Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Basis of Presentation This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) should be read in conjunction with the accompanying condensed consolidated financial statements and the notes thereto, and the audited consolidated financial statements and notes thereto included in our 2022 Form 10-K.

Forward-looking statements in this MD&A are not guarantees of future performance and may involve risks and uncertainties that could cause actual results to differ materially from those projected. Refer to the "Forward-Looking Statements" section of this MD&A and Part 1, Item 1A. Risk Factors of our 2022 Form 10-K for a discussion of these risks and uncertainties. Except for per share amounts or as otherwise specified, dollar amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding.

Non-GAAP Measures Our non-GAAP measures include: EBIT-adjusted, presented net of noncontrolling interests; EBT-adjusted for our GM Financial segment; EPS-diluted-adjusted; effective tax rate-adjusted (ETR-adjusted); return on invested capital-adjusted (ROIC-adjusted) and adjusted automotive free cash flow. Our calculation of these non-GAAP measures may not be comparable to similarly titled measures of other companies due to potential differences between companies in the method of calculation. As a result, the use of these non-GAAP measures has limitations and should not be considered superior to, in isolation from, or as a substitute for, related U.S. GAAP measures.

These non-GAAP measures allow management and investors to view operating trends, perform analytical comparisons and benchmark performance between periods and among geographic regions to understand operating performance without regard to items we do not consider a component of our core operating performance. Furthermore, these non-GAAP measures allow investors the opportunity to measure and monitor our performance against our externally communicated targets and evaluate the investment decisions being made by management to improve ROIC-adjusted. Management uses these measures in its financial, investment and operational decision-making processes, for internal reporting and as part of its forecasting and budgeting processes. Further, our Board of Directors uses certain of these, and other measures, as key metrics to determine management performance under our performance-based compensation plans. For these reasons, we believe these non-GAAP measures are useful for our investors.

EBIT-adjusted EBIT-adjusted is presented net of noncontrolling interests and is used by management and can be used by investors to review our consolidated operating results because it excludes automotive interest income, automotive interest expense and income taxes as well as certain additional adjustments that are not considered part of our core operations. Examples of adjustments to EBIT include, but are not limited to, impairment charges on long-lived assets and other exit costs resulting from strategic shifts in our operations or discrete market and business conditions, and certain costs arising from legal matters. For EBIT-adjusted and our other non-GAAP measures, once we have made an adjustment in the current period for an item, we will also adjust the related non-GAAP measure in any future periods in which there is an impact from the item. Our corresponding measure for our GM Financial segment is EBT-adjusted because interest income and interest expense are part of operating results when assessing and measuring the operational and financial performance of the segment.

EPS-diluted-adjusted EPS-diluted-adjusted is used by management and can be used by investors to review our consolidated diluted EPS results on a consistent basis. EPS-diluted-adjusted is calculated as net income attributable to common stockholders-diluted less adjustments noted above for EBIT-adjusted and certain income tax adjustments divided by weighted-average common shares outstanding-diluted. Examples of income tax adjustments include the establishment or reversal of significant deferred tax asset valuation allowances.

ETR-adjusted ETR-adjusted is used by management and can be used by investors to review the consolidated effective tax rate for our core operations on a consistent basis. ETR-adjusted is calculated as Income tax expense less the income tax related to the adjustments noted above for EBIT-adjusted and the income tax adjustments noted above for EPS-diluted-adjusted divided by Income before income taxes less adjustments. When we provide an expected adjusted effective tax rate, we do not provide an expected effective tax rate because the U.S. GAAP measure may include significant adjustments that are difficult to predict.

ROIC-adjusted ROIC-adjusted is used by management and can be used by investors to review our investment and capital allocation decisions. We define ROIC-adjusted as EBIT-adjusted for the trailing four quarters divided by ROIC-adjusted average net assets, which is considered to be the average equity balances adjusted for average automotive debt and interest liabilities, exclusive of finance leases; average automotive net pension and OPEB liabilities; and average automotive net income tax assets during the same period.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Adjusted automotive free cash flow Adjusted automotive free cash flow is used by management and can be used by investors to review the liquidity of our automotive operations and to measure and monitor our performance against our capital allocation program and evaluate our automotive liquidity against the substantial cash requirements of our automotive operations. We measure adjusted automotive free cash flow as automotive operating cash flow from operations less capital expenditures adjusted for management actions. Management actions can include voluntary events such as discretionary contributions to employee benefit plans or nonrecurring specific events such as a closure of a facility that are considered special for EBIT-adjusted purposes. Refer to the "Liquidity and Capital Resources" section of this MD&A for additional information.

The following table reconciles Net income attributable to stockholders under U.S. GAAP to EBIT-adjusted:


	Three Months Ended
	September 30,				June 30,				March 31,				December 31,
	2023		2022		2023		2022		2023		2022		2022		2021
Net income attributable to stockholders	$	3,064	$	3,305	$	2,566	$	1,692	$	2,395	$	2,939	$	1,999	$	1,741
Income tax expense (benefit)	470		845		522		490		428		(28)		580		471
Automotive interest expense	229		259		226		234		234		226		267		227
Automotive interest income	(322)		(122)		(251)		(73)		(229)		(50)		(215)		(44)
Adjustments
Buick dealer strategy(a)	93		—		246		—		99		—		511		—
Voluntary separation program(b)	30		—		—		—		875		—		—		—
GM Korea wage litigation(c)	—		—		(76)		—		—		—		—		—
Russia exit(d)	—		—		—		—		—		—		657		—
Cruise compensation modifications(e)	—		—		—		—		—		1,057		—		—

Patent royalty matters(f)	—		—		—		—		—		(100)		—		250
GM Brazil indirect tax matters(g)	—		—		—		—		—		—		—		194










Total adjustments	123		—		170		—		974		957		1,168		444
EBIT-adjusted	$	3,564	$	4,287	$	3,234	$	2,343	$	3,803	$	4,044	$	3,799	$	2,839

(a)These adjustments were excluded because they relate to strategic activities to transition certain Buick dealers out of our dealer network as part of Buick’s EV strategy.

(b)These adjustments were excluded because they relate to the acceleration of attrition as part of the cost reduction program announced in January 2023, primarily in the United States.

(c)This adjustment was excluded because it relates to the partial resolution of subcontractor matters in Korea.

(d)This adjustment was excluded because it relates to the shutdown of our Russia business including the write off of our net investment and release of accumulated translation losses into earnings.

(e)This adjustment was excluded because it relates to the one-time modification of Cruise stock incentive awards.

(f)These adjustments were excluded because they relate to certain royalties accrued with respect to past-year vehicle sales in the three months ended December 31, 2021, and the resolution of substantially all of these matters in the three months ended March 31, 2022.

(g)This adjustment was excluded because it relates to a settlement with third parties in the three months ended December 31, 2021, relating to retrospective recoveries of indirect taxes in Brazil realized in prior periods.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

The following table reconciles diluted earnings per common share under U.S. GAAP to EPS-diluted-adjusted:


	Three Months Ended								Nine Months Ended
	September 30, 2023				September 30, 2022				September 30, 2023				September 30, 2022
	Amount		Per Share		Amount		Per Share		Amount		Per Share		Amount		Per Share
Diluted earnings per common share	$	3,038	$	2.20	$	3,278	$	2.25	$	7,946	$	5.72	$	6,931	$	4.73
Adjustments(a)	123		0.09		—		—		1,267		0.91		957		0.65
Tax effect on adjustments(b)	(25)		(0.02)		—		—		(324)		(0.23)		(296)		(0.20)
Tax adjustments(c)	—		—		—		—		—		—		(482)		(0.33)
Deemed dividend adjustment(d)	—		—		—		—		—		—		909		0.62
EPS-diluted-adjusted	$	3,136	$	2.28	$	3,278	$	2.25	$	8,889	$	6.40	$	8,019	$	5.48

(a)Refer to the reconciliation of Net income attributable to stockholders under U.S. GAAP to EBIT-adjusted within this section of MD&A for the details of each individual adjustment.

(b)The tax effect of each adjustment is determined based on the tax laws and valuation allowance status of the jurisdiction to which the adjustment relates.

(c)This adjustment consists of tax benefit related to the release of a valuation allowance against deferred tax assets considered realizable as a result of Cruise tax reconsolidation in the nine months ended September 30, 2022. This adjustment was excluded because significant impacts of valuation allowances are not considered part of our core operations.

(d)This adjustment consists of a deemed dividend related to the redemption of Cruise preferred shares from SoftBank in the nine months ended September 30, 2022.

The following table reconciles our effective tax rate under U.S. GAAP to ETR-adjusted:


	Three Months Ended												Nine Months Ended
	September 30, 2023						September 30, 2022						September 30, 2023						September 30, 2022
	Income before income taxes		Income tax expense (benefit)		Effective tax rate		Income before income taxes		Income tax expense (benefit)		Effective tax rate		Income before income taxes		Income tax expense (benefit)		Effective tax rate		Income before income taxes		Income tax expense (benefit)		Effective tax rate
Effective tax rate	$	3,464	$	470	13.6	%	$	4,097	$	845	20.6	%	$	9,267	$	1,421	15.3	%	$	9,009	$	1,308	14.5	%
Adjustments(a)	123		25				—		—				1,267		324				1,053		296
Tax adjustments(b)			—						—						—						482
ETR-adjusted	$	3,587	$	495	13.8	%	$	4,097	$	845	20.6	%	$	10,534	$	1,745	16.6	%	$	10,062	$	2,086	20.7	%

(a)Refer to the reconciliation of Net income attributable to stockholders under U.S. GAAP to EBIT-adjusted within this section of MD&A for adjustment details. These adjustments include Net income attributable to noncontrolling interests where applicable. The tax effect of each adjustment is determined based on the tax laws and valuation allowance status of the jurisdiction to which the adjustment relates.

(b)Refer to the reconciliation of diluted earnings per common share under U.S. GAAP to EPS-diluted-adjusted within this section of MD&A for adjustment details.

We define return on equity (ROE) as Net income attributable to stockholders for the trailing four quarters divided by average equity for the same period. Management uses average equity to provide comparable amounts in the calculation of ROE. The following table summarizes the calculation of ROE (dollars in billions):


	Four Quarters Ended
	September 30, 2023			September 30, 2022
Net income attributable to stockholders	$	10.0		$	9.7
Average equity(a)	$	72.8		$	64.9
ROE	13.8		%	14.9		%

(a)Includes equity of noncontrolling interests where the corresponding earnings (loss) are included in Net income attributable to stockholders.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

The following table summarizes the calculation of ROIC-adjusted (dollars in billions):


	Four Quarters Ended
	September 30, 2023			September 30, 2022
EBIT-adjusted(a)	$	14.4		$	13.5
Average equity(b)	$	72.8		$	64.9
Add: Average automotive debt and interest liabilities (excluding finance leases)	16.6			17.3
Add: Average automotive net pension & OPEB liability	7.5			10.2

Less: Average automotive and other net income tax asset	(20.5)			(21.3)
ROIC-adjusted average net assets	$	76.4		$	71.1
ROIC-adjusted	18.9		%	19.0		%

(a)Refer to the reconciliation of Net income attributable to stockholders under U.S. GAAP to EBIT-adjusted within this section of MD&A.

(b)Includes equity of noncontrolling interests where the corresponding earnings (loss) are included in EBIT-adjusted.

Overview Our vision for the future is a world with zero crashes, zero emissions and zero congestion, which guides our growth-focused strategy to invest in EVs and AVs, software-enabled services and subscriptions and new business opportunities, while strengthening our market position in profitable internal combustion engine (ICE) vehicles, such as trucks and SUVs. We will execute our strategy with a diverse team and a steadfast commitment to good citizenship through sustainable operations and a leading health and safety culture.

We continue to monitor the macro-economic environment, including higher interest rates and inflationary pressures. Supply chain and logistics challenges continue but remain manageable. This has led to increased production and also increased availability for U.S. dealer inventory compared to December 2022. Pricing continues to remain strong due to robust demand for our products.

In January 2023, we announced our intention to implement a cost reduction program to reduce fixed costs by $2.0 billion on an annual run rate basis by 2024. In March 2023, we took the initial steps and announced performance-based exits and a 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 expect the remaining $1.0 billion will come from reducing complexity across the vehicle portfolio and throughout the business, prioritizing growth initiatives and reducing overhead and discretionary costs. We have also identified another $1.0 billion of cost reductions to offset increased depreciation and amortization over the course of 2023 and 2024 as we continue to focus on growth initiatives and strategic ICE and EV investments. Refer to the Consolidated Results and regional sections of this MD&A for additional information.

Our collectively bargained labor agreement with the International Union, United Automobile, Aerospace and Agricultural Implement Workers of America (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 have intermittently expanded the strike to additional facilities since then, causing stoppages to some vehicle production and parts distribution activities across our U.S. operations resulting in an unfavorable impact to EBIT-adjusted of approximately $0.2 billion in the three months ended September 30, 2023 and an additional $0.6 billion through October 24, 2023. Going forward, we estimate the ongoing impact of the UAW strike to be $0.4 billion per week, inclusive of additional work stoppages announced by the UAW on October 24, 2023. We continue to negotiate a new labor agreement with the UAW. A prolonged work stoppage could have a material adverse effect on our business. Due to the ongoing uncertainty related to these negotiations, we are suspending our 2023 guidance.

We also face continuing market, operating and regulatory challenges in several countries across the globe due to, among other factors, competitive pressures, our product portfolio offerings, heightened emission standards, potentially weakening economic conditions, labor disruptions, foreign exchange volatility, evolving trade policy and political uncertainty. Refer to Part I, Item 1A. Risk Factors of our 2022 Form 10-K for a discussion of these challenges.

As we continue to assess our performance and the needs of our evolving business, additional restructuring and rationalization actions could be required. These actions could give rise to future asset impairments or other charges, which may have a material impact on our operating results.

On August 16, 2022, the Inflation Reduction Act (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

GENERAL MOTORS COMPANY AND SUBSIDIARIES

affect net income in the future. The nine month impact through September 30, 2023 was primarily lower material costs. We will continue to evaluate the IRA impacts on our financial results as additional regulatory guidance is issued.

GMNA Industry sales in North America were 14.6 million units in the nine months ended September 30, 2023, representing an increase of 14.4% compared to the corresponding period in 2022. U.S. industry sales were 12.0 million units in the nine months ended September 30, 2023, representing an increase of 14.0% compared to the corresponding period in 2022.

Our total vehicle sales in the U.S., our largest market in North America, were 2.0 million units for market share of 16.4% in the nine months ended September 30, 2023, representing an increase of 0.7 percentage points compared to the corresponding period in 2022.

We expect to sustain relatively strong EBIT-adjusted margins in 2023 on the continued strength of vehicle pricing and healthy U.S. industry demand, as well as fixed cost reduction efforts, partially offset by elevated costs associated with commodities, raw materials and logistics. Our outlook is dependent on the pricing environment, continuing improvement of supply chain availability, continuity of production and overall economic conditions. As a result of supply chain and labor disruptions, we experienced interruptions to our planned production schedules and continue to prioritize production of our most popular and in-demand products, including our full-size trucks, full-size SUVs and EVs.

GMI Industry sales in China were 17.8 million units in the nine months ended September 30, 2023, representing an increase of 3.5% compared to the corresponding period in 2022. Our total vehicle sales in China were 1.5 million units for market share of 8.6% in the nine months ended September 30, 2023, representing a decrease of 1.5 percentage points compared to the corresponding period in 2022. The ongoing supply chain disruptions, global macro-economic impact 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 nine months ended September 30, 2023. Although price competition, growing customer acceptance of domestic brands and a more challenging regulatory environment related to emissions, fuel consumption and new energy vehicles will place pressure on our operations in China, we will continue to build upon our strong brands, network, and partnerships in China as well as drive improvements in vehicle mix and cost.

Outside of China, industry sales were 18.8 million units in the nine months ended September 30, 2023, representing an increase of 6.2% compared to the corresponding period in 2022. Our total vehicle sales outside of China were 0.7 million units for a market share of 4.0% in the nine months ended September 30, 2023, which is comparable to the corresponding period in 2022.

At September 30, 2023, our Korean operating business had a deferred tax asset valuation allowance of $1.0 billion. As a result of improving actual and forecasted financial performance, our conclusion regarding the need for a valuation allowance could change, leading to the reversal of all or a significant portion of our valuation allowance for Korea in the three months ending December 31, 2023. This would result in a significant benefit to earnings for the three months ending December 31, 2023.

Cruise Cruise is currently operating in San Francisco, California, and Austin, Texas, and is testing in multiple other U.S. cities. In October 2023, NHTSA opened an investigation into Cruise to determine whether Cruise AVs exercise appropriate caution around pedestrians. On October 24, 2023, in connection with an accident involving a pedestrian in San Francisco in early October, the California Department of Motor Vehicles (DMV) suspended Cruise's permits to operate AVs in California without a safety driver. Cruise is cooperating with NHTSA, the California DMV, the California Public Utilities Commission and local law enforcement in connection with these matters.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Vehicle Sales The principal factors that determine consumer vehicle preferences in the markets in which we operate include overall vehicle design, price, quality, available options, safety, reliability, fuel economy and functionality. Market leadership in individual countries in which we compete varies widely.

We present both wholesale and total vehicle sales data to assist in the analysis of our revenue and our market share. Wholesale vehicle sales data consists of sales to GM's dealers and distributors as well as sales to the U.S. Government and excludes vehicles sold by our joint ventures. Wholesale vehicle sales data correlates to our revenue recognized from the sale of vehicles, which is the largest component of Automotive net sales and revenue. In the nine months ended September 30, 2023, 28.8% 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):


	Three Months Ended						Nine Months Ended
	September 30, 2023			September 30, 2022			September 30, 2023			September 30, 2022
GMNA	810	82.5	%	784	81.2	%	2,365	83.7	%	2,139	81.9	%
GMI	171	17.5	%	182	18.8	%	459	16.3	%	474	18.1	%
Total	981	100.0	%	966	100.0	%	2,824	100.0	%	2,613	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) certain vehicles used by dealers in their business. Total vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on our percentage ownership interest in the joint venture. Certain joint venture agreements in China allow for the contractual right to report vehicle sales of non-GM trademarked vehicles by those joint ventures, which are included in the total vehicle sales we report for China. While total vehicle sales data does not correlate directly to the revenue we recognize during a particular period, we believe it is indicative of the underlying demand for our vehicles. Total vehicle sales data represents management's good faith estimate based on sales reported by GM's dealers, distributors, and joint ventures, commercially available data sources such as registration and insurance data, and internal estimates and forecasts when other data is not available.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

The following table summarizes industry and GM total vehicle sales and our related competitive position by geographic region (vehicles in thousands):


	Three Months Ended								Nine Months Ended
	September 30, 2023				September 30, 2022				September 30, 2023				September 30, 2022
	Industry	GM	Market Share		Industry	GM	Market Share		Industry	GM	Market Share		Industry	GM	Market Share
North America
United States	4,092	674	16.5	%	3,512	556	15.8	%	11,993	1,970	16.4	%	10,519	1,651	15.7	%
Other	934	122	13.0	%	773	107	13.9	%	2,648	338	12.8	%	2,275	300	13.2	%
Total North America	5,026	796	15.8	%	4,285	663	15.5	%	14,641	2,308	15.8	%	12,794	1,950	15.2	%
Asia/Pacific, Middle East and Africa
China(a)	6,497	542	8.3	%	6,337	630	9.9	%	17,756	1,530	8.6	%	17,156	1,727	10.1	%
Other	5,373	161	3.0	%	5,039	117	2.3	%	16,106	412	2.6	%	15,014	381	2.5	%
Total Asia/Pacific, Middle East and Africa	11,870	703	5.9	%	11,376	747	6.6	%	33,862	1,942	5.7	%	32,170	2,109	6.6	%
South America
Brazil	631	87	13.8	%	584	88	15.0	%	1,628	236	14.5	%	1,501	203	13.5	%
Other	353	33	9.3	%	413	42	10.2	%	1,079	98	9.1	%	1,198	124	10.3	%
Total South America	983	120	12.2	%	997	130	13.0	%	2,707	334	12.3	%	2,699	327	12.1	%
Total in GM markets	17,879	1,619	9.1	%	16,658	1,539	9.2	%	51,210	4,584	9.0	%	47,662	4,386	9.2	%
Total Europe	3,851	1	—	%	3,343	—	—	%	12,252	2	—	%	10,398	1	—	%
Total Worldwide(b)(c)	21,731	1,619	7.5	%	20,001	1,539	7.7	%	63,462	4,585	7.2	%	58,061	4,388	7.6	%
United States
Cars	790	55	7.0	%	688	49	7.2	%	2,332	183	7.9	%	2,098	152	7.3	%
Trucks	1,084	343	31.7	%	1,000	299	29.9	%	3,214	982	30.6	%	2,887	899	31.2	%
Crossovers	2,218	276	12.4	%	1,823	207	11.4	%	6,447	804	12.5	%	5,534	599	10.8	%
Total United States	4,092	674	16.5	%	3,512	556	15.8	%	11,993	1,970	16.4	%	10,519	1,651	15.7	%
China(a)
SGMS		246				298				659				766
SGMW		296				332				871				962
Total China	6,497	542	8.3	%	6,337	630	9.9	%	17,756	1,530	8.6	%	17,156	1,727	10.1	%

(a)Includes sales by the Automotive China JVs: SAIC General Motors Sales Co., Ltd. (SGMS) and SAIC GM Wuling Automobile Co., Ltd. (SGMW).

(b)Cuba, Iran, North Korea, Sudan and Syria are subject to broad economic sanctions. Accordingly, these countries are excluded from industry sales data and corresponding calculation of market share.

(c)As of March 2022, GM is no longer importing vehicles or parts to Russia, Belarus and certain sanctioned provinces in Ukraine.

As discussed above, total vehicle sales and market share data provided in the table above includes fleet vehicles. Certain fleet transactions, particularly sales to daily rental car companies, are generally less profitable than retail sales to end customers. The following table summarizes estimated fleet sales and those sales as a percentage of total vehicle sales (vehicles in thousands):


	Three Months Ended				Nine Months Ended
	September 30, 2023		September 30, 2022		September 30, 2023		September 30, 2022
GMNA	165		116		538		406
GMI	131		126		339		289
Total fleet sales	296		242		877		695

Fleet sales as a percentage of total vehicle sales	18.3	%	15.7	%	19.1	%	15.8	%

GENERAL MOTORS COMPANY AND SUBSIDIARIES

GM Financial We believe that offering a comprehensive suite of financing products will generate incremental sales of our vehicles, drive incremental GM Financial earnings and help support our sales throughout various economic cycles. GM Financial's leasing program is exposed to residual values, which are heavily dependent on used vehicle prices. Gains on terminations of leased vehicles of $0.2 billion and $0.7 billion were included in GM Financial interest, operating and other expenses for the three and nine months ended September 30, 2023, compared to gains of $0.3 billion and $1.0 billion in the corresponding periods in 2022. The decrease in gains is primarily due to higher leased portfolio net book values at termination and fewer terminated leases. 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):


	September 30, 2023					December 31, 2022
	Residual Value		Units	Percentage		Residual Value		Units	Percentage
Crossovers	$	13,214	669	67.3	%	$	14,207	736	67.3	%
Trucks	6,825		214	21.6	%	6,961		228	20.9	%
SUVs	2,410		60	6.1	%	2,595		66	6.0	%
Cars	790		50	5.0	%	964		63	5.8	%
Total	$	23,238	994	100.0	%	$	24,727	1,092	100.0	%

GM Financial's penetration of our retail sales in the U.S. was 43% in the nine months ended September 30, 2023 and 45% in the corresponding period in 2022. Penetration levels vary depending on incentive financing programs available and competing third-party financing products in the market. GM Financial's prime loan originations as a percentage of total loan originations in North America increased to 82% in the nine months ended September 30, 2023 from 80% in the corresponding period in 2022. In the nine months ended September 30, 2023, GM Financial's revenue consisted of leased vehicle income of 52%, retail finance charge income of 36% and commercial finance charge income of 6%.

Consolidated Results We review changes in our results of operations under five categories: Volume, Mix, Price, Cost and Other. Volume measures the impact of changes in wholesale vehicle volumes driven by industry volume, market share and changes in dealer stock levels. Mix measures the impact of changes to the regional portfolio due to product, model, trim, country and option penetration in current year wholesale vehicle volumes. Price measures the impact of changes related to Manufacturer’s Suggested Retail Price and various sales allowances. Cost primarily includes: (1) material and freight; (2) manufacturing, engineering, advertising, administrative and selling and warranty expense; and (3) non-vehicle related activity. Other primarily includes foreign exchange and non-vehicle related automotive revenues as well as equity income or loss from our nonconsolidated affiliates. Refer to the regional sections of this MD&A for additional information.

Total Net Sales and Revenue


	Three Months Ended					Favorable/ (Unfavorable)		%			Variance Due To
September 30, 2023			September 30, 2022					Volume		Mix			Price			Other
											(Dollars in billions)
GMNA	$	36,106		$	34,691	$	1,415	4.1	%		$	1.1		$	(0.6)		$	0.6	$	0.3
GMI	4,330			3,980		350		8.8	%		$	(0.2)		$	0.2		$	0.3	$	—
Corporate	67			32		35		n.m.						$	—				$	—
Automotive	40,503			38,703		1,800		4.7	%		$	0.9		$	(0.3)		$	0.9	$	0.4
Cruise	25			25		—		—	%					$	—
GM Financial	3,641			3,187		454		14.2	%										$	0.5
Eliminations/reclassifications	(38)			(27)		(11)		(40.7)	%					$	—				$	—
Total net sales and revenue	$	44,131		$	41,889	$	2,242	5.4	%		$	0.9		$	(0.3)		$	0.9	$	0.8

n.m. = not meaningful

GENERAL MOTORS COMPANY AND SUBSIDIARIES



	Nine Months Ended					Favorable/ (Unfavorable)		%			Variance Due To
September 30, 2023			September 30, 2022					Volume		Mix			Price			Other
											(Dollars in billions)
GMNA	$	106,214		$	92,907	$	13,307	14.3	%		$	8.7		$	1.1		$	2.8	$	0.8
GMI	12,011			11,100		911		8.2	%		$	(0.3)		$	0.6		$	0.9	$	(0.3)
Corporate	177			132		45		34.1	%					$	—				$	—
Automotive	118,403			104,140		14,263		13.7	%		$	8.4		$	1.7		$	3.7	$	0.5
Cruise	76			76		—		—	%					$	—
GM Financial	10,482			9,489		993		10.5	%										$	1.0
Eliminations/reclassifications	(98)			(79)		(19)		(24.1)	%					$	—				$	—
Total net sales and revenue	$	128,863		$	113,627	$	15,236	13.4	%		$	8.4		$	1.7		$	3.7	$	1.5

Refer to the regional sections of this MD&A for additional information on Volume, Mix, Price and Other.

Automotive and Other Cost of Sales


	Three Months Ended				Favorable/ (Unfavorable)		%			Variance Due To
	September 30, 2023		September 30, 2022						Volume	Mix		Cost		Other
										(Dollars in billions)
GMNA	$	31,045	$	29,326	$	(1,719)	(5.9)	%		$	(0.7)	$	(0.1)	$	(0.8)	$	(0.2)
GMI	3,966		3,773		(193)		(5.1)	%		$	0.2	$	(0.2)	$	(0.2)	$	—
Corporate	130		135		5		3.7	%				$	—	$	—	$	—
Cruise	706		467		(239)		(51.2)	%				$	—	$	(0.2)
Eliminations	(5)		—		5		n.m.					$	—	$	—
Total automotive and other cost of sales	$	35,842	$	33,700	$	(2,142)	(6.4)	%		$	(0.6)	$	(0.3)	$	(1.2)	$	(0.1)

n.m. = not meaningful


	Nine Months Ended				Favorable/ (Unfavorable)		%			Variance Due To
	September 30, 2023		September 30, 2022						Volume	Mix		Cost		Other
										(Dollars in billions)
GMNA	$	91,889	$	79,580	$	(12,309)	(15.5)	%		$	(6.3)	$	(1.2)	$	(4.9)	$	0.1
GMI	10,704		10,244		(460)		(4.5)	%		$	0.2	$	(0.4)	$	(0.5)	$	0.2
Corporate	325		397		72		18.1	%				$	—	$	—	$	0.1
Cruise	1,811		2,094		283		13.5	%				$	—	$	0.3
Eliminations	(7)		(2)		5		n.m.					$	—	$	—
Total automotive and other cost of sales	$	104,721	$	92,314	$	(12,407)	(13.4)	%		$	(6.1)	$	(1.6)	$	(5.2)	$	0.4

n.m. = not meaningful

In the three months ended September 30, 2023, increased Cost was primarily due to: (1) increased EV-related costs of $0.4 billion; (2) increased other cost of sales of $0.3 billion; (3) increased costs of $0.2 billion primarily related to parts and accessories sales; and (4) increased campaigns and other warranty-related costs of $0.2 billion.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

In the nine months ended September 30, 2023, increased Cost was primarily due to: (1) increased campaigns and other warranty-related costs of $2.0 billion; (2) charges of $0.7 billion related to the VSP; (3) increased EV-related costs of $0.6 billion; (4) increased costs of $0.6 billion primarily related to parts and accessories sales; (5) increased material and freight costs of $0.5 billion; (6) increased manufacturing costs of $0.5 billion; and (7) increased engineering costs of $0.4 billion primarily related to AV development cost; partially offset by (8) decrease of $0.8 billion due to the absence of the charge for the modification of Cruise stock incentive awards in 2022. In the nine months ended September 30, 2023, favorable Other was primarily due to the weakening of the Argentine peso and other currencies against the U.S. dollar.

Refer to the regional sections of this MD&A for additional information on Volume and Mix.

Automotive and Other Selling, General and Administrative Expense


	Three Months Ended				Favorable/ (Unfavorable)						Nine Months Ended					Favorable/ (Unfavorable)
	September 30, 2023		September 30, 2022				%			September 30, 2023			September 30, 2022			%
Automotive and other selling, general and administrative expense	$	2,344	$	2,477	$	133		5.4	%		$	7,449		$	7,274	$	(175)	(2.4)	%

In the three months ended September 30, 2023, Automotive and other selling, general and administrative expense decreased primarily due to decreased advertising, selling and administrative costs of $0.2 billion, partially offset by charges of $0.1 billion for strategic activities related to Buick dealerships.

In the nine months ended September 30, 2023, Automotive and other selling, general and administrative expense increased primarily due to: (1) charges of $0.4 billion for strategic activities related to Buick dealerships; and (2) charges of $0.2 billion related to the VSP; partially offset by (3) a decrease of $0.3 billion due to the absence of the charge for the modification of Cruise stock incentive awards in 2022.

Interest Income and Other Non-operating Income, net


	Three Months Ended				Favorable/ (Unfavorable)						Nine Months Ended					Favorable/ (Unfavorable)
	September 30, 2023		September 30, 2022				%			September 30, 2023			September 30, 2022			%
Interest income and other non-operating income, net	$	453	$	598	$	(145)		(24.2)	%		$	1,219		$	1,410	$	(191)	(13.5)	%

In the three months ended September 30, 2023, Interest income and other non-operating income, net decreased primarily due to $0.3 billion decrease in non-service pension income partially offset by $0.2 billion increase in interest income.

In the nine months ended September 30, 2023, Interest income and other non-operating income, net decreased primarily due to: (1) $0.9 billion decrease in non-service pension income; (2) the absence of $0.3 billion in gains related to revaluation of investments that occurred in the nine months ended September 30, 2022; partially offset by (3) $0.6 billion increase in interest income; and (4) the absence of $0.4 billion in losses related to Stellantis warrants that occurred in the nine months ended September 30, 2022, as warrants were exercised in 2022.

Income Tax Expense


	Three Months Ended				Favorable/ (Unfavorable)						Nine Months Ended					Favorable/ (Unfavorable)
	September 30, 2023		September 30, 2022				%			September 30, 2023			September 30, 2022			%
Income tax expense	$	470	$	845	$	375		44.4	%		$	1,421		$	1,308	$	(113)	(8.6)	%

In the three months ended September 30, 2023, Income tax expense decreased due to a lower effective tax rate primarily related to jurisdictional mix of earnings.

In the nine months ended September 30, 2023, Income tax expense increased primarily due to the absence of the Cruise valuation allowance adjustment that occurred in the nine months ended September 30, 2022, partially offset by a lower effective tax rate related to jurisdictional mix of earnings.

For the three and nine months ended September 30, 2023, our ETR-adjusted was 13.8% and 16.6%.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Refer to Note 14 to our condensed consolidated financial statements for additional information related to Income tax expense.

GM North America


	Three Months Ended						Favorable/ (Unfavorable)			%			Variance Due To
	September 30, 2023			September 30, 2022								Volume	Mix		Price		Cost		Other
													(Dollars in billions)
Total net sales and revenue	$	36,106		$	34,691		$	1,415		4.1	%		$	1.1	$	(0.6)	$	0.6			$	0.3
EBIT-adjusted	$	3,526		$	3,894		$	(368)		(9.5)	%		$	0.3	$	(0.6)	$	0.6	$	(0.5)	$	(0.1)
EBIT-adjusted margin	9.8		%	11.2		%	(1.4)		%
	(Vehicles in thousands)
Wholesale vehicle sales	810			784			26			3.3	%


	Nine Months Ended						Favorable/ (Unfavorable)			%			Variance Due To
	September 30, 2023			September 30, 2022								Volume	Mix		Price		Cost		Other
													(Dollars in billions)
Total net sales and revenue	$	106,214		$	92,907		$	13,307		14.3	%		$	8.7	$	1.1	$	2.8			$	0.8
EBIT-adjusted	$	10,295		$	9,334		$	961		10.3	%		$	2.4	$	(0.1)	$	2.8	$	(4.0)	$	(0.2)
EBIT-adjusted margin	9.7		%	10.0		%	(0.3)		%
	(Vehicles in thousands)
Wholesale vehicle sales	2,365			2,139			226			10.6	%

GMNA Total Net Sales and Revenue In the three months ended September 30, 2023, Total net sales and revenue increased primarily due to: (1) increased net wholesale volumes primarily due to increased sales of crossover vehicles, partially offset by decreased sales of full-size pickup trucks, mid-size pickup trucks and full-size SUVs; (2) favorable Price as a result of stable dealer inventory levels and strong demand for our products; and (3) favorable Other due to increased sales of parts and accessories; partially offset by (4) unfavorable Mix associated with increased sales of crossover vehicles, partially offset by decreased sales of vans and passenger cars.

In the nine months ended September 30, 2023, Total net sales and revenue increased primarily due to: (1) increased net wholesale volumes primarily due to increased sales of crossover vehicles and full-size pickup trucks, partially offset by decreased sales of mid-size pickup trucks; (2) favorable Price as a result of stable dealer inventory levels and strong demand for our products; (3) favorable Mix associated with increased sales of full-size pickup trucks, full-size SUVs, passenger cars and decreased sales of vans, partially offset by increased sales of crossover vehicles; and (4) favorable Other due to increased sales of parts and accessories.

GMNA EBIT-Adjusted In the three months ended September 30, 2023, EBIT-adjusted decreased primarily due to: (1) unfavorable Mix primarily due to increased sales of crossovers and decreased sales of full-size pickup trucks, partially offset by decreased sales of vans and passenger cars; and (2) unfavorable Cost primarily due to increased EV-related costs of $0.4 billion, decreased non-service pension income of $0.3 billion and increased campaigns and other warranty-related costs of $0.2 billion, partially offset by decreased advertising, selling and administrative costs of $0.3 billion; partially offset by (3) favorable Volume; and (4) favorable Price.

In the nine months ended September 30, 2023, EBIT-adjusted increased primarily due to: (1) favorable Price; and (2) favorable Volume; partially offset by (3) unfavorable Cost primarily due to increased campaigns and other warranty-related costs of $2.0 billion, decreased non-service pension income of $0.8 billion, increased EV-related costs of $0.5 billion and increased manufacturing costs of $0.5 billion; and (4) unfavorable Mix due to increased sales of crossover vehicles, partially offset by increased sales of full-size SUVs, passenger cars and full-size pickup trucks and decreased sales of mid-size pickup trucks.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

GM International


	Three Months Ended						Favorable/ (Unfavorable)							Variance Due To
	September 30, 2023			September 30, 2022						%			Volume			Mix			Price			Cost			Other
														(Dollars in billions)
Total net sales and revenue	$	4,330		$	3,980		$	350			8.8	%		$	(0.2)		$	0.2		$	0.3					$	—
EBIT-adjusted	$	357		$	334		$	23			6.9	%		$	—		$	—		$	0.3		$	(0.1)		$	(0.2)
EBIT-adjusted margin	8.2		%	8.4		%	(0.2)		%
Equity income — Automotive China	$	192		$	330		$	(138)			(41.8)	%
EBIT-adjusted — excluding Equity income	$	165		$	5		$	160			n.m.
	(Vehicles in thousands)
Wholesale vehicle sales	171			182			(11)				(6.0)	%

n.m. = not meaningful


	Nine Months Ended						Favorable/ (Unfavorable)							Variance Due To
	September 30, 2023			September 30, 2022						%			Volume			Mix			Price			Cost			Other
														(Dollars in billions)
Total net sales and revenue	$	12,011		$	11,100		$	911			8.2	%		$	(0.3)		$	0.6		$	0.9					$	(0.3)
EBIT-adjusted	$	940		$	871		$	69			7.9	%		$	(0.1)		$	0.2		$	0.9		$	(0.5)		$	(0.5)
EBIT-adjusted margin	7.8		%	7.9		%	(0.1)		%
Equity income — Automotive China	$	353		$	477		$	(124)			(26.0)	%
EBIT-adjusted — excluding Equity income	$	588		$	395		$	193			48.9	%
	(Vehicles in thousands)
Wholesale vehicle sales	459			474			(15)				(3.2)	%

The vehicle sales of our Automotive China JVs are not recorded in Total net sales and revenue. The results of our joint ventures are recorded in Equity income (loss), which is included in EBIT-adjusted above.

GMI Total Net Sales and Revenue In the three months ended September 30, 2023, Total net sales and revenue increased primarily due to: (1) favorable pricing across multiple vehicle lines in Argentina, Brazil and in the Middle East; (2) favorable Mix in the Middle East and in Chile; partially offset by (3) decreased net wholesale volumes in Chile, Egypt and Colombia primarily due to industry downturn, partially offset by increased volumes in Brazil and Uzbekistan.

In the nine months ended September 30, 2023, Total net sales and revenue increased primarily due to: (1) favorable pricing across multiple vehicle lines in Argentina, Brazil and in the Middle East; (2) favorable Mix in the Middle East, in Asia/Pacific and in Chile, partially offset by unfavorable Mix in Brazil; partially offset by (3) decreased net wholesale volumes in Egypt, Chile and Colombia, partially offset by increased volumes in Brazil and Uzbekistan; and (4) unfavorable Other primarily due to the foreign currency effect resulting from the weakening of the Argentine peso against the U.S. dollar, partially offset by increased components, parts and accessories sales.

GMI EBIT-Adjusted In the three months ended September 30, 2023, EBIT-adjusted increased primarily due to: (1) favorable Price; partially offset by (2) unfavorable Cost primarily due to increased logistic costs; and (3) unfavorable Other primarily due to foreign currency effect resulting from the weakening of the Argentine peso against the U.S. dollar and decreased equity income.

In the nine months ended September 30, 2023, EBIT-adjusted increased primarily due to: (1) favorable Price; and (2) favorable Mix in Asia/Pacific and in the Middle East; partially offset by (3) unfavorable Cost primarily due to increased material, logistic, warranty-related costs and other costs to support new vehicle launches in South America; (4) decreased wholesale volumes; and (5) unfavorable Other primarily due to foreign currency effect resulting from the weakening of the Argentine peso against the U.S. dollar and decreased equity income.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

We view the Chinese market as important to our global growth strategy and are employing a multi-brand strategy. In the coming years, we plan to leverage our global architectures to increase the number of product offerings under the Buick, Chevrolet and Cadillac brands in China and continue to grow our business under the local Baojun and Wuling brands while we accelerate the development and rollout of EVs across our brands in China as part of our commitment to an all-electric future. We operate in the Chinese market through a number of joint ventures and maintaining strong relationships with our joint venture partners is an important part of our China growth strategy.

The following table summarizes certain key operational and financial data for the Automotive China JVs (vehicles in thousands):


	Three Months Ended				Nine Months Ended
	September 30, 2023		September 30, 2022		September 30, 2023		September 30, 2022
Wholesale vehicle sales, including vehicles exported to markets outside of China	589		768		1,581		1,843
Total net sales and revenue	$	7,858	$	10,393	$	21,817	$	25,467
Net income	$	485	$	661	$	904	$	959

Cruise


	Three Months Ended				Favorable/ (Unfavorable)		%			Nine Months Ended				Favorable/ (Unfavorable)		%
	September 30, 2023		September 30, 2022						September 30, 2023	September 30, 2022
Total net sales and revenue(a)	$	25	$	25	$	—	—	%		$	76	$	76	$	—	—	%
EBIT (loss)-adjusted(b)	$	(732)	$	(497)	$	(235)	(47.3)	%		$	(1,904)	$	(1,365)	$	(539)	(39.5)	%

(a)Primarily reclassified to Interest income and other non-operating income, net in our condensed consolidated income statements in the three and nine months ended September 30, 2023 and 2022.

(b)Excludes $1.1 billion in compensation expense in the nine months ended September 30, 2022 resulting from modification of the Cruise stock incentive awards.

Cruise EBIT (Loss)-Adjusted In the three and nine months ended September 30, 2023, EBIT (loss)-adjusted increased primarily due to an increase in development costs as we continue to make progress on commercialization of a network of on-demand AVs.

GM Financial


	Three Months Ended						Increase/ (Decrease)			%			Nine Months Ended						Increase/ (Decrease)			%
	September 30, 2023			September 30, 2022								September 30, 2023	September 30, 2022
Total revenue	$	3,641		$	3,187		$	454		14.2	%		$	10,482		$	9,489		$	993		10.5	%
Provision for loan losses	$	235		$	180		$	55		30.6	%		$	533		$	500		$	33		6.6	%
EBT-adjusted	$	741		$	911		$	(170)		(18.7)	%		$	2,278		$	3,301		$	(1,023)		(31.0)	%

Average debt outstanding (dollars in billions)	$	101.9		$	93.7		$	8.2		8.8	%		$	99.5		$	93.1		$	6.4		6.9	%
Effective rate of interest paid	4.8		%	3.2		%	1.6		%				4.5		%	2.8		%	1.7		%

GM Financial Revenue In the three months ended September 30, 2023, Total revenue increased primarily due to: (1) increased finance charge income of $0.5 billion primarily due to an increase in the effective yield resulting from higher benchmark interest rates and growth in the size of the portfolio; (2) increased investment income of $0.1 billion primarily due to an increase in benchmark interest rates; partially offset by (3) decreased leased vehicle income of $0.1 billion primarily due to a decrease in the average balance of the leased vehicles portfolio.

In the nine months ended September 30, 2023, Total revenue increased primarily due to: (1) increased finance charge income of $1.3 billion primarily due to an increase in the effective yield resulting from higher benchmark interest rates and growth in the size of the portfolio; (2) increased investment income of $0.3 billion primarily due to an increase in benchmark interest

GENERAL MOTORS COMPANY AND SUBSIDIARIES

rates; partially offset by (3) decreased leased vehicle income of $0.5 billion primarily due to a decrease in the average balance of the leased vehicles portfolio.

GM Financial EBT-Adjusted In the three months ended September 30, 2023, EBT-adjusted decreased primarily due to: (1) increased interest expense of $0.5 billion primarily due to an increased effective rate of interest on debt, resulting from higher benchmark interest rates and increased credit spreads, as well as an increase in average debt outstanding; (2) decreased leased vehicle income net of leased vehicle expenses of $0.2 billion primarily due to decreased leased vehicle income resulting from a decrease in the average balance of the leased vehicles portfolio and decreased lease termination gains due to higher leased portfolio net book values at termination and fewer terminated leases; partially offset by (3) increased finance charge income of $0.5 billion primarily due to an increase in the effective yield resulting from higher benchmark interest rates and growth in the size of the portfolio.

In the nine months ended September 30, 2023, EBT-adjusted decreased primarily due to: (1) increased interest expense of $1.4 billion primarily due to an increased effective rate of interest on debt, resulting from higher benchmark interest rates and increased credit spreads, as well as an increase in average debt outstanding; (2) decreased leased vehicle income net of leased vehicle expenses of $0.9 billion primarily due to decreased leased vehicle income resulting from a decrease in the average balance of the leased vehicles portfolio and decreased lease termination gains due to higher leased portfolio net book values at termination and fewer terminated leases; partially offset by (3) increased finance charge income of $1.3 billion primarily due to an increase in the effective yield resulting from higher benchmark interest rates and growth in the size of the portfolio; and (4) increased investment income of $0.2 billion primarily due to an increase in benchmark interest rates.

Liquidity and Capital Resources We believe our current levels of cash, cash equivalents, marketable debt securities, available borrowing capacity under our revolving credit facilities and other liquidity actions currently available to us are sufficient to meet our liquidity requirements. We also maintain access to the capital markets and may issue debt or equity securities, which may provide an additional source of liquidity. We have substantial cash requirements going forward, which we plan to fund through our total available liquidity, cash flows from operating activities and additional liquidity measures, if determined to be necessary.

Our known current material uses of cash include, among other possible demands: (1) capital spending and our investments in our battery cell manufacturing joint ventures; (2) payments for engineering and product development activities; (3) payments associated with previously announced vehicle recalls and any other recall-related contingencies; (4) payments to service debt and other long-term obligations, including discretionary and mandatory contributions to our pension plans; (5) payments associated with the liquidity program for holders of equity-based incentive awards issued to employees of Cruise; (6) dividend payments on our common stock that are declared by our Board of Directors; and (7) payments to purchase shares of our common stock authorized by our Board of Directors. Our material future uses of cash, which may vary from time to time based on market conditions and other factors, are focused on the three objectives of our capital allocation program: (1) grow our business at an average target ROIC-adjusted rate of 20% or greater; (2) maintain a strong investment-grade balance sheet, including a target average automotive cash balance of $18 billion; and (3) after the first two objectives are met, return available cash to shareholders. Our senior management evaluates our capital allocation program on an ongoing basis and recommends any modifications to the program to our Board of Directors, not less than once annually.

We continue to monitor and evaluate opportunities to strengthen our competitive position over the long term while maintaining a strong investment-grade balance sheet. These actions may include opportunistic payments to reduce our long-term obligations as well as the possibility of acquisitions, dispositions and investments with joint venture partners as well as strategic alliances that we believe would generate significant advantages and substantially strengthen our business. To support our transition to EVs, we anticipate making investments in suppliers or providing funding towards the execution of strategic, multi-year supply agreements to secure critical materials. In addition, we have entered, and plan to continue to enter, into offtake agreements that generally obligate us to purchase defined quantities of output. These arrangements could have a short-term adverse impact on our cash and increase our inventory. In the three months ended June 30, 2023, we lowered our guidance on capital spending and investments in our battery cell manufacturing joint ventures for 2023 in response to our cost actions and product simplification initiatives.

Our liquidity plans are subject to a number of risks and uncertainties, including those described in the "Forward-Looking Statements" section of this MD&A and Part I, Item 1A. Risk Factors of our 2022 Form 10-K, some of which are outside of our control.

In 2022, our Board of Directors increased the capacity under our previously announced common stock repurchase program to $5.0 billion. In the nine months ended September 30, 2023, we completed $1.1 billion of repurchases under the program and

GENERAL MOTORS COMPANY AND SUBSIDIARIES

retired 30 million shares of our common stock. We have completed $3.6 billion of the $5.0 billion program through September 30, 2023.

In 2022, we reinstated a quarterly dividend on our common stock. In the nine months ended September 30, 2023, we paid dividends of $0.4 billion to holders of our common stock.

In March 2023, we redeemed our $1.5 billion, 4.875% senior unsecured notes with a maturity date of October 2023 and recorded an insignificant loss.

Cash flows that occur amongst our Automotive, Cruise and GM Financial operations are eliminated when we consolidate our cash flows. Such eliminations include, among other things, collections by Automotive on wholesale accounts receivables financed by dealers through GM Financial, payments between Automotive and GM Financial for accounts receivables transferred by Automotive to GM Financial, loans to Automotive and Cruise from GM Financial, dividends issued by GM Financial to Automotive, tax payments by GM Financial to Automotive and Automotive cash injections in Cruise. The presentation of Automotive liquidity, Cruise liquidity and GM Financial liquidity presented below includes the impact of cash transactions amongst the sectors that are ultimately eliminated in consolidation.

Automotive Liquidity Total available liquidity includes cash, cash equivalents, marketable debt securities and funds available under credit facilities. The amount of available liquidity is subject to seasonal fluctuations and includes balances held by various business units and subsidiaries worldwide that are needed to fund their operations. We have not significantly changed the management of our liquidity, including our allocation of available liquidity, our portfolio composition and our investment guidelines since December 31, 2022. Refer to Part II, Item 7. MD&A of our 2022 Form 10-K.

In March 2023, we renewed and reduced the total borrowing capacity of our five-year, $11.2 billion facility to $10.0 billion, which now matures March 31, 2028. We also renewed and reduced the total borrowing capacity of our three-year, $4.3 billion facility to $4.1 billion, which now matures March 31, 2026, and renewed our 364-day, $2.0 billion revolving credit facility allocated for the exclusive use of GM Financial, which now matures March 30, 2024. In October 2023, we entered into a new 364-day unsecured revolving credit facility with a borrowing capacity of $6.0 billion, which matures on October 1, 2024.

We use credit facilities as a mechanism to provide additional flexibility in managing our global liquidity. Our Automotive borrowing capacity under credit facilities totaled $14.1 billion at September 30, 2023 and $15.5 billion at December 31, 2022, which consisted primarily of two credit facilities. Total Automotive borrowing capacity under our credit facilities does not include our 364-day, $2.0 billion facility allocated for exclusive use of GM Financial. We did not have any borrowings against our primary facilities, but had letters of credit outstanding under our sub-facility of $0.6 billion and $0.4 billion at September 30, 2023 and December 31, 2022.

If available capacity permits, GM Financial continues to have access to our automotive credit facilities. GM Financial did not have borrowings outstanding against any of these facilities at September 30, 2023 and December 31, 2022. We had intercompany loans from GM Financial of $0.4 billion and $0.2 billion at September 30, 2023 and December 31, 2022. We did not have intercompany loans to GM Financial at September 30, 2023 and December 31, 2022. Refer to Note 4 to our condensed consolidated financial statements for additional information.

Several of our loan facilities, including our revolving credit facilities, require compliance with certain financial and operational covenants as well as regular reporting to lenders. We have reviewed our covenants in effect as of September 30, 2023 and determined we are in compliance and expect to remain in compliance in the future.

GM Financial's Board of Directors declared and paid dividends of $1.4 billion on its common stock in the nine months ended September 30, 2023. Future dividends from GM Financial will depend on several factors including business and economic conditions, its financial condition, earnings, liquidity requirements and leverage ratio.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

The following table summarizes our Automotive available liquidity (dollars in billions):


	September 30, 2023		December 31, 2022
Automotive cash and cash equivalents	$	19.6	$	13.6
Marketable debt securities	9.5		10.8
Automotive cash, cash equivalents and marketable debt securities	29.0		24.4



Available under credit facilities(a)	13.5		15.1
Total Automotive available liquidity	$	42.5	$	39.5

(a)We had letters of credit outstanding under our sub-facility of $0.6 billion and $0.4 billion at September 30, 2023 and December 31, 2022.

The following table summarizes the changes in our Automotive available liquidity (dollars in billions):


	Nine Months Ended September 30, 2023
Operating cash flow	$	16.1
Capital expenditures	(7.1)
Decrease in available credit facilities	(1.6)
Payment of senior unsecured notes	(1.5)
Dividends paid and payments to purchase common stock	(1.5)
Investment in Ultium Cells Holdings LLC	(0.7)
GM investment in Cruise	(0.4)
Investment in Lithium Americas	(0.3)



Other non-operating	(0.1)
Total change in automotive available liquidity	$	3.0

Automotive Cash Flow (dollars in billions)


	Nine Months Ended				Change
	September 30, 2023		September 30, 2022
Operating Activities
Net income	$	7.5	$	6.7	$	0.8
Depreciation, amortization and impairment charges	5.0		4.8		0.2
Pension and OPEB activities	(0.7)		(1.5)		0.8
Working capital	(1.2)		(1.2)		—
Accrued and other liabilities and income taxes	4.4		1.8		2.6
Other(a)	1.2		1.0		0.2
Net automotive cash provided by (used in) operating activities	$	16.1	$	11.6	$	4.5

(a)Includes $1.4 billion and $1.0 billion in dividends received from GM Financial in the nine months ended September 30, 2023 and 2022.

GENERAL MOTORS COMPANY AND SUBSIDIARIES


	Nine Months Ended				Change
	September 30, 2023		September 30, 2022
Investing Activities
Capital expenditures	$	(7.1)	$	(5.8)	$	(1.3)
Acquisitions and liquidations of marketable securities, net	1.5		(1.3)		2.8
Other(a)	(1.5)		(4.0)		2.5
Net automotive cash provided by (used in) investing activities	$	(7.1)	$	(11.1)	$	4.0

(a)Includes $0.7 billion and $0.6 billion of GM's investment in Ultium Cells Holdings LLC in the nine months ended September 30, 2023 and 2022, $0.4 billion and $2.1 billion of GM's investment in Cruise in the nine months ended September 30, 2023 and 2022; $0.3 billion of GM's investment in Lithium Americas in the nine months ended September 30, 2023, $2.1 billion for the redemption of Cruise preferred shares from SoftBank in the nine months ended September 30, 2022; and $0.9 billion related to the sale of Stellantis common shares, excluding dividends received and tax withholding, in the nine months ended September 30, 2022.


	Nine Months Ended				Change
	September 30, 2023		September 30, 2022
Financing Activities
Net proceeds (payments) from short-term debt	$	(1.3)	$	(0.2)	$	(1.1)
Issuance of senior unsecured notes	—		2.2		(2.2)
Other(a)	(1.9)		(2.1)		0.2
Net automotive cash provided by (used in) financing activities	$	(3.1)	$	—	$	(3.1)

(a)Includes $1.5 billion and $1.6 billion for dividends paid and payments to purchase common stock in the nine months ended September 30, 2023 and 2022.

Adjusted Automotive Free Cash Flow We measure adjusted automotive free cash flow as automotive operating cash flow from operations less capital expenditures adjusted for management actions. In the nine months ended September 30, 2023, net automotive cash provided by operating activities under U.S. GAAP was $16.1 billion, capital expenditures were $7.1 billion and adjustments for management actions related to Buick dealer strategy and employee separation costs were $1.3 billion.

In the nine months ended September 30, 2022, net automotive cash provided by operating activities under U.S. GAAP was $11.6 billion, capital expenditures were $5.8 billion and adjustments for management actions were insignificant.

Status of Credit Ratings We receive ratings from four independent credit rating agencies: DBRS Limited, Fitch Ratings (Fitch), Moody's Investors Service (Moody's) and Standard & Poor's. All four credit rating agencies currently rate our corporate credit at investment grade. In March 2023, Moody's upgraded our senior unsecured notes to Baa2 from Baa3. In September 2023, Fitch upgraded our Corporate and Senior Unsecured ratings to BBB from BBB- and changed our outlook to Stable from Positive. As of October 16, 2023, all other credit ratings remained unchanged since December 31, 2022.

Cruise Liquidity

The following table summarizes Cruise's available liquidity (dollars in billions):


	September 30, 2023		December 31, 2022
Cruise cash and cash equivalents	$	1.5	$	1.5
Cruise marketable securities	0.2		1.4
Total Cruise available liquidity(a)(b)	$	1.7	$	2.9

(a)Excludes a multi-year credit agreement with GM Financial whereby Cruise can borrow, over time, up to an additional aggregate of $4.3 billion, through 2024, to fund the purchase of AVs from GM and all accessories, attachments, parts and other equipment acquired in connection with or otherwise relating to any AV. As of September 30, 2023, Cruise had total borrowings of $0.3 billion under this agreement.

(b)Excludes a multi-year framework agreement with us whereby Cruise can defer invoices received through 2024, up to $0.8 billion, related to engineering and capital spending incurred by us on behalf of Cruise. As of September 30, 2023, Cruise deferred $0.4 billion under this agreement.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

The following table summarizes the changes in Cruise's available liquidity (dollars in billions):


	Nine Months Ended September 30, 2023
Operating cash flow(a)	$	(1.4)

GM investment in Cruise	0.4

Other non-operating	(0.1)
Total change in Cruise available liquidity	$	(1.2)

(a)Includes $0.2 billion cash outflows related to tendered Cruise Class B Common Shares classified as liabilities.

Cruise Cash Flow (dollars in billions)


	Nine Months Ended				Change
	September 30, 2023		September 30, 2022
Net cash provided by (used in) operating activities	$	(1.4)	$	(1.3)	$	(0.1)
Net cash provided by (used in) investing activities	$	1.2	$	(0.2)	$	1.3
Net cash provided by (used in) financing activities	$	0.3	$	1.6	$	(1.3)

Automotive Financing – GM Financial Liquidity GM Financial's primary sources of cash are finance charge income, leasing income and proceeds from the sale of terminated leased vehicles, net proceeds from credit facilities, securitizations, secured and unsecured borrowings and collections and recoveries on finance receivables. GM Financial's primary uses of cash are purchases and funding of finance receivables and leased vehicles, repayment or repurchases of secured and unsecured debt, funding credit enhancement requirements in connection with securitizations and secured credit facilities, interest costs, operating expenses, income taxes and dividend payments. GM Financial continues to monitor and evaluate opportunities to optimize its liquidity position and the mix of its debt between secured and unsecured debt. The following table summarizes GM Financial's available liquidity (dollars in billions):


	September 30, 2023		December 31, 2022
Cash and cash equivalents	$	4.1	$	4.0
Borrowing capacity on unpledged eligible assets	22.1		22.0
Borrowing capacity on committed unsecured lines of credit	0.6		0.5
Borrowing capacity on revolving credit facility, exclusive to GM Financial	2.0		2.0
Total GM Financial available liquidity	$	28.7	$	28.5

GM Financial structures liquidity to support at least six months of GM Financial's expected net cash flows, including new originations, without access to new debt financing transactions or other capital markets activity. At September 30, 2023, available liquidity exceeded GM Financial's liquidity targets.

GM Financial did not have any borrowings outstanding against our credit facility designated for their exclusive use or the remainder of our revolving credit facilities at September 30, 2023 and December 31, 2022. Refer to the Automotive Liquidity section of this MD&A for additional details.

Credit Facilities In the normal course of business, in addition to using its available cash, GM Financial utilizes borrowings under its credit facilities, which may be secured or unsecured, and GM Financial repays these borrowings as appropriate under its cash management strategy. At September 30, 2023, secured, committed unsecured and uncommitted unsecured credit facilities totaled $26.9 billion, $0.6 billion and $1.8 billion with advances outstanding of $4.7 billion, an insignificant amount and $1.8 billion.

GM Financial Cash Flow (dollars in billions)


	Nine Months Ended				Change
	September 30, 2023		September 30, 2022
Net cash provided by (used in) operating activities	$	4.9	$	3.8	$	1.1
Net cash provided by (used in) investing activities	$	(7.9)	$	(6.7)	$	(1.2)
Net cash provided by (used in) financing activities	$	4.1	$	2.4	$	1.7

GENERAL MOTORS COMPANY AND SUBSIDIARIES

In the nine months ended September 30, 2023, Net cash provided by operating activities increased primarily due to: (1) an increase in finance charge income of $1.3 billion; (2) a net increase in cash provided by counterparty derivative collateral posting activities of $1.1 billion; (3) a decrease in taxes paid to GM of $0.4 billion; and (4) an increase in other income of $0.2 billion; partially offset by (5) an increase in interest paid of $1.4 billion; and (6) a decrease in leased vehicle income of $0.5 billion.

In the nine months ended September 30, 2023, Net cash used in investing activities increased primarily due to: (1) an increase in purchases of leased vehicles of $1.2 billion; and (2) a decrease in the proceeds from termination of leased vehicles of $1.2 billion; partially offset by (3) a decrease in purchases of finance receivables of $0.8 billion; and (4) an increase in collections and recoveries on finance receivables of $0.5 billion.

In the nine months ended September 30, 2023, Net cash provided by financing activities increased primarily due to: (1) an increase in debt borrowings and issuances of $2.3 billion; partially offset by (2) an increase in dividend payments of $0.3 billion; and (3) an increase in debt repayments of $0.3 billion.

Critical Accounting Estimates The condensed consolidated financial statements are prepared in conformity with U.S. GAAP, which requires the use of estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses in the periods presented. We believe the accounting estimates employed are appropriate and the resulting balances are reasonable; however, due to the inherent uncertainties in developing estimates, actual results could differ from the original estimates, requiring adjustments to these balances in future periods. The critical accounting estimates that affect the condensed consolidated financial statements and the judgments and assumptions used are consistent with those described in the MD&A in our 2022 Form 10-K.

Forward-Looking Statements This report and the other reports filed by us with the SEC from time to time, as well as statements incorporated by reference herein and related comments by our management, may include "forward-looking statements" within the meaning of the U.S. federal securities laws. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements represent our current judgment about possible future events and are often identified by words like “aim,” “anticipate,” “appears,” “approximately,” “believe,” “continue,” “could,” “designed,” “effect,” “estimate,” “evaluate,” “expect,” “forecast,” “goal,” “initiative,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “priorities,” “project,” “pursue,” “seek,” “should,” “target,” “when,” “will,” “would,” or the negative of any of those words or similar expressions. In making these statements, we rely on assumptions and analysis based on our experience and perception of historical trends, current conditions and expected future developments as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any future events or financial results, and our actual results may differ materially due to a variety of important factors, many of which are beyond our control. These factors, which may be revised or supplemented in subsequent reports we file with the SEC, include, among others, the following: (1) our ability to deliver new products, services, technologies and customer experiences in response to increased competition and changing consumer preferences in the automotive industry; (2) our ability to timely fund and introduce new and improved vehicle models, including EVs, that are able to attract a sufficient number of consumers; (3) our ability to profitably deliver a broad portfolio of EVs that will help drive consumer adoption; (4) the success of our current line of full-size SUVs and full-size pickup trucks; (5) our highly competitive industry, which has been historically characterized by excess manufacturing capacity and the use of incentives, and the introduction of new and improved vehicle models by our competitors; (6) the unique technological, operational, regulatory and competitive risks related to the timing and commercialization of AVs, including the various regulatory approvals and permits required for operating driverless AVs in multiple markets; (7) risks associated with climate change, including increased regulation of GHG emissions, our transition to EVs and the potential increased impacts of severe weather events; (8) global automobile market sales volume, which can be volatile; (9) inflationary pressures and persistently high prices and uncertain availability of raw materials and commodities used by us and our suppliers, and instability in logistics and related costs; (10) our business in China, which is subject to unique operational, competitive, regulatory and economic risks; (11) the success of our ongoing strategic business relationships and of our joint ventures, which we cannot operate solely for our benefit and over which we may have limited control; (12) the international scale and footprint of our operations, which exposes us to a variety of unique political, economic, competitive and regulatory risks, including the risk of changes in government leadership and laws (including labor, trade, tax and other laws), political uncertainty or instability and economic tensions between governments and changes in international trade policies, new barriers to entry and changes to or withdrawals from free trade agreements, changes in foreign exchange rates and interest rates, economic downturns in the countries in which we operate, differing local product preferences and product requirements, changes to and compliance with U.S. and foreign countries' export controls and economic sanctions, differing labor regulations, requirements and union relationships, differing dealer and franchise regulations and relationships, difficulties in obtaining financing in foreign countries, and public health crises, including the occurrence of a contagious disease

GENERAL MOTORS COMPANY AND SUBSIDIARIES

or illness, such as the COVID-19 pandemic; (13) any significant disruption, including any work stoppages, at any of our manufacturing facilities; (14) the ability of our suppliers to deliver parts, systems and components without disruption and at such times to allow us to meet production schedules; (15) pandemics, epidemics, disease outbreaks and other public health crises, including the COVID-19 pandemic; (16) the possibility that competitors may independently develop products and services similar to ours, or that our intellectual property rights are not sufficient to prevent competitors from developing or selling those products or services; (17) our ability to manage risks related to security breaches and other disruptions to our information technology systems and networked products, including connected vehicles and in-vehicle systems; (18) our ability to comply with increasingly complex, restrictive and punitive regulations relating to our enterprise data practices, including the collection, use, sharing and security of the Personal Identifiable Information of our customers, employees, or suppliers; (19) our ability to comply with extensive laws, regulations and policies applicable to our operations and products, including those relating to fuel economy, emissions and AVs; (20) costs and risks associated with litigation and government investigations; (21) the costs and effect on our reputation of product safety recalls and alleged defects in products and services; (22) any additional tax expense or exposure or failure to fully realize available tax incentives; (23) our continued ability to develop captive financing capability through GM Financial; and (24) any significant increase in our pension funding requirements. A further list and description of these risks, uncertainties and other factors can be found in our 2022 Form 10-K and our subsequent filings with the SEC.

We caution readers not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors, except where we are expressly required to do so by law.

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