should be considered to be an affiliate. For information concerning ownership of outstanding Common Stock and Class B Stock, see the Proxy Statement for Ford’s Annual Meeting of Stockholders currently scheduled to be held on May 13, 2021 (our “Proxy Statement”), which is incorporated by reference under various Items of this Report as indicated below.

As of January 29, 2021, Ford had outstanding 3,907,842,941 shares of Common Stock and 70,852,076 shares of Class B Stock. Based on the New York Stock Exchange Composite Transaction closing price of the Common Stock on that date ($10.53 per share), the aggregate market value of such Common Stock was $41,149,586,169.

DOCUMENTS INCORPORATED BY REFERENCE

DocumentWhere Incorporated
Proxy Statement*Part III (Items 10, 11, 12, 13, and 14)

  • As stated under various Items of this Report, only certain specified portions of such document are incorporated by reference in this Report.

Exhibit Index begins on page 92

FORD MOTOR COMPANY

ANNUAL REPORT ON FORM 10-K

For the Year Ended December 31, 2020

Table of ContentsPage
Part I
Item 1Business1
Overview2
Automotive Segment2
Mobility Segment6
Ford Credit Segment6
Corporate Other7
Interest on Debt7
Governmental Standards7
Human Capital Resources12
Item 1ARisk Factors15
Item 1BUnresolved Staff Comments24
Item 2Properties25
Item 3Legal Proceedings26
Item 4Mine Safety Disclosures28
Item 4AExecutive Officers of Ford29
Part II
Item 5Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities30
Item 6Selected Financial Data31
Item 7Management’s Discussion and Analysis of Financial Condition and Results of Operations32
Key Trends and Economic Factors Affecting Ford and the Automotive Industry32
Results of Operations - 202037
Automotive Segment39
Mobility Segment45
Ford Credit Segment45
Corporate Other47
Interest on Debt47
Taxes47
Results of Operations - 201948
Automotive Segment50
Mobility Segment54
Ford Credit Segment54
Corporate Other55
Interest on Debt55
Taxes55
Liquidity and Capital Resources56
Credit Ratings66
Outlook67
Cautionary Note on Forward-Looking Statements68
Non-GAAP Financial Measures That Supplement GAAP Measures69
Non-GAAP Financial Measure Reconciliations71
2020 Supplemental Financial Information74
Critical Accounting Estimates78
Accounting Standards Issued But Not Yet Adopted85
Aggregate Contractual Obligations85

i

Table of Contents

(continued)

Item 7AQuantitative and Qualitative Disclosures About Market Risk86
Item 8Financial Statements and Supplementary Data89
Item 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure89
Item 9AControls and Procedures90
Item 9BOther Information90
Part III
Item 10Directors, Executive Officers of Ford, and Corporate Governance91
Item 11Executive Compensation91
Item 12Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters91
Item 13Certain Relationships and Related Transactions, and Director Independence91
Item 14Principal Accounting Fees and Services91
Part IV
Item 15Exhibits and Financial Statement Schedules92
Item 16Form 10-K Summary95
Signatures96
Ford Motor Company and Subsidiaries Financial Statements
Report of Independent Registered Public Accounting Firm98
Consolidated Statements of Cash Flows102
Consolidated Income Statements103
Consolidated Statements of Comprehensive Income103
Consolidated Balance Sheets104
Consolidated Statements of Equity105
Notes to the Financial Statements106
Schedule II — Valuation and Qualifying Accounts170

ii

PART I.

Next: Item 1. Business.