General Motors (GM) 10-K risk factor changes: FY2024 vs FY2023

To successfully execute our long-term strategy, we must continue to develop 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 [added: services, future features and] services [added: based on artificial intelligence] and other new businesses.

Our ability to attract and retain [removed: talented, diverse] [added: talented] and highly skilled employees is critical to our success and competitiveness. [removed: Our success depends on our ability to recruit and retain talented] [added: Attracting] and [removed: diverse] [added: retaining] employees who are highly skilled [added: in their areas is critical to thriving in an increasingly competitive landscape.]

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 [removed: diversity, equity and] inclusion initiatives.

Failure to attract, hire, develop, motivate and retain highly qualified [removed: and diverse] employees could disrupt our operations and adversely affect our strategic plans.

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

[added: The success of our long-term strategy is dependent on consumer adoption of EVs.] Consumer adoption of EVs [added: has been slower than anticipated, and has been and in the future] 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 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; [added: volatility in energy prices due to increased demand and investments to support electrification efforts;] 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 [removed: cleaner energy grids and] EV charging stations, and to provide meaningful and fully utilizable economic incentives promoting the adoption of EVs, including production and consumer credits contemplated by the Inflation Reduction Act (IRA); and negative feedback from stakeholders impacting investor and consumer confidence in our company or industry.

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 the ongoing conflicts in [removed: Ukraine] [added: Eastern Europe] and [removed: Gaza),] [added: the Middle East),] concerns about fuel consumption or GHG emissions, or other reasons, could weaken the demand for our higher margin vehicles.

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

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 [removed: demand, and we expect conditions to normalize in the near term.][added: demand.]

In addition, we have made, and plan to continue to make, significant investments in EV manufacturing capacity based on our expectations for [added: long-term] EV demand, which is subject to various risks and uncertainties as described above.

[removed: Our] [added: While we expect our refocused] AV [removed: operations are] [added: strategy to be less] capital intensive [added: than the Cruise robotaxi plan, we expect that our AV] and [added: ADAS development activities will continue to require significant capital investments and remain] subject to a variety of risks inherent with the development of new technologies, including our ability to continue to develop self-driving software and [removed: hardware, such as Light Detection] [added: hardware; attract] and [removed: Ranging (LiDAR) sensors] [added: retain key software talent with expertise in artificial intelligence] and [removed: other components;] [added: machine learning;] access to sufficient capital; [removed: risks related to the manufacture of purpose-built AVs;] and significant competition from both established automotive companies and technology companies, some of which may have more resources and capital to devote to AV technologies than we do.

In addition, we face risks related to the commercial deployment of [removed: AVs on our targeted timeline or at all,] [added: AVs,] including consumer acceptance, 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.

To the extent accidents, cybersecurity breaches or other adverse events associated with our autonomous driving systems occur, we could be subject to liability, reputational harm, government scrutiny and further regulation, and it could deter consumer adoption of AV [added: and ADAS] technology.

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, [added: including the purchase of emissions credits or the payment of penalties,] which may be material.

Such regulations [removed: may] [added: are expected to] subject us to new disclosure requirements, new supply chain requirements, new trade restrictions and increased risk of litigation or regulatory action, which [removed: could] [added: are expected to] result in increased costs (in our operations and supply [removed: chain) and] [added: chain), as well as] 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 [removed: our transition to] [added: the continued scaling of] EVs, which presents additional risks, including reduced demand for, and therefore profits from, our ICE vehicles, which we are [added: currently] using to fund our growth strategy and transition to EVs; higher costs or reduced availability of materials related to EV technologies, whether as a result of increased competition or more stringent regulatory requirements, impacting profitability, particularly with respect to batteries and battery raw material; risks related to the success of our EV strategy, particularly with respect to advancement of battery cell technology, charging infrastructure and competition; and uncertainty over [removed: how] [added: treatment of] EVs [removed: will be treated under upcoming CAFE regulations.][added: in vehicle emission standards.]

Finally, increased intensity, frequency or duration of storms, 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 [removed: suppliers and] [added: suppliers,] timely delivery of vehicles to [removed: customers,] [added: customers] and [added: operations of our dealers, and] could negatively impact working conditions at our plants and those of our [removed: suppliers.][added: suppliers and dealers.]

Such weather events may also adversely impact the financial condition of our [removed: customers, and thereby reduce demand for our products and services.]

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 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 [added: continue to lead to higher production costs for parts, components and vehicles.]

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

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 technologies while achieving [removed: industry-leading] affordability.

If we are unable to utilize or otherwise monetize the raw materials we are obligated to purchase under these offtake agreements, whether as a result of lower than expected EV production volumes, [added: lower than expected rates of consumer adoption,] changes in battery technology that reduce the need for certain raw materials or other reasons, it could materially adversely affect our cash flows and increase our inventory.

[added: Further, because most of the benefits] from a successful joint venture are shared among the co-owners, we do not receive all the benefits from our successful joint ventures.

As a result, we may be unable to prevent violations of applicable laws or other misconduct by a joint [removed: venture] [added: venture, adverse human rights] or [added: other impacts or] the failure to satisfy contractual obligations by one or more parties.

Moreover, a joint venture may not be subject to the same financial reporting, corporate [removed: governance,] [added: governance] or compliance approaches that we follow.

[removed: Our global operations subject us to extensive domestic and foreign legal and regulatory requirements, and a variety of other political, economic and regulatory risks, which may have a material adverse effect on our financial condition or results of operations, including: (1) changes in government leadership; (2) changes in trade compliance, labor, employment, tax, privacy, environmental and other laws, regulations or government policies impacting our overall business model or practices or restricting our ability to manufacture, purchase or sell products consistent with market demand and our business objectives; (3) political pressures to change any aspect of our business model or practices or that impair our ability to source raw materials, services, components, systems and parts, or manufacture products on competitive] terms in a manner consistent with our business objectives (including with respect to full utilization of the incentives contemplated by the IRA); (4) political uncertainty, instability, civil unrest, government controls over certain sectors or human rights concerns; (5) political and economic tensions between governments and changes in international economic policies, including restrictions on the repatriation of dividends or in the export of technology, especially between China and the U.S.; (6) changes to customs requirements or procedures (e.g., inspections) or new or higher tariffs, for example, on products imported into or exported from the U.S., including under U.S. or other trade laws or measures, or other key markets; (7) new or evolving non-tariff barriers or domestic preference procurement requirements, or enforcement of, changes to, withdrawals from or impediments to implementing free trade agreements, or preferences of foreign nationals for domestically manufactured products; (8) changes in foreign currency exchange [removed: rates, particularly in Argentina,] [added: rates] and interest rates; (9) economic downturns or significant changes in macroeconomic conditions in the countries in which we operate; (10) differing local product preferences and product requirements, including government certification requirements related to, among other things, fuel economy, vehicle emissions, EVs and AVs, connected services and safety; (11) impact of changes to and compliance with U.S. and foreign countries’ export controls, economic [removed: sanctions] [added: sanctions, import controls, foreign investment] and other similar measures; (12) impacts on our operations or liabilities resulting from U.S. and foreign laws and regulations, including, but not limited to, those related to the Foreign Corrupt Practices Act and certain other anti-corruption laws; (13) differing labor regulations, agreements, requirements and union relationships; (14) differing dealer and franchise regulations and relationships; (15) difficulties in obtaining financing in foreign countries for local operations; and (16) natural disasters, public health [removed: crises,] [added: crises] and other catastrophic events.

Any new facility needed to replace an inoperable manufacturing facility would need to comply with the necessary regulatory [removed: requirements,] [added: requirements and applicable labor agreements,] need to satisfy our specialized manufacturing requirements and require specialized equipment.

Disruption in our suppliers’ operations have disrupted, and could in the future disrupt, our production schedule. Our automotive operations are dependent upon the continued ability of our suppliers to deliver the systems, components, raw [added: materials and parts that we need to manufacture our products.]

Pandemics, epidemics, disease outbreaks and other public health crises have disrupted our business and operations, and future public health crises could materially adversely impact our business, financial condition, liquidity and results of operations. Pandemics, epidemics or disease outbreaks in the U.S. or globally, such as the COVID-19 pandemic, have previously disrupted, and may in the future disrupt, our business, which could materially affect our results of operations, [removed: financial condition, liquidity and future expectations.]

Security breaches, cyberattacks and other disruptions to information technology systems and networked products, including connected vehicles, owned or maintained by us, GM Financial, [added: service providers, such as data processors,] or third parties, such as vendors or suppliers, could interfere with our operations and could compromise the confidentiality of private customer data or our proprietary information. We rely upon information technology systems and manufacture networked and connected products, some of which are managed by third parties, to [added: collect,] process, [removed: transmit] [added: transmit, use, protect] and store electronic information and to manage or support a variety of our business processes, activities and products.

Additionally, we and GM Financial [removed: collect] [added: collect, process, transmit, use, protect] and store [removed: sensitive] [added: confidential] data, including intellectual property and proprietary business information (including that of our dealers and suppliers), as well as personally identifiable information of our customers and employees, in data centers and on information technology networks (including networks that may be controlled or maintained by third parties).

The secure operation of these systems and products, and the [added: processing and maintenance of the information processed by these systems and products, is critical to our business operations and strategy.]

We also face the risk of operational disruption, failure, termination or capacity constraints of any of the [added: service providers or] third parties that facilitate our business activities, including vendors, [removed: service providers,] suppliers, customers, counterparties, exchanges, clearing agents, clearinghouses or other financial intermediaries.

Despite our security measures and business continuity plans, our information technology systems and networked and connected products may be vulnerable to [removed: intrusion,] [added: intrusions,] damage, disruptions or shutdowns caused by attacks by hackers, computer viruses or worms, malware (including “ransomware”), phishing attacks, [added: spyware,] denial of service attacks [removed: or] [added: and/or] breaches due to errors, negligence or malfeasance by employees, [removed: contractors] [added: contractors, vendors] and others who have access to these systems and products.

Techniques used in cyberattacks to obtain unauthorized access to, disable or sabotage information technology systems are increasingly diverse and [removed: sophisticated.][added: sophisticated, including as a result of emerging technologies, such as artificial intelligence and machine learning.]

The occurrence of any of these events could compromise the confidentiality, operational integrity and accessibility of these systems and products and the data that [removed: resides within them.]

Similarly, such an occurrence could result in the [removed: compromise] [added: compromise, acquisition] or loss of the information processed by these systems and products.

In addition, such events could increase the risk of claims alleging that we are non-compliant with applicable laws or regulations, subjecting us to potential liability [added: from private litigation] or regulatory penalties and related costs under laws protecting the privacy of personal [added: information or unfair or deceptive practices relating to consumer] information; disrupt our operations; or reduce the competitive advantage we hope to derive from our investment in advanced technologies.

Any unauthorized access to, or control of, our vehicles or their systems or any unauthorized access [removed: to] [added: to, acquisition of] or loss of data could adversely impact the safety of our customers or result in failure of our systems, any of which could result in interruptions to our business, legal claims or proceedings, liability or regulatory penalties.

Laws that would permit third-party access to vehicle data and related [removed: systems] [added: systems, including "right to repair" laws,] could expose our vehicles and vehicle systems to third-party access without appropriate security measures in place, leading to new safety and security risks for our customers and reducing customer trust and confidence in our products.

If industry-wide adoption rates continue to be lower than anticipated, we may take portfolio actions to better match the pace of EV adoption, such as not fully utilizing or reducing the capacity of our existing or future plants or reducing production hours or shifts, and we may become subject to claims by suppliers as a result of such actions.

We may be unable to successfully deliver on our EV strategy, which could materially and adversely affect our results of operations, financial condition and growth prospects, and could negatively impact our brand and reputation.

In addition, the production and sale of EVs at increasingly larger volumes is also part of our long-term strategy to comply with global emissions and fuel economy regulations.

If we are not able to successfully execute our EV strategy or if future compliance requirements do not change, we may need to take various actions, including purchasing additional regulatory credits from third parties, paying penalties to various government regulators, or taking portfolio actions such as reducing the production of profitable ICE vehicles, the impact of which could be material to our results of operations and financial condition.

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.”

Supply chain and logistics challenges may occur as a result of geopolitical and/or policy actions.

Our transition to EVs will also require developing a more resilient, scalable and sustainable North American-focused EV supply chain, which includes advancing our strategic sourcing initiatives to secure supply through investments in raw materials suppliers and the execution of strategic, multi-year supply agreements with suppliers throughout the value chain.

These EV-related agreements may require us to hold higher than normal levels of EV raw materials inventory and to make long-term commitments to purchase raw materials.

Expected demand for these raw materials currently exceeds the North American capacity of the existing supply chain.

If we are not successful in developing our North America supply chain, our operating results and profitability could be negatively impacted.

Similarly, the potential imposition of tariffs may lead to further challenges for GM and its joint venture partners.

We recently announced plans to refocus our AV strategy on personal vehicles and the execution of this strategy is dependent upon our ability to successfully mitigate unique technological, operational and regulatory risks. Cruise Holdings,

our majority-owned subsidiary, has been pursuing the development and commercialization of AV technology for deployment in a robotaxi application.

In December 2024, we announced plans to refocus our autonomous driving strategy on personal vehicles and that we would no longer fund Cruise's robotaxi development work.

We are pursuing the acquisition of the noncontrolling interests in Cruise, and as of December 31, 2024, we owned about 97% of Cruise.

Following the acquisition of the noncontrolling interests and subject to approval of the Cruise Board of Directors, we expect to work with the Cruise leadership team to restructure Cruise's operations and combine the GM and Cruise technical efforts to build on the success of Super Cruise, our ADAS technology, and prioritize the development of ADAS on a path to fully autonomous personal vehicles.

customers, and thereby reduce demand for our products and services.

Over the last several years, this intense competition and an increasingly challenging operating environment negatively impacted the profitability of our operations in China, our China JVs' ability to grow vehicle sales in China and our ability to generate sustainable equity income from our China JVs.

As a result, in December 2024, our Board of Directors determined there to be a material loss in value of our investments in certain of the China JVs.

Updated business forecasts and recent restructuring actions to address continuing market challenges and competitive conditions have indicated that the loss in value is other-than-temporary for our equity interests in SAIC General Motors Corporation Limited (SGM), certain SGM subsidiaries and SAIC-GMAC Automotive Finance Company Limited (SAIC-GMAC).

As a result, we recorded an other-than-temporary impairment of our equity interests of $2.4 billion in the year ended December 31, 2024.

We also recorded additional equity losses of $2.0 billion resulting from the implementation of these restructuring actions, which includes plant closures and portfolio optimization, in the year ended December 31, 2024.

These charges are non-cash in nature.

We expect SGM will likely incur additional restructuring charges in 2025.

We cannot guarantee that the restructuring actions will be successful in our China JVs achieving long-term profitability or that additional, material restructuring actions will not be required.

Our primary joint venture agreement for our China JVs expires in 2027, and we expect to shortly begin negotiations with our partner for a new agreement.

Our global operations subject us to extensive domestic and foreign legal and regulatory requirements, and a variety of other political, economic and regulatory risks, which may have a material adverse effect on our financial condition or results of operations, including: (1) changes in government leadership; (2) changes in trade compliance, labor, employment, tax, privacy, environmental and other laws, regulations or government policies impacting our overall business model or practices or restricting our ability to manufacture, purchase or sell products consistent with market demand and our business objectives; (3) political pressures to change any aspect of our business model or practices or that impair our ability to source raw materials, services, components, systems and parts, or manufacture products on competitive

financial condition, liquidity and future expectations.

In addition, cybersecurity threat actors are increasingly sophisticated and are targeting employees, contractors, service providers and third parties through various techniques that involve social engineering and/or misrepresentation.

resides within them.

Our enterprise data practices, including the collection, use, sharing and security of the personal or other information of our customers, employees and suppliers, are subject to increasingly complex and restrictive regulations in all key market regions. Data privacy and protection and unfair and deceptive practice laws and similar regulations in many jurisdictions where we do business require that we take significant steps to safeguard such personal information, and these laws and regulations continue to evolve.

diminish demand for, our vehicles.

if the affected items relate to global platforms or involve defects that are identified years after production.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

in their areas.

In addition, the success of our long-term strategy is dependent on consumer adoption of EVs.

More stringent fuel economy

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

In order for Cruise to successfully execute its business plan and achieve its revenue targets, legislation and regulations must evolve to permit widespread commercial AV deployment.

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.

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

Further, because most of the benefits

materials and parts that we need to manufacture our products.

processing and maintenance of the information processed by these systems and products, is critical to our business operations and strategy.

The failure

The discussion of our financial condition and results of operations for the year ended December 31, [removed: 2021] [added: 2022] 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: 2022](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001467858/000146785823000029/gm-20221231.htm)] [added: 2023](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001467858/000146785824000031/gm-20231231.htm)] is incorporated by reference into this MD&A.

We will adapt to customer preferences while executing our growth-focused strategy to invest in EVs, hybrids, [removed: AVs,] [added: personal AV technology,] software-enabled services and other new business opportunities.

[removed: We plan to execute our strategy] with a steadfast commitment to good corporate citizenship through more sustainable operations and a leading health and safety culture.

Refer to the [removed: Consolidated Results] [added: "Consolidated Results"] and regional sections of this MD&A for additional information.

Refer to Part I, Item [removed: 1A.][added: 1.]

For the year ending December 31, [removed: 2024,] [added: 2025,] we expect [removed: EPS-diluted] [added: earnings per share (EPS)-diluted] and EPS-diluted-adjusted of between [removed: $8.50] [added: $11.00] and [removed: $9.50,] [added: $12.00,] Net income attributable to stockholders of between [removed: $9.8] [added: $11.2] billion and [removed: $11.2] [added: $12.5] billion and [removed: EBIT-adjusted] [added: earnings before interest and taxes (EBIT)-adjusted] of between [removed: $12.0] [added: $13.7] billion and [removed: $14.0] [added: $15.7] billion.

| | | | Year Ending December 31, [removed: 2024] [added: 2025] | | |

| Net income attributable to stockholders | | | $ [removed: 9.8-11.2] [added: 11.2-12.5] | | |

| Income tax expense | | | [removed: 2.1-2.7] [added: 2.5-3.2] | | |

| Automotive interest [removed: expense,] [added: income,] net | | | [removed: 0.1] [added: (0.0)] | | |

GMNA Industry sales in North America were [removed: 19.6] [added: 20.3] million units in the year ended December 31, [removed: 2023,] [added: 2024,] representing an increase of [removed: 13.1%] [added: 3.5%] compared to the corresponding period in [removed: 2022.][added: 2023.]

U.S. industry sales were [removed: 16.0] [added: 16.4] million units in the year ended December 31, [removed: 2023,] [added: 2024,] representing an increase of [removed: 12.2%] [added: 2.3%] compared to the corresponding period in [removed: 2022.][added: 2023.]

Our total vehicle sales in the U.S., our largest market in North America, were [removed: 2.6] [added: 2.7] million units for a market share of [removed: 16.2%] [added: 16.5%] in the year ended December 31, [removed: 2023,] [added: 2024,] representing an increase of 0.3 percentage points compared to the corresponding period in [removed: 2022.][added: 2023.]

We expect to sustain relatively strong EBIT-adjusted margins in [removed: 2024] [added: 2025] on the [removed: continued] [added: continuing] strength of our product portfolio, [removed: improved] [added: improving] EV margins and [removed: ongoing fixed] [added: continuing] cost [removed: reduction efforts,] [added: discipline,] partially offset by pricing moderation with increased [removed: incentives.][added: incentives and higher depreciation expense.]

While we expect EV margins to improve in [removed: 2024, it is possible that] [added: 2025,] we [removed: will] [added: may] continue to recognize losses to adjust inventory to net realizable value.

Our outlook is dependent on [removed: the resiliency of the U.S. economy, continuing improvement of] [added: continued] supply chain availability, EV-related cost reduction and [added: the resiliency of the U.S. economy and] overall economic [removed: conditions.][added: conditions, including the potential imposition of tariffs or other trade restrictions by the U.S. or its trading partners.]

GMI Industry sales in China were [removed: 25.0] [added: 26.6] million units in the year ended December 31, [removed: 2023,] [added: 2024,] representing an increase of [removed: 6.3%] [added: 6.4%] compared to the corresponding period in [removed: 2022.][added: 2023.]

Our total vehicle sales in China were [removed: 2.1] [added: 1.8] million units resulting in a market share of [removed: 8.4%] [added: 6.9%] in the year ended December 31, [removed: 2023,] [added: 2024,] representing a decrease of [removed: 1.4] [added: 1.5] percentage points compared to the corresponding period in [removed: 2022.][added: 2023.]

Outside of China, industry sales were 25.7 million units in the year ended December 31, [removed: 2023,] [added: 2024,] representing [removed: an increase] [added: a decrease] of [removed: 7.3%] [added: 0.3%] compared to the corresponding period in [removed: 2022.][added: 2023.]

Our total vehicle sales outside of China were [removed: 1.0] [added: 0.9] million units for a market share of [removed: 4.0%] [added: 3.7%] in the year ended December 31, [removed: 2023, which is comparable] [added: 2024, representing a decrease of 0.3 percentage points compared] to the corresponding period in [removed: 2022.][added: 2023.]

Cruise Cruise Holdings, our majority-owned subsidiary, [removed: is] [added: has been] pursuing the development and commercialization of AV [removed: technology.][added: technology for deployment in a robotaxi application.]

GM Financial's penetration of our retail sales in the U.S. was [removed: 42%] [added: 39%] in the year ended December 31, [removed: 2023] [added: 2024] and [removed: 43%] [added: 42%] in the corresponding period in [removed: 2022.][added: 2023.]

GM Financial's prime loan originations as a percentage of total loan originations in North America was [removed: 82%] [added: 81%] in the year ended December 31, [removed: 2023] [added: 2024] and [removed: 80%] [added: 82%] in the corresponding period in [removed: 2022.][added: 2023.]

In the year ended December 31, [removed: 2023,] [added: 2024,] GM Financial's revenue consisted of leased vehicle income of [removed: 51%,] [added: 46%,] retail finance charge income of [removed: 37%] [added: 40%] and commercial finance charge income of [removed: 7%.][added: 8%.]

Gains on terminations of leased vehicles of [removed: $0.9] [added: $0.8] billion and [removed: $1.2] [added: $0.9] billion were included in GM Financial interest, operating and other expenses in the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

The decrease in gains is primarily due to [removed: higher leased portfolio net book values at termination and] fewer terminated leases in [removed: 2023] [added: 2024] compared to [removed: 2022.][added: 2023.]

[removed: The following table summarizes the estimated residual value based on GM Financial's most recent] estimates and the number of units included in GM Financial Equipment on operating leases, net by vehicle type (units in thousands):

| | | | December 31, [removed: 2023] [added: 2024] | | | | | | | | | | | | | | | | | | December 31, [removed: 2022] [added: 2023] | | | | | | | | | | | | | | |

| Crossovers | | | $ | [removed: 12,830] [added: 13,184] | | | | | [removed: 648] [added: 635] | | | | | | [removed: 67.5] [added: 67.3] | | % | | | | $ | [removed: 14,207] [added: 12,830] | | | | | [removed: 736] [added: 648] | | | | | | [removed: 67.3] [added: 67.5] | | % |

| Trucks | | | [removed: 6,793] [added: 7,458] | | | | | | [removed: 210] [added: 224] | | | | | | [removed: 21.9] [added: 23.7] | | % | | | | [removed: 6,961] [added: 6,793] | | | | | | [removed: 228] [added: 210] | | | | | | [removed: 20.9] [added: 21.9] | | % |

| SUVs | | | [removed: 2,304] [added: 2,260] | | | | | | [removed: 58] [added: 53] | | | | | | [removed: 6.0] [added: 5.6] | | % | | | | [removed: 2,595] [added: 2,304] | | | | | | [removed: 66] [added: 58] | | | | | | 6.0 | | % |

| Cars | | | [removed: 734] [added: 590] | | | | | | [removed: 44] [added: 31] | | | | | | [removed: 4.6] [added: 3.3] | | % | | | | [removed: 964] [added: 734] | | | | | | [removed: 63] [added: 44] | | | | | | [removed: 5.8] [added: 4.6] | | % |

| Total | | | $ | [removed: 22,661] [added: 23,492] | | | | | [removed: 960] [added: 943] | | | | | | 100.0 | | % | | | | $ | [removed: 24,727] [added: 22,661] | | | | | [removed: 1,092] [added: 960] | | | | | | 100.0 | | % |

| [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | | | | % | | | | | | | | | Volume | | | | | | Mix | | | | | | Price | | | | | | Other | | | | | | | | | | | |

| Corporate | | | [removed: 273] [added: 206] | | | | | | [removed: 177] [added: 273] | | | | | | [removed: 96] [added: (67)] | | | | | | [removed: 54.2] [added: (24.5)] | | % | | | | | | | | | | | | | $ | — | | | | | | | | | | | $ | [removed: 0.1] [added: (0.1)] | | | | |

| Eliminations/reclassifications | | | [removed: (151)] [added: (296)] | | | | | | [removed: (107)] [added: (151)] | | | | | | [removed: (44)] [added: (145)] | | | | | | [removed: (41.1)] [added: (96.0)] | | % | | | | | | | | | | | | | $ | — | | | | | | | | | | | $ | (0.1) | | | | |

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | | | | % | | | | | | | | | Volume | | | | | | Mix | | | | | | Cost | | | | | | Other | | | | | |

[removed: | Eliminations | | | (12) | | | | | | (2) | | | | | | 10 | | | | | |] n.m. [removed: | | | | | | | | | | | | | | | $ | — | | | | | $ | — | | | | | | | |]

In the year ended December 31, [removed: 2023, increased] [added: 2024, decreased] Cost was primarily due to: (1) [removed: increased campaigns and other warranty-related costs of $2.1 billion; (2) increased EV-related charges] [added: decreased inventory adjustments] of [removed: $2.0] [added: $2.2] billion, primarily [removed: due to $1.7 billion in inventory adjustments] [added: EV-related,] to reflect the net realizable value at period end; [removed: (3) increased manufacturing costs] [added: (2) the absence] of [removed: $0.9 billion; (4)] charges [removed: of $0.7 billion] related to the [removed: VSP; (5) increased] [added: voluntary separation program (VSP) of $0.7 billion; (3) decreased] engineering costs of [removed: $0.5] [added: $0.7] billion, driven primarily by [removed: $0.8 billion increase in] [added: lower] AV engineering costs; [removed: partially offset by $0.4 billion decrease in Automotive engineering cost (6) charges of $0.5 billion] [added: (4) increased equity earnings] related to [removed: Cruise restructuring; and (7) increased] [added: Ultium Cells Holdings LLC of $0.7 billion; (5) decreased] material and freight costs of $0.3 billion; partially offset by [removed: (8) decrease] [added: (6) increased other employee-related costs] of [removed: $0.8] [added: $0.6 billion; (7) increased charges of $0.5] billion [removed: due] [added: related] to [removed: absence of the charge for] [added: restructuring costs resulting from] the [removed: modification of] [added: plan to realign] Cruise [removed: stock incentive awards in 2022.][added: with our existing GM technical teams to develop personal AV technology; (8) increased warranty-related costs of $0.4 billion; and (9) increased information technology costs of $0.3 billion.]

We plan to execute our strategy

Our financial performance in 2024 was driven by the strength of our vehicle portfolio including high margin full-size pickup trucks and SUVs, strong consumer demand for our products and the execution of our core business strategy.

We remain focused on maintaining an efficient cost structure and pricing discipline.

We are monitoring industry pricing pressures, changing interest rates, inflation, warranty claims, consumer demand trends and potential changes in the regulatory environment.

We continue to prioritize driving down costs and building scale in our EV portfolio to improve profitability.

| EBIT-adjusted(a) | | | $ 13.7-15.7 | | |

Intense price competition with significant excess capacity from both new market entrants and established competitors offering vehicles at lower prices and an increasingly challenging regulatory environment related to emissions, fuel consumption and NEVs continue to negatively impact the profitability of our operations in China.

Additionally,

we believe independent, Chinese automakers are expanding market share and prioritizing production volumes over profitability, with the ability to produce vehicles at costs well below foreign automakers, including our Automotive China JVs.

These factors are impacting our China JVs’ ability to grow vehicle sales in China and our ability to generate sustainable equity income from our China JVs.

We are in the late stages of finalizing details with our JV partners on an agreement regarding certain restructuring actions, which include plant closures and portfolio optimization to address continuing market challenges and competitive conditions, and updated business forecasts.

Based on the updated forecast, we determined that the material loss in value of our equity interests in SAIC General Motors Corporation Limited (SGM), SAIC GM (Shenyang) Norsom Motors Co., Ltd. (SGM Norsom), SAIC GM Dong Yue Motors Co., Ltd. (SGM DY) and SAIC GM Dong Yue Powertrain Co., Ltd. (SGM DYPT) was other than temporary.

As a result, we recorded an other-than-temporary impairment of our equity interests of $2.1 billion in the year ended December 31, 2024 which is included in equity income (loss).

Our Automotive China JVs' equity losses also includes non-cash charges of $2.0 billion resulting from the implementation of the restructuring plan.

We expect additional restructuring charges are likely to be incurred in 2025.

Going forward, we will continue to assess our strategy in the Chinese market to maintain presence while prioritizing profitability.

In addition, GM Financial also concluded that a $0.3 billion other-than-temporary impairment of its equity interest in SAIC-GMAC Automotive Finance Company Limited (SAIC-GMAC) existed.

Refer to the "Automotive Financing – GM Financial Summary and Outlook” section of this MD&A for discussion of GM Financial’s other-than-temporary impairment of its equity interest in SAIC-GMAC.

In June 2024, Cruise indefinitely delayed development work on the Cruise Origin and recorded restructuring charges of $0.6 billion primarily related to non-cash write-offs of Origin assets.

In December 2024, we announced plans to refocus our autonomous driving strategy on personal vehicles and that we would no longer fund Cruise's robotaxi development work.

Business for a further discussion on Cruise.

In conjunction with our announcement to no longer fund Cruise’s robotaxi development work and our plans to combine the Cruise and GM technical efforts to advance autonomous and assisted driving, Cruise recorded net charges of $0.5 billion.

These charges primarily relate to anticipated headcount reductions and impairments of real estate lease assets and certain intangible assets.

The following table summarizes the estimated residual value based on GM Financial's most recent

As a result of the market challenges and competitive conditions in China, GM Financial recorded a $0.3 billion other-than-temporary impairment charge to write down its SAIC-GMAC investment to its fair value.

Refer to the "Overview – GMI" section of this MD&A for discussion of the China market and associated restructuring actions being taken.

| GMNA | | | $ | 157,509 | | | | | $ | 141,445 | | | | | $ | 16,064 | | | | | 11.4 | | % | | | | | | | $ | 12.8 | | | | | $ | 2.5 | | | | | $ | 0.7 | | | | | $ | — | | | | |

| GMI | | | 13,890 | | | | | | 15,949 | | | | | | (2,059) | | | | | | (12.9) | | % | | | | | | | $ | (1.6) | | | | | $ | 0.4 | | | | | $ | 0.2 | | | | | $ | (1.1) | | | | |

| Automotive | | | 171,605 | | | | | | 157,667 | | | | | | 13,938 | | | | | | 8.8 | | % | | | | | | | $ | 11.2 | | | | | $ | 2.9 | | | | | $ | 0.9 | | | | | $ | (1.1) | | | | |

| Cruise | | | 257 | | | | | | 102 | | | | | | 155 | | | | | | n.m. | | | | | | | | | | | | | | | $ | — | | | | | | | | | | | $ | 0.2 | | | | |

| GM Financial | | | 15,875 | | | | | | 14,225 | | | | | | 1,650 | | | | | | 11.6 | | % | | | | | | | | | | | | | | | | | | | | | | | | | $ | 1.7 | | | | |

| Total net sales and revenue | | | $ | 187,442 | | | | | $ | 171,842 | | | | | $ | 15,598 | | | | | 9.1 | | % | | | | | | | $ | 11.2 | | | | | $ | 2.9 | | | | | $ | 0.9 | | | | | $ | 0.6 | | | | |

| GMNA | | | $ | 135,818 | | | | | $ | 123,577 | | | | | $ | (12,241) | | | | | (9.9) | | % | | | | | | | $ | (8.9) | | | | | $ | (5.5) | | | | | $ | 2.2 | | | | | $ | 0.1 | |

| GMI | | | 12,552 | | | | | | 14,164 | | | | | | 1,612 | | | | | | 11.4 | | % | | | | | | | $ | 1.2 | | | | | $ | (0.3) | | | | | $ | (0.2) | | | | | $ | 0.8 | |

| Corporate | | | 132 | | | | | | 513 | | | | | | 381 | | | | | | 74.3 | | % | | | | | | | | | | | | | $ | — | | | | | $ | 0.4 | | | | | $ | — | |

| Cruise | | | 2,566 | | | | | | 3,088 | | | | | | 522 | | | | | | 16.9 | | % | | | | | | | | | | | | | $ | — | | | | | $ | 0.5 | | | | | | | |

| Eliminations | | | (3) | | | | | | (12) | | | | | | (9) | | | | | | (75.0) | | % | | | | | | | | | | | | | $ | — | | | | | $ | — | | | | | | | |

| Total automotive and other cost of sales | | | $ | 151,065 | | | | | $ | 141,330 | | | | | $ | (9,735) | | | | | (6.9) | | % | | | | | | | $ | (7.7) | | | | | $ | (5.8) | | | | | $ | 2.9 | | | | | $ | 0.9 | |

In the year ended December 31, 2024, favorable Other was primarily due to net foreign currency changes in the Brazilian real and the Korean won.

In the year ended December 31, 2024, Interest income and other non-operating income, net decreased primarily due to several insignificant items.

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,

GENERAL MOTORS COMPANY AND SUBSIDIARIES

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.

The IRA modified climate and clean energy tax provisions and added new corporate tax credits for commercial EV purchases and investments in clean energy production, supply chains and manufacturing facilities.

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.

| | | | | | |

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

The ongoing supply chain disruptions, global macro-economic conditions and geopolitical tensions continue to place pressure on China's automotive industry and our vehicle sales in China.

Our Automotive China JVs generated equity income of $0.4 billion in the year ended December 31, 2023.

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.

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.

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

In connection with the pause in operations and Cruise's refocused operational strategy, we recorded restructuring charges of $0.5 billion in the three months ended December 31, 2023, and also expect reductions of approximately $1.0 billion in Cruise expenses in 2024.

Our financial risk management policy is designed to protect against risk arising from [removed: extreme] [added: large] adverse market movements on our key exposures.

Automotive The following analyses provide quantitative information regarding exposure to foreign currency exchange rate [removed: risk and] [added: risk,] interest rate [added: risk and commodity] risk.

The models used assume instantaneous, parallel shifts in exchange [removed: rates and] [added: rates,] interest rate yield [removed: curves.][added: curves and commodity prices.]

There are certain shortcomings inherent in the sensitivity analyses presented, primarily due to the assumption that interest rates change in a parallel fashion and that spot exchange rates [added: and commodity prices] change instantaneously.

In addition, the analyses are unable to reflect the complex market reactions that normally would arise from the market shifts modeled and do not contemplate the effects of correlations between foreign currency exposures and offsetting long-short positions in currency or other exposures, such as interest [removed: rates,] [added: rates and commodity prices,] which may significantly reduce the potential loss in value.

At December 31, [removed: 2023,] [added: 2024,] our most significant foreign currency exposures were between the U.S. [removed: Dollar] [added: dollar] and the Canadian [removed: Dollar, Korean Won,] [added: dollar,] Chinese [removed: Yuan,] [added: yuan, Korean won,] Mexican [removed: Peso] [added: peso] and Brazilian [removed: Real.][added: real.]

Such contracts had remaining maturities of up to 12 months at December 31, [removed: 2023 and were insignificant.][added: 2024.]

The net fair value liability of financial instruments with exposure to foreign currency risk was [removed: $0.4] [added: $0.2] billion and [removed: $0.2] [added: $0.4] billion at December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

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 [added: $0.3 billion and] insignificant at December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

| Translation (gains) losses recorded in Accumulated other comprehensive loss | | | $ | [removed: (169)] [added: 765] | | | | | $ | [removed: (37)] [added: (169)] | |

| Transaction and remeasurement (gains) losses recorded in earnings | | | $ | [removed: 344] [added: (314)] | | | | | $ | [removed: 173] [added: 344] | |

At December 31, [removed: 2023,] [added: 2024,] interest rate swap positions were used to manage interest rate exposures in our automotive operations and were insignificant.

The fair value of debt and finance leases was [removed: $16.5] [added: $15.2] billion and [removed: $16.8] [added: $16.5] billion at December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

The potential increase in fair value resulting from a 10% decrease in quoted interest rates would have been $0.7 billion [removed: and $0.8 billion] at December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

We had marketable debt [removed: securities, including those held by Cruise,] [added: securities] of [removed: $7.6] [added: $7.3] billion and [removed: $12.2] [added: $7.6] billion classified as available-for-sale at December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

The potential decrease in fair value from a 50 basis point increase in interest rates would have been insignificant at December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

At December 31, [removed: 2023 and 2022,] [added: 2024,] GM Financial [removed: was liability-sensitive,] [added: moved to an asset-sensitive profile from a liability-sensitive profile in 2023,] meaning that more [removed: liabilities than] assets [added: than liabilities] were expected to reprice within the next 12 months.

During a period of rising interest rates, the interest [removed: paid] [added: earned] on [removed: liabilities] [added: assets] would increase more than the interest [removed: earned] [added: paid] on [removed: assets,] [added: liabilities,] which would initially [removed: decrease] [added: increase] net interest income.

During a period of falling interest rates, net interest income would be expected to initially [removed: increase.][added: decrease.]

| One hundred basis points instantaneous increase in interest rates | | | $ | [removed: (7.7)] [added: 5.6] | | | | | $ | [removed: (4.3)] [added: (7.7)] | |

| One hundred basis points instantaneous decrease in interest rates(a) | | | $ | [removed: 7.7] [added: (5.6)] | | | | | $ | [removed: 4.3] [added: 7.7] | |

[added: 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: 2023] [added: 2024] was insignificant.

GM Financial had foreign currency swaps with notional amounts of [removed: $8.0] [added: $8.4] billion and [removed: $6.9] [added: $8.0] billion at December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

The net fair value of these derivative financial instruments was a liability of [removed: $0.2] [added: $0.4] billion and [removed: $0.6] [added: $0.2] billion at December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

| Translation (gains) losses recorded in Accumulated other comprehensive loss | | | $ | [removed: (147)] [added: 403] | | | | | $ | [removed: 156] [added: (147)] | |

| Transaction and remeasurement (gains) losses recorded in earnings | | | $ | [removed: 5] [added: (7)] | | | | | $ | [removed: (1)] [added: 5] | |

We have audited the accompanying consolidated balance sheets of General Motors Company and subsidiaries (the Company) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated income statements and consolidated statements of comprehensive income, cash flows and equity for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] 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: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated January [removed: 30, 2024] [added: 28, 2025] 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: $9.3] [added: $10.6] billion at December 31, [removed: 2023.] [added: 2024.] 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. | | |

| Description of the matter | | | [added: As discussed in Note 2 to the financial statements,] Automotive [added: net] 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 [added: estimated] dealer and customer sales incentives the Company [added: reasonably] expects to pay. [removed: As discussed in Note 2 to the financial statements, provisions] [added: Provisions] for dealer and customer [added: sales] 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: $6.1] [added: $7.3] billion at December 31, [removed: 2023.] [added: 2024.] | | |

| | | | Auditing the estimate of sales incentives involved a high degree of judgment. Significant factors used by the Company in estimating its liability for [removed: retail] [added: sales] incentives include type of program, forecasted sales [removed: volumes,] [added: volume,] product mix, and the rate of customer acceptance of incentive programs, all of which are estimated based on historical experience and assumptions concerning future customer behavior and market conditions. The Company’s estimation model reflects the best estimate of the total incentive amount that the Company reasonably expects to pay at the time of sale. The estimated cost of incentives is forward-looking, and could be materially affected by future economic and market conditions. | | |

| How we addressed the matter in our audit | | | We evaluated the design and tested the operating effectiveness of internal controls over the Company’s sales incentive process, including management’s review of the estimation model, the significant assumptions (e.g., incentive cost per unit, customer take rate, and market conditions), and the data inputs used in the model. Our audit procedures included, among others, the performance of analytical procedures to develop an independent range of the liability for [removed: retail] [added: sales] incentives as of the balance sheet date. Our independent range was developed for comparison to the Company’s recorded liability, and is based on historical claims, forecasted spend, and the specific vehicle mix of current dealer stock. In addition, we performed sensitivity analyses over the cost per unit assumption developed by management to evaluate the impact on the liability resulting from a change in the assumption. Lastly, we assessed management’s forecasting process by performing quarterly hindsight analyses to assess the adequacy of prior forecasts. | | |

| 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. [added: During the term of a lease, management periodically evaluates the estimated residual value and may adjust the value downward or upward.] The Company’s estimated residual value of leased vehicles at the end of lease term was [removed: $22.7] [added: $23.5] billion as of December 31, [removed: 2023.] [added: 2024.] | | |

| | | | Auditing management’s estimate of the residual value of leased vehicles involved a high degree of judgment. Management’s estimate is based, in part, on third-party data which considers inputs including recent auction values and [removed: significant] assumptions regarding the expected future volume of leased vehicles that will be returned to the Company, used car prices, manufacturer incentive programs and fuel prices. Realization of the residual values is dependent on the future ability to market the vehicles under future prevailing market conditions. | | |

We have audited General Motors Company and subsidiaries’ internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal 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: 2023,] [added: 2024,] 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: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated income statements and consolidated statements of comprehensive income, cash flows and equity for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] and the related notes and our report dated January [removed: 30, 2024] [added: 28, 2025] expressed an unqualified opinion thereon.

| | | | 2024 | | | | | | 2023 | | |

Commodity Risk We have commodity price risk which could have an impact of our financial results as result of fluctuations in the prices of commodities used in vehicle production.

At December 31, 2024 we used derivative instruments such as commodity forwards, swaps and options to hedge a portion of our exposures with respect to forecasted commodity purchases of steel, copper, aluminum, palladium, lithium and nickel.

The net fair value liability of financial instruments with exposure to commodity price movements was insignificant at December 31, 2024 and 2023.

The potential change in fair value for such financial instruments from a 10% adverse change in the underlying commodity prices would have been $0.2 billion and insignificant at December 31, 2024 and 2023.

| | | | 2024 | | | | | | 2023 | | |

| | | | 2024 | | | | | | 2023 | | |

| January 28, 2025 | | |

| January 28, 2025 | | |

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

GM Financial's hedging strategies approved by its Global Asset Liability Committee are used to manage interest rate risk within policy guidelines.

The estimates are also based on assumptions including

| January 30, 2024 | | |

General Motors Company (sometimes referred to as we, our, us, ourselves, the Company, General [removed: Motors,] [added: Motors] or GM) was incorporated as a Delaware corporation in 2009.

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

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

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

[removed: In January 2022, we announced that we will] [added: We plan to] convert Orion Assembly in Orion Township, Michigan to build electric pickups, with the plant slated to begin production in [removed: 2025.][added: 2026.]

GM is also investing in our [removed: propulsion] [added: propulsion,] stamping and components plants to support EV production.

[removed: Additionally, we have announced plans to mass-produce] [added: We are mass-producing] battery cells for these and other future EVs through Ultium Cells Holdings LLC (an equally owned joint venture with LG Energy Solution) in [added: plants in] Warren, [removed: Ohio;] [added: Ohio and] Spring Hill, [removed: Tennessee; and Lansing, Michigan.][added: Tennessee, with plans to expand our battery cell manufacturing footprint, including in Indiana through a joint venture with Samsung SDI.]

In [removed: July 2023,] [added: 2024,] GM also announced that it [removed: is collaborating] [added: will enhance its collaboration] with [removed: six other] [added: EVgo to build 2,850 DC fast charging stalls, including 400 fast chargers at flagship destinations in] major [removed: automakers as part] [added: metropolitan areas across the U.S. GM is also a founding member] of [added: IONNA,] a joint venture [removed: that will seek] [added: with seven other automakers aiming] 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.

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

OnStar is currently available in [removed: 15] [added: 20] markets globally and growing.

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

[removed: Our end-to-end software platform provides customers with] software-defined features, apps and services over-the-air and will empower customers to update their ownership experiences with desirable features, software services, vehicle performance and Super Cruise.

Super Cruise enables drivers of properly equipped vehicles to travel hands-free on more than [removed: 400,000] [added: 530,000] miles of compatible [removed: roads] [added: roads, and soon to be approximately 750,000 miles,] in the U.S. and Canada.

Additional software-enabled features [removed: will] [added: are expected to] be available [removed: later] [added: in the near future] including security features, climate and comfort options, personal themes and EV ownership experience elements.

[removed: Select vehicles, including the 2024 Cadillac LYRIQ] [added: Many of GM's latest electric] and [removed: Chevrolet Silverado EV,] [added: internal combustion vehicles] are [removed: already] employing this software platform as it [removed: begins its rollout] [added: rolls out] across most products in the coming years.

[removed: *Cruise*] [added: Cruise] GM Cruise Holdings LLC (Cruise Holdings), our majority-owned subsidiary, [removed: is] [added: has been] pursuing the development and commercialization of AV [removed: technology.][added: technology for deployment in a robotaxi application.]

In the year ended December 31, [removed: 2023, 29.4%] [added: 2024, 27.9%] 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: 2023] [added: 2024] | | | | | | | | | | | | [removed: 2022] [added: 2023] | | | | | | | | | | | | [removed: 2021] [added: 2022] | | | | | | | | |

| GMNA | | | [removed: 3,147] [added: 3,464] | | | | | | [removed: 83.5] [added: 86.4] | | % | | | | [removed: 2,926] [added: 3,147] | | | | | | [removed: 81.8] [added: 83.5] | | % | | | | [removed: 2,308] [added: 2,926] | | | | | | [removed: 80.7] [added: 81.8] | | % |

| GMI | | | [removed: 621] [added: 547] | | | | | | [removed: 16.5] [added: 13.6] | | % | | | | [removed: 653] [added: 621] | | | | | | [removed: 18.2] [added: 16.5] | | % | | | | [removed: 551] [added: 653] | | | | | | [removed: 19.3] [added: 18.2] | | % |

| Total | | | [removed: 3,768] [added: 4,010] | | | | | | 100.0 | | % | | | | [removed: 3,579] [added: 3,768] | | | | | | 100.0 | | % | | | | [removed: 2,859] [added: 3,579] | | | | | | 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) [removed: certain] [added: sales of courtesy transportation] vehicles [added: (i.e., vehicles previously] used by dealers [removed: in their business.][added: that were sold to the end consumer).]

While total vehicle sales data does not correlate directly to the revenue we recognize during a particular period, we believe it is indicative [removed: of the underlying demand for our vehicles.]

| | | | [removed: 2023] [added: 2024] | | | | | | | | | | | | | | | | | | [removed: 2022] [added: 2023] | | | | | | | | | | | | | | | | | | [removed: 2021] [added: 2022] | | | | | | | | | | | | | | |

| United States | | | [removed: 15,981] [added: 16,385] | | | | | | [removed: 2,595] [added: 2,705] | | | | | | [removed: 16.2] [added: 16.5] | | % | | | | [removed: 14,242] [added: 16,022] | | | | | | [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] | | % |

| Other | | | [removed: 3,592] [added: 3,909] | | | | | | [removed: 460] [added: 510] | | | | | | [removed: 12.8] [added: 13.1] | | % | | | | [removed: 3,066] [added: 3,590] | | | | | | [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] | | % |

| Total North America | | | [removed: 19,573] [added: 20,294] | | | | | | [removed: 3,055] [added: 3,215] | | | | | | [removed: 15.6] [added: 15.8] | | % | | | | [removed: 17,307] [added: 19,612] | | | | | | [removed: 2,680] [added: 3,055] | | | | | | [removed: 15.5] [added: 15.6] | | % | | | | [removed: 18,491] [added: 17,308] | | | | | | [removed: 2,574] [added: 2,680] | | | | | | [removed: 13.9] [added: 15.5] | | % |

| China(a) | | | [removed: 24,976] [added: 26,567] | | | | | | [removed: 2,099] [added: 1,839] | | | | | | [removed: 8.4] [added: 6.9] | | % | | | | [removed: 23,489] [added: 24,967] | | | | | | [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] | | % |

| Total Asia/Pacific, Middle East and Africa | | | [removed: 46,917] [added: 48,293] | | | | | | [removed: 2,675] [added: 2,359] | | | | | | [removed: 5.7] [added: 4.9] | | % | | | | [removed: 43,741] [added: 47,025] | | | | | | [removed: 2,808] [added: 2,676] | | | | | | [removed: 6.4] [added: 5.7] | | % | | | | [removed: 45,626] [added: 43,748] | | | | | | [removed: 3,326] [added: 2,808] | | | | | | [removed: 7.3] [added: 6.4] | | % |

| Brazil | | | [removed: 2,307] [added: 2,634] | | | | | | [removed: 328] [added: 315] | | | | | | [removed: 14.2] [added: 12.0] | | % | | | | [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] | | % |

| Other | | | [removed: 1,418] [added: 1,347] | | | | | | [removed: 128] [added: 109] | | | | | | [removed: 9.0] [added: 8.1] | | % | | | | [removed: 1,563] [added: 1,419] | | | | | | [removed: 160] [added: 128] | | | | | | [removed: 10.3] [added: 9.0] | | % | | | | [removed: 1,490] [added: 1,563] | | | | | | [removed: 152] [added: 160] | | | | | | [removed: 10.2] [added: 10.3] | | % |

| Total South America | | | [removed: 3,725] [added: 3,980] | | | | | | [removed: 456] [added: 424] | | | | | | [removed: 12.2] [added: 10.7] | | % | | | | [removed: 3,666] [added: 3,726] | | | | | | [removed: 451] [added: 456] | | | | | | [removed: 12.3] [added: 12.2] | | % | | | | [removed: 3,609] [added: 3,666] | | | | | | [removed: 394] [added: 451] | | | | | | [removed: 10.9] [added: 12.3] | | % |

| Trucks | | | [removed: 4,249] [added: 4,345] | | | | | | [removed: 1,303] [added: 1,383] | | | | | | [removed: 30.7] [added: 31.8] | | % | | | | [removed: 3,974] [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] | | % |

| Crossovers | | | [removed: 8,678] [added: 9,101] | | | | | | [removed: 1,068] [added: 1,144] | | | | | | [removed: 12.3] [added: 12.6] | | % | | | | [removed: 7,454] [added: 8,702] | | | | | | [removed: 814] [added: 1,068] | | | | | | [removed: 10.9] [added: 12.3] | | % | | | | [removed: 8,095] [added: 7,454] | | | | | | [removed: 857] [added: 814] | | | | | | [removed: 10.6] [added: 10.9] | | % |

| Total United States | | | [removed: 15,981] [added: 16,385] | | | | | | [removed: 2,595] [added: 2,705] | | | | | | [removed: 16.2] [added: 16.5] | | % | | | | [removed: 14,242] [added: 16,022] | | | | | | [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] | | % |

| SGMS | | | | | | | | | [removed: 870] [added: 524] | | | | | | | | | | | | | | | | | | [removed: 1,037] [added: 870] | | | | | | | | | | | | | | | | | | [removed: 1,277] [added: 1,037] | | | | | | | | |

| SGMW | | | | | | | | | [removed: 1,229] [added: 1,315] | | | | | | | | | | | | | | | | | | [removed: 1,266] [added: 1,229] | | | | | | | | | | | | | | | | | | [removed: 1,615] [added: 1,266] | | | | | | | | |

| Total China | | | [removed: 24,976] [added: 26,567] | | | | | | [removed: 2,099] [added: 1,839] | | | | | | [removed: 8.4] [added: 6.9] | | % | | | | [removed: 23,489] [added: 24,967] | | | | | | [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: (a) Includes] [added: (a)Includes] sales by the Automotive China Joint Ventures (Automotive China JVs): SAIC General Motors Sales Co., Ltd. (SGMS) and SAIC GM Wuling Automobile Co., Ltd. (SGMW).

[removed: (b) Cuba,] [added: (b)Cuba,] Iran, North Korea, Sudan and Syria are subject to broad economic sanctions.

Electric Vehicles We are offering customers choice with our diverse EV lineup.

Our current-generation, flexible EV platform is being deployed across multiple brands and vehicle sizes, styles and drive configurations, leveraging our technology to expand our EV portfolio over a wide and growing variety of segments and price points.

With our next-generation battery technology, we intend to expand to multiple chemistries, multiple form factors and multiple cell suppliers as we continue to deliver even more EV choices for our customers.

To support our expanding portfolio of EVs, we have made significant investments in our plants across North America.

GM's CAMI Assembly is Canada's first full-scale EV manufacturing facility.

GM's all-electric future is guided by customer choice and focused on delivering a world-class portfolio of EVs and an ecosystem to support them, while maintaining a compelling lineup of gas-powered vehicles.

GM EV drivers have access to more than 231,000 chargers across North America.

This includes access to more than 20,000 Tesla Superchargers with the use of a GM-approved North American Charging Standard adapter.

The joint venture broke ground on its first charging station in October 2024.

With nearly three decades of experience, OnStar is a global leader in enabling automotive services.

Our end-to-end software platform provides customers with

In December 2024, we announced plans to refocus our autonomous driving strategy on personal vehicles and that we would no longer fund Cruise's robotaxi development work.

We are pursuing the acquisition of the noncontrolling interests in Cruise, and as of December 31, 2024, we owned approximately 97% of Cruise.

Following the acquisition of the noncontrolling interests and subject to approval of the Cruise Board of Directors, we expect to work with the Cruise leadership team to restructure Cruise's operations and combine the GM and Cruise technical efforts to build on the success of Super Cruise and prioritize the development of advanced driver-assistance systems (ADAS) on a path to fully autonomous personal vehicles.

Over the last year, we have engaged and actively cooperated with certain federal and state agencies who opened investigations or made inquiries to us and Cruise in connection with an accident involving a Cruise robotaxi in October 2023.

We and Cruise have resolved the investigations and inquiries by the National Highway Traffic Safety Administration (NHTSA), the U.S. Department of Justice and the California Public Utilities Commission (CPUC).

Specifically, in July 2024, Cruise entered into a settlement agreement with the CPUC that imposed a $112,500 fine on Cruise and various reporting obligations.

In September 2024, Cruise and NHTSA executed a Consent Order, which imposed a $1.5 million fine on Cruise and requires enhanced reporting and engagement with NHTSA for two years (with an optional third year at NHTSA's discretion).

In November 2024, Cruise entered into a Deferred Prosecution Agreement (DPA) with the U.S. Attorney's Office for the Northern District of California relating to the October 2023 accident.

Under the terms of the DPA, Cruise admitted to one count of submitting a false report to a federal agency and paid a $500,000 monetary penalty.

The government will not pursue an indictment or prosecution so long as Cruise complies with the terms of the DPA over the next three years by undertaking certain remedial measures, maintaining a safety compliance program and submitting reports to the government no less than annually.

GM is neither a party nor a signatory to these agreements.

of the underlying demand for our vehicles.

| Other | | | 21,727 | | | | | | 520 | | | | | | 2.4 | | % | | | | 22,058 | | | | | | 577 | | | | | | 2.6 | | % | | | | 20,259 | | | | | | 505 | | | | | | 2.5 | | % |

| Total in GM markets | | | 72,568 | | | | | | 5,998 | | | | | | 8.3 | | % | | | | 70,362 | | | | | | 6,187 | | | | | | 8.8 | | % | | | | 64,722 | | | | | | 5,939 | | | | | | 9.2 | | % |

| Total Europe | | | 16,816 | | | | | | 2 | | | | | | — | | % | | | | 16,596 | | | | | | 2 | | | | | | — | | % | | | | 14,236 | | | | | | 2 | | | | | | — | | % |

| Total Worldwide(b)(c) | | | 89,383 | | | | | | 6,001 | | | | | | 6.7 | | % | | | | 86,958 | | | | | | 6,189 | | | | | | 7.1 | | % | | | | 78,958 | | | | | | 5,941 | | | | | | 7.5 | | % |

| Cars | | | 2,939 | | | | | | 178 | | | | | | 6.0 | | % | | | | 3,070 | | | | | | 224 | | | | | | 7.3 | | % | | | | 2,815 | | | | | | 214 | | | | | | 7.6 | | % |

sales volume expected to come from five internal combustion vehicle architectures through this decade.

Building a Stronger Future Together Attracting and retaining talent to build great vehicles is critical to thriving in an increasingly competitive landscape.

Our company initiatives for inclusivity are created to further our main business objective – to build and sell the best vehicles on the market to everyone, everywhere.

Our current Board of Directors includes six women and seven men of different backgrounds who contribute their own unique perspective, industry insights, experiences and expertise.

We bring together best-in-class talent to innovate in an inclusive work environment, and our guiding principle is performance.

We have a talent management system that underscores our commitment to high standards.

We extend outside of GM to reduce barriers and improve access to our products and services by aligning to GM's focus on STEAM education and road safety.

This includes our investments in communities through many partnerships and volunteerism.

We have introduced various tools to outline expectations of our employees at each stage of our career ladder in terms of role scope, skills and behaviors.

We have established curricula for each of our functional areas aimed at ensuring that our employees have the skills they need to perform their jobs.

We also offer continuing education programs from leading colleges and universities.

For example, the Technical Education Program provides employees an opportunity to complete corporate strategically aligned degrees and certificate programs.

We have an opportunity to grow our vehicle and financing revenue by continuing to capitalize on the strength of our established vehicle franchises and customer base and scaling our EV production through this decade.

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 Cruise driver assistance technology, and our end-to-end software platform.

Additionally, we are incubating several new businesses that we believe will enable us to attract new customers and generate revenues in new areas, like GM Defense which is helping global defense and government customers transition to a more electric, autonomous and connected future.

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

This platform is flexible and will be 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.

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’s CAMI Assembly – Canada’s first full-scale EV manufacturing facility – is the global production home of BrightDrop's Zevo 600 and Zevo 400.

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

GENERAL MOTORS COMPANY AND SUBSIDIARIES

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

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

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.

Total vehicle sales data for periods presented prior to 2022 reflect courtesy transportation vehicles used by U.S. dealers in their business.

Beginning in 2022, we stopped including such dealership courtesy transportation vehicles in total vehicle sales until such time as those vehicles were sold to the end customer.

| 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 Europe | | | 16,384 | | | | | | 2 | | | | | | — | | % | | | | 14,234 | | | | | | 2 | | | | | | — | | % | | | | 15,108 | | | | | | 2 | | | | | | — | | % |

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

| Cars | | | 3,054 | | | | | | 224 | | | | | | 7.3 | | % | | | | 2,814 | | | | | | 214 | | | | | | 7.6 | | % | | | | 3,277 | | | | | | 138 | | | | | | 4.2 | | % |

Human Capital

Our eight GM behaviors are the foundation of our culture; and how we behave encompasses key measures of our performance, including the ways we conduct ourselves as we work with one another.


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.

This unwavering commitment includes taking steps to ensure that all areas of our business are supportive of a world-class inclusive, equitable and diverse organization.

Our ability to meet the needs of a diverse and global customer base is tied closely to the behaviors of the people within our Company, which is why we are committed to fostering a culture that celebrates our differences.

This commitment is embraced at all levels of the organization, including our diverse Board of Directors, which is currently made up of almost 50% women (6 out of 13 members) and is more than 30% racially or ethnically diverse (4 out of 13 members).

Based on these longstanding values, we have a number of programs and partnerships aimed at enhancing our culture of inclusion throughout the Company.

For example, we have 12 voluntary, employee-led resource groups that provide a forum for diverse employees and allies from a variety of different backgrounds to share experiences and contribute to our collective cultural intelligence and growth.

Each group also works to attract and retain new talent and offers employees opportunities to support our Company’s diversity initiatives within the community.

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.

These investments are designed to help increase overall DEI maturity throughout our enterprise, increasing pathways for talent entry and development in the Company and foster partnerships that improve equity inside and outside of GM.

In furtherance of this goal, we invest significant resources to retain and develop our talent.

In [removed: February 2023,] [added: GM's 2023 Annual Report on Form 10-K,] GM [added: reported that in February 2023 it had] self-disclosed [added: to the EPA] 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 [removed: venture to the EPA.][added: venture.]

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 [removed: currently estimated at approximately $5.1 million, which could grow depending] [added: based] upon import activity prior to receipt of a TSCA 5(e) order.

These [removed: penalties] [added: penalties, which will continue to grow until the EPA issues a TSCA 5(e) order,] are assessed jointly and severally to GM and Ultium Cells LLC.

As of December 31, 2024, GM has incurred an estimated $14.6 million in civil penalties.

[removed: UNITED STATES SECURITIES] [added: SECURITIES] AND EXCHANGE COMMISSION

Washington, [removed: DC] [added: D.C.] 20549

For the fiscal year ended December 31, [removed: 2023][added: 2024]

[removed: ][added: ]

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: $52.9] [added: $52.2] billion as of June 30, [removed: 2023.][added: 2024.]

As of January 16, [removed: 2024] [added: 2025] there were [removed: 1,154,433,287] [added: 995,001,891] shares of common stock outstanding.

| Item 1A. | | | Risk Factors | | | | | | [removed: [13](#i54c9b176c0804fcabe51d5f8101e6190_16)] [added: [11](#i54c9b176c0804fcabe51d5f8101e6190_16)] | | |

| Item 1B. | | | Unresolved Staff Comments | | | | | | [removed: [23](#i54c9b176c0804fcabe51d5f8101e6190_19)] [added: [22](#i54c9b176c0804fcabe51d5f8101e6190_19)] | | |

| Item 1C. | | | Cybersecurity | | | | | | [removed: [23](#i54c9b176c0804fcabe51d5f8101e6190_32435593021711)] [added: [22](#i54c9b176c0804fcabe51d5f8101e6190_32435593021711)] | | |

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

| Item 3. | | | Legal Proceedings | | | | | | [removed: [25](#i54c9b176c0804fcabe51d5f8101e6190_25)] [added: [24](#i54c9b176c0804fcabe51d5f8101e6190_25)] | | |

| Item 4. | | | Mine Safety Disclosures | | | | | | [removed: [25](#i54c9b176c0804fcabe51d5f8101e6190_28)] [added: [24](#i54c9b176c0804fcabe51d5f8101e6190_28)] | | |

| Item 5. | | | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | | | | [removed: [25](#i54c9b176c0804fcabe51d5f8101e6190_34)] [added: [24](#i54c9b176c0804fcabe51d5f8101e6190_34)] | | |

| Item 6. | | | \[Reserved\] | | | | | | [removed: [27](#i54c9b176c0804fcabe51d5f8101e6190_37)] [added: [26](#i54c9b176c0804fcabe51d5f8101e6190_37)] | | |

| Item 7. | | | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | | | | | [removed: [27](#i54c9b176c0804fcabe51d5f8101e6190_40)] [added: [26](#i54c9b176c0804fcabe51d5f8101e6190_40)] | | |

| Item 7A. | | | Quantitative and Qualitative Disclosures About Market Risk | | | | | | [removed: [49](#i54c9b176c0804fcabe51d5f8101e6190_94)] [added: [47](#i54c9b176c0804fcabe51d5f8101e6190_94)] | | |

| Item 8. | | | Financial Statements and Supplementary Data | | | | | | [removed: [56](#i54c9b176c0804fcabe51d5f8101e6190_100)] [added: [54](#i54c9b176c0804fcabe51d5f8101e6190_100)] | | |

| | | | Consolidated Income Statements | | | | | | [removed: [56](#i54c9b176c0804fcabe51d5f8101e6190_103)] [added: [54](#i54c9b176c0804fcabe51d5f8101e6190_103)] | | |

| | | | Consolidated Statements of Comprehensive Income | | | | | | [removed: [56](#i54c9b176c0804fcabe51d5f8101e6190_103)] [added: [54](#i54c9b176c0804fcabe51d5f8101e6190_103)] | | |

| | | | Consolidated Balance Sheets | | | | | | [removed: [57](#i54c9b176c0804fcabe51d5f8101e6190_106)] [added: [55](#i54c9b176c0804fcabe51d5f8101e6190_106)] | | |

| | | | Consolidated Statements of Cash Flows | | | | | | [removed: [58](#i54c9b176c0804fcabe51d5f8101e6190_109)] [added: [56](#i54c9b176c0804fcabe51d5f8101e6190_109)] | | |

| | | | Consolidated Statements of Equity | | | | | | [removed: [59](#i54c9b176c0804fcabe51d5f8101e6190_112)] [added: [57](#i54c9b176c0804fcabe51d5f8101e6190_112)] | | |

| | | | Notes to Consolidated Financial Statements | | | | | | [removed: [60](#i54c9b176c0804fcabe51d5f8101e6190_115)] [added: [58](#i54c9b176c0804fcabe51d5f8101e6190_115)] | | |

| | | | Note 1. | | | Nature of Operations and Basis of Presentation | | | [removed: [60](#i54c9b176c0804fcabe51d5f8101e6190_115)] [added: [58](#i54c9b176c0804fcabe51d5f8101e6190_115)] | | |

| | | | Note 2. | | | Significant Accounting Policies | | | [removed: [60](#i54c9b176c0804fcabe51d5f8101e6190_118)] [added: [58](#i54c9b176c0804fcabe51d5f8101e6190_118)] | | |

| | | | Note 3. | | | Revenue | | | [removed: [67](#i54c9b176c0804fcabe51d5f8101e6190_121)] [added: [65](#i54c9b176c0804fcabe51d5f8101e6190_121)] | | |

| | | | Note 4. | | | Marketable and Other Securities | | | [removed: [68](#i54c9b176c0804fcabe51d5f8101e6190_127)] [added: [67](#i54c9b176c0804fcabe51d5f8101e6190_127)] | | |

| | | | Note 5. | | | GM Financial Receivables and Transactions | | | [removed: [69](#i54c9b176c0804fcabe51d5f8101e6190_130)] [added: [68](#i54c9b176c0804fcabe51d5f8101e6190_130)] | | |

| | | | Note 6. | | | Inventories | | | [removed: [72](#i54c9b176c0804fcabe51d5f8101e6190_133)] [added: [71](#i54c9b176c0804fcabe51d5f8101e6190_133)] | | |

| | | | Note 7. | | | Operating Leases | | | [removed: [72](#i54c9b176c0804fcabe51d5f8101e6190_136)] [added: [71](#i54c9b176c0804fcabe51d5f8101e6190_136)] | | |

| | | | Note 8. | | | Equity in Net Assets of Nonconsolidated Affiliates | | | [removed: [73](#i54c9b176c0804fcabe51d5f8101e6190_139)] [added: [72](#i54c9b176c0804fcabe51d5f8101e6190_139)] | | |

| | | | Note 16. | | | Commitments and Contingencies | | | [removed: [86](#i54c9b176c0804fcabe51d5f8101e6190_172)] [added: [87](#i54c9b176c0804fcabe51d5f8101e6190_172)] | | |

| | | | Note 17. | | | Income Taxes | | | [removed: [90](#i54c9b176c0804fcabe51d5f8101e6190_175)] [added: [92](#i54c9b176c0804fcabe51d5f8101e6190_175)] | | |

| | | | Note 18. | | | Restructuring and Other Initiatives | | | [removed: [92](#i54c9b176c0804fcabe51d5f8101e6190_178)] [added: [94](#i54c9b176c0804fcabe51d5f8101e6190_178)] | | |

| | | | Note 19. | | | Interest Income and Other Non-Operating Income | | | [removed: [93](#i54c9b176c0804fcabe51d5f8101e6190_181)] [added: [95](#i54c9b176c0804fcabe51d5f8101e6190_181)] | | |

| | | | Note 20. | | | Stockholders’ Equity and Noncontrolling Interests | | | [removed: [93](#i54c9b176c0804fcabe51d5f8101e6190_184)] [added: [95](#i54c9b176c0804fcabe51d5f8101e6190_184)] | | |

| | | | Note 21. | | | Earnings Per Share | | | [removed: [96](#i54c9b176c0804fcabe51d5f8101e6190_187)] [added: [98](#i54c9b176c0804fcabe51d5f8101e6190_187)] | | |

| | | | Note 22. | | | Stock Incentive Plans | | | [removed: [96](#i54c9b176c0804fcabe51d5f8101e6190_190)] [added: [98](#i54c9b176c0804fcabe51d5f8101e6190_190)] | | |

| | | | Note 23. | | | Segment Reporting | | | [removed: [97](#i54c9b176c0804fcabe51d5f8101e6190_193)] [added: [100](#i54c9b176c0804fcabe51d5f8101e6190_193)] | | |

| | | | Note 24. | | | Supplemental Information for the Consolidated Statements of Cash Flows | | | [removed: [100](#i54c9b176c0804fcabe51d5f8101e6190_196)] [added: [104](#i54c9b176c0804fcabe51d5f8101e6190_196)] | | |

UNITED STATES

TABLE OF CONTENTS

INDEX

Material risks from cybersecurity threats are managed across GM, GM Financial, [removed: Cruise and] [added: Cruise, service providers such as data processors,] third-party [removed: suppliers] [added: suppliers, dealers] and vendors, and monitoring such risks and threats [removed: is] [added: are] integrated into the [removed: Company’s] [added: Company's] overall risk management program.

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

The Company maintains [added: administrative, physical,] technical and organizational safeguards, including employee training, incident response capability reviews and exercises, cybersecurity insurance and business continuity mechanisms for the protection of the [removed: Company’s] [added: Company's] assets.

[removed: As] [added: When] cybersecurity incidents occur, the GM Cybersecurity [removed: team focuses] [added: team's focus is] on responding to and containing the threat and minimizing [removed: any business impact, as appropriate.][added: impact.]

In the event of [removed: an] [added: a cybersecurity] incident, the Cybersecurity team [added: also] 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 [removed: enforcement support,] [added: enforcement,] as appropriate.

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

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

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

The [removed: CCO] [added: CISO] 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 [removed: Company’s] [added: Company's] incident response plans, which include escalation to the [removed: CCO] [added: Risk] and [removed: the] Cybersecurity [removed: Management Board,] [added: Committee,] as [removed: appropriate.][added: appropriate, and simulated exercises.]

We recognize the importance of assessing, identifying and managing material risks associated with cybersecurity threats.

We have implemented cybersecurity policies, procedures, technologies and controls to aid in our efforts to access, identify and manage such risks.

When we become aware of a cybersecurity incident, we have defined policies and procedures to respond to and recover from such incident as quickly as possible.

Our policies and procedures are reviewed periodically for alignment with regulatory requirements and the threat landscape.

The CISO has served in this role since December 2024 and has more than 20 years of experience in various information technology, cybersecurity and software engineering roles.

The CISO's experience includes building and leading cybersecurity functions at large enterprises, startups, and research and development centers, as well as leading software engineering teams responsible for building and operating large-scale software services.

The CISO also has expertise in building and designing secure software, scalable and resilient systems, incident response practices, privacy programs and other critical security disciplines and practice areas.

The CISO holds a master's degree in information security policy and management, has taught information security courses at the graduate level, is an inventor on cybersecurity-related patents and has been a speaker at leading cybersecurity conferences.

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.

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: 2023,] [added: 2024,] 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: 32] [added: 33] countries, including equity interests in associated companies, which perform manufacturing, assembly or distribution operations.

GM Financial has [removed: 35] [added: 34] facilities, of which [removed: 22] [added: 21] are located in the U.S. The major facilities outside the U.S. are located in Brazil, Canada, China and Mexico.

Holders At January 16, [removed: 2024,] [added: 2025,] we had [removed: 1.2] [added: 1.0] billion issued and outstanding shares of common stock held by [removed: 462] [added: 444] holders of record.

It assumes $100 was invested on December 31, [removed: 2018,] [added: 2019,] with dividends being reinvested.

[removed: ][added: ]

| | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | |

| Dow Jones Automobile & Parts Titans 30 Index | | | $ | 100 | | | | | $ | [removed: 114] [added: 151] | | | | | $ | [removed: 172] [added: 188] | | | | | $ | [removed: 215] [added: 128] | | | | | $ | [removed: 146] [added: 170] | | | | | $ | [removed: 194] [added: 183] | |

Purchases of Equity Securities The following table summarizes our purchases of common stock in the three months ended December 31, [removed: 2023:][added: 2024:]

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

[removed: (a) Shares] [added: (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) [added: 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: Performance Stock Units (PSUs)] [added: PSUs] or other stock-based awards to selected employees, consultants, advisors and non-employee Directors of the Company.

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

[removed: On] [added: (b)During the three months ended] December [removed: 1,] [added: 31,] 2023, [removed: pursuant to the agreements] [added: we] entered into [removed: in connection with] the [removed: ASR] [added: accelerated share repurchase (ASR) agreements] (collectively, the ASR [removed: Agreements), we advanced the] [added: Agreements) to repurchase an] aggregate [removed: amount of] $10.0 billion [added: of common stock,] and [added: we] received [added: and immediately retired] approximately 215 million shares of our common stock [removed: with] [added: (68% of the $10.0 billion aggregate purchase price calculated on the basis of] a [removed: value] [added: price] of [removed: $6.8 billion, which were immediately retired.][added: $31.60 per share, the closing share price of our common stock on November 29, 2023).]

[removed: (c) The] [added: (c)The] weighted-average price paid per share excludes broker commissions.

| General Motors Company | | | $ | 100 | | | | | $ | 121 | | | | | $ | 170 | | | | | $ | 98 | | | | | $ | 106 | | | | | $ | 159 | |

| S&P 500 Stock Index | | | $ | 100 | | | | | $ | 118 | | | | | $ | 152 | | | | | $ | 125 | | | | | $ | 158 | | | | | $ | 197 | |

| October 1, 2024 through October 31, 2024 | | | | | | | | | | | | | | | | | | | | | | | |

| Final settlement of ASR(b) | | | 19,078,910 | | | | | | | | | | | | 19,078,910 | | | | | | | | |

| Other shares purchased | | | 8,946,822 | | | | | | $ | 48.77 | | | | | 8,789,744 | | | | | | $4.6 billion | | |

| November 1, 2024 through November 30, 2024 | | | | | | | | | | | | | | | | | | | | | | | |

| Final settlement of ASR(b) | | | 6,213,168 | | | | | | | | | | | | 6,213,168 | | | | | | | | |

| Other shares purchased | | | 44,026,509 | | | | | | $ | 55.88 | | | | | 44,026,379 | | | | | | $2.1 billion | | |

| December 1, 2024 through December 31, 2024 | | | 33,860,946 | | | | | | $ | 52.51 | | | | | 33,860,946 | | | | | | $0.3 billion | | |

| Total | | | 112,126,355 | | | | | | $ | 53.83 | | | | | 111,969,147 | | | | | | | | |

In March 2024, upon the first settlement of the transactions contemplated under the ASR Agreements, we received approximately 4 million additional shares of our common stock, which were immediately retired.

There were no settlements under the ASR Agreements in the three months ended June 30, 2024 or September 30, 2024.

In the three months ended December 31, 2024, upon the final settlement of the transactions contemplated under the ASR Agreements, we received approximately 25 million additional shares, which were immediately retired.

The final number of shares received was based on the average of the daily volume-weighted average prices of our common stock during the term of the ASR Agreements, less a discount pursuant to the terms and conditions of the ASR Agreements.

In June 2024, our Board of Directors approved a new share repurchase authorization to repurchase up to an additional $6.0 billion of our outstanding common stock.

At December 31, 2024, we had $0.3 billion in capacity remaining under the share repurchase program, 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 | | | | | | | | |

(b) In January 2017, we announced that our Board of Directors had authorized the purchase of up to $5.0 billion of our common stock with no expiration date.

In August 2022, 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.

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.

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | | | |

| Automotive | | | $ | [removed: 157,658] [added: 171,606] | | | | | $ | [removed: 143,975] [added: 157,658] | | | | | $ | [removed: 113,590] [added: 143,975] | | | | | | | |

| GM Financial | | | [removed: 14,184] [added: 15,836] | | | | | | [removed: 12,760] [added: 14,184] | | | | | | [removed: 13,414] [added: 12,760] | | | | | | | | |

| Total net sales and revenue (Note 3) | | | [removed: 171,842] [added: 187,442] | | | | | | [removed: 156,735] [added: 171,842] | | | | | | [removed: 127,004] [added: 156,735] | | | | | | | | |

| Automotive and other cost of sales | | | [removed: 141,330] [added: 151,065] | | | | | | [removed: 126,892] [added: 141,330] | | | | | | [removed: 100,544] [added: 126,892] | | | | | | | | |

| GM Financial interest, operating and other expenses | | | [removed: 11,374] [added: 12,972] | | | | | | [removed: 8,862] [added: 11,374] | | | | | | [removed: 8,582] [added: 8,862] | | | | | | | | |

| Automotive and other selling, general and administrative expense | | | [removed: 9,840] [added: 10,621] | | | | | | [removed: 10,667] [added: 9,840] | | | | | | [removed: 8,554] [added: 10,667] | | | | | | | | |

| Total costs and expenses | | | [removed: 162,544] [added: 174,658] | | | | | | [removed: 146,421] [added: 162,544] | | | | | | [removed: 117,680] [added: 146,421] | | | | | | | | |

| Operating income (loss) | | | [removed: 9,298] [added: 12,784] | | | | | | [removed: 10,315] [added: 9,298] | | | | | | [removed: 9,324] [added: 10,315] | | | | | | | | |

| Automotive interest expense | | | [removed: 911] [added: 846] | | | | | | [removed: 987] [added: 911] | | | | | | [removed: 950] [added: 987] | | | | | | | | |

| Interest income and other non-operating income, net (Note 19) | | | [removed: 1,537] [added: 1,257] | | | | | | [removed: 1,432] [added: 1,537] | | | | | | [removed: 3,041] [added: 1,432] | | | | | | | | |

| Equity income (loss) (Note 8) | | | [removed: 480] [added: (4,675)] | | | | | | [removed: 837] [added: 480] | | | | | | [removed: 1,301] [added: 837] | | | | | | | | |

| Income (loss) before income taxes | | | [removed: 10,403] [added: 8,519] | | | | | | [removed: 11,597] [added: 10,403] | | | | | | [removed: 12,716] [added: 11,597] | | | | | | | | |

| Income tax expense (benefit) (Note 17) | | | [removed: 563] [added: 2,556] | | | | | | [removed: 1,888] [added: 563] | | | | | | [removed: 2,771] [added: 1,888] | | | | | | | | |

| Net income (loss) | | | [removed: 9,840] [added: 5,963] | | | | | | [removed: 9,708] [added: 9,840] | | | | | | [removed: 9,945] [added: 9,708] | | | | | | | | |

| Net loss (income) attributable to noncontrolling interests | | | [removed: 287] [added: 45] | | | | | | [removed: 226] [added: 287] | | | | | | [removed: 74] [added: 226] | | | | | | | | |

| Net income (loss) attributable to stockholders | | | $ | [removed: 10,127] [added: 6,008] | | | | | $ | [removed: 9,934] [added: 10,127] | | | | | $ | [removed: 10,019] [added: 9,934] | | | | | | | |

| Net income (loss) attributable to common stockholders | | | $ | [removed: 10,022] [added: 7,189] | | | | | $ | [removed: 8,915] [added: 10,022] | | | | | $ | [removed: 9,837] [added: 8,915] | | | | | | | |

| Basic earnings per common share | | | $ | [removed: 7.35] [added: 6.45] | | | | | $ | [removed: 6.17] [added: 7.35] | | | | | $ | [removed: 6.78] [added: 6.17] | | | | | | | |

| Weighted-average common shares outstanding – basic | | | [removed: 1,364] [added: 1,115] | | | | | | [removed: 1,445] [added: 1,364] | | | | | | [removed: 1,451] [added: 1,445] | | | | | | | | |

| Diluted earnings per common share | | | $ | [removed: 7.32] [added: 6.37] | | | | | $ | [removed: 6.13] [added: 7.32] | | | | | $ | [removed: 6.70] [added: 6.13] | | | | | | | |

| Weighted-average common shares outstanding – diluted | | | [removed: 1,369] [added: 1,129] | | | | | | [removed: 1,454] [added: 1,369] | | | | | | [removed: 1,468] [added: 1,454] | | | | | | | | |

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Net income (loss) | | | $ | [removed: 9,840] [added: 5,963] | | | | | $ | [removed: 9,708] [added: 9,840] | | | | | $ | [removed: 9,945] [added: 9,708] | |

| Foreign currency translation adjustments and other | | | [removed: 458] [added: (1,133)] | | | | | | [removed: (340)] [added: 458] | | | | | | [removed: 80] [added: (340)] | | |

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