General Motors (GM) 10-K risk factor changes: FY2023 vs FY2022

If we do not deliver new products, services, technologies and customer experiences in response to increased competition and changing consumer [removed: preferences in the automotive industry,] [added: needs and preferences,] our business could suffer. We believe that the automotive industry will continue to experience significant change in the coming years, particularly as traditional automotive original equipment manufacturers [added: (OEMs)] continue to shift resources to the development of EVs.

In addition to our traditional competitors, we must also be responsive to the entrance of start-ups and other non-traditional competitors in the automotive industry, such as [added: software and] ridesharing [removed: services.][added: services supported by large technology companies.]

To successfully execute our long-term strategy, we must continue to develop [added: and commercialize] new products and services, including products and services that are outside of our historically core ICE business, such as EVs and AVs, software-enabled connected services and other new businesses.

[removed: Our] [added: In particular, our] vehicles and connected services increasingly rely on software and hardware that is highly technical and [removed: complex.][added: complex and our success in this area is dependent upon our ability to retain and recruit the best talent.]

The process of designing and developing new technology, products and services is costly and uncertain and requires extensive capital [removed: investment and the ability to retain and recruit the best talent.][added: investment.]

If our access to capital were to become significantly constrained, if costs of capital increased significantly, or if our ability to raise capital is challenged relative to our peers, [removed: in each case including as a result of any constraints on lending due to concerns about climate change,] our ability to execute on our strategic plans could be adversely affected.

[removed: Further, the] [added: The] market for highly skilled workers and leaders in our industry is extremely competitive.

Further, if we are unable to prevent or effectively remedy errors, bugs, vulnerabilities or defects in our software and hardware, or fail to deploy updates to our software properly, or if we do not adequately prepare for and respond to new kinds of technological innovations, market developments and changing customer [removed: needs,] [added: needs and preferences,] our sales, profitability and long-term competitiveness may be [added: materially] harmed.

Our ability to maintain profitability is dependent upon our ability to timely fund and introduce new and improved vehicle models, including EVs, that are able to attract a sufficient number of consumers. We operate in a very competitive industry with market participants routinely introducing new and improved vehicle models and [removed: features] [added: features, at decreasing price points,] designed to meet rapidly evolving consumer expectations.

Because of this product development cycle and the various elements that may contribute to consumers’ acceptance of new vehicle designs, including competitors’ product introductions, technological innovations, fuel prices, general economic conditions, regulatory developments, [added: including tax credits or other government policies in various countries,] transportation infrastructure and changes in quality, safety, reliability and styling demands and preferences, an initial product concept or design may not result in a saleable vehicle or a vehicle that generates sales in sufficient quantities and at high enough prices to be profitable.

[added: Our high proportion of fixed costs, both due to our significant investment in property, plant and equipment as] well as other requirements of our collective bargaining agreements, which limit our flexibility to adjust personnel costs to changes in demands for our products, may further exacerbate the risks associated with incorrectly assessing demand for our vehicles.

Our long-term strategy is dependent upon our ability to profitably deliver a [removed: broad] [added: strategic] portfolio of EVs. The production and profitable sale of EVs has become increasingly important to our long-term business as we [removed: accelerate] [added: continue] our transition to an all-electric future.

Our EV strategy is dependent on our ability to deliver a [removed: broad] [added: strategic] portfolio of high-quality EVs that are competitive and meet consumer demands; scale our EV manufacturing capabilities; reduce the costs associated with the manufacture of EVs, particularly with respect to battery cells and packs; increase vehicle range and the energy density of our batteries; efficiently source sufficient materials for the manufacture of [removed: EV] battery cells; license and monetize our proprietary platforms and related innovations; successfully invest in new technologies relative to our peers; develop new software and services; and leverage our scale, manufacturing capabilities and synergies with existing ICE vehicles.

In addition, [removed: consumer adoption of EVs will be critical to] the success of our [removed: strategy.][added: long-term strategy is dependent on consumer adoption of EVs.]

Consumer adoption of EVs could be impacted by numerous factors, including the breadth of the portfolio of EVs available; perceptions about EV features, quality, safety, performance and cost relative to ICE vehicles; the range over which EVs may be driven on a given battery charge; the proliferation [added: and speed] of charging infrastructure, in particular with respect to public EV charging stations, and the success of the Company's charging infrastructure programs and strategic joint ventures and other relationships; cost and availability of high fuel-economy ICE vehicles; volatility, or a sustained decrease, in the cost of petroleum-based fuel; failure by governments and other third parties to make the investments necessary to make infrastructure improvements, such as greater availability of cleaner energy grids and EV charging stations, and to provide [added: meaningful and fully utilizable] economic incentives promoting the adoption of EVs, including [removed: those] [added: production and consumer credits] contemplated by the Inflation Reduction [removed: Act;] [added: Act (IRA);] and negative feedback from stakeholders impacting investor and consumer confidence in our company or industry.

Our near-term profitability is dependent upon the success of our current line of [added: ICE vehicles, particularly our] full-size ICE SUVs and full-size ICE pickup trucks. While we offer a broad portfolio of cars, crossovers, SUVs and trucks, and we have announced significant plans to design, build and sell a [removed: broad] [added: strategic] portfolio of EVs, we currently recognize the highest profit margins on our full-size ICE SUVs and full-size ICE [added: pickup] trucks.

Any near-term shift in consumer preferences toward smaller, more fuel-efficient vehicles, whether as a result of increases in the price of oil or any sustained shortage of oil, including as a result of global political instability (such as related to [removed: Russia's invasion of Ukraine),] [added: the ongoing conflicts in Ukraine and Gaza),] concerns about fuel consumption or GHG emissions, or other reasons, could weaken the demand for our higher margin vehicles.

[removed: More stringent fuel economy] regulations could also impact our ability to sell these vehicles or could result in additional costs associated with these [removed: vehicles.][added: vehicles, which could be material.]

Many manufacturers, including GM, have relatively high fixed labor costs as well as limitations on their ability to efficiently close facilities and reduce fixed costs, [removed: often] [added: including] as a result of collective bargaining agreements.

Manufacturers in countries that have lower production costs, such as China and India, have become competitors in key emerging markets and have [removed: announced their intention to export] [added: begun offering] their products [removed: to] [added: in] established [removed: markets] [added: markets,] as [added: well as] a low-cost alternative to established entry-level automobiles.

Our AV strategy is dependent upon our ability to successfully mitigate unique technological, operational and regulatory [removed: risks. GM] [added: risks, including the various regulatory approvals and permits required for operating driverless AVs in multiple markets.] Cruise [removed: Holdings LLC (Cruise Holdings),] [added: Holdings,] our majority-owned subsidiary, is [removed: responsible for] [added: pursuing] the development and commercialization of AV technology.

In addition, we face risks related to the commercial deployment of AVs on our targeted timeline or at all, including consumer acceptance, [added: reputation of our brand,] achievement of adequate safety and other performance standards and compliance with uncertain, evolving and potentially conflicting federal, state, provincial or local regulations.

[removed: Any current] [added: Current] or [added: any] future regulations in these areas could impede the successful commercialization of these technologies and impact whether and how these technologies are designed and integrated into our products, and may ultimately subject us to increased costs and uncertainty.

We are subject to risks associated with climate change, including increased regulation of GHG emissions, changing consumer preferences and other risks related to our transition to EVs and the potential increased impacts of severe weather events on our operations and infrastructure. Increasing attention to climate change, [removed: increasing] [added: rising] societal expectations on companies to address climate [removed: change] [added: change, requirements for increased disclosure] and changes in consumer [added: and investor] preferences may result in increased costs, reduced demand for our products, reduced profits, risks associated with new regulatory requirements, risks to our reputation and the potential for increased litigation and governmental investigations.

[removed: Climate change regulations] [added: Regulations] at the federal, state or local level or in international jurisdictions could require us to further limit emissions associated with customer use of products we sell, change our manufacturing processes or product portfolio or undertake other activities that may require us to incur additional expense, which may be material.

See “Our operations and products are subject to extensive laws, regulations and policies, including those related to vehicle emissions and fuel economy standards, which can significantly increase our costs and affect how we do business.” In addition, [added: at the state and federal level] in the U.S. and abroad there are an increasing number of sustainability-related rules and regulations that have been adopted or proposed.

Such regulations may [removed: also] subject us to new disclosure requirements, [added: new supply chain requirements, new trade restrictions and increased risk of litigation or regulatory action,] which could result in [added: increased costs (in our operations and supply chain) and] risks to our reputation or consumer demand for our products if we do not meet increasingly demanding stakeholder expectations and standards.

Part of our strategy to address these risks includes our transition to EVs, which presents additional risks, including reduced demand for, and therefore profits from, our ICE vehicles, which we are using to fund our growth [removed: strategy;] [added: strategy and transition to EVs;] higher costs or reduced availability of materials related to EV [removed: technologies] [added: technologies, whether as a result of increased competition or more stringent regulatory requirements,] impacting profitability, particularly with respect to batteries and battery raw material; [removed: and] risks related to the success of our EV strategy, particularly with respect to advancement of battery cell technology, charging infrastructure and [removed: competition.][added: competition; and uncertainty over how EVs will be treated under upcoming CAFE regulations.]

See “Our long-term strategy is dependent upon our ability to profitably deliver a [removed: broad] [added: strategic] portfolio of EVs” and “Our near-term profitability is dependent upon the success of our current line of full-size ICE SUVs and full-size ICE pickup trucks.”

Finally, increased intensity, frequency or duration of storms, [removed: droughts] [added: droughts, wildfires] or other severe weather events as a result of climate change may disrupt our production and the production, logistics, cost and procurement of products from our suppliers and timely delivery of vehicles to customers, and could negatively impact working conditions at our plants and those of our suppliers.

A number of economic and market conditions drive changes in new vehicle sales, including disruptions in the new vehicle supply chain, the availability and prices of used vehicles, levels of unemployment and inflation, availability of affordable financing, [added: elevated interest rates,] fluctuations in the cost of fuel, consumer confidence and demand for vehicles, political unrest or uncertainty, the occurrence of a public health crisis, barriers to trade and other global economic conditions.

If our operating environment deteriorates for these or other reasons, [removed: such as] [added: including] a moderate to severe [removed: recession,] [added: recession in any of the markets in which we operate,] it could lead to a significant decrease in new vehicle sales, which could materially and adversely affect our results of operations and financial condition.

Inflationary pressures and persistently high prices and uncertain availability of commodities, raw materials or other inputs used by us and our suppliers, or instability in logistics and related costs, could negatively impact our profitability. Increases in prices, including as a result of inflation and rising interest rates, for commodities, raw [removed: materials] [added: materials, energy] or other inputs that we and our suppliers use in manufacturing products, systems, components and parts, such as steel, precious metals, non-ferrous metals, critical minerals or other similar raw materials, or increases in logistics and related costs, have led and may [removed: continue to lead to higher production costs for parts, components and vehicles.]

In addition, [removed: any increase in the] [added: elevated] cost, or reduced availability, of critical materials for our EV propulsion systems, including lithium, nickel, cobalt and certain rare earth metals, could lead to higher production costs for our EVs and could impede our ability to successfully deliver on our EV strategy.

Geopolitical risk, fluctuations in supply and demand, fluctuations in interest rates, any weakening of the U.S. dollar and other economic and political factors have created and may continue to create pricing pressure for commodities, raw [removed: materials] [added: materials, energy] and other inputs.

Our business in China subjects us to unique operational, competitive and regulatory risks. Our business in China is subject to aggressive competition from many of the largest global manufacturers and numerous domestic [removed: manufacturers] [added: manufacturers, which have experienced significant growth in customer acceptance,] as well as non-traditional market participants, such as domestic technology companies.

In addition, our success in China depends upon our ability to adequately address unique market and consumer preferences driven by advancements related to EVs, infotainment, software-enabled connected services and other new [removed: technologies.][added: technologies while achieving industry-leading affordability.]

Our ability to fully deploy our technologies in China may be impacted by evolving laws and regulations in the U.S. and [added: China and the unique regulatory landscape in] China.

Increased competition, continued U.S.-China trade [removed: tensions or] [added: tensions,] weakening economic conditions in [removed: China,] [added: China or China's level of integration with key components in our global supply chain,] among other factors, may result in cost increases, price reductions, reduced sales, profitability and margins, and challenges to gaining or holding market share.

The Chinese government may adopt new regulations that may impact entities operating in [added: China or the ability of non-Chinese entities to obtain critical materials from] China, potentially with little advance notice.

Our ability to attract and retain talented, diverse and highly skilled employees is critical to our success and competitiveness. Our success depends on our ability to recruit and retain talented and diverse employees who are highly skilled

in their areas.

In addition to compensation considerations, current and potential employees are increasingly placing a premium on culture and other various intangibles, such as working for companies with a clear purpose and strong brand reputation, flexible work arrangements, and other considerations, such as embracing sustainability and diversity, equity and inclusion initiatives.

Our progress towards these objectives has impacted, and may continue to impact, the need to record losses on our EV-related inventory, including battery cells.

More stringent fuel economy

Additionally, despite the fact that OEMs have experienced supply constraints in recent years due to the COVID-19 pandemic and certain supply chain and logistics challenges, overall manufacturing capacity in the automotive industry has historically far exceeded demand, and we expect conditions to normalize in the near term.

Any current or future regulations in these areas, and our relationships with regulators, could impede the successful commercialization of these technologies and impact whether and how these technologies are designed and integrated into our products, and may ultimately subject us to increased costs and uncertainty.

In October 2023, a hit-and-run accident involving a pedestrian and a third-party vehicle occurred, which resulted in the pedestrian being thrown into the path of a Cruise AV.

During the resulting investigation, regulators perceived that Cruise representatives were not explicit about a secondary movement of the Cruise AV and, as a result, the California DMV suspended Cruise's permits to operate AVs in California without a safety driver.

Shortly thereafter, Cruise voluntarily paused all of its driverless, supervised and manual AV operations in the U.S. while it examines its processes, systems and tools.

This orderly pause is designed to rebuild public trust while Cruise undertakes a comprehensive safety review.

In addition, certain federal and state agencies, including the California DMV, the California Public Utilities Commission, NHTSA, the U.S. Department of

Justice and the SEC, have opened investigations or made inquiries in connection with the incident.

We and Cruise are investigating these matters internally and intend to cooperate with all government regulators and agencies in connection with these matters.

At this time, we are not able to predict when Cruise will resume driverless testing or commercial AV operations.

Furthermore, our practices may be judged against sustainability standards that are continually evolving and not always clear.

Prevailing sustainability standards, expectations and regulations may also reflect contrasting or conflicting values or agendas.

continue to lead to higher production costs for parts, components and vehicles.

Further, our investments in raw materials suppliers could expose us to distinct risks not traditionally associated with the automotive sector, and if the raw materials suppliers in which we have invested are unsuccessful, our investments could lose their value.

Further, because most of the benefits

materials and parts that we need to manufacture our products.

The secure operation of these systems and products, and the

Techniques used in cyberattacks to obtain unauthorized access to, disable or sabotage information technology systems are increasingly diverse and sophisticated.

Any uncertainties associated with these benchmark rates may impact GM Financial's ability to manage interest rate risk effectively.

The failure

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Our high proportion of fixed costs, both due to our significant investment in property, plant and equipment as

Additionally, overall manufacturing capacity in the industry has historically far exceeded demand.

In addition, the public health and policy response to COVID-19 in China may continue to present geopolitical, macroeconomic and operating challenges.

that we follow.

In 2023, our collective bargaining agreements with the UAW in the United States and Unifor in Canada, as well as collective bargaining agreements in Mexico, will expire, which will require negotiation of new agreements.

suppliers’ operations and lead to uncertainty in our supply chain or cause supply disruptions for us, which could, in turn, disrupt our operations, including the production of certain higher margin vehicles.

If the COVID-19 pandemic continues to spread or reemerges and results in a prolonged period of travel, commercial, social and other similar restrictions, we could experience continued and/or additional global supply disruptions.

In particular, while the global semiconductor supply shortage is easing, it has had, and is continuing to have, wide-ranging effects across multiple industries, particularly the automotive industry, and it has impacted multiple suppliers that incorporate semiconductors into the parts they supply to us.

As a result, the semiconductor supply shortage has had, and depending on how long it persists, could continue to have, a material impact on our operations.

intermediaries.

affect our revenues.

particular with respect to full realization of the incentives contemplated by the Inflation Reduction Act), changes in our business or structure and changes in the valuation of our deferred tax assets and liabilities.

The United Kingdom Financial Conduct Authority, which regulates LIBOR, has announced that it will no longer persuade or compel banks to submit rates for the calculation of LIBOR.

In March 2021, the ICE Benchmark Administration Limited, the administrator of LIBOR, extended the transition dates of certain U.S. Dollar LIBOR tenors to June 30, 2023, after which LIBOR reference rates will cease to be provided.

Despite this deferral, the LIBOR administrator has advised that no new contracts using U.S. Dollar LIBOR should be entered into after December 31, 2021.

It is unknown whether LIBOR will continue to be published by its administrator based on continued bank submissions or on any other basis, after such dates.

There is a risk that continued developments, modifications, or other reforms effecting the discontinuation of LIBOR may impact GM Financial's ability to manage interest rate risk effectively.

The discussion of our financial condition and results of operations for the year ended December 31, [removed: 2020] [added: 2021] included in Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations in our [Annual Report on Form 10-K for the year ended December 31, [removed: 2021](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001467858/000146785822000034/gm-20211231.htm)] [added: 2022](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001467858/000146785823000029/gm-20221231.htm)] is incorporated by reference into this MD&A.

[removed: Non-GAAP Measures] Our non-GAAP measures include: earnings before interest and taxes (EBIT)-adjusted, presented net of noncontrolling interests; earnings before income taxes (EBT)-adjusted for our GM Financial segment; earnings per share (EPS)-diluted-adjusted; effective tax rate-adjusted (ETR-adjusted); return on invested capital-adjusted (ROIC-adjusted) and adjusted automotive free cash flow.

EBIT-adjusted [added: *(Most comparable GAAP measure: Net income attributable to stockholders)*] EBIT-adjusted is presented net of noncontrolling interests and is used by management and can be used by investors to review our consolidated operating results because it excludes automotive interest income, automotive interest expense and income taxes as well as certain additional adjustments that are not considered part of our core operations.

[removed: For EBIT-adjusted and our other non-GAAP] [added: GAAP] measures, once we have made an adjustment in the current period for an item, we will also adjust the related non-GAAP measure in any future periods in which there is an impact from the item.

EPS-diluted-adjusted [added: *(Most comparable GAAP measure: Diluted earnings per common share)*] EPS-diluted-adjusted is used by management and can be used by investors to review our consolidated diluted EPS results on a consistent basis.

Examples of income tax adjustments include the establishment or [removed: reversal] [added: release] of significant deferred tax asset valuation allowances.

ETR-adjusted [added: *(Most comparable GAAP measure: Effective tax rate)*] ETR-adjusted is used by management and can be used by investors to review the consolidated effective tax rate for our core operations on a consistent basis.

ROIC-adjusted [added: *(Most comparable GAAP measure: Return on equity)*] ROIC-adjusted is used by management and can be used by investors to review our investment and capital allocation decisions.

We define ROIC-adjusted as EBIT-adjusted for the trailing four quarters divided by ROIC-adjusted average net assets, which is considered to be the average equity balances adjusted for average automotive debt and interest liabilities, exclusive of finance leases; average automotive net pension and [removed: other postretirement benefits (OPEB)] [added: OPEB] liabilities; and average automotive net income tax assets during the same period.

Adjusted automotive free cash flow [added: *(Most comparable GAAP measure: Net automotive cash provided by operating activities)*] Adjusted automotive free cash flow is used by management and can be used by investors to review the liquidity of our automotive operations and to measure and monitor our performance against our capital allocation program and evaluate our automotive liquidity against the substantial cash requirements of our automotive operations.

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Net income attributable to stockholders | | | $ | [removed: 9,934] [added: 10,127] | | | | | $ | [removed: 10,019] [added: 9,934] | | | | | $ | [removed: 6,427] [added: 10,019] | |

| Income tax expense | | | [removed: 1,888] [added: 563] | | | | | | [removed: 2,771] [added: 1,888] | | | | | | [removed: 1,774] [added: 2,771] | | |

| Automotive interest expense | | | [removed: 987] [added: 911] | | | | | | [removed: 950] [added: 987] | | | | | | [removed: 1,098] [added: 950] | | |

| Automotive interest income | | | [removed: (460)] [added: (1,109)] | | | | | | [removed: (146)] [added: (460)] | | | | | | [removed: (241)] [added: (146)] | | |

| Cruise compensation [removed: modifications(a)] [added: modifications(f)] | | | [removed: 1,057] [added: —] | | | | | | [removed: —] [added: 1,057] | | | | | | — | | |

| Russia [removed: exit(b)] [added: exit(g)] | | | [removed: 657] [added: —] | | | | | | [removed: —] [added: 657] | | | | | | — | | |

| Buick dealer [removed: strategy(c)] [added: strategy(b)] | | | [removed: 511] [added: 569] | | | | | | [removed: —] [added: 511] | | | | | | — | | |

| Patent royalty [removed: matters(d)] [added: matters(h)] | | | [removed: (100)] [added: —] | | | | | | [removed: 250] [added: (100)] | | | | | | [removed: —] [added: 250] | | |

| GM Brazil indirect tax [removed: matters(e)] [added: matters(i)] | | | — | | | | | | [removed: 194] [added: —] | | | | | | [removed: —] [added: 194] | | |

| Cadillac dealer [removed: strategy(f)] [added: strategy(j)] | | | — | | | | | | [removed: 175] [added: —] | | | | | | [removed: 99] [added: 175] | | |

| GM Korea wage [removed: litigation(g)] [added: litigation(d)] | | | [removed: —] [added: (106)] | | | | | | [removed: 82] [added: —] | | | | | | [removed: —] [added: 82] | | |

| Total adjustments | | | [removed: 2,125] [added: 1,865] | | | | | | [removed: 701] [added: 2,125] | | | | | | [removed: 652] [added: 701] | | |

| EBIT-adjusted | | | $ | [removed: 14,474] [added: 12,357] | | | | | $ | [removed: 14,295] [added: 14,474] | | | | | $ | [removed: 9,710] [added: 14,295] | |

[removed: (a)This] [added: (f)This] adjustment was excluded because it relates to the one-time modification of Cruise stock incentive awards.

[removed: (b)This] [added: (g)This] adjustment was excluded because it relates to the shutdown of our Russia business including the write off of our net investment and release of accumulated translation losses into earnings.

[removed: (c)This] [added: (j)This] adjustment was excluded because it relates to strategic activities to transition certain [removed: Buick] [added: Cadillac] dealers out of our dealer network as part of [removed: Buick’s] [added: Cadillac's] EV strategy.

[removed: (d)These] [added: (h)These] adjustments were excluded because they relate to certain royalties accrued with respect to past-year vehicle sales in 2021 and the resolution of substantially all of these matters in 2022.

[removed: (e)This] [added: (i)This] adjustment was excluded because it relates to a settlement with third parties relating to retrospective recoveries of indirect taxes in Brazil realized in prior periods.

[removed: (f)These] [added: (b)These] adjustments were excluded because they relate to strategic activities to transition certain [removed: Cadillac] [added: Buick] dealers out of our dealer network as part of [removed: Cadillac's] [added: Buick’s] EV strategy.

[removed: (g)This adjustment was] [added: (d)These adjustments were] excluded because of the unique events associated with Supreme Court of the Republic of Korea (Korea Supreme Court) decisions related to our salaried [removed: workers.][added: workers in 2021 and partial resolution of subcontractor matters in 2023.]

| | | | [removed: 2022] [added: 2023] | | | | | | [added: 2022] | | | | | | 2021 | | | | | | | | | [removed: | | | 2020 | | | | | | | | | | | | | | | | | | | | |]

| Diluted earnings per common share | | | $ | [removed: 8,915] [added: 10,022] | | | | | $ | [removed: 6.13] [added: 7.32] | | | | | $ | [removed: 9,837] [added: 8,915] | | | | | $ | [removed: 6.70] [added: 6.13] | | | | | $ | [removed: 6,247] [added: 9,837] | | | | | $ | [removed: 4.33] [added: 6.70] | | | | | | | | | | | | | |

| Adjustments(a) | | | [removed: 2,125] [added: 1,865] | | | | | | [removed: 1.46] [added: 1.36] | | | | | | [removed: 701] [added: 2,125] | | | | | | [removed: 0.47] [added: 1.46] | | | | | | [removed: 652] [added: 701] | | | | | | [removed: 0.46] [added: 0.47] | | | | | | | | | | | | | | |

| Tax effect on adjustments(b) | | | [removed: (423)] [added: (504)] | | | | | | [removed: (0.29)] [added: (0.37)] | | | | | | [removed: (105)] [added: (423)] | | | | | | [removed: (0.07)] [added: (0.29)] | | | | | | [removed: (70)] [added: (105)] | | | | | | [removed: (0.05)] [added: (0.07)] | | | | | | | | | | | | | | |

| Tax adjustments(c) | | | [removed: (482)] [added: (870)] | | | | | | [removed: (0.33)] [added: (0.64)] | | | | | | [removed: (51)] [added: (482)] | | | | | | [removed: (0.03)] [added: (0.33)] | | | | | | [removed: 236] [added: (51)] | | | | | | [removed: 0.16] [added: (0.03)] | | | | | | | | | | | | | | |

| Deemed dividend adjustment(d) | | | [removed: 909] [added: —] | | | | | | [removed: 0.63] [added: —] | | | | | | [removed: —] [added: 909] | | | | | | [removed: —] [added: 0.63] | | | | | | — | | | | | | — | | | | | | | | | | | | | | |

| EPS-diluted-adjusted | | | $ | [removed: 11,044] [added: 10,513] | | | | | $ | [removed: 7.59] [added: 7.68] | | | | | $ | [removed: 10,382] [added: 11,044] | | | | | $ | [removed: 7.07] [added: 7.59] | | | | | $ | [removed: 7,065] [added: 10,382] | | | | | $ | [removed: 4.90] [added: 7.07] | | | | | | | | | | | | | |

[removed: (c)] In the year ended December 31, 2022, the adjustment consists of tax benefit related to the release of a valuation allowance against deferred tax assets considered realizable as a result of Cruise tax reconsolidation.

Overview Our vision for the future is a world with zero crashes, zero emissions and zero congestion.

We will adapt to customer preferences while executing our growth-focused strategy to invest in EVs, hybrids, AVs, software-enabled services and other new business opportunities.

To support strong margins and cash flow during this transition, we are strengthening our market position in profitable ICE vehicles, such as trucks and SUVs.

Our financial performance in 2023 was driven by the success of high-margin products like full-size pick-ups and SUVs, despite several headwinds, including higher interest rates and inflationary pressures, supply chain and logistics challenges, and work stoppages associated with recent labor negotiations.

This performance was due to the strength of our vehicle portfolio, strong consumer demand and execution of our core business strategy, focused on fixed cost reduction and pricing discipline.

In January 2023, we announced our intention to implement a cost reduction program to reduce automotive fixed costs by $2.0 billion on an annual run rate basis by the end of 2024.

This goal includes the impact of higher expected depreciation and amortization expense and inflationary cost increases on fixed cost but excludes changes in our pension income.

In March 2023,

we announced performance-based exits and a voluntary separation program (VSP) in an effort to accelerate attrition, which we believe will result in approximately $1.0 billion towards this target on an annual run rate basis.

In addition to people costs, we are reducing our marketing and advertising expenses, streamlining our engineering expense by reducing complexity across the vehicle portfolio, adjusting the cadence of our EV launches due to customer demand, reducing launch-related expenses in the near-term, reprioritizing growth initiatives and reducing our overall overhead and discretionary costs.

Our collective bargaining agreement with the UAW, which was ratified in October 2019, expired on September 14, 2023.

On September 15, 2023, the UAW initiated a strike at certain of our U.S. facilities and intermittently expanded the strike to additional facilities, causing stoppages to some vehicle production and parts distribution activities across our U.S. operations.

We estimate that the lost vehicle production volumes and parts sales due to the UAW strike had an unfavorable impact of approximately $0.8 billion on Net income attributable to stockholders and $1.1 billion on our GMNA EBIT-adjusted in the year ended December 31, 2023.

On November 16, 2023, the UAW ratified a new collective bargaining agreement (the Labor Agreement).

The Labor Agreement, which continues through April 30, 2028, covers the wages, hours, benefits and other terms and conditions of employment for our UAW-represented employees.

The key terms and provisions of the Labor Agreement are:

- General wage increases of 11% upon ratification in 2023, 3% in September each of 2024, 2025 and 2026, and 5% in September 2027;

- Consolidation of applicable wage classifications for in-progression, temporary and other employees – with employees reaching the top classification rate upon the completion of 156 weeks of active service;

- The re-establishment of a cost-of-living allowance;

- Lump sum ratification bonus payments of $5,000 paid to eligible employees in the three months ended December 31, 2023;

- For members currently employed and enrolled in the Employees’ Pension Plan, an increase of $5.00 to the monthly basic benefit for past and future service provided;

- A 3.6% increase in company contributions to eligible employees' defined contribution retirement accounts; and

- Annual contribution of $500 to eligible retirees or surviving spouses.

Beginning in 2024 and through the end of the term of the Labor Agreement, GM will offer three separate cash severance incentive programs to UAW-represented employees that meet the normal or early retirement eligibility requirements.

On August 16, 2022, the IRA was enacted.

IRA benefits, including credits and lower material costs, are expected to materially affect net income in the future.

We will continue to evaluate the IRA impacts on our financial results as additional regulatory guidance is issued.

Refer to the "Non-GAAP Measures" section of this MD&A for additional information.

| EBIT-adjusted(a) | | | $ 12.0-14.0 | | |

We expect to sustain relatively strong EBIT-adjusted margins in 2024 on the continued strength of our product portfolio, improved EV margins and ongoing fixed cost reduction efforts, partially offset by pricing moderation with increased incentives.

While we expect EV margins to improve in 2024, it is possible that we will continue to recognize losses to adjust inventory to net realizable value.

Price competition, growing customer acceptance of domestic brands and demand for NEVs, and a more challenging regulatory environment related to emissions, fuel consumption and NEVs have and will continue to place pressure on our operations in China.

Cruise Cruise Holdings, our majority-owned subsidiary, is pursuing the development and commercialization of AV technology.

In October 2023, a hit-and-run accident involving a pedestrian and a third-party vehicle occurred, which resulted in the pedestrian being thrown into the path of a Cruise AV.

During the resulting investigation, regulators perceived that Cruise representatives were not explicit about a secondary movement of the Cruise AV and, as a result, the California DMV suspended Cruise's permits to operate AVs in California without a safety driver.

Shortly thereafter, Cruise voluntarily paused all of its driverless, supervised and manual AV operations in the U.S. while it examines its processes, systems and tools.

This orderly pause is designed to rebuild public trust while Cruise undertakes a comprehensive safety review.

In addition, certain federal and state agencies, including the California DMV, the California Public Utilities Commission, NHTSA, the U.S. Department of Justice and the SEC, have opened investigations or made inquiries in connection with the incident.

We and Cruise are investigating these matters internally and intend to cooperate with all government regulators and agencies in connection with these matters.

At this time, we are not able to predict when Cruise will resume driverless testing or commercial AV operations.

| | | | | | | | | | | | | | | | | | |

| GMI restructuring(h) | | | — | | | | | | — | | | | | | 683 | | |

| Ignition switch recall and related legal matters(i) | | | — | | | | | | — | | | | | | (130) | | |

________

In 2023, we expect to incur additional charges as we continue to optimize our Buick dealer network.

The ultimate amount of any future charges will depend on negotiations with our dealers.

(h)This adjustment was excluded because of a strategic decision to rationalize our core operations by exiting or significantly reducing our presence in various international markets to focus resources on opportunities expected to deliver higher returns.

The adjustments primarily consist of dealer restructurings, asset impairments, inventory provisions and employee separation charges in Australia, New Zealand, Thailand and India.

(i)This adjustment was excluded because of the unique events associated with the ignition switch recall.

Overview Our vision for the future is a world with zero crashes, zero emissions and zero congestion, which guides our growth-focused strategy to invest in EVs and AVs, software-enabled services and subscriptions and new business opportunities, while strengthening our market position in profitable ICE vehicles, such as trucks and SUVs.

The automotive industry and GM continue to experience supply chain and logistics disruptions from multiple suppliers that have impacted, and may continue to impact, our planned production schedules.

Despite these challenges, in the second half of 2022, we experienced improved parts availability that enabled us to increase production and improve dealer inventory levels for certain vehicles.

In addition, we faced significant inflationary pressure in 2022 that resulted in approximately $5.5 billion in higher commodity and logistics costs.

These increases were more than offset by strong product pricing.

While we anticipate incentives to increase from the low levels in 2022, we expect product pricing to remain strong in 2023, particularly for our full-size SUVs, full-size trucks and expected new launches.

We also expect commodity and logistics cost to improve, but be partially offset by costs we expect to incur as we strategically localize our battery raw materials supply chain in North America.

In 2022, the Board of Governors of the Federal Reserve System raised interest rates to lower the rate of inflation.

The higher interest rate environment did not have a material impact on our 2022 financial results, but we expect it will have an approximately $1.0 billion unfavorable impact on our results of operations in 2023, as a result of lower forecasted pension income.

Refer to the Critical Accounting Estimates section of this MD&A for additional information including our interest rate sensitivity analysis.

We expect higher interest rates to have an immaterial impact on our Automotive interest expense in 2023, as substantially all of our debt instruments are fixed rate.

For a discussion of the net interest income sensitivity of GM Financial, see Item 7A.

Quantitative and Qualitative Disclosures About Market Risk.

Furthermore, holding other factors constant, the higher interest rate environment may decrease the affordability of our vehicles for customers who rely on financing to purchase a vehicle.

Refer to Part I, Item 1A.

We also continue to monitor the impact of the COVID-19 pandemic, and government actions and measures taken to prevent its spread, and the potential to affect our operations.

Risk Factors for further discussion of these risks.

On August 16, 2022, the Inflation Reduction Act of 2022 (the “Act”) was signed into law.

The Act implements a new 15% corporate minimum tax based on modified U.S. financial statement net income that is effective beginning in 2023.

The new corporate minimum tax is not expected to have a significant impact on our net earnings or cash flow in 2023.

We expect to generate commercial EV tax credits and credits from our production of battery components that will increase net income and impact income tax cash payments.

While waiting on pending Department of Treasury regulatory guidance, we are continuing to evaluate the ultimate impact of the tax credits on our financial results, including our net earnings and cash flow.

| EBIT-adjusted(a) | | | $ 10.5-12.5 | | |

The COVID-19 pandemic originally resulted in a contraction of total North America industry volumes in 2020 that continued through 2022.

Dealer inventory remains constrained for several critical vehicles, including our full-size SUVs.

We expect to sustain relatively strong EBIT-adjusted margins in 2023 on the continued strength of vehicle pricing and healthy U.S. industry light vehicle demand, partially offset by elevated costs associated with commodities, raw materials and logistics.

As a result of supply chain disruptions in 2022, we experienced interruptions to our planned production schedules and prioritized production of our most popular and in-demand products, including our full-size trucks, full-size SUVs and EVs.

In 2023, our collective bargaining agreements with the UAW in the United States and Unifor in Canada, as well as collective bargaining agreements in Mexico, will expire, which will require negotiation of new agreements.

Risk Factors for a discussion of the risks related to any significant disruption at one of our manufacturing facilities.

Our Automotive China JVs

Although price competition, higher costs associated with commodities and raw materials, and a more challenging regulatory environment related to emissions, fuel consumption and NEV requirements will place pressure on our operations in China, we will continue to build upon our strong brands, network, and partnerships in China as well as drive improvements in vehicle mix and cost.

At December 31, [removed: 2022,] [added: 2023,] our most significant foreign currency exposures were between the U.S. Dollar and the Canadian Dollar, [removed: Chinese Yuan,] Korean Won, [removed: Brazilian Real, and] [added: Chinese Yuan,] Mexican [removed: Peso.][added: Peso and Brazilian Real.]

Such contracts had remaining maturities of up to 12 months at December 31, [removed: 2022.][added: 2023 and were insignificant.]

The net fair value liability of financial instruments with exposure to foreign currency risk was [removed: $0.2] [added: $0.4] billion and [removed: $0.7] [added: $0.2] billion at December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

The potential loss in fair value for such financial instruments from a 10% adverse change in all quoted foreign currency exchange rates would have been insignificant at December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

[removed: We] [added: GM Financial] had foreign currency [removed: derivatives] [added: swaps] with notional amounts of [removed: $4.1] [added: $8.0] billion and [removed: $4.2] [added: $6.9] billion at December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

The [added: net] fair value of these derivative financial instruments was [removed: insignificant.][added: a liability of $0.2 billion and $0.6 billion at December 31, 2023 and 2022.]

The following table summarizes the amounts of automotive foreign currency [removed: translation and] [added: translation,] transaction and remeasurement (gains) losses:

| Translation (gains) losses recorded in Accumulated other comprehensive loss | | | $ | [removed: (37)] [added: (169)] | | | | | $ | [removed: (132)] [added: (37)] | |

| Transaction and remeasurement (gains) losses recorded in earnings | | | $ | [removed: 173] [added: 344] | | | | | $ | [removed: (15)] [added: 173] | |

[removed: We did not have any] [added: At December 31, 2023,] interest rate swap positions [added: were used] to manage interest rate exposures in our automotive operations [removed: at December 31, 2022] and [removed: 2021.][added: were insignificant.]

The fair value of debt and finance leases was [removed: $16.8] [added: $16.5] billion and [removed: $20.6] [added: $16.8] billion at December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

The potential increase in fair value resulting from a 10% decrease in quoted interest rates would have been [removed: $0.8] [added: $0.7] billion and [removed: $0.6] [added: $0.8] billion at December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

We had marketable debt securities, including those held by Cruise, of [removed: $12.2] [added: $7.6] billion and [removed: $8.6] [added: $12.2] billion classified as available-for-sale at December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

The potential decrease in fair value from a 50 basis point increase in interest rates would have been insignificant at December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

These differences may include tenor, yield, [removed: re-pricing timing,] [added: repricing timing] and prepayment expectations.

However, interest rate changes are rarely instantaneous or parallel and rates could move more or less than the one percentage point assumed in [removed: our] [added: GM Financial's] analysis.

These interest rate scenarios are purely hypothetical and do not represent [removed: our] [added: GM Financial's] view of future interest rate movements.

At December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] GM Financial was liability-sensitive, meaning that more liabilities than assets were expected to [removed: re-price] [added: reprice] within the next 12 months.

| One hundred basis points instantaneous increase in interest rates | | | $ | [removed: (4.3)] [added: (7.7)] | | | | | $ | [removed: (5.1)] [added: (4.3)] | |

| One hundred basis points instantaneous decrease in interest rates(a) | | | $ | [removed: 4.3] [added: 7.7] | | | | | $ | [removed: 5.1] [added: 4.3] | |

[removed: The estimates are also based on assumptions including] the amortization and prepayment of the finance receivable portfolio, originations of finance receivables and leases, refinancing of maturing debt, replacement of maturing derivatives and exercise of options embedded in debt and derivatives.

As a result, GM Financial believes its market risk exposure relating to changes in currency exchange rates at December 31, [removed: 2022] [added: 2023] was insignificant.

The following table summarizes GM Financial's foreign currency [removed: translation and] [added: translation,] transaction and remeasurement (gains) losses:

| Translation (gains) losses recorded in Accumulated other comprehensive loss | | | $ | [removed: 156] [added: (147)] | | | | | $ | [removed: 44] [added: 156] | |

| Transaction and remeasurement (gains) losses recorded in earnings | | | $ | [removed: (1)] [added: 5] | | | | | $ | [removed: (3)] [added: (1)] | |

We have audited the accompanying consolidated balance sheets of General Motors Company and subsidiaries (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated [added: income] statements [added: and consolidated statements] of [removed: income,] comprehensive income, cash [removed: flows,] [added: flows] and equity for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal [removed: Control - Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated January [removed: 31, 2023] [added: 30, 2024] expressed an unqualified opinion thereon.

| Description of the matter | | | As discussed in Note 12 to the financial statements, the liabilities for product warranty and recall campaigns amount to [removed: $8.5] [added: $9.3] billion at December 31, [removed: 2022.] [added: 2023.] The Company accrues for costs related to product warranty at the time of vehicle sale and accrues the estimated cost of recall campaigns when they are probable and estimable. | | |

| | | | Auditing these liabilities involved a high degree of subjectivity in evaluating management’s [removed: estimates,] [added: estimates] due to the size, uncertainties, and potential volatility related to the estimated liabilities. Management’s estimates consider historical claims experience, including the nature, frequency, and average cost of claims of each vehicle line or each model year of the vehicle line, and the key assumptions of historical data being predictive of future activity and events, [removed: in particular,] [added: specifically] the number of historical periods used and the [removed: weighing] [added: weighting] of historical data in the reserve studies. | | |

| Description of the matter | | | Automotive sales and revenue represents the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or providing services, which is net of dealer and customer sales incentives the Company expects to pay. As discussed in Note 2 to the financial statements, provisions for dealer and customer incentives are recorded as a reduction to Automotive net sales and revenue at the time of vehicle sale. The liabilities for dealer and customer allowances, claims and discounts amount to [removed: $4.8] [added: $6.1] billion at December 31, [removed: 2022.] [added: 2023.] | | |

| Description of the matter | | | GM Financial has recorded investments in vehicles leased to retail customers under operating leases. As discussed in Note 2 to the financial statements, at the beginning of the lease, management establishes an expected residual value for each vehicle at the end of the lease term. The Company’s estimated residual value of leased vehicles at the end of lease term was [removed: $24.7] [added: $22.7] billion as of December 31, [removed: 2022.] [added: 2023.] | | |

We have audited General Motors Company and subsidiaries’ internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal [removed: Control - Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, General Motors Company and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated [added: income] statements [added: and consolidated statements] of [removed: income,] comprehensive income, cash flows and equity for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and our report dated January [removed: 31, 2023] [added: 30, 2024] expressed an unqualified opinion thereon.

| | | | 2023 | | | | | | 2022 | | |

| | | | 2023 | | | | | | 2022 | | |

The estimates are also based on assumptions including

| | | | 2023 | | | | | | 2022 | | |

| January 30, 2024 | | |

| January 30, 2024 | | |

| | | | 2022 | | | | | | 2021 | | |

GM Financial had foreign currency swaps with notional amounts of $6.9 billion and $8.2 billion at December 31, 2022 and 2021.

The net fair value of these derivative financial instruments was a liability of $0.6 billion and $0.2 billion at December 31, 2022 and 2021.

| January 31, 2023 | | |

Cruise is our global segment responsible for the development and commercialization of autonomous vehicle [added: (AV)] technology.

Our vision for the future is a world with zero crashes, zero emissions and zero congestion, which guides our growth-focused strategy to invest in electric vehicles (EVs) and [removed: autonomous vehicles (AVs),] [added: AVs,] software-enabled services and subscriptions and new business opportunities, while strengthening our market position in profitable internal combustion engine (ICE) vehicles, such as trucks and sport utility vehicles (SUVs).

We also have the potential of growing our revenue through our software-enabled services and subscriptions, including OnStar, our advanced driver-assistance systems (ADAS), including Super [removed: Cruise, and future offerings, such as our next-generation ADAS, Ultra Cruise,] [added: Cruise driver assistance technology,] and [removed: Ultifi,] our end-to-end software platform.

Additionally, we are incubating several new businesses [removed: with a start-up mindset] that we believe will enable us to attract new customers and generate revenues in new [removed: areas.][added: areas, like GM Defense which is helping global defense and government customers transition to a more electric, autonomous and connected future.]

A key element in our EV strategy is Ultium, our dedicated [removed: electric vehicle] [added: EV] propulsion architecture.

This platform is flexible and will be [removed: leveraged] [added: deployed] across multiple brands and vehicle sizes, styles and drive configurations, allowing for quick response to customer preferences and a shorter design and development lead time compared to our ICE vehicles.

In 2021, we began production at GM’s Factory ZERO Detroit-Hamtramck Assembly Center (Factory ZERO), which was re-tooled into a fully dedicated EV facility to produce [added: a variety of vehicles, including] the GMC HUMMER [removed: EV, the upcoming Cruise Origin,] [added: EV Pickup and SUV,] the Chevrolet Silverado EV and the [removed: GMC Sierra EV.][added: upcoming Cadillac ESCALADE IQ.]

In January 2022, we announced that we will convert [removed: our assembly plant] [added: Orion Assembly] in Orion Township, Michigan [removed: for fully dedicated EV production, including the Chevrolet Silverado EV and] [added: to build electric pickups, with] the [removed: GMC Sierra EV.][added: plant slated to begin production in 2025.]

Additionally, we have announced plans to mass-produce battery cells for these and other future EVs through Ultium Cells Holdings LLC (an equally owned joint venture with LG Energy Solution) in Warren, [removed: Ohio,] [added: Ohio;] Spring Hill, [removed: Tennessee] [added: Tennessee;] and Lansing, Michigan.

[added: GM’s CAMI Assembly – Canada’s first full-scale EV manufacturing facility – is the global production home of] BrightDrop's Zevo 600 and Zevo [removed: 400 full-scale production facility, CAMI Assembly, launched in late 2022, with start of regular production (SORP) targeted for the first quarter of 2023.][added: 400.]

[removed: *Super Cruise and Ultra Cruise* We offer] Super [removed: Cruise, the industry's first true hands-free driver assistance technology that] [added: Cruise] enables drivers of [removed: eligible] [added: properly equipped] vehicles to travel hands-free on more than 400,000 miles of compatible roads in the U.S. and Canada.

[removed: *Ultifi* Ultifi is our] [added: Our] end-to-end software platform [removed: that will provide] [added: provides] customers with software-defined features, apps and services over-the-air [removed: starting in 2023.][added: and will empower customers to update their ownership experiences with desirable features, software services, vehicle performance and Super Cruise.]

Competitive Position and Vehicle Sales The principal factors that determine consumer vehicle preferences in the markets in which we operate include overall vehicle design, price, quality, available options, safety, reliability, fuel economy [added: or range] and functionality.

We present both wholesale and total vehicle sales data to assist in the analysis of our revenue and [removed: our] market share.

In the year ended December 31, [removed: 2022, 30.5%] [added: 2023, 29.4%] of our wholesale vehicle sales volume was generated outside the U.S. The following table summarizes wholesale vehicle sales by automotive segment (vehicles in thousands):

| | | | [removed: 2022] [added: 2023] | | | | | | | | | | | | [removed: 2021] [added: 2022] | | | | | | | | | | | | [removed: 2020] [added: 2021] | | | | | | | | |

| GMNA | | | [removed: 2,926] [added: 3,147] | | | | | | [removed: 81.8] [added: 83.5] | | % | | | | [removed: 2,308] [added: 2,926] | | | | | | [removed: 80.7] [added: 81.8] | | % | | | | [removed: 2,707] [added: 2,308] | | | | | | [removed: 80.3] [added: 80.7] | | % |

| GMI | | | [removed: 653] [added: 621] | | | | | | [removed: 18.2] [added: 16.5] | | % | | | | [removed: 551] [added: 653] | | | | | | [removed: 19.3] [added: 18.2] | | % | | | | [removed: 663] [added: 551] | | | | | | [removed: 19.7] [added: 19.3] | | % |

| Total | | | [removed: 3,579] [added: 3,768] | | | | | | 100.0 | | % | | | | [removed: 2,859] [added: 3,579] | | | | | | 100.0 | | % | | | | [removed: 3,370] [added: 2,859] | | | | | | 100.0 | | % |

Total vehicle sales data represents: (1) retail sales (i.e., sales to consumers who purchase new vehicles from dealers or distributors); (2) fleet sales (i.e., sales to large and small businesses, governments and daily rental car companies); and (3) [added: certain] vehicles used by dealers in their [removed: businesses.][added: business.]

Total vehicle sales data represents management's good faith estimate based on sales reported by [removed: GM's] [added: our] dealers, [removed: distributors,] [added: distributors] and joint [removed: ventures,] [added: ventures;] commercially available data sources such as registration and insurance [removed: data,] [added: data;] and internal estimates and forecasts when other data is not available.

| | | | [removed: 2022] [added: 2023] | | | | | | | | | | | | | | | | | | [removed: 2021] [added: 2022] | | | | | | | | | | | | | | | | | | [removed: 2020] [added: 2021] | | | | | | | | | | | | | | |

| United States | | | [removed: 14,200] [added: 15,981] | | | | | | [removed: 2,274] [added: 2,595] | | | | | | [removed: 16.0] [added: 16.2] | | % | | | | [removed: 15,410] [added: 14,242] | | | | | | [removed: 2,218] [added: 2,274] | | | | | | [removed: 14.4] [added: 16.0] | | % | | | | [removed: 14,882] [added: 15,410] | | | | | | [removed: 2,547] [added: 2,218] | | | | | | [removed: 17.1] [added: 14.4] | | % |

| Other | | | [removed: 3,071] [added: 3,592] | | | | | | [removed: 406] [added: 460] | | | | | | [removed: 13.2] [added: 12.8] | | % | | | | [removed: 3,081] [added: 3,066] | | | | | | [removed: 355] [added: 406] | | | | | | [removed: 11.5] [added: 13.2] | | % | | | | [removed: 2,804] [added: 3,081] | | | | | | [removed: 377] [added: 355] | | | | | | [removed: 13.4] [added: 11.5] | | % |

| Total North America | | | [removed: 17,270] [added: 19,573] | | | | | | [removed: 2,680] [added: 3,055] | | | | | | [removed: 15.5] [added: 15.6] | | % | | | | [removed: 18,491] [added: 17,307] | | | | | | [removed: 2,574] [added: 2,680] | | | | | | [removed: 13.9] [added: 15.5] | | % | | | | [removed: 17,686] [added: 18,491] | | | | | | [removed: 2,924] [added: 2,574] | | | | | | [removed: 16.5] [added: 13.9] | | % |

| China(a) | | | [removed: 23,464] [added: 24,976] | | | | | | [removed: 2,303] [added: 2,099] | | | | | | [removed: 9.8] [added: 8.4] | | % | | | | [removed: 25,843] [added: 23,489] | | | | | | [removed: 2,892] [added: 2,303] | | | | | | [removed: 11.2] [added: 9.8] | | % | | | | [removed: 24,926] [added: 25,843] | | | | | | [removed: 2,901] [added: 2,892] | | | | | | [removed: 11.6] [added: 11.2] | | % |

| Total Asia/Pacific, Middle East and Africa | | | [removed: 43,504] [added: 46,917] | | | | | | [removed: 2,805] [added: 2,675] | | | | | | [removed: 6.4] [added: 5.7] | | % | | | | [removed: 45,359] [added: 43,741] | | | | | | [removed: 3,326] [added: 2,808] | | | | | | [removed: 7.3] [added: 6.4] | | % | | | | [removed: 42,922] [added: 45,626] | | | | | | [removed: 3,431] [added: 3,326] | | | | | | [removed: 8.0] [added: 7.3] | | % |

| Brazil | | | [removed: 2,103] [added: 2,307] | | | | | | [removed: 291] [added: 328] | | | | | | [removed: 13.8] [added: 14.2] | | % | | | | [removed: 2,119] [added: 2,103] | | | | | | [removed: 242] [added: 291] | | | | | | [removed: 11.4] [added: 13.8] | | % | | | | [removed: 2,055] [added: 2,119] | | | | | | [removed: 338] [added: 242] | | | | | | [removed: 16.4] [added: 11.4] | | % |

| Other | | | [removed: 1,563] [added: 1,418] | | | | | | [removed: 161] [added: 128] | | | | | | [removed: 10.3] [added: 9.0] | | % | | | | [removed: 1,490] [added: 1,563] | | | | | | [removed: 152] [added: 160] | | | | | | [removed: 10.2] [added: 10.3] | | % | | | | [removed: 1,106] [added: 1,490] | | | | | | [removed: 132] [added: 152] | | | | | | [removed: 12.0] [added: 10.2] | | % |

| Total South America | | | [removed: 3,666] [added: 3,725] | | | | | | [removed: 452] [added: 456] | | | | | | [removed: 12.3] [added: 12.2] | | % | | | | [removed: 3,609] [added: 3,666] | | | | | | [removed: 394] [added: 451] | | | | | | [removed: 10.9] [added: 12.3] | | % | | | | [removed: 3,160] [added: 3,609] | | | | | | [removed: 470] [added: 394] | | | | | | [removed: 14.9] [added: 10.9] | | % |

| Total Europe | | | [removed: 14,101] [added: 16,384] | | | | | | 2 | | | | | | — | | % | | | | [removed: 15,108] [added: 14,234] | | | | | | 2 | | | | | | — | | % | | | | [removed: 15,043] [added: 15,108] | | | | | | [removed: 1] [added: 2] | | | | | | — | | % |

| Cars | | | [removed: 2,806] [added: 3,054] | | | | | | [removed: 214] [added: 224] | | | | | | [removed: 7.6] [added: 7.3] | | % | | | | [removed: 3,277] [added: 2,814] | | | | | | [removed: 138] [added: 214] | | | | | | [removed: 4.2] [added: 7.6] | | % | | | | [removed: 3,331] [added: 3,277] | | | | | | [removed: 239] [added: 138] | | | | | | [removed: 7.2] [added: 4.2] | | % |

| Trucks | | | [removed: 3,965] [added: 4,249] | | | | | | [removed: 1,246] [added: 1,303] | | | | | | [removed: 31.4] [added: 30.7] | | % | | | | [removed: 4,038] [added: 3,974] | | | | | | [removed: 1,223] [added: 1,246] | | | | | | [removed: 30.3] [added: 31.4] | | % | | | | [removed: 4,045] [added: 4,038] | | | | | | [removed: 1,257] [added: 1,223] | | | | | | [removed: 31.1] [added: 30.3] | | % |

| Total United States | | | [removed: 14,200] [added: 15,981] | | | | | | [removed: 2,274] [added: 2,595] | | | | | | [removed: 16.0] [added: 16.2] | | % | | | | [removed: 15,410] [added: 14,242] | | | | | | [removed: 2,218] [added: 2,274] | | | | | | [removed: 14.4] [added: 16.0] | | % | | | | [removed: 14,882] [added: 15,410] | | | | | | [removed: 2,547] [added: 2,218] | | | | | | [removed: 17.1] [added: 14.4] | | % |

| SGMS | | | | | | | | | [removed: 1,037] [added: 870] | | | | | | | | | | | | | | | | | | [removed: 1,277] [added: 1,037] | | | | | | | | | | | | | | | | | | [removed: 1,407] [added: 1,277] | | | | | | | | |

| SGMW | | | | | | | | | [removed: 1,266] [added: 1,229] | | | | | | | | | | | | | | | | | | [removed: 1,615] [added: 1,266] | | | | | | | | | | | | | | | | | | [removed: 1,494] [added: 1,615] | | | | | | | | |

| Total China | | | [removed: 23,464] [added: 24,976] | | | | | | [removed: 2,303] [added: 2,099] | | | | | | [removed: 9.8] [added: 8.4] | | % | | | | [removed: 25,843] [added: 23,489] | | | | | | [removed: 2,892] [added: 2,303] | | | | | | [removed: 11.2] [added: 9.8] | | % | | | | [removed: 24,926] [added: 25,843] | | | | | | [removed: 2,901] [added: 2,892] | | | | | | [removed: 11.6] [added: 11.2] | | % |

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| GMNA | | | [removed: 564] [added: 679] | | | | | | [removed: 399] [added: 564] | | | | | | [removed: 493] [added: 399] | | |

| GMI | | | [removed: 426] [added: 506] | | | | | | [removed: 311] [added: 426] | | | | | | [removed: 351] [added: 311] | | |

*Electric Vehicles* We plan to have annual EV capacity of one million units in North America as we exit 2025.

We plan to leverage Ultium to expand our EV portfolio over a wide variety of segments and price points with multiple launches planned in 2024 and additional EV entries planned for 2025 and beyond.

GM is also investing in our propulsion stamping and components plants to support EV production.

GM’s commitment to an all-electric future is focused not only on delivering a world-class portfolio of EVs, but investing in an ecosystem that will help enable mass EV adoption, including the development of turn-key charging solutions as well as fleet and facility energy management services.

To support this goal, we are working to help ensure that our customers will have access to comprehensive energy management and fast, reliable charging solutions at home, at the workplace and in public locations.

Currently, GM has integration relationships with 12 EV charging networks and GM EV drivers have access to over 174,000 chargers throughout the U.S. and Canada.

Beginning in early 2024, GM’s EV drivers will gain access to 15,000 Tesla Superchargers, and growing, throughout North America.

The first GM EVs will be built with the North American Charging

Standard (NACS) hardware on the vehicles beginning in 2025.

In July 2023, GM also announced that it is collaborating with six other major automakers as part of a joint venture that will seek to create a high-powered charging network with a targeted installation of at least 30,000 chargers in urban and highway locations throughout North America.

*Software-Enabled Services and Subscriptions* Our vehicles are equipped with a suite of software-enabled services, including OnStar services, Super Cruise and others.

With more than 25 years of experience, OnStar is a global leader in safety and digital services.

OnStar is currently available in 15 markets globally and growing.

As GM introduces more software-defined vehicles, OnStar is playing a key role as an enabler of active safety, infotainment, connectivity and driver assistance features.

OnStar provides one ecosystem for retail and fleet customers to use, engage and shop through a broader set of digital technology offerings available at and after vehicle purchase.

Additional software-enabled features will be available later including security features, climate and comfort options, personal themes and EV ownership experience elements.

Select vehicles, including the 2024 Cadillac LYRIQ and Chevrolet Silverado EV, are already employing this software platform as it begins its rollout across most products in the coming years.

*Cruise* GM Cruise Holdings LLC (Cruise Holdings), our majority-owned subsidiary, is pursuing the development and commercialization of AV technology.

In October 2023, a hit-and-run accident involving a pedestrian and a third-party vehicle occurred, which resulted in the pedestrian being thrown into the path of a Cruise AV.

During the resulting investigation, regulators perceived that Cruise representatives were not explicit about a secondary movement of the Cruise AV and, as a result, the California Department of Motor Vehicles (DMV) suspended Cruise’s permits to operate AVs in California without a safety driver.

Shortly thereafter, Cruise voluntarily paused all of its driverless, supervised and manual AV operations in the U.S. while it examines its processes, systems and tools.

This orderly pause is designed to rebuild public trust while Cruise undertakes a comprehensive safety review.

Risk Factors for a further discussion of the risks associated with our AV strategy.

| Other | | | 21,941 | | | | | | 576 | | | | | | 2.6 | | % | | | | 20,253 | | | | | | 505 | | | | | | 2.5 | | % | | | | 19,783 | | | | | | 435 | | | | | | 2.2 | | % |

| Total in GM markets | | | 70,215 | | | | | | 6,186 | | | | | | 8.8 | | % | | | | 64,715 | | | | | | 5,939 | | | | | | 9.2 | | % | | | | 67,726 | | | | | | 6,294 | | | | | | 9.3 | | % |

| Total Worldwide(b)(c) | | | 86,600 | | | | | | 6,188 | | | | | | 7.1 | | % | | | | 78,949 | | | | | | 5,941 | | | | | | 7.5 | | % | | | | 82,834 | | | | | | 6,296 | | | | | | 7.6 | | % |

| Crossovers | | | 8,678 | | | | | | 1,068 | | | | | | 12.3 | | % | | | | 7,454 | | | | | | 814 | | | | | | 10.9 | | % | | | | 8,095 | | | | | | 857 | | | | | | 10.6 | | % |

*Software & Services* The newly created Software & Services organization, with a presence in Silicon Valley, California and globally, is bringing together all of GM's software capabilities and assets under one team for the first time at GM.

The team is developing and implementing an integrated strategy, working closely with the Global Product Development organization and others across the enterprise to deliver an end-to-end integrated software and services strategy that will make the driver experience even more compelling and seamless.

Processing of certain EV raw materials required for production of EVs are currently concentrated in China and may be subject to import or export restrictions.

GM Financial provides lending products to commercial vehicle upfitters and advances to certain GM subsidiaries.

Diversity, Equity and Inclusion At GM, we are committed to fostering a culture of diversity, equity and inclusion for our workforce, business partners, customers and communities as we aspire to be the most inclusive company in the world.

We believe these strengths will allow us to not only lead the industry but to impact communities around the world as we transition to an all-electric future.

GM continues to align DEI efforts with business objectives, including investing in talent pipelines to support current and future workforce needs, bolstering inclusive and accessible solutions across all key stakeholders and fostering meaningful community partnerships to enable GM’s all-electric future.

Employees in some of our technical roles also have the opportunity to participate in the

Our award-winning Total Rewards package includes support for physical, emotional and financial wellness.

We provide a comprehensive, competitive offering that includes compensation, a 401(k) company contribution and matching program, paid time off for holidays and vacations, a high-quality health care plan, and GM Family First savings on GM vehicles, parts, and services.

We are committed to creating spaces where people can show up and thrive as their authentic selves at work as well as at home.

GM encourages and supports healthy behaviors, attitudes and actions in our workplaces to improve health outcomes for team members and their families and to contribute to the success of our business.

| | | | December 31, 2023 | | |

*Electric Vehicles* We plan to rapidly scale our capacity to build one million EVs in North America and more than two million EVs globally by the end of 2025.

Our first Ultium-based products launched in 2021 with the GMC HUMMER EV and BrightDrop Zevo 600, followed by the Cadillac LYRIQ in 2022.

We plan to leverage the versatility and flexibility of Ultium to expand our EV portfolio over a wide variety of segments and price points including the Chevrolet Equinox EV, the Chevrolet Blazer EV, the Chevrolet Silverado EV and the GMC Sierra EV, which are expected to be launched over 2023 and 2024.

A fourth U.S.-based battery cell plant is also planned.

To support mass market adoption of EVs, we are working to ensure that our customers will have access to comprehensive charging solutions.

For personal vehicles, this means strategically addressing charging needs at home, the workplace and in public locations, for which we have committed to invest nearly $750 million through 2025.

For example, in November 2021, we announced a collaboration with EVgo to install 3,250 DC fast charging stalls in more than 50 U.S. metropolitan markets.

In July 2022, we announced a collaboration with EVgo and Pilot Company targeting the installation of a coast-to-coast network of 2,000 DC fast charging stalls at 50-mile intervals across the U.S., enabling long-distance corridor charging.

This network will be open to all EV brands at up to 500 Pilot and Flying J travel centers.

For fleet vehicles, we are developing turnkey charging solutions and fleet and facility energy management services.

In addition, we have announced collaborative work with several

GENERAL MOTORS COMPANY AND SUBSIDIARIES

charge network operators to filter real-time data on their respective networks and charge station health into a holistic charging approach that integrates charging networks, GM vehicle mobile apps and other products and services to simplify the overall charging experience for GM EV owners in North America.

*BrightDrop* BrightDrop is developing a suite of solutions, including the BrightDrop Zevo all-electric delivery vans, BrightDrop Trace electrically propelled smart containers and the BrightDrop Core software platform, which is focused on helping companies better visualize and optimize their fleet operations.

We expect these solutions will help the world's largest delivery and logistics companies do more with less, while helping to improve operating efficiencies, eliminate operating emissions and reduce congestion.

BrightDrop delivered the first Zevo 600s to FedEx Express, our launch customer, and generated reservations and expressions of interest for Zevo vans from several major companies, including DHL Express Canada, Walmart and Merchants Fleet.

*OnStar and Vehicle Connectivity* We offer OnStar and connected services to more than 21 million connected vehicles globally through subscription-based and complimentary services.

We are among the leaders in the industry, with global real-world experience in delivering connected services and advanced safety features.

OnStar offers safety and security services for retail and fleet customers, including automatic crash response, emergency services, roadside assistance, crisis assist, stolen vehicle assistance and turn-by-turn navigation.

Additionally, we offer OnStar Guardian in select markets, a mobile app that allows customers to access key OnStar safety and security services from their compatible mobile device.

Fleet customers in some markets can leverage OnStar Vehicle Insights, our telematics solution across their entire fleet, regardless of vehicle make or model.

We also offer a variety of connected services in certain markets, including mobile apps for owners to remotely control certain vehicle features and EV owners to locate charging stations, on-demand vehicle diagnostics, GM Smart Driver, Amazon Alexa in-vehicle voice, Google's Voice Assistant, navigation and app ecosystem, connected navigation, SiriusXM with 360L, 4G LTE wireless connectivity and 5G connectivity which will be available in select model year 2024 vehicles.

We will make Super Cruise available on 22 vehicles in North America and China by the end of 2023.

Ultra Cruise is a significant next step in advanced driver assistance technology, designed to ultimately enable a hands-free driving experience in 95 percent of all driving scenarios, that will debut on the Cadillac CELESTIQ.

Ultifi and the apps it enables will empower customers to update their ownership experiences with desirable features such as services and subscriptions, vehicle performance, Super Cruise and, when launched, Ultra Cruise, safety and security features, climate and comfort options, personal themes and EV ownership experience elements.

*Cruise* General Motors and Cruise are pursuing what we believe is the most comprehensive path to autonomous mobility in the industry.

In September 2021, Cruise began operating a driverless ride hail service in San Francisco, California, and in June 2022, began charging the public for driverless rides.

Cruise continues to make regulatory progress in California.

In December 2022, Cruise received regulatory approval to expand its operational design domain in California.

Cruise is also seeking regulatory approval to add the Cruise Origin to its driverless test permit.

Additionally, in September 2022, Cruise acquired regulatory permits to operate driverless ride hail services in Phoenix, Arizona and began pursuing ride hail operations in Austin, Texas.

Given the potential of all-electric self-driving vehicles to help save lives, reshape our cities and reduce emissions, the goal of Cruise is to deliver its self-driving services as soon as possible, but as Cruise continues to expand and scale its operations, safety will continue to be the gating metric, supported by Cruise's Safety Management System and its other risk identification, assessment and mitigation processes.

We believe that building all-electric vehicles with autonomous capabilities integrated from the beginning, rather than through retrofits, is the most efficient way to unlock the tremendous potential societal benefits of self-driving cars.

The Cruise Origin, a purpose-built, all-electric, self-driving vehicle that is being co-developed by GM, Cruise and Honda Motor Company, Ltd. (Honda) will be built on GM’s all-new modular architecture, powered by the Ultium platform, at Factory ZERO starting in 2023 pending government approvals.

GM and Cruise are awaiting a decision on an exemption petition that was filed with the National Highway Traffic Safety Administration (NHTSA) seeking regulatory approval for the Origin’s deployment.

*HYDROTEC* We are developing hydrogen fuel cell applications across transportation types and industries, including mobile power generation, class 7/8 truck, locomotive and aerospace.

The development of HYDROTEC technology is another element of our long-term commitment toward a world with zero emissions.

We believe hydrogen fuel cells will play an important role in many automotive and other mobility applications where customers will derive additional benefits from the ability to refuel quickly, an extended range, suitability for heavier payloads and central refueling of large fleets.

GM and Honda, through our

long-term strategic alliance to collaborate in research and advanced engineering efforts, are developing and commercializing fuel cell systems.

In February 2023, GM self-disclosed potential violations of the Toxic Substances Control Act's (TSCA) requirements applicable to the import of new chemical substances at our Ultium Cells LLC joint venture to the EPA.

In November 2023, these potential violations were settled via consent agreement with the EPA, the terms of which include, among other items, payment of civil penalties currently estimated at approximately $5.1 million, which could grow depending upon import activity prior to receipt of a TSCA 5(e) order.

These penalties are assessed jointly and severally to GM and Ultium Cells LLC.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

[removed: ][added: ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the [removed: Exchange] Act).

The aggregate market value of the voting stock held by non-affiliates of the registrant (assuming only for purposes of this computation that directors and executive officers may be affiliates) was approximately [removed: $46.2] [added: $52.9] billion as of June 30, [removed: 2022.][added: 2023.]

As of January [removed: 17, 2023] [added: 16, 2024] there were [removed: 1,394,637,226] [added: 1,154,433,287] shares of common stock outstanding.

| Item 1A. | | | Risk Factors | | | | | | [removed: [14](#i54c9b176c0804fcabe51d5f8101e6190_16)] [added: [13](#i54c9b176c0804fcabe51d5f8101e6190_16)] | | |

| Item 2. | | | Properties | | | | | | [removed: [23](#i54c9b176c0804fcabe51d5f8101e6190_22)] [added: [24](#i54c9b176c0804fcabe51d5f8101e6190_22)] | | |

| Item 3. | | | Legal Proceedings | | | | | | [removed: [23](#i54c9b176c0804fcabe51d5f8101e6190_25)] [added: [25](#i54c9b176c0804fcabe51d5f8101e6190_25)] | | |

| Item 4. | | | Mine Safety Disclosures | | | | | | [removed: [23](#i54c9b176c0804fcabe51d5f8101e6190_28)] [added: [25](#i54c9b176c0804fcabe51d5f8101e6190_28)] | | |

| Item 5. | | | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | | | | [removed: [23](#i54c9b176c0804fcabe51d5f8101e6190_34)] [added: [25](#i54c9b176c0804fcabe51d5f8101e6190_34)] | | |

| Item 6. | | | \[Reserved\] | | | | | | [removed: [25](#i54c9b176c0804fcabe51d5f8101e6190_37)] [added: [27](#i54c9b176c0804fcabe51d5f8101e6190_37)] | | |

| Item 7. | | | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | | | | | [removed: [25](#i54c9b176c0804fcabe51d5f8101e6190_40)] [added: [27](#i54c9b176c0804fcabe51d5f8101e6190_40)] | | |

| Item 7A. | | | Quantitative and Qualitative Disclosures About Market Risk | | | | | | [removed: [46](#i54c9b176c0804fcabe51d5f8101e6190_94)] [added: [49](#i54c9b176c0804fcabe51d5f8101e6190_94)] | | |

| Item 8. | | | Financial Statements and Supplementary Data | | | | | | [removed: [53](#i54c9b176c0804fcabe51d5f8101e6190_100)] [added: [56](#i54c9b176c0804fcabe51d5f8101e6190_100)] | | |

| | | | Consolidated Income Statements | | | | | | [removed: [53](#i54c9b176c0804fcabe51d5f8101e6190_103)] [added: [56](#i54c9b176c0804fcabe51d5f8101e6190_103)] | | |

| | | | Consolidated Statements of Comprehensive Income | | | | | | [removed: [53](#i54c9b176c0804fcabe51d5f8101e6190_103)] [added: [56](#i54c9b176c0804fcabe51d5f8101e6190_103)] | | |

| | | | Consolidated Balance Sheets | | | | | | [removed: [54](#i54c9b176c0804fcabe51d5f8101e6190_106)] [added: [57](#i54c9b176c0804fcabe51d5f8101e6190_106)] | | |

| | | | Consolidated Statements of Cash Flows | | | | | | [removed: [55](#i54c9b176c0804fcabe51d5f8101e6190_109)] [added: [58](#i54c9b176c0804fcabe51d5f8101e6190_109)] | | |

| | | | Consolidated Statements of Equity | | | | | | [removed: [56](#i54c9b176c0804fcabe51d5f8101e6190_112)] [added: [59](#i54c9b176c0804fcabe51d5f8101e6190_112)] | | |

| | | | Notes to Consolidated Financial Statements | | | | | | [removed: [57](#i54c9b176c0804fcabe51d5f8101e6190_115)] [added: [60](#i54c9b176c0804fcabe51d5f8101e6190_115)] | | |

| | | | Note 1. | | | Nature of Operations and Basis of Presentation | | | [removed: [57](#i54c9b176c0804fcabe51d5f8101e6190_115)] [added: [60](#i54c9b176c0804fcabe51d5f8101e6190_115)] | | |

| | | | Note 2. | | | Significant Accounting Policies | | | [removed: [57](#i54c9b176c0804fcabe51d5f8101e6190_118)] [added: [60](#i54c9b176c0804fcabe51d5f8101e6190_118)] | | |

| | | | Note 3. | | | Revenue | | | [removed: [64](#i54c9b176c0804fcabe51d5f8101e6190_121)] [added: [67](#i54c9b176c0804fcabe51d5f8101e6190_121)] | | |

| | | | Note 4. | | | Marketable and Other Securities | | | [removed: [65](#i54c9b176c0804fcabe51d5f8101e6190_127)] [added: [68](#i54c9b176c0804fcabe51d5f8101e6190_127)] | | |

| | | | Note 5. | | | GM Financial Receivables and Transactions | | | [removed: [66](#i54c9b176c0804fcabe51d5f8101e6190_130)] [added: [69](#i54c9b176c0804fcabe51d5f8101e6190_130)] | | |

| | | | Note 6. | | | Inventories | | | [removed: [69](#i54c9b176c0804fcabe51d5f8101e6190_133)] [added: [72](#i54c9b176c0804fcabe51d5f8101e6190_133)] | | |

| | | | Note 7. | | | Operating Leases | | | [removed: [69](#i54c9b176c0804fcabe51d5f8101e6190_136)] [added: [72](#i54c9b176c0804fcabe51d5f8101e6190_136)] | | |

| | | | Note 8. | | | Equity in Net Assets of Nonconsolidated Affiliates | | | [removed: [70](#i54c9b176c0804fcabe51d5f8101e6190_139)] [added: [73](#i54c9b176c0804fcabe51d5f8101e6190_139)] | | |

| | | | Note 9. | | | Property | | | [removed: [72](#i54c9b176c0804fcabe51d5f8101e6190_142)] [added: [75](#i54c9b176c0804fcabe51d5f8101e6190_142)] | | |

| | | | Note 10. | | | Goodwill and Intangible Assets | | | [removed: [72](#i54c9b176c0804fcabe51d5f8101e6190_145)] [added: [75](#i54c9b176c0804fcabe51d5f8101e6190_145)] | | |

| | | | Note 11. | | | Variable Interest Entities | | | [removed: [73](#i54c9b176c0804fcabe51d5f8101e6190_148)] [added: [76](#i54c9b176c0804fcabe51d5f8101e6190_148)] | | |

| | | | Note 12. | | | Accrued and Other Liabilities | | | [removed: [74](#i54c9b176c0804fcabe51d5f8101e6190_151)] [added: [77](#i54c9b176c0804fcabe51d5f8101e6190_151)] | | |

| | | | Note 13. | | | Debt | | | [removed: [75](#i54c9b176c0804fcabe51d5f8101e6190_157)] [added: [78](#i54c9b176c0804fcabe51d5f8101e6190_157)] | | |

| | | | Note 14. | | | Derivative Financial Instruments | | | [removed: [77](#i54c9b176c0804fcabe51d5f8101e6190_163)] [added: [80](#i54c9b176c0804fcabe51d5f8101e6190_163)] | | |

| | | | Note 15. | | | Pensions and Other Postretirement Benefits | | | [removed: [78](#i54c9b176c0804fcabe51d5f8101e6190_169)] [added: [81](#i54c9b176c0804fcabe51d5f8101e6190_169)] | | |

| | | | Note 16. | | | Commitments and Contingencies | | | [removed: [84](#i54c9b176c0804fcabe51d5f8101e6190_172)] [added: [86](#i54c9b176c0804fcabe51d5f8101e6190_172)] | | |

| | | | Note 17. | | | Income Taxes | | | [removed: [87](#i54c9b176c0804fcabe51d5f8101e6190_175)] [added: [90](#i54c9b176c0804fcabe51d5f8101e6190_175)] | | |

| | | | Note 18. | | | Restructuring and Other Initiatives | | | [removed: [90](#i54c9b176c0804fcabe51d5f8101e6190_178)] [added: [92](#i54c9b176c0804fcabe51d5f8101e6190_178)] | | |

| | | | Note 19. | | | Interest Income and Other Non-Operating Income | | | [removed: [91](#i54c9b176c0804fcabe51d5f8101e6190_181)] [added: [93](#i54c9b176c0804fcabe51d5f8101e6190_181)] | | |

| | | | Note 20. | | | Stockholders’ Equity and Noncontrolling Interests | | | [removed: [91](#i54c9b176c0804fcabe51d5f8101e6190_184)] [added: [93](#i54c9b176c0804fcabe51d5f8101e6190_184)] | | |

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

| Item 1C. | | | Cybersecurity | | | | | | [23](#i54c9b176c0804fcabe51d5f8101e6190_32435593021711) | | |

Risk Management and Strategy

Material risks from cybersecurity threats are managed across GM, GM Financial, Cruise and third-party suppliers and vendors, and monitoring such risks and threats is integrated into the Company’s overall risk management program.

GM has a Cybersecurity Management Board that brings together representatives from senior management across the Company’s Software & Services, Product Development, Information Technology, Manufacturing, Finance, Communications, Human Resources, Legal and Public Policy organizations to provide guidance and monitor overall company cybersecurity risk.

The Company’s cybersecurity maturity scorecard, cybersecurity threats and certain incident information are reviewed by the Company’s Chief Cybersecurity Officer (CCO), the Risk and Cybersecurity Committee of the Company’s Board of Directors and the Cybersecurity Management Board during standing meetings as well as in impromptu sessions, when appropriate.

During the reviews, various topics are discussed, which may include:

- implementation and maturity of the Company’s cybersecurity program, risk management framework, including cybersecurity risk policies, procedures and governance;

- cybersecurity and privacy risk, including potential impact to the Company’s employees, customers, supply chain, joint ventures and other stakeholders;

- intelligence briefings on notable cyber events impacting the industry; and

GENERAL MOTORS COMPANY AND SUBSIDIARIES

- cybersecurity budget and resource allocation, including industry benchmarking and economic modeling of various potential cybersecurity events.

The Company maintains technical and organizational safeguards, including employee training, incident response capability reviews and exercises, cybersecurity insurance and business continuity mechanisms for the protection of the Company’s assets.

From time to time, the Company’s processes are audited and validated by internal and external experts.

The Company leverages a third-party cybersecurity program with the goal of minimizing disruption to the Company’s business and production operations, strengthening supply chain resilience in response to cyber-related events and supporting the integrity of components and systems used in its products and services.

As cybersecurity incidents occur, the GM Cybersecurity team focuses on responding to and containing the threat and minimizing any business impact, as appropriate.

In the event of an incident, the Cybersecurity team assesses, among other factors, safety impact, supply chain and manufacturing disruption, data and personal information loss, business operations disruption, projected cost and potential for reputational harm, with support from external technical, legal and law enforcement support, as appropriate.

In the last three fiscal years, the Company has not experienced any material cybersecurity incidents and expenses incurred from cybersecurity incidents were immaterial (including penalties and settlements, of which there were none).

For a discussion of whether and how any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect the Company, including its business strategy, results of operations or financial condition, see Item 1A.

Risk Factors – "Risks related to our intellectual property, cybersecurity, information technology and data management practices", which are incorporated by reference into this Item 1C.

Governance

The GM Board of Directors is responsible for overseeing the Company’s enterprise risk, and has established its Risk and Cybersecurity Committee with specific responsibility for overseeing cybersecurity threats, among other things.

The Company’s cybersecurity organization is led by the CCO, who is responsible for assessing and managing material risks from cybersecurity threats and reports to GM’s Executive Vice President, Legal, Policy, Cybersecurity, and Corporate Secretary as well as to the Risk and Cybersecurity Committee.

The CCO has served in this role for four years, and has more than 11 years of experience in various roles involving managing cybersecurity functions, developing cybersecurity strategies to protect privacy, customer safety and intellectual property, and developing key capabilities such as product security engineering, risk management and cybersecurity governance.

The CCO holds a bachelor’s degree in electrical engineering and a master’s degree in systems engineering, with over 10 years of previous software and hardware systems engineering experience.

The CCO chairs the Automotive – Information Sharing and Analysis Center (ISAC) and serves on the Department of Homeland Security – Cybersecurity and Infrastructure Security Agency (DHS-CISA) Advisory Committee.

The CCO and the Cybersecurity Management Board monitor the prevention, mitigation, detection and remediation of cybersecurity incidents through their management of, and participation in, the cybersecurity risk management and strategy processes described above, including through the operation of the Company’s incident response plans, which include escalation to the CCO and the Cybersecurity Management Board, as appropriate.

As discussed above, the CCO reports out to the Risk and Cybersecurity Committee about cybersecurity threat risks, among other cybersecurity related matters, at least quarterly.

* * * * * * *

At December 31, [removed: 2022,] [added: 2023,] we had over 100 locations in the U.S. (excluding our automotive financing operations and dealerships), which are primarily for manufacturing, assembly, distribution, warehousing, engineering and testing.

We have manufacturing, assembly, distribution, office or warehousing operations in [removed: 29] [added: 32] countries, including equity interests in associated companies, which perform manufacturing, assembly or distribution operations.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

These facilities are used to support our automotive segments and are suitable and adequate for the conduct of our business.

Holders At January [removed: 17, 2023,] [added: 16, 2024,] we had [removed: 1.4] [added: 1.2] billion issued and outstanding shares of common stock held by [removed: 472] [added: 462] holders of record.

Dividends In September 2022, our Board of Directors reinstated a quarterly dividend of $0.09 per share of our common [removed: stock.][added: stock and in December 2023, increased the quarterly dividend to $0.12 per share of our common stock beginning in 2024.]

Stock Performance Graph The following graph compares the performance of our common stock to the Standard & Poor's [added: (S&P)] 500 Stock Index and the Dow Jones Automobile & Parts Titans 30 Index for the last five years.

It assumes $100 was invested on December 31, [removed: 2017,] [added: 2018,] with dividends being reinvested.

[removed: ][added: ]

| | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | |

| Dow Jones Automobile & Parts Titans 30 Index | | | $ | 100 | | | | | $ | [removed: 79] [added: 114] | | | | | $ | [removed: 89] [added: 172] | | | | | $ | [removed: 135] [added: 215] | | | | | $ | [removed: 169] [added: 146] | | | | | $ | [removed: 115] [added: 194] | |

Purchases of Equity Securities The following table summarizes our purchases of common stock in the three months ended December 31, [removed: 2022:][added: 2023:]

| | | | Total Number of Shares Purchased(a)(b) | | | | | | [removed: Weighted Average] [added: Weighted-Average] Price Paid per Share(c) | | | | | | Total Number of Shares Purchased Under Announced Programs(b) | | | | | | Approximate Dollar Value of Shares That May Yet be Purchased Under Announced [removed: Programs] [added: Programs(b)] | | |

(a) Shares purchased include shares delivered by employees or directors to us for the payment of taxes resulting from issuance of common stock upon the vesting of Restricted Stock Units (RSUs) [removed: and Performance Stock Units (PSUs)] relating to compensation plans.

In June 2020, our shareholders approved the 2020 Long-Term Incentive Plan (LTIP), which authorizes awards of stock options, stock appreciation rights, RSUs, [removed: PSUs] [added: Performance Stock Units (PSUs)] or other stock-based awards to selected employees, consultants, advisors and non-employee Directors of the Company.

In August 2022, [removed: the] [added: our] Board of Directors increased the capacity to $5.0 billion from the $3.3 billion that remained as of June 30, 2022, with no expiration date.

| General Motors Company | | | $ | 100 | | | | | $ | 114 | | | | | $ | 132 | | | | | $ | 186 | | | | | $ | 107 | | | | | $ | 116 | |

| S&P 500 Stock Index | | | $ | 100 | | | | | $ | 131 | | | | | $ | 156 | | | | | $ | 200 | | | | | $ | 164 | | | | | $ | 207 | |

| October 1, 2023 through October 31, 2023 | | | 25,399 | | | | | | $ | 32.32 | | | | | — | | | | | | $1.4 billion | | |

| November 1, 2023 through November 30, 2023 | | | — | | | | | | $ | — | | | | | — | | | | | | $11.4 billion | | |

| December 1, 2023 through December 31, 2023 | | | 215,202,490 | | | | | | $ | 31.60 | | | | | 215,189,872 | | | | | | $1.4 billion | | |

| Total | | | 215,227,889 | | | | | | $ | 31.60 | | | | | 215,189,872 | | | | | | | | |

In November 2023, the Board of Directors increased the capacity under the share repurchase program by $10.0 billion to an aggregate of $11.4 billion and approved an accelerated share repurchase (ASR) program to repurchase an aggregate amount of $10.0 billion of our common stock.

On December 1, 2023, pursuant to the agreements entered into in connection with the ASR (collectively, the ASR Agreements), we advanced the aggregate amount of $10.0 billion and received approximately 215 million shares of our common stock with a value of $6.8 billion, which were immediately retired.

Final settlement of the transactions contemplated by the ASR Agreements is expected to occur no later than the three months ending December 31, 2024.

Refer to Note 20 to our consolidated financial statements for additional details on the ASR program.

| General Motors Company | | | $ | 100 | | | | | $ | 85 | | | | | $ | 97 | | | | | $ | 113 | | | | | $ | 159 | | | | | $ | 91 | |

| S&P 500 Stock Index | | | $ | 100 | | | | | $ | 96 | | | | | $ | 126 | | | | | $ | 149 | | | | | $ | 192 | | | | | $ | 157 | |

| October 1, 2022 through October 31, 2022 | | | 313,425 | | | | | | $ | 32.09 | | | | | — | | | | | | $3.5 billion | | |

| November 1, 2022 through November 30, 2022 | | | 8,540,718 | | | | | | $ | 39.71 | | | | | 8,540,718 | | | | | | $3.2 billion | | |

| December 1, 2022 through December 31, 2022 | | | 17,604,218 | | | | | | $ | 37.57 | | | | | 17,591,600 | | | | | | $2.5 billion | | |

| Total | | | 26,458,361 | | | | | | $ | 38.20 | | | | | 26,132,318 | | | | | | | | |

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | | | |

| Automotive | | | $ | [removed: 143,975] [added: 157,658] | | | | | $ | [removed: 113,590] [added: 143,975] | | | | | $ | [removed: 108,673] [added: 113,590] | | | | | | | |

| GM Financial | | | [removed: 12,760] [added: 14,184] | | | | | | [removed: 13,414] [added: 12,760] | | | | | | [removed: 13,812] [added: 13,414] | | | | | | | | |

| Total net sales and revenue (Note 3) | | | [removed: 156,735] [added: 171,842] | | | | | | [removed: 127,004] [added: 156,735] | | | | | | [removed: 122,485] [added: 127,004] | | | | | | | | |

| Automotive and other cost of sales | | | [removed: 126,892] [added: 141,330] | | | | | | [removed: 100,544] [added: 126,892] | | | | | | [removed: 97,539] [added: 100,544] | | | | | | | | |

| GM Financial interest, operating and other expenses | | | [removed: 8,862] [added: 11,374] | | | | | | [removed: 8,582] [added: 8,862] | | | | | | [removed: 11,274] [added: 8,582] | | | | | | | | |

| Automotive and other selling, general and administrative expense | | | [removed: 10,667] [added: 9,840] | | | | | | [removed: 8,554] [added: 10,667] | | | | | | [removed: 7,038] [added: 8,554] | | | | | | | | |

| Total costs and expenses | | | [removed: 146,421] [added: 162,544] | | | | | | [removed: 117,680] [added: 146,421] | | | | | | [removed: 115,851] [added: 117,680] | | | | | | | | |

| Operating income (loss) | | | [removed: 10,315] [added: 9,298] | | | | | | [removed: 9,324] [added: 10,315] | | | | | | [removed: 6,634] [added: 9,324] | | | | | | | | |

| Automotive interest expense | | | [removed: 987] [added: 911] | | | | | | [removed: 950] [added: 987] | | | | | | [removed: 1,098] [added: 950] | | | | | | | | |

| Interest income and other non-operating income, net (Note 19) | | | [removed: 1,432] [added: 1,537] | | | | | | [removed: 3,041] [added: 1,432] | | | | | | [removed: 1,885] [added: 3,041] | | | | | | | | |

| Equity income (loss) (Note 8) | | | [removed: 837] [added: 480] | | | | | | [removed: 1,301] [added: 837] | | | | | | [removed: 674] [added: 1,301] | | | | | | | | |

| Income (loss) before income taxes | | | [removed: 11,597] [added: 10,403] | | | | | | [removed: 12,716] [added: 11,597] | | | | | | [removed: 8,095] [added: 12,716] | | | | | | | | |

| Income tax expense (benefit) (Note 17) | | | [removed: 1,888] [added: 563] | | | | | | [removed: 2,771] [added: 1,888] | | | | | | [removed: 1,774] [added: 2,771] | | | | | | | | |

| Net income (loss) | | | [removed: 9,708] [added: 9,840] | | | | | | [removed: 9,945] [added: 9,708] | | | | | | [removed: 6,321] [added: 9,945] | | | | | | | | |

| Net loss (income) attributable to noncontrolling interests | | | [removed: 226] [added: 287] | | | | | | [removed: 74] [added: 226] | | | | | | [removed: 106] [added: 74] | | | | | | | | |

| Net income (loss) attributable to stockholders | | | $ | [removed: 9,934] [added: 10,127] | | | | | $ | [removed: 10,019] [added: 9,934] | | | | | $ | [removed: 6,427] [added: 10,019] | | | | | | | |

| Net income (loss) attributable to common stockholders | | | $ | [removed: 8,915] [added: 10,022] | | | | | $ | [removed: 9,837] [added: 8,915] | | | | | $ | [removed: 6,247] [added: 9,837] | | | | | | | |

| Basic earnings per common share | | | $ | [removed: 6.17] [added: 7.35] | | | | | $ | [removed: 6.78] [added: 6.17] | | | | | $ | [removed: 4.36] [added: 6.78] | | | | | | | |

| Weighted-average common shares outstanding – basic | | | [removed: 1,445] [added: 1,364] | | | | | | [removed: 1,451] [added: 1,445] | | | | | | [removed: 1,433] [added: 1,451] | | | | | | | | |

| Diluted earnings per common share | | | $ | [removed: 6.13] [added: 7.32] | | | | | $ | [removed: 6.70] [added: 6.13] | | | | | $ | [removed: 4.33] [added: 6.70] | | | | | | | |

| Weighted-average common shares outstanding – diluted | | | [removed: 1,454] [added: 1,369] | | | | | | [removed: 1,468] [added: 1,454] | | | | | | [removed: 1,442] [added: 1,468] | | | | | | | | |

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Net income (loss) | | | $ | [removed: 9,708] [added: 9,840] | | | | | $ | [removed: 9,945] [added: 9,708] | | | | | $ | [removed: 6,321] [added: 9,945] | |

| Foreign currency translation adjustments and other | | | [removed: (340)] [added: 458] | | | | | | [removed: 80] [added: (340)] | | | | | | [removed: (523)] [added: 80] | | |

| Defined benefit plans | | | [removed: 1,677] [added: (2,814)] | | | | | | [removed: 4,126] [added: 1,677] | | | | | | [removed: (1,795)] [added: 4,126] | | |

| Other comprehensive income (loss), net of tax | | | [removed: 1,337] [added: (2,355)] | | | | | | [removed: 4,206] [added: 1,337] | | | | | | [removed: (2,318)] [added: 4,206] | | |

| Comprehensive income (loss) | | | [removed: 11,045] [added: 7,485] | | | | | | [removed: 14,151] [added: 11,045] | | | | | | [removed: 4,003] [added: 14,151] | | |

| Comprehensive loss (income) attributable to noncontrolling interests | | | [removed: 257] [added: 297] | | | | | | [removed: 87] [added: 257] | | | | | | [removed: 92] [added: 87] | | |

| Comprehensive income attributable to stockholders (loss) | | | $ | [removed: 11,303] [added: 7,781] | | | | | $ | [removed: 14,238] [added: 11,303] | | | | | $ | [removed: 4,095] [added: 14,238] | |

| | | | December 31, [removed: 2022] [added: 2023] | | | | | | December 31, [removed: 2021] [added: 2022] | | |

| Cash and cash equivalents | | | $ | [removed: 19,153] [added: 18,853] | | | | | $ | [removed: 20,067] [added: 19,153] | |

| Marketable debt securities (Note 4) | | | [removed: 12,150] [added: 7,613] | | | | | | [removed: 8,609] [added: 12,150] | | |

| Accounts and notes receivable, net of allowance of [removed: $260] [added: $298] and [removed: $192] [added: $260] | | | [removed: 13,333] [added: 12,378] | | | | | | [removed: 7,394] [added: 13,333] | | |

| GM Financial receivables, net of allowance of [removed: $869] [added: $906] and [removed: $703] [added: $869] (Note 5; Note 11 at VIEs) | | | [removed: 33,623] [added: 39,076] | | | | | | [removed: 26,649] [added: 33,623] | | |

| Inventories (Note 6) | | | [removed: 15,366] [added: 16,461] | | | | | | [removed: 12,988] [added: 15,366] | | |

| Other current assets (Note 4; Note 11 at VIEs) | | | [removed: 6,825] [added: 7,238] | | | | | | [removed: 6,396] [added: 6,825] | | |

| Total current assets | | | [removed: 100,451] [added: 101,618] | | | | | | [removed: 82,103] [added: 100,451] | | |

| GM Financial receivables, net of allowance of [removed: $1,227] [added: $1,438] and [removed: $1,183] [added: $1,227] (Note 5; Note 11 at VIEs) | | | [removed: 40,591] [added: 45,043] | | | | | | [removed: 36,167] [added: 40,591] | | |

| Equity in net assets of nonconsolidated affiliates (Note 8) | | | [removed: 10,176] [added: 10,613] | | | | | | [removed: 9,677] [added: 10,176] | | |

| Other | | | — | | | | | | 129 | | | | | | (77) | | | | | | — | | | | | | 185 | | | | | | 237 | | | | | | (263) | | |

| Balance at December 31, 2023 | | | $ | 12 | | | | | $ | 19,130 | | | | | $ | 55,391 | | | | | $ | (10,247) | | | | | $ | 3,903 | | | | | $ | 68,189 | | | | | $ | 118 | |

Cost is determined on a first-in, first-out (FIFO) basis.

group.

We are also entitled to certain advanced manufacturing production credits under the IRA.

The benefit from both refundable and nonrefundable advanced manufacturing production credits are not accounted for or classified as an income tax credit.

Benefits are generally recorded when there is reasonable assurance of receipt or, as it relates to advance manufacturing production credits, upon the generation of the credit.

Income tax effects are released from Accumulated other comprehensive loss using the specific-identification method.

Certain receive-fixed, pay-float interest rate swap agreements have been designated and qualify as fair value hedges of our fixed-rate debt.

The risk being hedged is the risk of changes in the fair value of the hedged debt attributable to changes in the benchmark interest rate.

The changes in both the fair value of the hedged debt and the hedging instrument are recorded in Automotive interest expense.

When a fair value hedge is de-designated, or when the derivative is terminated prior to maturity, the fair value adjustment to the hedged debt continues to be reported as part of the carrying value of the debt and is recognized in Automotive interest expense over its remaining life.

| Vehicle, parts and accessories | | | $ | 136,983 | | | | | $ | 14,424 | | | | | $ | 113 | | | | | $ | 151,520 | | | | | $ | — | | | | | $ | — | | | | | $ | (10) | | | | | $ | 151,510 | |

| Used vehicles | | | 954 | | | | | | 37 | | | | | | — | | | | | | 991 | | | | | | — | | | | | | — | | | | | | — | | | | | | 991 | | |

| Services and other | | | 3,508 | | | | | | 1,487 | | | | | | 160 | | | | | | 5,155 | | | | | | 102 | | | | | | — | | | | | | (100) | | | | | | 5,157 | | |

| Automotive net sales and revenue | | | 141,445 | | | | | | 15,949 | | | | | | 273 | | | | | | 157,667 | | | | | | 102 | | | | | | — | | | | | | (110) | | | | | | 157,658 | | |

| Other income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 754 | | | | | | (23) | | | | | | 732 | | |

| Net sales and revenue | | | $ | 141,445 | | | | | $ | 15,949 | | | | | $ | 273 | | | | | $ | 157,667 | | | | | $ | 102 | | | | | $ | 14,225 | | | | | $ | (151) | | | | | $ | 171,842 | |

| Cash and cash equivalents | | | $ | 18,853 | | | | | $ | 19,153 | |

(a)Commercial finance receivables include dealer financing of $13.3 billion and $10.6 billion, and other financing of $476 million and $362 million at December 31, 2023 and 2022.

The allowance for loan losses as a percentage of finance receivables was 2.7% at December 31, 2023 and 2022.

| Prime – FICO score 680 and greater | | | $ | 23,940 | | | | | $ | 15,581 | | | | | $ | 9,039 | | | | | $ | 4,926 | | | | | $ | 1,076 | | | | | $ | 320 | | | | | | | | | | | $ | 54,882 | | | | | 75.5 | | % |

| Near-prime – FICO score 620 to 679 | | | 3,234 | | | | | | 2,281 | | | | | | 1,746 | | | | | | 906 | | | | | | 350 | | | | | | 129 | | | | | | | | | | | | 8,647 | | | | | | 11.9 | | % |

| Sub-prime – FICO score less than 620 | | | 3,079 | | | | | | 2,397 | | | | | | 1,884 | | | | | | 1,010 | | | | | | 573 | | | | | | 257 | | | | | | | | | | | | 9,200 | | | | | | 12.6 | | % |

| Retail finance receivables, net of fees | | | $ | 30,253 | | | | | $ | 20,259 | | | | | $ | 12,670 | | | | | $ | 6,842 | | | | | $ | 2,000 | | | | | $ | 707 | | | | | | | | | | | $ | 72,729 | | | | | 100.0 | | % |

| 0-to-30 days | | | $ | 29,816 | | | | | $ | 19,602 | | | | | $ | 12,098 | | | | | $ | 6,533 | | | | | $ | 1,825 | | | | | $ | 599 | | | | | | | | | | | $ | 70,472 | | | | | 96.9 | | % |

| 31-to-60 days | | | 318 | | | | | | 470 | | | | | | 415 | | | | | | 227 | | | | | | 130 | | | | | | 78 | | | | | | | | | | | | 1,637 | | | | | | 2.3 | | % |

| Greater-than-60 days | | | 102 | | | | | | 168 | | | | | | 142 | | | | | | 76 | | | | | | 42 | | | | | | 29 | | | | | | | | | | | | 559 | | | | | | 0.8 | | % |

| Finance receivables more than 30 days delinquent | | | 421 | | | | | | 637 | | | | | | 557 | | | | | | 302 | | | | | | 172 | | | | | | 107 | | | | | | | | | | | | 2,196 | | | | | | 3.0 | | % |

| Finance receivables more than 30 days delinquent or in repossession | | | 437 | | | | | | 657 | | | | | | 572 | | | | | | 308 | | | | | | 175 | | | | | | 108 | | | | | | | | | | | | 2,257 | | | | | | 3.1 | | % |

| Retail finance receivables, net of fees | | | $ | 30,253 | | | | | $ | 20,259 | | | | | $ | 12,670 | | | | | $ | 6,842 | | | | | $ | 2,000 | | | | | $ | 707 | | | | | | | | | | | $ | 72,729 | | | | | 100.0 | | % |

The credit risk associated with other financing is limited due to the structure of the business relationships.

| Dealer Risk Rating | | | Revolving | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | | | | | 2019 | | | | | | Prior | | | | | | | | | | | | Total | | | | | | Percent | | | | | | | | | | | | | | |

| I | | | $ | 11,513 | | | | | $ | 279 | | | | | $ | 403 | | | | | $ | 297 | | | | | $ | 301 | | | | | $ | 75 | | | | | $ | 11 | | | | | | | | | | | $ | 12,879 | | | | | 97.1 | | % | | | | | | | | | | | | |

| II | | | 182 | | | | | | — | | | | | | 2 | | | | | | 2 | | | | | | — | | | | | | — | | | | | | — | | | | | | | | | | | | 187 | | | | | | 1.4 | | % | | | | | | | | | | | | |

| III | | | 152 | | | | | | 1 | | | | | | 15 | | | | | | 12 | | | | | | — | | | | | | 11 | | | | | | — | | | | | | | | | | | | 192 | | | | | | 1.4 | | % | | | | | | | | | | | | |

| Balance at end of period | | | $ | 11,846 | | | | | $ | 281 | | | | | $ | 421 | | | | | $ | 311 | | | | | $ | 301 | | | | | $ | 86 | | | | | $ | 11 | | | | | | | | | | | $ | 13,257 | | | | | 100.0 | | % | | | | | | | | | | | | |

| II | | | 89 | | | | | | — | | | | | | 1 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | | | | | | | 91 | | | | | | 0.9 | | % | | | | | | | | | | | | |

| Balance at end of period | | | $ | 9,297 | | | | | $ | 453 | | | | | $ | 357 | | | | | $ | 360 | | | | | $ | 102 | | | | | $ | 38 | | | | | $ | 18 | | | | | | | | | | | $ | 10,625 | | | | | 100.0 | | % | | | | | | | | | | | | |

| | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

GENERAL MOTORS COMPANY AND SUBSIDIARIES

| Balance at January 1, 2020 | | | $ | 14 | | | | | $ | 26,074 | | | | | $ | 26,860 | | | | | $ | (11,156) | | | | | $ | 4,165 | | | | | $ | 45,957 | | | | | $ | — | |

| Adoption of accounting standards | | | — | | | | | | — | | | | | | (660) | | | | | | — | | | | | | — | | | | | | (660) | | | | | | — | | |

| Net income (loss) | | | — | | | | | | — | | | | | | 6,427 | | | | | | — | | | | | | (106) | | | | | | 6,321 | | | | | | — | | |

| Issuance (redemption) of subsidiary stock (Note 20) | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 544 | | | | | | 544 | | | | | | — | | |

| Other | | | — | | | | | | — | | | | | | (77) | | | | | | — | | | | | | 76 | | | | | | (1) | | | | | | — | | |

Nonsegment operations are classified as Corporate.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Troubled debt restructurings (TDRs) are grouped separately for purposes of measuring the allowance.

The allowance for TDRs uses static pool modeling techniques like non-TDR retail finance receivables to determine the expected loss amount.

The expected cash flows of the receivables are then discounted at the original weighted average effective interest rate of the pool.

Factors considered when estimating the allowance for TDRs are based on an evaluation of historical and current information, which may be supplemented by management judgment.

Finance charge income from loans classified as TDRs is accounted for in the same manner as other accruing loans.

Cash collections on these loans are allocated according to the same payment hierarchy methodology applied to loans that are not classified as TDRs.

forecasted auction proceeds when there is a reliable basis to make such a determination.

as dealer supplied prices, are classified in Level 2.

losses in recent years.

Recently Adopted Accounting Standards Effective October 1, 2022, we adopted Accounting Standard Update (ASU) 2022-03, "Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions" (ASU 2022-03), which clarifies that a contractual restriction on the sale of an equity security is not considered in measuring fair value.

The adoption of ASU 2022-03 was insignificant to our consolidated financial statements.

Accounting Standards Not Yet Adopted In March 2022, the Financial Accounting Standards Board (FASB) issued ASU 2022-02 "Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures" (ASU 2022-02), which eliminates the accounting guidance for TDRs and enhances certain disclosure requirements.

We adopted ASU 2022-02 on a modified retrospective basis on January 1, 2023.

The impact of the adoption of ASU 2022-02 was insignificant.

| Vehicle, parts and accessories | | | $ | 92,749 | | | | | $ | 10,593 | | | | | $ | 1 | | | | | $ | 103,343 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 103,343 | |

| Used vehicles | | | 875 | | | | | | 115 | | | | | | 20 | | | | | | 1,010 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,010 | | |

| Services and other | | | 3,109 | | | | | | 878 | | | | | | 329 | | | | | | 4,316 | | | | | | 103 | | | | | | — | | | | | | (99) | | | | | | 4,320 | | |

| Automotive net sales and revenue | | | 96,733 | | | | | | 11,586 | | | | | | 350 | | | | | | 108,669 | | | | | | 103 | | | | | | — | | | | | | (99) | | | | | | 108,673 | | |

| Other income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 305 | | | | | | (18) | | | | | | 287 | | |

| Net sales and revenue | | | $ | 96,733 | | | | | $ | 11,586 | | | | | $ | 350 | | | | | $ | 108,669 | | | | | $ | 103 | | | | | $ | 13,831 | | | | | $ | (118) | | | | | $ | 122,485 | |

(a) Includes $1.5 billion and $1.6 billion in Cruise at December 31, 2022 and 2021.

(b) Includes $1.4 billion and $1.5 billion in Cruise at December 31, 2022 and 2021.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Impact of adoption ASU 2016-13 | | | — | | | | | | — | | | | | | 801 | | |

| Prime – FICO score 680 and greater | | | $ | 19,729 | | | | | $ | 12,408 | | | | | $ | 4,078 | | | | | $ | 2,298 | | | | | $ | 763 | | | | | $ | 143 | | | | | | | | | | | $ | 39,419 | | | | | 67.9 | | % |

| Near-prime – FICO score 620 to 679 | | | 3,856 | | | | | | 2,388 | | | | | | 1,229 | | | | | | 648 | | | | | | 274 | | | | | | 84 | | | | | | | | | | | | 8,479 | | | | | | 14.6 | | % |

| Sub-prime – FICO score less than 620 | | | 4,053 | | | | | | 2,528 | | | | | | 1,777 | | | | | | 972 | | | | | | 570 | | | | | | 295 | | | | | | | | | | | | 10,195 | | | | | | 17.5 | | % |

| Retail finance receivables, net of fees | | | $ | 27,638 | | | | | $ | 17,324 | | | | | $ | 7,084 | | | | | $ | 3,918 | | | | | $ | 1,607 | | | | | $ | 522 | | | | | | | | | | | $ | 58,093 | | | | | 100.0 | | % |

| 0-to-30 days | | | $ | 27,270 | | | | | $ | 16,945 | | | | | $ | 6,772 | | | | | $ | 3,721 | | | | | $ | 1,478 | | | | | $ | 440 | | | | | | | | | | | $ | 56,626 | | | | | 97.5 | | % |

| 31-to-60 days | | | 273 | | | | | | 276 | | | | | | 230 | | | | | | 147 | | | | | | 97 | | | | | | 60 | | | | | | | | | | | | 1,083 | | | | | | 1.8 | | % |

Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Exchange Act) as of December 31, [removed: 2022] [added: 2023] as required by paragraph (b) of Rules 13a-15 or 15d-15.

Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2022.][added: 2023.]

Our management performed an assessment of the effectiveness of our internal control over financial reporting at December 31, [removed: 2022,] [added: 2023,] utilizing the criteria discussed in the “Internal Control – Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission.

The objective of this assessment was to determine whether our internal control over financial reporting was effective as of December 31, [removed: 2022.][added: 2023.]

Based on management's assessment, we have concluded that our internal control over financial reporting was effective as of December 31, [removed: 2022.][added: 2023.]

Changes in Internal Control over Financial Reporting There have not been any changes in our internal control over financial reporting during the three months ended December 31, [removed: 2022] [added: 2023] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Information required by Items 10, 11, 12, 13 and 14 of this Form 10-K is incorporated by reference from our definitive Proxy Statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders, which will be filed with the SEC, pursuant to Regulation 14A, not later than 120 days after the end of the [removed: 2022] [added: 2023] fiscal year, all of which information is hereby incorporated by reference in, and made part of, this Form 10-K, except disclosure of our executive officers, which is included in Part I, Item 1 of this report.

| 3.2 | | | | | | [General Motors Company Amended and Restated Bylaws, as [removed: amended](https://www.sec.gov/Archives/edgar/data/1467858/000119312522304787/d313387dex31.htm) [December 9, 2022](https://www.sec.gov/Archives/edgar/data/1467858/000119312522304787/d313387dex31.htm)[,] [added: amended April 20, 2023,] incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of General Motors Company [removed: filed](https://www.sec.gov/Archives/edgar/data/1467858/000119312522304787/d313387dex31.htm) [December](https://www.sec.gov/Archives/edgar/data/1467858/000119312522304787/d313387dex31.htm) [1](https://www.sec.gov/Archives/edgar/data/1467858/000119312522304787/d313387dex31.htm)[4](https://www.sec.gov/Archives/edgar/data/1467858/000119312522304787/d313387dex31.htm)[, 2022](https://www.sec.gov/Archives/edgar/data/1467858/000119312522304787/d313387dex31.htm)] [added: filed April 21, 2023](https://www.sec.gov/Archives/edgar/data/1467858/000119312523110552/d415489dex31.htm)] | | | | | | Incorporated by Reference | | |

| [removed: 10.4*] [added: 10.5*] | | | | | | [General Motors Company 2014 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of General Motors Company filed June 12, 2014](http://www.sec.gov/Archives/edgar/data/1467858/000146785814000164/ex101-2014longxtermincenti.htm) | | | | | | Incorporated by Reference | | |

| [removed: 10.5*] [added: 10.6*] | | | | | | [Form of Non-Qualified Stock Option Agreement under the 2014 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of General Motors Company filed July 30, 2015](http://www.sec.gov/Archives/edgar/data/1467858/000146785815000178/formofawardagreement.htm) | | | | | | Incorporated by Reference | | |

| [removed: 10.6*] [added: 10.9*] | | | | | | [General Motors Company [removed: 2016 Equity] [added: 2017 Long-Term] Incentive Plan, [removed: incorporated by] [added: incorporated](http://www.sec.gov/Archives/edgar/data/1467858/000119312517205999/d405034dex41.htm) [by] reference to Exhibit [removed: 99.1] [added: 4.1] to the Registration Statement on Form S-8 of General Motors Company filed [removed: May 13, 2016](http://www.sec.gov/Archives/edgar/data/1467858/000119312516589990/d169701dex991.htm)] [added: June 16, 2017](http://www.sec.gov/Archives/edgar/data/1467858/000119312517205999/d405034dex41.htm)] | | | | | | Incorporated by Reference | | |

| [removed: 10.7*] [added: 10.4*] | | | | | | [General Motors Company Vehicle Operations - Senior Management Vehicle Program (SMVP) Supplement, revised December 15, 2005, incorporated by reference to Exhibit 10(g) to the Annual Report on Form 10-K of Motors Liquidation Company filed March 28, 2006](http://www.sec.gov/Archives/edgar/data/40730/000095012406001534/k03376exv10wxgy.htm) | | | | | | Incorporated by Reference | | |

| [removed: 10.8*] [added: 10.7*] | | | | | | [Form of Director and Officer Indemnification Agreement, incorporated](http://www.sec.gov/Archives/edgar/data/1467858/000146785816000317/ex-106xindemnificationagre.htm) [by reference to Exhibit 10.6 to the Quarterly Report on Form 10-Q of General Motors Company filed April 21, 2016](http://www.sec.gov/Archives/edgar/data/1467858/000146785816000317/ex-106xindemnificationagre.htm) | | | | | | Incorporated by Reference | | |

| [removed: 10.9*] [added: 10.8*] | | | | | | [General Motors Company 2017 Short-Term Incentive Plan, incorporated by reference to Exhibit 10.25 to the Annual Report on Form 10-K of General Motors Company filed February 6, 2018](http://www.sec.gov/Archives/edgar/data/1467858/000146785818000022/ex1025-2017stip.htm) | | | | | | Incorporated by Reference | | |

| [removed: 10.10*] [added: 10.16*] | | | | | | [General Motors Company [removed: 2017] [added: 2020] Long-Term Incentive Plan, [removed: incorporated](http://www.sec.gov/Archives/edgar/data/1467858/000119312517205999/d405034dex41.htm) [by] [added: incorporated by] reference to Exhibit 4.1 to the Registration Statement on Form S-8 of General Motors Company filed June [removed: 16, 2017](http://www.sec.gov/Archives/edgar/data/1467858/000119312517205999/d405034dex41.htm)] [added: 25, 2020](https://www.sec.gov/Archives/edgar/data/1467858/000119312520178815/d920608dex41.htm)] | | | | | | Incorporated by Reference | | |