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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2022

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

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 an emerging growth company. See 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of July 22, 2022, Ford had outstanding 3,949,385,442 shares of Common Stock and 70,852,076 shares of Class B Stock.

Exhibit Index begins on page 69

FORD MOTOR COMPANY

QUARTERLY REPORT ON FORM 10-Q

For the Quarter Ended June 30, 2022

Table of ContentsPage
Part I - Financial Information
Item 1Financial Statements1
Consolidated Statements of Cash Flows1
Consolidated Income Statements2
Consolidated Statements of Comprehensive Income2
Consolidated Balance Sheets3
Consolidated Statements of Equity4
Notes to the Financial Statements5
Item 2Management’s Discussion and Analysis of Financial Condition and Results of Operations32
Key Trends and Economic Factors Affecting Ford and the Automotive Industry32
Results of Operations33
Automotive Segment35
Mobility Segment41
Ford Credit Segment42
Corporate Other45
Interest on Debt45
Taxes45
Liquidity and Capital Resources46
Credit Ratings56
Outlook57
Cautionary Note on Forward-Looking Statements58
Non-GAAP Financial Measures That Supplement GAAP Measures59
Non-GAAP Financial Measure Reconciliations61
Supplemental Information63
Accounting Standards Issued But Not Yet Adopted66
Item 3Quantitative and Qualitative Disclosures About Market Risk67
Item 4Controls and Procedures67
Part II - Other Information
Item 1Legal Proceedings68
Item 6Exhibits69
Signature70

i

PART I. FINANCIAL INFORMATION

ITEM 1. Financial Statements.

FORD MOTOR COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

For the periods ended June 30,
20212022
First Half
(unaudited)
Cash flows from operating activities
Net income/(loss)$3,815$(2,481)
Depreciation and tooling amortization3,6393,774
Other amortization(715)(608)
Provision for/(Benefit from) credit and insurance losses(196)(107)
Pension and other post-retirement employee benefits (“OPEB”) expense/(income) (Note 13)(808)(400)
Equity method investment dividends received in excess of (earnings)/losses and impairments52171
Foreign currency adjustments22260
Net realized and unrealized (gains)/losses on cash equivalents, marketable securities, and other investments (Note 4)(906)7,974
Net (gain)/loss on changes in investments in affiliates (Note 4)(332)146
Stock compensation183170
Provision for/(Benefit from) deferred income taxes345(1,160)
Decrease/(Increase) in finance receivables (wholesale and other)10,465(4,611)
Decrease/(Increase) in accounts receivable and other assets(905)(1,856)
Decrease/(Increase) in inventory(2,929)(2,507)
Increase/(Decrease) in accounts payable and accrued and other liabilities(6,438)3,180
Other(244)118
Net cash provided by/(used in) operating activities5,2481,863
Cash flows from investing activities
Capital spending(2,881)(3,069)
Acquisitions of finance receivables and operating leases(23,959)(20,749)
Collections of finance receivables and operating leases26,78224,139
Proceeds from sale of business (Note 17)144—
Purchases of marketable securities and other investments(17,593)(8,065)
Sales and maturities of marketable securities and other investments23,85311,257
Settlements of derivatives(205)156
Other37473
Net cash provided by/(used in) investing activities6,1784,142
Cash flows from financing activities
Cash payments for dividends and dividend equivalents(3)(807)
Purchases of common stock——
Net changes in short-term debt890595
Proceeds from issuance of long-term debt11,68818,868
Payments of long-term debt(26,683)(24,697)
Other(90)(199)
Net cash provided by/(used in) financing activities(14,198)(6,240)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(1)(368)
Net increase/(decrease) in cash, cash equivalents, and restricted cash$(2,773)$(603)
Cash, cash equivalents, and restricted cash at beginning of period (Note 7)$25,935$20,737
Net increase/(decrease) in cash, cash equivalents, and restricted cash(2,773)(603)
Cash, cash equivalents, and restricted cash at end of period (Note 7)$23,162$20,134

The accompanying notes are part of the consolidated financial statements.

Item 1. Financial Statements (continued)

FORD MOTOR COMPANY AND SUBSIDIARIES

CONSOLIDATED INCOME STATEMENTS

(in millions, except per share amounts)

For the periods ended June 30,
2021202220212022
Second QuarterFirst Half
(unaudited)
Revenues
Automotive$24,128$37,909$57,682$70,020
Ford Credit2,6032,2565,2664,537
Mobility212532109
Total revenues (Note 3)26,75240,19062,98074,666
Costs and expenses
Cost of sales22,90433,19152,20162,227
Selling, administrative, and other expenses2,8772,7595,7205,499
Ford Credit interest, operating, and other expenses9931,3722,6172,729
Total costs and expenses26,77437,32260,53870,455
Operating income/(loss)(22)2,8682,4424,211
Interest expense on Company debt excluding Ford Credit453312926620
Other income/(loss), net (Note 4 and Note 17)1,159(1,823)3,031(6,673)
Equity in net income/(loss) of affiliated companies515813025
Income/(Loss) before income taxes7357914,677(3,057)
Provision for/(Benefit from) income taxes182153862(576)
Net income/(loss)5536383,815(2,481)
Less: Income/(Loss) attributable to noncontrolling interests(8)(29)(8)(38)
Net income/(loss) attributable to Ford Motor Company$561$667$3,823$(2,443)
EARNINGS/(LOSS) PER SHARE ATTRIBUTABLE TO FORD MOTOR COMPANY COMMON AND CLASS B STOCK (Note 6)
Basic income/(loss)$0.14$0.17$0.96$(0.61)
Diluted income/(loss)0.140.160.95(0.61)
Weighted-average shares used in computation of earnings/(loss) per share
Basic shares3,9924,0213,9864,014
Diluted shares4,0284,0524,0224,014

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

For the periods ended June 30,
2021202220212022
Second QuarterFirst Half
(unaudited)
Net income/(loss)$553$638$3,815$(2,481)
Other comprehensive income/(loss), net of tax (Note 18)
Foreign currency translation(10)(1,018)279(872)
Marketable securities(10)(83)(75)(336)
Derivative instruments112(94)(189)50
Pension and other postretirement benefits12121320
Total other comprehensive income/(loss), net of tax104(1,183)28(1,138)
Comprehensive income/(loss)657(545)3,843(3,619)
Less: Comprehensive income/(loss) attributable to noncontrolling interests(6)(33)(6)(42)
Comprehensive income/(loss) attributable to Ford Motor Company$663$(512)$3,849$(3,577)

The accompanying notes are part of the consolidated financial statements.

Item 1. Financial Statements (continued)

FORD MOTOR COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in millions)

December 31, 2021June 30, 2022
(unaudited)
ASSETS
Cash and cash equivalents (Note 7)$20,540$19,516
Marketable securities (Note 7)29,05317,184
Ford Credit finance receivables, net of allowance for credit losses of $282 and $217 (Note 8)32,54330,716
Trade and other receivables, less allowances of $48 and $7611,37015,037
Inventories (Note 9)12,06513,976
Assets held for sale (Note 17)—705
Other assets3,4253,335
Total current assets108,996100,469
Ford Credit finance receivables, net of allowance for credit losses of $643 and $546 (Note 8)51,25649,743
Net investment in operating leases26,36124,533
Net property37,13936,162
Equity in net assets of affiliated companies4,5454,196
Deferred income taxes13,79615,045
Other assets14,94215,607
Total assets$257,035$245,755
LIABILITIES
Payables$22,349$23,378
Other liabilities and deferred revenue (Note 12 and Note 20)18,68618,895
Debt payable within one year (Note 14)
Company excluding Ford Credit3,1751,533
Ford Credit46,51742,286
Liabilities held for sale (Note 17)—360
Total current liabilities90,72786,452
Other liabilities and deferred revenue (Note 12 and Note 20)27,70528,221
Long-term debt (Note 14)
Company excluding Ford Credit17,20017,833
Ford Credit71,20067,175
Deferred income taxes1,5811,837
Total liabilities208,413201,518
EQUITY
Common Stock, par value $0.01 per share (4,067 million shares issued of 6 billion authorized)4041
Class B Stock, par value $0.01 per share (71 million shares issued of 530 million authorized)11
Capital in excess of par value of stock22,61122,653
Retained earnings35,76932,511
Accumulated other comprehensive income/(loss) (Note 18)(8,339)(9,473)
Treasury stock(1,563)(1,564)
Total equity attributable to Ford Motor Company48,51944,169
Equity attributable to noncontrolling interests10368
Total equity48,62244,237
Total liabilities and equity$257,035$245,755
The following table includes assets to be used to settle liabilities of the consolidated variable interest entities (“VIEs”). These assets and liabilities are included in the consolidated balance sheets above.
December 31, 2021June 30, 2022
(unaudited)
ASSETS
Cash and cash equivalents$3,407$2,284
Ford Credit finance receivables, net43,00143,162
Net investment in operating leases7,54010,494
Other assets39199
LIABILITIES
Other liabilities and deferred revenue$6$—
Debt38,27441,072

The accompanying notes are part of the consolidated financial statements.

Next: Item 1. Financial Statements (Continued)