Item 1. Condensed Consolidated Financial Statements

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Item 1. Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED INCOME STATEMENTS

(In millions, except per share amounts) (Unaudited)


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Net sales and revenue
Automotive	$	44,735	$	40,498	$	128,008	$	118,398
GM Financial	4,021		3,633		11,732		10,465
Total net sales and revenue (Note 2)	48,757		44,131		139,740		128,863
Costs and expenses
Automotive and other cost of sales	39,007		35,842		111,618		104,721
GM Financial interest, operating and other expenses	3,353		2,933		9,568		8,313
Automotive and other selling, general and administrative expense	2,745		2,344		7,292		7,449

Total costs and expenses	45,105		41,118		128,478		120,483
Operating income (loss)	3,651		3,013		11,262		8,380
Automotive interest expense	206		229		631		689
Interest income and other non-operating income, net	394		453		756		1,219

Equity income (loss) (Note 7)	(122)		227		(311)		357
Income (loss) before income taxes	3,717		3,464		11,076		9,267
Income tax expense (benefit) (Note 14)	709		470		2,238		1,421


Net income (loss)	3,008		2,994		8,837		7,846
Net loss (income) attributable to noncontrolling interests	48		70		132		179
Net income (loss) attributable to stockholders	$	3,056	$	3,064	$	8,969	$	8,026

Net income (loss) attributable to common stockholders	$	3,029	$	3,038	$	8,914	$	7,946

Earnings per share (Note 17)

Basic earnings per common share	$	2.71	$	2.21	$	7.85	$	5.74
Weighted-average common shares outstanding – basic	1,116		1,372		1,136		1,384


Diluted earnings per common share	$	2.68	$	2.20	$	7.77	$	5.72
Weighted-average common shares outstanding – diluted	1,131		1,378		1,147		1,390

Dividends declared per common share	$	0.12	$	0.09	$	0.36	$	0.27

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions) (Unaudited)


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Net income (loss)	$	3,008	$	2,994	$	8,837	$	7,846
Other comprehensive income (loss), net of tax (Note 16)
Foreign currency translation adjustments and other	434		(42)		(299)		(25)
Defined benefit plans	(69)		77		52		(1)
Other comprehensive income (loss), net of tax	365		35		(247)		(26)
Comprehensive income (loss)	3,373		3,028		8,590		7,820
Comprehensive loss (income) attributable to noncontrolling interests	3		71		158		189
Comprehensive income (loss) attributable to stockholders	$	3,376	$	3,099	$	8,749	$	8,009

Reference should be made to the notes to condensed consolidated financial statements.

Amounts may not add due to rounding.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions, except per share amounts) (Unaudited)


	September 30, 2024		December 31, 2023
ASSETS
Current Assets
Cash and cash equivalents	$	23,744	$	18,853
Marketable debt securities (Note 3)	8,477		7,613

Accounts and notes receivable, net of allowance of $300 and $298	13,782		12,378
GM Financial receivables, net of allowance of $962 and $906 (Note 4; Note 8)	44,453		39,076
Inventories (Note 5)	17,325		16,461

Other current assets (Note 3; Note 8)	7,636		7,238
Total current assets	115,419		101,618
Non-current Assets

GM Financial receivables, net of allowance of $1,415 and $1,438 (Note 4; Note 8)	45,928		45,043
Equity in net assets of nonconsolidated affiliates (Note 7)	11,039		10,613
Property, net	51,505		50,321
Goodwill and intangible assets, net	4,745		4,862
Equipment on operating leases, net (Note 6; Note 8)	30,956		30,582
Deferred income taxes	21,007		22,339
Other assets (Note 3; Note 8)	8,690		7,686
Total non-current assets	173,870		171,446
Total Assets	$	289,289	$	273,064

LIABILITIES AND EQUITY
Current Liabilities
Accounts payable (principally trade)	$	29,629	$	28,114
Short-term debt and current portion of long-term debt (Note 9)
Automotive	944		428
GM Financial (Note 8)	35,218		38,540
Accrued liabilities	29,672		27,364
Total current liabilities	95,463		94,445
Non-current Liabilities
Long-term debt (Note 9)
Automotive	15,540		15,985
GM Financial (Note 8)	76,149		66,788
Postretirement benefits other than pensions (Note 12)	4,235		4,345
Pensions (Note 12)	5,998		6,680
Other liabilities	17,742		16,515
Total non-current liabilities	119,664		110,312
Total Liabilities	215,127		204,757
Commitments and contingencies (Note 13)
Noncontrolling interest - Cruise stock incentive awards	—		118
Equity (Note 16)
Common stock, $0.01 par value	11		12
Additional paid-in capital	19,342		19,130
Retained earnings	62,050		55,391
Accumulated other comprehensive loss	(10,468)		(10,247)
Total stockholders’ equity	70,935		64,286
Noncontrolling interests	3,227		3,903
Total Equity	74,162		68,189
Total Liabilities and Equity	$	289,289	$	273,064

Reference should be made to the notes to condensed consolidated financial statements.

Amounts may not add due to rounding.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions) (Unaudited)


	Nine Months Ended
	September 30, 2024		September 30, 2023
Cash flows from operating activities
Net income (loss)	$	8,837	$	7,846
Depreciation and impairment of Equipment on operating leases, net	3,633		3,697
Depreciation, amortization and impairment charges on Property, net	5,523		5,041
Foreign currency remeasurement and transaction (gains) losses	(228)		114

Undistributed earnings of nonconsolidated affiliates, net	(287)		(34)
Pension contributions and OPEB payments	(815)		(676)
Pension and OPEB income, net	50		(64)

Provision (benefit) for deferred taxes	1,396		235
Change in other operating assets and liabilities	(2,120)		1,114




Net cash provided by (used in) operating activities	15,989		17,273
Cash flows from investing activities
Expenditures for property	(7,597)		(7,264)
Available-for-sale marketable securities, acquisitions	(3,467)		(3,989)

Available-for-sale marketable securities, liquidations	2,757		6,675






Purchases of finance receivables	(25,864)		(27,180)
Principal collections and recoveries on finance receivables	23,526		21,135
Purchases of leased vehicles	(11,243)		(10,247)
Proceeds from termination of leased vehicles	8,627		9,860
Other investing activities	(742)		(1,091)


Net cash provided by (used in) investing activities	(14,004)		(12,100)
Cash flows from financing activities
Net increase (decrease) in short-term debt	85		(48)
Proceeds from issuance of debt (original maturities greater than three months)	38,163		37,357
Payments on debt (original maturities greater than three months)	(32,012)		(33,269)
Payments to purchase common stock	(2,378)		(1,119)

Dividends paid	(526)		(493)
Other financing activities	(369)		(602)


Net cash provided by (used in) financing activities	2,963		1,826
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(151)		31
Net increase (decrease) in cash, cash equivalents and restricted cash	4,798		7,030
Cash, cash equivalents and restricted cash at beginning of period	21,917		21,948
Cash, cash equivalents and restricted cash at end of period	$	26,715	$	28,978








Significant Non-cash Investing and Financing Activity
Non-cash property additions	$	4,767	$	7,018

Reference should be made to the notes to condensed consolidated financial statements.

Amounts may not add due to rounding.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(In millions) (Unaudited)


	Common Stockholders’											Noncontrolling Interests		Total Equity (Permanent Equity)		Noncontrolling Interest Cruise Stock Incentive Awards (Temporary Equity)
Common Stock			Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Loss
Balance at January 1, 2023	$	14		$	26,428		$	49,251		$	(7,901)	$	4,135	$	71,927	$	357
Net income (loss)	—			—			2,395			—		(49)		2,346		—
Other comprehensive income (loss)	—			—			—			123		(9)		113		—
Purchase of common stock	—			(168)			(201)			—		—		(369)		—

Stock based compensation	—			(34)			(2)			—		—		(35)		7
Cash dividends paid on common stock	—			—			(126)			—		—		(126)		—

Other	—			97			—			—		7		103		(93)
Balance at March 31, 2023	14			26,323			51,318			(7,778)		4,084		73,961		271

Net income (loss)	—			—			2,566			—		(59)		2,507		—
Other comprehensive income (loss)	—			—			—			(174)		—		(174)		—

Purchase of common stock	—			(261)			(239)			—		—		(500)		—
Stock based compensation	—			88			(1)			—		—		86		9
Cash dividends paid on common stock	—			—			(124)			—		—		(124)		—
Dividends to noncontrolling interests	—			—			—			—		(61)		(61)		—
Other	—			(72)			(3)			—		67		(8)		7
Balance at June 30, 2023	14			26,078			53,517			(7,953)		4,030		75,685		287

Net income (loss)	—			—			3,064			—		(70)		2,994		—
Other comprehensive income (loss)	—			—			—			35		—		35		—

Purchase of common stock	—			(118)			(132)			—		—		(250)		—
Stock based compensation	—			98			(2)			—		—		97		5
Cash dividends paid on common stock	—			—			(123)			—		—		(123)		—

Other	—			—			(2)			—		(31)		(33)		32
Balance at September 30, 2023	$	14		$	26,058		$	56,322		$	(7,918)	$	3,929	$	78,404	$	323

Balance at January 1, 2024	$	12		$	19,130		$	55,391		$	(10,247)	$	3,903	$	68,189	$	118

Net income (loss)	—			—			2,980			—		(27)		2,953		—
Other comprehensive income (loss)	—			—			—			(212)		(47)		(259)		—

Purchase of common stock	—			208			(539)			—		—		(331)		—
Stock based compensation	—			58			(2)			—		—		56		5
Cash dividends paid on common stock	—			—			(139)			—		—		(139)		—

Other	—			(38)			(4)			—		(2)		(44)		52


Balance at March 31, 2024	11			19,358			57,688			(10,459)		3,828		70,426		175

Net income (loss)	—			—			2,933			—		(57)		2,877		—
Other comprehensive income (loss)	—			—			—			(328)		(25)		(353)		—

Purchase of common stock	—			(363)			(667)			—		—		(1,030)		—
Stock based compensation	—			126			(2)			—		—		124		—
Cash dividends paid on common stock	—			—			(136)			—		—		(136)		—
Dividends to noncontrolling interests	—			—			—			—		(60)		(60)		—
Other	—			481			(9)			—		(419)		52		(175)
Balance at June 30, 2024	11			19,602			59,807			(10,787)		3,267		71,900		—

Net income (loss)	—			—			3,056			—		(48)		3,008		—
Other comprehensive income (loss)	—			—			—			320		45		365		—

Purchase of common stock	—			(367)			(668)			—		—		(1,036)		—
Stock based compensation	—			127			(3)			—		—		125		—
Cash dividends paid on common stock	—			—			(133)			—		—		(133)		—

Other	—			(20)			(10)			—		(38)		(67)		—
Balance at September 30, 2024	$	11		$	19,342		$	62,050		$	(10,468)	$	3,227	$	74,162	$	—

Reference should be made to the notes to condensed consolidated financial statements.

Amounts may not add due to rounding.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Nature of Operations and Basis of Presentation

General Motors Company (sometimes referred to in this Quarterly Report on Form 10-Q as we, our, us, ourselves, the Company, General Motors or GM) designs, builds and sells trucks, crossovers, cars and automobile parts and provides software-enabled services and subscriptions worldwide. Additionally, we are investing in an autonomous vehicle (AV) business. We also provide automotive financing services through General Motors Financial Company, Inc. (GM Financial). We analyze the results of our operations through the following segments: GM North America (GMNA), GM International (GMI), Cruise and GM Financial. Cruise is our global segment responsible for the development and commercialization of AV technology. Corporate includes certain centrally recorded income and costs such as interest, income taxes, corporate expenditures and certain revenues and expenses that are not part of a reportable segment.

The condensed consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP) pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The condensed consolidated financial statements include all adjustments, which consist of normal recurring adjustments and transactions or events discretely impacting the interim periods, considered necessary by management to fairly state our results of operations, financial position and cash flows. The operating results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our 2023 Form 10-K. Except for per share amounts or as otherwise specified, amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding.

Throughout this report, we refer to General Motors Company and its consolidated subsidiaries in a simplified manner and on a collective basis, using words like "we," "our," "us" and "the Company." This drafting style is suggested by the SEC and is not meant to indicate that General Motors Company, the publicly traded parent company, or any particular subsidiary of the parent company, owns or operates any particular asset, business or property. The operations and businesses described in this report are owned and operated by distinct subsidiaries of General Motors Company.

Principles of Consolidation We consolidate entities that we control due to ownership of a majority voting interest and we consolidate variable interest entities (VIEs) when we are the primary beneficiary. All intercompany balances and transactions are eliminated in consolidation. Our share of earnings or losses of nonconsolidated affiliates is included in our consolidated operating results using the equity method of accounting when we are able to exercise significant influence over the operating and financial decisions of the affiliate.

GM Financial The amounts presented for GM Financial are adjusted to reflect the impact on GM Financial's deferred tax positions and provision for income taxes resulting from the inclusion of GM Financial in our consolidated tax returns and to eliminate the effect of transactions between GM Financial and the other members of the consolidated group. Accordingly, the amounts presented will differ from those presented by GM Financial on a stand-alone basis.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 2. Revenue

The following table disaggregates our revenue by major source:



	Three Months Ended September 30, 2024
	GMNA		GMI		Corporate		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Vehicle, parts and accessories	$	39,817	$	3,244	$	37	$	43,098	$	—	$	—	$	(1)	$	43,097
Used vehicles	368		9		—		377		—		—		—		377
Services and other	971		264		24		1,259		26		—		(25)		1,260
Automotive net sales and revenue	41,157		3,517		62		44,735		26		—		(26)		44,735
Leased vehicle income	—		—		—		—		—		1,828		—		1,828
Finance charge income	—		—		—		—		—		1,965		(8)		1,956
Other income	—		—		—		—		—		238		(2)		237
GM Financial net sales and revenue	—		—		—		—		—		4,031		(10)		4,021
Net sales and revenue	$	41,157	$	3,517	$	62	$	44,735	$	26	$	4,031	$	(36)	$	48,757



	Three Months Ended September 30, 2023
	GMNA		GMI		Corporate		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Vehicle, parts and accessories	$	34,893	$	3,913	$	17	$	38,823	$	—	$	—	$	(5)	$	38,818
Used vehicles	310		12		—		322		—		—		—		322
Services and other	903		405		50		1,358		25		—		(25)		1,359
Automotive net sales and revenue	36,106		4,330		67		40,503		25		—		(30)		40,498
Leased vehicle income	—		—		—		—		—		1,820		—		1,820
Finance charge income	—		—		—		—		—		1,621		(5)		1,616
Other income	—		—		—		—		—		200		(3)		197
GM Financial net sales and revenue	—		—		—		—		—		3,641		(8)		3,633
Net sales and revenue	$	36,106	$	4,330	$	67	$	40,503	$	25	$	3,641	$	(38)	$	44,131


	Nine Months Ended September 30, 2024
	GMNA		GMI		Corporate		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Vehicle, parts and accessories	$	114,131	$	9,095	$	50	$	123,276	$	—	$	—	$	(1)	$	123,275
Used vehicles	927		21		—		948		—		—		—		948
Services and other	2,923		780		80		3,783		76		—		(75)		3,784
Automotive net sales and revenue	117,981		9,897		130		128,007		76		—		(76)		128,008
Leased vehicle income	—		—		—		—		—		5,431		—		5,431
Finance charge income	—		—		—		—		—		5,627		(25)		5,602
Other income	—		—		—		—		—		703		(5)		698
GM Financial net sales and revenue	—		—		—		—		—		11,761		(29)		11,732
Net sales and revenue	$	117,981	$	9,897	$	130	$	128,007	$	76	$	11,761	$	(105)	$	139,740

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)


	Nine Months Ended September 30, 2023
	GMNA		GMI		Corporate		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Vehicle, parts and accessories	$	102,868	$	10,876	$	67	$	113,811	$	—	$	—	$	(6)	$	113,805
Used vehicles	741		22		—		763		—		—		—		763
Services and other	2,605		1,113		110		3,828		76		—		(75)		3,829
Automotive net sales and revenue	106,214		12,011		177		118,403		76		—		(81)		118,398
Leased vehicle income	—		—		—		—		—		5,458		—		5,458
Finance charge income	—		—		—		—		—		4,480		(11)		4,469
Other income	—		—		—		—		—		544		(6)		538
GM Financial net sales and revenue	—		—		—		—		—		10,482		(17)		10,465
Net sales and revenue	$	106,214	$	12,011	$	177	$	118,403	$	76	$	10,482	$	(98)	$	128,863

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Adjustments to sales incentives for previously recognized sales increased revenue by an insignificant amount in the three months ended September 30, 2024 and 2023.

Contract liabilities in our Automotive segments primarily consist of vehicle connectivity, customer rewards programs, maintenance, extended warranty and other contracts of $6.1 billion and $5.0 billion at September 30, 2024 and December 31, 2023, which are included in Accrued liabilities and Other liabilities. We recognized revenue of $456 million and $1.4 billion related to contract liabilities in the three and nine months ended September 30, 2024 and $284 million and $1.1 billion in the three and nine months ended September 30, 2023. We expect to recognize revenue of $585 million in the three months ending December 31, 2024 and $1.9 billion, $1.5 billion and $2.1 billion in the years ending December 31, 2025, 2026 and thereafter related to contract liabilities at September 30, 2024.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 3. Marketable and Other Securities

The following table summarizes the fair value of cash equivalents and marketable debt securities, which approximates cost:


	Fair Value Level	September 30, 2024		December 31, 2023
Cash and cash equivalents
Cash and time deposits		$	12,296	$	8,977
Available-for-sale debt securities
U.S. government and agencies	2	76		211
Corporate debt	2	5,160		1,439
Sovereign debt	2	2,665		734
Total available-for-sale debt securities – cash equivalents		7,901		2,384
Money market funds	1	3,547		7,491
Total cash and cash equivalents		$	23,744	$	18,853
Marketable debt securities

U.S. government and agencies	2	$	3,477	$	3,495
Corporate debt and other	2	4,364		3,529

Mortgage and asset-backed	2	636		589

Total available-for-sale debt securities – marketable securities		$	8,477	$	7,613
Restricted cash
Cash and cash equivalents		$	275	$	277
Money market funds	1	2,695		2,787
Total restricted cash		$	2,971	$	3,064

Available-for-sale debt securities included above with contractual maturities(a)
Due in one year or less		$	9,824
Due between one and five years		5,770

Total available-for-sale debt securities with contractual maturities		$	15,594

(a)Excludes mortgage and asset-backed securities of $636 million at September 30, 2024 as these securities are not due at a single maturity date.

Proceeds from the sale of available-for-sale debt securities sold prior to maturity were $580 million and $454 million in the three months ended September 30, 2024 and 2023 and $1.6 billion and $1.5 billion in the nine months ended September 30, 2024 and 2023. Net unrealized gains on available-for-sale debt securities were $159 million and insignificant in the three months ended September 30, 2024 and 2023 and $160 million and insignificant in the nine months ended September 30, 2024 and 2023. Cumulative unrealized losses on available-for-sale debt securities were insignificant and $160 million at September 30, 2024 and December 31, 2023.

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheet to the total shown in the condensed consolidated statement of cash flows:


	September 30, 2024
Cash and cash equivalents	$	23,744
Restricted cash included in Other current assets	2,495
Restricted cash included in Other assets	476
Total	$	26,715

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 4. GM Financial Receivables and Transactions


	September 30, 2024						December 31, 2023
	Retail		Commercial(a)		Total		Retail		Commercial(a)		Total


GM Financial receivables	$	74,384	$	18,375	$	92,759	$	72,729	$	13,734	$	86,463
Less: allowance for loan losses	(2,323)		(54)		(2,377)		(2,308)		(36)		(2,344)
GM Financial receivables, net	$	72,060	$	18,321	$	90,382	$	70,421	$	13,698	$	84,119

Fair value of GM Financial receivables utilizing Level 2 inputs					$	18,321					$	13,698
Fair value of GM Financial receivables utilizing Level 3 inputs					$	73,614					$	70,911

(a)Commercial finance receivables include dealer financing of $17.8 billion and $13.3 billion, and other financing of $531 million and $476 million at September 30, 2024 and December 31, 2023. Commercial finance receivables are presented net of dealer cash management balances of $3.2 billion and $2.6 billion at September 30, 2024 and December 31, 2023. Under the cash management program, subject to certain conditions, a dealer may choose to reduce the amount of interest on its floorplan line by making principal payments to GM Financial in advance.


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Allowance for loan losses at beginning of period	$	2,311	$	2,202	$	2,344	$	2,096

Provision for loan losses	298		235		676		533
Charge-offs	(439)		(366)		(1,255)		(1,012)
Recoveries	217		196		653		574
Effect of foreign currency and other	(10)		(8)		(40)		67
Allowance for loan losses at end of period	$	2,377	$	2,258	$	2,377	$	2,258

The allowance for loan losses as a percentage of finance receivables was 2.6% and 2.7% at September 30, 2024 and December 31, 2023.

Retail Finance Receivables GM Financial's retail finance receivable portfolio includes loans made to consumers and businesses to finance the purchase of vehicles for personal and commercial use. The following tables are consolidated summaries of the retail finance receivables by FICO score or its equivalent, determined at origination, for each vintage of the retail finance receivables portfolio at September 30, 2024 and December 31, 2023:


	Year of Origination												September 30, 2024
	2024		2023		2022		2021		2020		Prior		Total		Percent
Prime – FICO score 680 and greater	$	17,609	$	17,704	$	11,118	$	6,255	$	3,084	$	544	$	56,315	75.7	%
Near-prime – FICO score 620 to 679	2,717		2,457		1,678		1,227		568		218		8,864		11.9	%
Sub-prime – FICO score less than 620	2,752		2,326		1,758		1,311		639		419		9,205		12.4	%
Retail finance receivables	$	23,078	$	22,487	$	14,553	$	8,793	$	4,291	$	1,181	$	74,384	100.0	%


	Year of Origination												December 31, 2023
	2023		2022		2021		2020		2019		Prior		Total		Percent
Prime – FICO score 680 and greater	$	23,940	$	15,581	$	9,039	$	4,926	$	1,076	$	320	$	54,882	75.5	%
Near-prime – FICO score 620 to 679	3,234		2,281		1,746		906		350		129		8,647		11.9	%
Sub-prime – FICO score less than 620	3,079		2,397		1,884		1,010		573		257		9,200		12.6	%
Retail finance receivables	$	30,253	$	20,259	$	12,670	$	6,842	$	2,000	$	707	$	72,729	100.0	%

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

GM Financial reviews the ongoing credit quality of retail finance receivables based on customer payment activity. A retail account is considered delinquent if a substantial portion of a scheduled payment has not been received by the date the payment was contractually due. Retail finance receivables are collateralized by vehicle titles and, subject to local laws, GM Financial generally has the right to repossess the vehicle in the event the customer defaults on the payment terms of the contract. The accrual of finance charge income had been suspended on delinquent retail finance receivables with contractual amounts due of $900 million and $809 million at September 30, 2024 and December 31, 2023. The following tables are consolidated summaries of the delinquency status of the outstanding amortized cost of retail finance receivables for each vintage of the portfolio at September 30, 2024 and December 31, 2023, as well as summary totals for September 30, 2023:


	Year of Origination												September 30, 2024				September 30, 2023
	2024		2023		2022		2021		2020		Prior		Total		Percent		Total		Percent
0-to-30 days	$	22,754	$	21,853	$	13,961	$	8,328	$	4,060	$	1,021	$	71,977	96.8	%	$	69,735	97.3	%
31-to-60 days	231		442		419		338		171		117		1,718		2.3	%	1,424		2.0	%
Greater-than-60 days	81		167		155		116		55		41		616		0.8	%	488		0.7	%
Finance receivables more than 30 days delinquent	312		609		574		454		227		158		2,333		3.1	%	1,911		2.7	%
In repossession	13		25		18		11		4		2		73		0.1	%	58		0.1	%
Finance receivables more than 30 days delinquent or in repossession	325		634		592		465		231		160		2,407		3.2	%	1,969		2.7	%
Retail finance receivables	$	23,078	$	22,487	$	14,553	$	8,793	$	4,291	$	1,181	$	74,384	100.0	%	$	71,704	100.0	%


	Year of Origination												December 31, 2023
	2023		2022		2021		2020		2019		Prior			Total		Percent
0-to-30 days	$	29,816	$	19,602	$	12,098	$	6,533	$	1,825	$	599		$	70,472	96.9	%
31-to-60 days	318		470		415		227		130		78			1,637		2.3	%
Greater-than-60 days	102		168		142		76		42		29			559		0.8	%
Finance receivables more than 30 days delinquent	421		637		557		302		172		107			2,196		3.0	%
In repossession	17		20		14		6		3		1			61		0.1	%
Finance receivables more than 30 days delinquent or in repossession	437		657		572		308		175		108			2,257		3.1	%
Retail finance receivables	$	30,253	$	20,259	$	12,670	$	6,842	$	2,000	$	707		$	72,729	100.0	%

Commercial Finance Receivables GM Financial's commercial finance receivables consist of dealer financing, primarily for dealer inventory purchases, and other financing, which includes loans to commercial vehicle upfitters. For dealer financing, proprietary models are used to assign a risk rating to each dealer. GM Financial performs periodic credit reviews of each dealership and adjusts the dealership's risk rating, if necessary. The credit risk associated with other financing is limited due to the structure of the business relationships.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

GM Financial's dealer risk model and risk rating categories are as follows:


Rating						Description
I						Performing accounts with strong to acceptable financial metrics with at least satisfactory capacity to meet financial commitments.
II						Performing accounts experiencing potential weakness in financial metrics and repayment prospects resulting in increased monitoring.
III						Non-Performing accounts with inadequate paying capacity for current obligations and have the distinct possibility of creating a loss if deficiencies are not corrected.
IV						Non-Performing accounts with inadequate paying capacity for current obligations and inherent weaknesses that make collection of liquidation in full highly questionable or improbable.

Dealers with III and IV risk ratings are subject to additional monitoring and restrictions on funding, including suspension of lines of credit and liquidation of assets. The following tables summarize the dealer credit risk profile by dealer risk rating at September 30, 2024 and December 31, 2023:


	Year of Origination(a)														September 30, 2024
Dealer Risk Rating	Revolving		2024		2023		2022		2021		2020		Prior		Total		Percent
I	$	15,542	$	251	$	228	$	380	$	256	$	280	$	27	$	16,965	95.1	%
II	453		—		4		26		3		1		—		487		2.7	%
III	341		10		4		—		24		—		12		393		2.2	%
IV	—		—		—		—		—		—		—		—		—	%
Balance at end of period	$	16,337	$	261	$	237	$	406	$	283	$	281	$	39	$	17,844	100.0	%

(a)Floorplan advances comprise 99.4% of the total revolving balance. Dealer term loans are presented by year of origination.


	Year of Origination(a)														December 31, 2023
Dealer Risk Rating	Revolving		2023		2022		2021		2020		2019		Prior			Total		Percent
I	$	11,513	$	279	$	403	$	297	$	301	$	75	$	11		$	12,879	97.1	%
II	182		—		2		2		—		—		—			187		1.4	%
III	152		1		15		12		—		11		—			192		1.4	%
IV	—		—		—		—		—		—		—			—		—	%
Balance at end of period	$	11,846	$	281	$	421	$	311	$	301	$	86	$	11		$	13,257	100.0	%

(a)Floorplan advances comprise 99.7% of the total revolving balance. Dealer term loans are presented by year of origination.

There were no commercial finance receivables on nonaccrual status at September 30, 2024 and December 31, 2023.

Transactions with GM Financial The following tables show transactions between our Automotive segments, Cruise and GM Financial. These amounts are presented in GM Financial's condensed consolidated balance sheets and statements of income.


	September 30, 2024		December 31, 2023
Condensed Consolidated Balance Sheets(a)
Commercial finance receivables due from GM consolidated dealers	$	208	$	164
Commercial finance receivables due from Cruise	$	395	$	353
Subvention receivable from GM(b)	$	350	$	508

Commercial loan funding payable to GM	$	96	$	55

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Condensed Consolidated Statements of Income
Interest subvention earned on finance receivables	$	345	$	319	$	1,026	$	906
Leased vehicle subvention earned	$	385	$	382	$	1,108	$	1,165

(a)All balance sheet amounts are eliminated upon consolidation.

(b)Our Automotive segments made cash payments to GM Financial for subvention of $1.2 billion and $629 million in the three months ended September 30, 2024 and 2023 and $2.9 billion and $2.3 billion in the nine months ended September 30, 2024 and 2023.

GM Financial's Board of Directors declared and paid dividends of $450 million and $1.4 billion on its common stock in the three and nine months ended September 30, 2024 and 2023.

Note 5. Inventories


	September 30, 2024		December 31, 2023
Total productive material, supplies and work in process	$	7,888	$	7,422
Finished product, including service parts	9,437		9,039
Total inventories	$	17,325	$	16,461

Inventories are reflected net of allowances totaling $2.0 billion and $2.2 billion, of which $1.5 billion and $1.9 billion are electric vehicle (EV)-related, to remeasure inventory on-hand to net realizable value at September 30, 2024 and December 31, 2023.

Note 6. Equipment on Operating Leases

Equipment on operating leases consists of leases to retail customers of GM Financial.


	September 30, 2024		December 31, 2023
Equipment on operating leases	$	37,549	$	37,921
Less: accumulated depreciation	(6,593)		(7,338)
Equipment on operating leases, net	$	30,956	$	30,582

The estimated residual value of our leased assets at the end of the lease term was $23.0 billion and $22.7 billion at September 30, 2024 and December 31, 2023.

Depreciation expense related to Equipment on operating leases, net was $1.2 billion in the three months ended September 30, 2024 and 2023 and $3.6 billion and $3.7 billion in the nine months ended September 30, 2024 and 2023.

The following table summarizes lease payments due to GM Financial on leases to retail customers:


	Year Ending December 31,
	2024		2025		2026		2027		2028		Thereafter		Total
Lease receipts under operating leases	$	1,411	$	4,746	$	2,849	$	842	$	70	$	1	$	9,920

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 7. Equity in Net Assets of Nonconsolidated Affiliates

Nonconsolidated affiliates are entities in which we maintain an equity ownership interest and for which we use the equity method of accounting due to our ability to exert significant influence over decisions relating to their operating and financial affairs. Revenue and expenses of our joint ventures are not consolidated into our financial statements; rather, our proportionate share of the earnings of each joint venture is reflected as Equity income (loss) or Automotive and other cost of sales.


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Automotive China joint ventures equity income (loss)	$	(137)	$	192	$	(347)	$	353
Ultium Cells Holdings LLC equity income (loss)(a)	309		101		788		191
Other joint ventures equity income (loss)	15		35		36		4
Total Equity income (loss)	$	187	$	328	$	477	$	548

(a)Equity earnings related to Ultium Cells Holdings LLC, an equally owned joint venture with LG Energy Solution (LGES), are presented in Automotive and other cost of sales as this entity is integral to the operations of our business by providing battery cells for our EVs.

There have been no significant ownership changes in our Automotive China joint ventures (Automotive China JVs) or Ultium Cells Holdings LLC since December 31, 2023.


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Summarized Operating Data of Automotive China JVs
Automotive China JVs' net sales	$	4,480	$	7,858	$	13,268	$	21,817
Automotive China JVs' net income (loss)	$	(282)	$	485	$	(724)	$	904

Dividends declared but not paid from our nonconsolidated affiliates were $664 million and an insignificant amount at September 30, 2024 and December 31, 2023. Dividends received from our nonconsolidated affiliates were insignificant and $190 million in the three and nine months ended September 30, 2024 and $101 million and $514 million in the three and nine months ended September 30, 2023. Undistributed earnings from our nonconsolidated affiliates were $2.0 billion and $1.7 billion at September 30, 2024 and December 31, 2023.

Note 8. Variable Interest Entities

Consolidated VIEs

Automotive Financing – GM Financial

GM Financial uses special purpose entities (SPEs) that are considered VIEs to issue variable funding notes to third party, bank-sponsored warehouse facilities or asset-backed securities to investors in securitization transactions. The debt issued by these VIEs is backed by finance receivables and leasing-related assets transferred to the VIEs (Securitized Assets). GM Financial determined that it is the primary beneficiary of the SPEs because the servicing responsibilities for the Securitized Assets give GM Financial the power to direct the activities that most significantly impact the performance of the VIEs and the variable interests in the VIEs give GM Financial the obligation to absorb losses and the right to receive residual returns that could potentially be significant. The assets of the VIEs serve as the sole source of repayment for the debt issued by these entities. Investors in the notes issued by the VIEs do not have recourse to GM Financial or its other assets, with the exception of customary representation and warranty repurchase provisions and indemnities that GM Financial provides as the servicer. GM Financial is not required to provide additional financial support to these SPEs. While these subsidiaries are included in GM Financial's condensed consolidated financial statements, they are separate legal entities and the finance receivables, lease-related assets and cash held by them are legally owned by them and are not available to GM Financial's creditors or creditors of GM Financial's other subsidiaries.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

The following table summarizes the assets and liabilities related to GM Financial's consolidated VIEs:


	September 30, 2024		December 31, 2023
Restricted cash – current	$	2,278	$	2,398
Restricted cash – non-current	$	355	$	367
GM Financial receivables – current	$	25,216	$	22,990
GM Financial receivables – non-current	$	25,135	$	23,535
GM Financial equipment on operating leases, net	$	12,292	$	15,794
GM Financial short-term debt and current portion of long-term debt	$	14,912	$	22,088
GM Financial long-term debt	$	28,663	$	23,210

GM Financial recognizes finance charge, leased vehicle and fee income on the Securitized Assets and interest expense on the secured debt issued in a securitization transaction and records a provision for loan losses to recognize loan losses expected over the remaining life of the finance receivables.

Nonconsolidated VIEs

Automotive

Nonconsolidated VIEs principally include automotive related operating entities to which we provided financial support to ensure that our supply needs for production are met or are not disrupted. Our variable interests in these nonconsolidated VIEs include equity investments, accounts and loans receivable, committed financial support and other off-balance sheet arrangements. The carrying amounts of assets were approximately $3.8 billion and $2.4 billion and liabilities were insignificant related to our nonconsolidated VIEs at September 30, 2024 and December 31, 2023. Our maximum exposure to loss as a result of our involvement with these VIEs was approximately $6.1 billion and $3.5 billion, inclusive of approximately $2.2 billion and $0.8 billion in committed capital contributions to our battery cell manufacturing joint ventures, at September 30, 2024 and December 31, 2023. Our maximum exposure to loss, and required capital contributions, could vary depending on our battery cell manufacturing joint ventures' requirements and access to capital. We currently lack the power through voting or similar rights to direct the activities of these entities that most significantly affect their economic performance.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 9. Debt

Automotive The following table presents debt in our automotive operations:


	September 30, 2024					December 31, 2023
	Carrying Amount		Fair Value			Carrying Amount		Fair Value
Secured debt	$	176	$	175		$	134	$	132
Unsecured debt(a)	15,916		15,862			15,842		15,911
Finance lease liabilities	391		411			437		447
Total automotive debt(b)	$	16,484	$	16,448		$	16,413	$	16,490

Fair value utilizing Level 1 inputs			$	15,530				$	15,457
Fair value utilizing Level 2 inputs			$	918				$	1,033


Available under credit facility agreements(c)			$	13,561				$	16,446
Weighted-average interest rate on outstanding short-term debt(d)			8.3		%			16.2		%
Weighted-average interest rate on outstanding long-term debt(d)			5.8		%			5.8		%

(a)Primarily consists of senior notes.

(b)Includes net discount and debt issuance costs of $481 million and $527 million at September 30, 2024 and December 31, 2023.

(c)Excludes our 364-day, $2.0 billion facility allocated for exclusive use by GM Financial.

(d)Includes coupon rates on debt denominated in various foreign currencies and interest free loans.

In March 2024, we renewed our 364-day, $2.0 billion revolving credit facility allocated for the exclusive use of GM Financial, which now matures March 27, 2025. Interest rates on obligations under the renewed credit facility are based on Term Secured Overnight Financing Rate (SOFR).

In March 2024, we terminated our unsecured 364-day delayed draw term loan credit agreement that permitted the Company to borrow up to $3.0 billion executed in November 2023, resulting in an insignificant loss.

GM Financial The following table presents debt of GM Financial:


	September 30, 2024				December 31, 2023
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Secured debt	$	43,570	$	43,830	$	45,243	$	44,971
Unsecured debt	67,796		68,354		60,084		59,651
Total GM Financial debt	$	111,367	$	112,183	$	105,327	$	104,622

Fair value utilizing Level 2 inputs			$	110,055			$	102,262
Fair value utilizing Level 3 inputs			$	2,129			$	2,360

Secured debt consists of revolving credit facilities and securitization notes payable. Most of the secured debt was issued by VIEs and is repayable only from proceeds related to the underlying pledged assets. Refer to Note 8 to our condensed consolidated financial statements for additional information on GM Financial's involvement with VIEs. In the nine months ended September 30, 2024, GM Financial renewed revolving credit facilities with total borrowing capacity of $24.2 billion and issued $18.0 billion in aggregate principal amount of securitization notes payable with an initial weighted-average interest rate of 5.5% and maturity dates ranging from 2024 to 2037.

Unsecured debt consists of senior notes, credit facilities and other unsecured debt. In the nine months ended September 30, 2024, GM Financial issued $12.4 billion in aggregate principal amount of senior notes with an initial weighted-average interest rate of 5.4% and maturity dates ranging from 2027 to 2034.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 10. Derivative Financial Instruments

The following table presents the gross fair value amounts of GM Financial's derivative financial instruments and the associated notional amounts:


	Fair Value Level	September 30, 2024						December 31, 2023
		Notional		Fair Value of Assets		Fair Value of Liabilities		Notional		Fair Value of Assets		Fair Value of Liabilities
Derivatives designated as hedges(a)
Fair value hedges
Interest rate swaps	2	$	33,190	$	207	$	278	$	18,379	$	75	$	238

Cash flow hedges
Interest rate swaps	2	1,881		17		10		2,381		17		16
Foreign currency swaps(b)	2	8,993		284		218		8,003		144		311
Derivatives not designated as hedges(a)
Interest rate contracts	2	118,346		883		1,334		134,683		1,573		1,997
Foreign currency contracts	2	195		—		3		—		—		—
Total derivative financial instruments(c)		$	162,605	$	1,391	$	1,842	$	163,446	$	1,809	$	2,563

(a)The gains/losses included in our condensed consolidated income statements and statements of comprehensive income for the three and nine months ended September 30, 2024 and 2023 were insignificant, unless otherwise noted. Amounts accrued for interest payments in a net receivable position are included in Other assets. Amounts accrued for interest payments in a net payable position are included in Other liabilities.

(b)The effect of foreign currency cash flow hedges recognized in Accumulated other comprehensive loss in the condensed consolidated statements of comprehensive income includes gains of $246 million and losses of $154 million for the three months ended September 30, 2024 and 2023, and an insignificant gain and loss for the nine months ended September 30, 2024 and 2023. The effect of foreign currency cash flow hedges reclassified from Accumulated other comprehensive loss in the condensed consolidated statements of comprehensive income into income includes gains of $291 million and losses of $226 million for the three months ended September 30, 2024 and 2023, and an insignificant gain and losses of $129 million for the nine months ended September 30, 2024 and 2023.

(c)GM Financial held $225 million and $457 million of collateral from counterparties available for netting against GM Financial's asset positions and posted $819 million and $1.2 billion of collateral to counterparties available for netting against GM Financial's liability positions at September 30, 2024 and December 31, 2023.

The fair value for Level 2 instruments was derived using the market approach based on observable market inputs including quoted prices of similar instruments and foreign exchange and interest rate forward curves.

The following amounts were recorded in the condensed consolidated balance sheets related to items designated and qualifying as hedged items in fair value hedging relationships:


	September 30, 2024				December 31, 2023
	Carrying Amount of Hedged Items		Cumulative Amount of Fair Value Hedging Adjustments(a)		Carrying Amount of Hedged Items		Cumulative Amount of Fair Value Hedging Adjustments(a)
Short-term unsecured debt	$	7,168	$	(18)	$	3,508	$	(8)
Long-term unsecured debt	30,802		788		30,043		1,037
GM Financial unsecured debt	$	37,970	$	771	$	33,551	$	1,029

(a)Includes $752 million and $872 million of unamortized losses remaining on hedged items for which hedge accounting has been discontinued at September 30, 2024 and December 31, 2023.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 11. Product Warranty and Related Liabilities


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Product Warranty and Related Liabilities
Warranty balance at beginning of period	$	10,043	$	8,741	$	9,295	$	8,530
Warranties issued and assumed in period – recall campaigns	171		157		826		707
Warranties issued and assumed in period – product warranty	1,143		693		2,699		1,748
Payments	(1,152)		(1,017)		(3,206)		(3,044)
Adjustments to pre-existing warranties	444		147		1,080		758
Effect of foreign currency and other	11		(22)		(35)		—
Warranty balance at end of period	10,660		8,699		10,660		8,699
Less: Supplier recoveries balance at end of period(a)	512		82		512		82
Warranty balance, net of supplier recoveries at end of period	$	10,147	$	8,616	$	10,147	$	8,616

(a)The current portion of supplier recoveries is recorded in Accounts and notes receivable, net of allowance and the non-current portion is recorded in Other assets.


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Product Warranty Expense, Net of Recoveries
Warranties issued and assumed in period	$	1,314	$	850	$	3,525	$	2,455
Supplier recoveries accrued in period	(78)		(53)		(216)		636
Adjustments and other	455		125		1,045		759
Warranty expense, net of supplier recoveries	$	1,691	$	922	$	4,354	$	3,850

In the three and nine months ended September 30, 2024, we recorded insignificant charges to supplier recoveries and in the nine months ended September 30, 2023, we recorded $792 million in charges to supplier recoveries related to a settlement for Chevrolet Bolt recall costs. For estimates related to reasonably possible losses in excess of amounts accrued for recall campaigns, refer to Note 13 to our condensed consolidated financial statements for additional information.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 12. Pensions and Other Postretirement Benefits


	Three Months Ended September 30, 2024							Three Months Ended September 30, 2023
	Pension Benefits				Global OPEB Plans			Pension Benefits					Global OPEB Plans
	U.S.		Non-U.S.				U.S.			Non-U.S.
Service cost	$	47	$	40	$	3		$	44		$	39	$	3
Interest cost	533		112		56			568			184		59
Expected return on plan assets	(686)		(116)		—			(730)			(192)		—
Amortization of prior service cost (credit)	16		1		—			(1)			1		—
Amortization of net actuarial (gains) losses	2		12		—			—			8		(6)


Net periodic pension and OPEB (income) expense	$	(88)	$	49	$	59		$	(119)		$	40	$	56



	Nine Months Ended September 30, 2024							Nine Months Ended September 30, 2023
	Pension Benefits				Global OPEB Plans			Pension Benefits					Global OPEB Plans
	U.S.		Non-U.S.				U.S.			Non-U.S.
Service cost	$	141	$	110	$	8		$	131		$	123	$	7
Interest cost	1,599		373		170			1,704			521		177
Expected return on plan assets	(2,056)		(384)		—			(2,190)			(544)		—
Amortization of prior service cost (credit)	46		3		(1)			(2)			2		(1)
Amortization of net actuarial (gains) losses	6		35		—			—			25		(17)

Net periodic pension and OPEB (income) expense	$	(264)	$	137	$	177		$	(357)		$	127	$	166

The non-service cost components of net periodic pension and other postretirement benefits (OPEB) income presented in Interest income and other non-operating income, net are insignificant in the three months ended September 30, 2024 and 2023 and $149 million and $258 million in the nine months ended September 30, 2024 and 2023.

Note 13. Commitments and Contingencies

Litigation-Related Liability and Tax Administrative Matters In the normal course of our business, we are named from time to time as a defendant in various legal actions, including arbitrations, class actions and other litigation. We identify below the material individual proceedings and investigations where we believe a material loss is reasonably possible or probable. We accrue for matters when we believe that losses are probable and can be reasonably estimated. At September 30, 2024 and December 31, 2023, we had accruals of $1.3 billion and $1.2 billion for such legal actions in Accrued liabilities and Other liabilities. In many matters, it is inherently difficult to determine whether a loss is probable or reasonably possible or to estimate the size or range of the potential loss. Some matters may involve compensatory, punitive or other treble damage claims, environmental remediation programs or sanctions that, if granted, could require us to pay damages or make other expenditures in amounts that cannot be reasonably estimated. Accordingly, while we believe that appropriate accruals have been established for losses that are probable and can be reasonably estimated, it is possible that adverse outcomes from such proceedings could exceed the amounts accrued by an amount that could be material to our results of operations or cash flows in any particular reporting period.

GM Korea Subcontract Workers Litigation GM Korea Company (GM Korea) is party to litigation with current and former subcontract workers over allegations that they are entitled to the same wages and benefits provided to full-time employees, and to be hired as full-time employees. In May 2018 and September 2020, the Korean labor authorities issued adverse administrative orders finding that GM Korea must hire certain current subcontract workers as full-time employees. GM Korea appealed the May 2018 and September 2020 orders. Since June 2020, the Seoul High Court (an intermediate-level appellate court) ruled against GM Korea in eight subcontract worker claims. While GM Korea's appeals were pending in the Supreme Court of the Republic of Korea (Korea Supreme Court), GM Korea hired certain of its subcontract workers as full-time employees. During the third quarter of 2024, the Korea Supreme Court issued its decisions with respect to the appeal. While the Korea Supreme Court ruled against GM Korea on most of the appeals, the Korea Supreme Court ruled in favor of GM Korea with regard to certain subcontract workers. At September 30, 2024, our accrual covering certain asserted claims and claims that we believe are probable of assertion and for which liability is probable was approximately $182 million. We estimate the

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reasonably possible loss in excess of amounts accrued for other current subcontract workers who may assert similar claims to be insignificant at September 30, 2024. We are currently unable to estimate any reasonably possible material loss or range of loss that may result from additional claims that may be asserted by former subcontract workers.

Other Litigation-Related Liability and Tax Administrative Matters Various other legal actions, including class actions, governmental investigations, claims and proceedings are pending against us or our related companies or joint ventures, including, but not limited to, matters arising out of alleged product defects; employment-related matters; product and workplace safety, vehicle emissions and fuel economy regulations; product warranties; financial services; dealer, supplier and other contractual relationships; competition issues; tax-related matters not subject to the provision of Accounting Standards Codification 740, "Income Taxes" (indirect tax-related matters); product design, manufacture and performance; consumer protection laws; and environmental protection laws, including laws regulating air emissions, water discharges, waste management and environmental remediation from stationary sources. We also from time to time receive subpoenas and other inquiries or requests for information from agencies or other representatives of U.S. federal, state and foreign governments on a variety of issues.

There are several putative class actions pending against GM in the U.S. and Canada alleging that various vehicles sold, including model year 2011–2016 Duramax Diesel Chevrolet Silverado and GMC Sierra vehicles, violate federal, state and foreign emission standards. In July 2023, the two putative class actions pending in the U.S. were dismissed with prejudice and judgment entered in favor of GM. In August 2024, the Sixth Circuit reversed the dismissal in one of the cases, and we are seeking a rehearing of that decision. The Sixth Circuit has not yet decided plaintiffs' appeal of the other case. We are currently unable to estimate any reasonably possible material loss or range of loss that may result from these actions. GM has also faced a series of additional lawsuits in the U.S. based on these allegations, including a shareholder demand lawsuit that remains pending.

There are several putative class actions and two certified class actions pending against GM in the U.S. alleging that various 2011–2014 model year vehicles are defective because they excessively consume oil. While many of these proceedings have been dismissed or have been settled for insignificant amounts, several remain outstanding. In October 2022, we received an adverse jury verdict in a certified class action proceeding involving three states. We do not believe that the verdict is supported by the evidence and plan to appeal. We are currently unable to estimate any reasonably possible material loss or range of loss that may result from the putative class action proceedings and have previously accrued an immaterial amount related to one of the certified class action proceedings.

There is one putative class action and one certified class action pending against GM in the U.S. alleging that various 2015–2022 model year vehicles are defective because they are equipped with faulty 8-speed transmissions. In March 2023, the judge overseeing the class action concerning 2015–2019 model year vehicles certified 26 state subclasses. In August 2024, the Sixth Circuit affirmed this class certification order. We are seeking a rehearing of the Sixth Circuit's ruling. The putative class action concerning 2020–2022 model year vehicles is pending in front of a different judge that has not yet addressed class certification. We have similar cases pending in Canada concerning these vehicles. We are currently unable to estimate any reasonably possible or probable material loss or range of loss that may result from these proceedings in excess of amounts accrued.

There is a class action pending against GM in the U.S., and a putative class action in Canada, alleging that 2011–2016 model year Duramax Diesel Chevrolet Silverado and GMC Sierra vehicles are equipped with defective fuel pumps that are prone to failure. In March 2023, the U.S. court certified seven state subclasses. We reached an agreement to settle this matter on terms consistent with our accrual and the settlement agreement is pending final court approval.

Beyond the class action litigations disclosed, we have several other class action litigations pending at any given time. Historically, relatively few classes have been certified in these types of cases. Therefore, we will generally only disclose specific class actions if a class is certified and we believe there is a reasonably possible material exposure to the Company.

Indirect tax-related matters are being evaluated globally pertaining to value added taxes, customs, duties, sales tax, property taxes and other non-income tax exposures. Certain administrative proceedings are indirect tax-related and may require that we deposit funds in escrow or provide an alternative form of security. For indirect tax-related matters, we estimate our reasonably possible loss in excess of amounts accrued to be up to approximately $1.8 billion at September 30, 2024.

Takata Matters In November 2020, the National Highway Traffic Safety Administration (NHTSA) directed that we replace the Takata Corporation (Takata) airbag inflators in our GMT900 vehicles, which are full-size pickup trucks and sport utility vehicles (SUVs), and we decided not to contest NHTSA's decision. While we have already begun the process of executing the

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

recall, given the number of vehicles in this population, the recall will take several years to be completed. Accordingly, in the year ended December 31, 2020, we recorded a warranty accrual of $1.1 billion for the expected costs of complying with the recall remedy. At September 30, 2024, our remaining accrual for these matters was $565 million, and we believe the currently accrued amount remains reasonable.

GM has recalled certain vehicles sold outside of the U.S. to replace Takata inflators in those vehicles. There are significant differences in vehicle and inflator design between the relevant vehicles sold internationally and those sold in the U.S. We continue to gather and analyze evidence about these inflators and to share our findings with regulators. Any additional recalls relating to these inflators could be material to our results of operations and cash flows.

There are several putative class actions that have been filed against GM, including in the U.S. and Canada, arising out of allegations that airbag inflators manufactured by Takata are defective. In March 2023, a U.S. court overseeing one of the putative class actions issued a final judgment in favor of GM on all claims in eight states at issue in that proceeding. In August 2023, the U.S. court granted class certification as to a Louisiana claim, but denied certification as to seven other states. At this stage of these proceedings, we are unable to provide an estimate of the amounts or range of reasonably possible material loss.

ARC Matters In May 2023, we initiated a voluntary recall covering nearly one million 2014–2017 model year Buick Enclave, Chevrolet Traverse and GMC Acadia SUVs equipped with driver front airbag inflators manufactured by ARC Automotive, Inc. (ARC), and accrued an insignificant amount for the expected costs of the recall. As part of its ongoing investigation into ARC airbag inflators, on September 5, 2023, NHTSA issued an Initial Decision that approximately 52 million frontal driver and passenger airbag inflators manufactured by ARC and Delphi Automotive Systems LLC over a roughly 20-year period contain a safety-related defect and must be recalled. On July 31, 2024, NHTSA issued a Supplemental Initial Decision reaffirming its September 2023 Initial Decision and reopening the administrative record to additional public comments. The Initial Decision and the Supplemental Initial Decision are primarily based on the occurrence of seven field ruptures involving ARC-manufactured frontal airbag inflators. We are continuing to investigate the cause of the ruptures in GM vehicles in connection with our existing recalls. The administrative record for NHTSA’s investigation closed on October 11, 2024, and we are waiting for NHTSA to issue its final decision. As indicated in GM's filed comments in the record, we do not believe that further GM vehicle recalls are necessary or appropriate at this time. However, depending on the outcome of the dispute between NHTSA and ARC, and the possibility of additional recalls, the cost of which may not be fully recoverable, it is reasonably possible that the costs associated with these matters in excess of amounts accrued could be material, but we are unable to provide an estimate of the amounts or range of reasonably possible material loss at this time.

There are several putative class actions that have been filed against GM, including in the U.S., Canada and Israel, arising out of allegations that airbag inflators manufactured by ARC are defective. At this stage of these proceedings, we are unable to provide an estimate of the amounts or range of reasonably possible material loss.

Chevrolet Bolt Recall In July 2021, we initiated a voluntary recall for certain 2017–2019 model year Chevrolet Bolt EVs due to the risk that two manufacturing defects present in the same battery cell could cause a high voltage battery fire in certain of these vehicles. After further investigation into the manufacturing processes at our battery supplier, LGES, and disassembling battery packs, we determined that the risk of battery cell defects was not confined to the initial recall population. As a result, in August 2021, we expanded the recall to include all 2017–2022 model year Chevrolet Bolt EV and Chevrolet Bolt Electric Utility Vehicles (EUVs). LG Electronics, Inc. and LGES (collectively, LG), have agreed to reimburse GM for certain costs and expenses associated with the recall. The commercial negotiations with LG also resolved other commercial matters associated with our Ultium Cells Holdings LLC joint venture with LGES. Accordingly, as of December 31, 2023, we had accrued a total of $2.6 billion and recognized receivables totaling $1.6 billion in connection with these matters. At September 30, 2024, our remaining accrual for these matters was $0.3 billion. These charges reflect our current best estimate for the cost of the recall remedy, which includes non-traditional recall remedies provided by GM to enhance customer satisfaction. The actual costs of the recall could be materially higher or lower.

In addition, putative class actions have been filed against GM in the U.S. and Canada alleging that the batteries contained in the Bolt EVs and EUVs included in the recall population are defective. GM has agreed to settle the U.S. class actions for an immaterial amount and the settlement agreement is pending final court approval.

Opel/Vauxhall Sale In 2017, we sold the Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business) to PSA Group, now Stellantis N.V. (Stellantis), under a Master Agreement (the Agreement). We also sold the European financing subsidiaries and branches to Banque PSA Finance S.A. and BNP Paribas Personal Finance S.A. Although the sale reduced our new vehicle presence in Europe, we may still be impacted by actions taken by regulators related to vehicles

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

sold before the sale. General Motors Holdings LLC agreed, on behalf of our wholly owned subsidiary (the Seller), to indemnify Stellantis for certain losses resulting from any inaccuracy of the representations and warranties or breaches of our covenants included in the Agreement and for certain other liabilities, including costs related to certain emissions claims, product liabilities and recalls. We are unable to estimate any reasonably possible material loss or range of loss that may result from these actions either directly or through an indemnification claim from Stellantis. Certain of these indemnification obligations are subject to time limitations, thresholds and/or caps as to the amount of required payments.

Currently, various consumer lawsuits have been filed against the Seller and Stellantis in Germany, the United Kingdom (UK), Austria and the Netherlands alleging that Opel and Vauxhall vehicles sold by the Seller violated applicable emissions standards. In addition, we indemnified Stellantis for an immaterial amount for certain recalls that Stellantis has conducted or will conduct, including recalls in certain geographic locations that Stellantis intends to conduct related to Takata inflators in legacy Opel vehicles. We may in the future be required to further indemnify Stellantis relating to its Takata recalls, but we believe such further indemnification to be remote at this time.

European Commission and UK Competition and Markets Authority Matter In March 2022, the European Commission and UK Competition and Markets Authority (CMA) conducted inspections at the premises of, and sent out formal requests for information to, several companies and associations active in the automotive sector. The investigations concern conduct related to coordination regarding the collection, treatment and recovery of end-of-life cars and vans, which are considered waste. GM was not the subject of the inspections but has since received requests for information related to activities conducted by Opel, a former subsidiary business we sold to Stellantis in 2017. GM has replied to the European Commission’s and CMA’s requests for information. The inspections and requests for information are preliminary investigatory steps and do not prejudge the outcome of the investigations, and as of September 30, 2024, we had accrued an immaterial amount related to this matter. If an infringement is established as to Opel’s conduct, there are a range of possible outcomes, including fines, which could be material.

Privacy and Consumer Protection Matters There are putative class actions pending against GM in federal courts in the U.S. alleging violations of state and federal privacy and consumer protection laws related to the collection and use of certain consumer data obtained through our former OnStar Smart Driver product. In June 2024, those class actions were consolidated into a multi-district litigation proceeding in the Northern District of Georgia. In addition, a number of federal and state agencies and attorneys general have opened investigations or made inquiries of us relating to these alleged consumer protection and privacy issues. The Company is fully cooperating with these agencies and attorneys general. At this stage, we are not able to estimate any reasonably possible or probable material loss or range of loss that may result from these actions.

Product Liability We recorded liabilities of $603 million and $615 million in Accrued liabilities and Other liabilities at September 30, 2024 and December 31, 2023, for the expected cost of all known product liability claims, plus an estimate of the expected cost for product liability claims that have already been incurred and are expected to be filed in the future for which we are self-insured. It is reasonably possible that our accruals for product liability claims may increase in future periods in material amounts, although we cannot estimate a reasonable range of incremental loss based on currently available information. We believe that any judgment against us involving our products for actual damages will be adequately covered by our recorded accruals and, where applicable, excess liability insurance coverage.

Guarantees We enter into indemnification agreements for liability claims involving products manufactured primarily by certain joint ventures. These guarantees terminate in years ranging from 2025 to 2029, or upon the occurrence of specific events or are ongoing. We believe that the related potential costs incurred are adequately covered by our recorded accruals, which are insignificant. The maximum future undiscounted payments mainly based on royalties received associated with vehicles sold to date were $3.9 billion and $3.5 billion for these guarantees at September 30, 2024 and December 31, 2023, the majority of which relates to the indemnification agreements.

We provide payment guarantees on commercial loans outstanding with third parties such as dealers. In some instances, certain assets of the party or our payables to the party whose debt or performance we have guaranteed may offset, to some degree, the amount of any potential future payments. We are also exposed to residual value guarantees associated with certain sales to rental car companies.

We periodically enter into agreements that incorporate indemnification provisions in the normal course of business. It is not possible to estimate our maximum exposure under these indemnifications or guarantees due to the conditional nature of these obligations. Insignificant amounts have been recorded for such obligations as the majority of them are not probable or estimable

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

at this time and the fair value of the guarantees at issuance was insignificant. Refer to the Opel/Vauxhall Sale section of this note for additional information on our indemnification obligations to Stellantis under the Agreement.

Supplier Finance Programs Third-party finance providers offer certain suppliers the option for payment in advance of their invoice due date through financing programs that we established. We retain our obligation to the participating suppliers, and we make payments directly to the third-party finance providers on the original invoice due date pursuant to the original invoice terms. There are no assets pledged as security or other forms of guarantees provided for committed payments. Our outstanding eligible balances under our supplier finance programs were $1.7 billion and $1.3 billion at September 30, 2024 and December 31, 2023, which are recorded in Accounts payable (principally trade).

Note 14. Income Taxes

In the three and nine months ended September 30, 2024, Income tax expense of $709 million and $2.2 billion was primarily due to tax expense attributable to entities included in our effective tax rate calculation.

In the three and nine months ended September 30, 2023, Income tax expense of $470 million and $1.4 billion was lower than the statutory tax rate primarily due to jurisdictional mix of earnings and tax expense attributable to entities included in our effective tax rate calculation.

Note 15. Restructuring and Other Initiatives

We have executed various restructuring and other initiatives and we may execute additional initiatives in the future, if necessary, to streamline manufacturing capacity and reduce other costs to improve the utilization of remaining facilities. To the extent these programs involve voluntary separations, a liability is generally recorded at the time offers to employees are accepted. To the extent these programs provide separation benefits in accordance with pre-existing agreements, a liability is recorded once the amount is probable and reasonably estimable. If employees are involuntarily terminated, a liability is generally recorded at the communication date. Related charges are recorded in Automotive and other cost of sales and Automotive and other selling, general and administrative expense.

The following table summarizes the reserves and charges related to restructuring and other initiatives, including postemployment benefit reserves and charges:


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Balance at beginning of period	$	615	$	1,151	$	779	$	520
Additions, interest accretion and other	369		161		781		1,396
Payments	(363)		(661)		(935)		(1,266)
Revisions to estimates and effect of foreign currency	(3)		(2)		(7)		—
Balance at end of period	$	617	$	650	$	617	$	650

In the three and nine months ended September 30, 2024, restructuring and other initiatives included strategic activities in GMNA related to Buick dealerships. We recorded charges of $150 million and $321 million in the three and nine months ended September 30, 2024, which are included in the table above, and incurred $376 million in net cash outflows resulting from these dealer restructurings in the nine months ended September 30, 2024. Cumulatively, we have incurred charges of approximately $1.4 billion and net cash outflows of $1.2 billion related to this initiative. The remaining $231 million is expected to be paid by the end of 2025.

In April 2024, we announced restructuring actions in GMI related to the closure of manufacturing operations in Colombia and Ecuador. In the three and nine months ended September 30, 2024, we recorded an insignificant amount and $166 million before noncontrolling interest primarily related to employee separations and supplier related charges of $91 million, which are included in the table above, and non-cash restructuring charges of $73 million primarily related to accelerated depreciation and amortization, which is not reflected in the table above. As of September 30, 2024, we have incurred $35 million of cash outflows resulting from these restructuring activities. We expect the remaining cash outflows related to these activities of $56 million to be substantially completed by the end of 2024.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

In the three months ended September 30, 2024, we recorded restructuring charges of $190 million, primarily in GMNA, related to employee separations. As of September 30, 2024, we have incurred $74 million of cash outflows resulting from these restructuring actions. We expect the remaining cash outflows related to these activities of $116 million to be substantially completed by the end of 2025.

In October 2023, Cruise voluntarily paused all of its driverless, supervised and manual AV operations in the U.S. while it examined its processes, systems and tools. In conjunction with these actions, Cruise recorded charges before noncontrolling interest of $529 million in the year ended December 31, 2023, which included non-cash restructuring charges of $250 million. In June 2024, Cruise indefinitely delayed the Cruise Origin and recognized primarily non-cash charges before noncontrolling interest of $631 million. The non-cash restructuring charges are not reflected in the table above. Cumulatively, we have incurred $218 million of cash outflows resulting from these restructuring activities. We expect the remaining cash outflows related to these activities of approximately $112 million to be completed by the end of 2025.

Note 16. Stockholders' Equity and Noncontrolling Interests

We have 2.0 billion shares of preferred stock and 5.0 billion shares of common stock authorized for issuance. We had no shares of preferred stock issued and outstanding at September 30, 2024 and December 31, 2023. We had 1.1 billion and 1.2 billion shares of common stock issued and outstanding at September 30, 2024 and December 31, 2023.

Common Stock Holders of our common stock are entitled to dividends at the sole discretion of our Board of Directors. Our total dividends paid on common stock were $133 million and $407 million for the three and nine months ended September 30, 2024 and $123 million and $373 million for the three and nine months ended September 30, 2023.

In November 2023, 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 an accelerated share repurchase (ASR) program to repurchase an aggregate amount of $10.0 billion of our common stock. In December 2023, pursuant to the agreements entered into in connection with the ASR (collectively, the ASR Agreements), we advanced $10.0 billion and received approximately 215 million shares of our common stock with a value of $6.8 billion, which were immediately retired. In March 2024, upon the first settlement of the transactions contemplated under the ASR Agreements, we received approximately 4 million additional shares, which were immediately retired. The final number of shares ultimately to be purchased will be 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 and subject to adjustments pursuant to the terms and conditions of the ASR Agreements. Upon final settlement, we may receive additional shares of common stock, or, under certain circumstances, we may be required to deliver shares of common stock or to make a cash payment, at our election. The final settlement of the transactions contemplated under the ASR Agreements in connection with the ASR program is expected to occur in the three months ending December 31, 2024.

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.

In the nine months ended September 30, 2024, in addition to shares received under the ASR program, we purchased approximately 53 million shares of our outstanding common stock for $2.4 billion, including an insignificant amount related to purchases initiated in September 2024 that settled in October 2024. In the nine months ended September 30, 2023, we purchased 30 million shares of our outstanding common stock for $1.1 billion.

Cruise Common Shares During the three and nine months ended September 30, 2024, GM Cruise Holdings LLC (Cruise Holdings) issued an insignificant amount of Class B Common Shares to net settle vested awards under Cruise's 2018 Employee Incentive Plan and to fund the payment of statutory tax withholding obligations resulting from the settlement or exercise of vested awards. The Class B Common Shares are classified as noncontrolling interests in our condensed consolidated financial statements.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

The following table summarizes the significant components of Accumulated other comprehensive loss:


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Foreign Currency Translation Adjustments
Balance at beginning of period	$	(3,155)	$	(2,693)	$	(2,457)	$	(2,776)
Other comprehensive income (loss) and noncontrolling interests, net of reclassification adjustment and tax(a)(b)(c)	274		(129)		(424)		(47)
Balance at end of period	$	(2,881)	$	(2,822)	$	(2,881)	$	(2,822)

Defined Benefit Plans
Balance at beginning of period	$	(7,544)	$	(4,930)	$	(7,665)	$	(4,851)
Other comprehensive income (loss) before reclassification adjustment, net of tax(a)(c)	(97)		70		(24)		(14)
Reclassification adjustment, net of tax(c)	27		7		76		13
Other comprehensive income (loss), net of tax(c)	(69)		77		52		(1)
Balance at end of period(d)	$	(7,613)	$	(4,853)	$	(7,613)	$	(4,853)

(a)The noncontrolling interests were insignificant in the three and nine months ended September 30, 2024 and 2023.

(b)The reclassification adjustment was insignificant in the three and nine months ended September 30, 2024 and 2023.

(c)The income tax effect was insignificant in the three and nine months ended September 30, 2024 and 2023.

(d)Primarily consists of unamortized actuarial loss on our defined benefit plans. Refer to Note 2. Significant Accounting Policies of our 2023 Form 10-K for additional information.

Note 17. Earnings Per Share


	Three Months Ended				Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Basic earnings per share
Net income (loss) attributable to stockholders	$	3,056	$	3,064	$	8,969	$	8,026
Less: cumulative dividends on subsidiary preferred stock(a)	(27)		(26)		(55)		(80)
Net income (loss) attributable to common stockholders	$	3,029	$	3,038	$	8,914	$	7,946

Weighted-average common shares outstanding	1,116		1,372		1,136		1,384

Basic earnings per common share	$	2.71	$	2.21	$	7.85	$	5.74
Diluted earnings per share
Net income (loss) attributable to common stockholders – diluted	$	3,029	$	3,038	$	8,914	$	7,946

Weighted-average common shares outstanding – basic	1,116		1,372		1,136		1,384
Dilutive effect of awards under stock incentive plans	15		6		11		6
Weighted-average common shares outstanding – diluted	1,131		1,378		1,147		1,390

Diluted earnings per common share	$	2.68	$	2.20	$	7.77	$	5.72
Potentially dilutive securities(b)	6		14		6		14

(a)Includes an insignificant amount in participating securities income from a subsidiary for the nine months ended September 30, 2024.

(b)Potentially dilutive securities attributable to outstanding stock options, Performance Stock Units and Restricted Stock Units (RSUs) at September 30, 2024 and outstanding stock options and RSUs at September 30, 2023, were excluded from the computation of diluted earnings per share (EPS) because the securities would have had an antidilutive effect.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 18. Stock Incentive Plans

Cruise Stock Incentive Awards In the nine months ended September 30, 2024 and 2023, we conducted recurring tender offers and paid $214 million and $206 million in cash to purchase tendered Cruise Class B Common Shares. The final tender offer was completed in April 2024, after which, substantially all remaining outstanding unvested Cruise RSUs were exchanged by participants for unvested cash payment rights. The remaining outstanding Cruise RSUs are insignificant and are now presented in permanent equity. Total compensation expense related to Cruise Holdings' share-based awards was insignificant in the three and nine months ended September 30, 2024 and $199 million and $476 million in the three and nine months ended September 30, 2023.

Note 19. Segment Reporting

We analyze the results of our business through the following reportable segments: GMNA, GMI, Cruise and GM Financial. The chief operating decision-maker evaluates the operating results and performance of our automotive segments and Cruise through earnings before interest and income taxes (EBIT)-adjusted, which is presented net of noncontrolling interests. The chief operating decision-maker evaluates GM Financial through earnings before income taxes (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. Each segment has a manager responsible for executing our strategic initiatives. While not all vehicles within a segment are individually profitable, those vehicles attract customers to dealer showrooms and help maintain sales volumes for other, more profitable vehicles and contribute towards our commitment to an all-electric future and meeting required fuel efficiency standards. As a result of these and other factors, we do not manage our business on an individual brand or vehicle basis.

Substantially all of the trucks, crossovers, cars and automobile parts produced are marketed through retail dealers in North America and through distributors and dealers outside of North America, the substantial majority of which are independently owned. In addition to the products sold to dealers for consumer retail sales, trucks, crossovers and cars are also sold to fleet customers, including daily rental car companies, commercial fleet customers, leasing companies and governments. Fleet sales are completed through the dealer network and in some cases directly with fleet customers. Retail and fleet customers can obtain a wide range of after-sale vehicle services and products through the dealer network, such as maintenance, light repairs, collision repairs, vehicle accessories and extended service warranties.

GMNA meets the demands of customers in North America and GMI primarily meets the demands of customers outside North America with vehicles developed, manufactured and/or marketed under the Buick, Cadillac, Chevrolet and GMC brands. We also have equity ownership stakes in entities that meet the demands of customers in other countries, primarily China, with vehicles developed, manufactured and/or marketed under the Baojun, Buick, Cadillac, Chevrolet and Wuling brands. Cruise is our global segment responsible for the development and commercialization of AV technology, and includes AV-related engineering and other costs. We provide automotive financing services through our GM Financial segment.

Our automotive interest income and interest expense, legacy costs from the Opel/Vauxhall Business (primarily pension costs), corporate expenditures and certain revenues and expenses that are not part of a reportable segment are recorded centrally in Corporate. Corporate assets primarily consist of cash and cash equivalents, marketable debt securities and intersegment balances. All intersegment balances and transactions have been eliminated in consolidation.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

The following tables summarize key financial information by segment:


	At and For the Three Months Ended September 30, 2024
	GMNA		GMI		Corporate		Eliminations		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Net sales and revenue	$	41,157	$	3,517	$	62			$	44,735	$	26	$	4,031	$	(36)	$	48,757
Earnings (loss) before interest and taxes-adjusted	$	3,982	$	42	$	(204)			$	3,819	$	(383)	$	687	$	(8)	$	4,115
Adjustments(a)	$	(340)	$	(43)	$	(34)			$	(417)	$	—	$	—	$	—	(417)
Automotive interest income																	274
Automotive interest expense																	(206)
Net income (loss) attributable to noncontrolling interests																	(48)
Income (loss) before income taxes																	3,717
Income tax benefit (expense)																	(709)
Net income (loss)																	3,008

Net loss (income) attributable to noncontrolling interests																	48
Net income (loss) attributable to stockholders																	$	3,056

Equity in net assets of nonconsolidated affiliates	$	3,894	$	5,575	$	—	$	—	$	9,469	$	—	$	1,570	$	—	$	11,039
Goodwill and intangibles	$	1,996	$	686	$	—	$	—	$	2,682	$	717	$	1,346	$	—	$	4,745
Total assets	$	169,036	$	25,767	$	45,160	$	(86,689)	$	153,275	$	3,552	$	135,918	$	(3,457)	$	289,289
Depreciation and amortization	$	1,491	$	131	$	27	$	—	$	1,650	$	6	$	1,217	$	—	$	2,873
Impairment charges	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Equity income (loss)(b)	$	309	$	(132)	$	—	$	—	$	177	$	—	$	10	$	—	$	187

(a) Consists of charges for strategic activities related to restructuring actions and Buick dealerships in GMNA, charges related to manufacturing operations wind down in GMI and headquarters relocation in Corporate.

(b) Equity earnings related to Ultium Cells Holdings LLC are presented in Automotive and other cost of sales as this entity is integral to the operations of our business by providing battery cells for our EVs. Refer to Note 7 to our condensed consolidated financial statements for additional information.


	At and For the Three Months Ended September 30, 2023
	GMNA		GMI		Corporate		Eliminations		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Net sales and revenue	$	36,106	$	4,330	$	67			$	40,503	$	25	$	3,641	$	(38)	$	44,131
Earnings (loss) before interest and taxes-adjusted	$	3,526	$	357	$	(322)			$	3,561	$	(732)	$	741	$	(7)	$	3,564
Adjustments(a)	$	(123)	$	—	$	—			$	(123)	$	—	$	—	$	—	(123)
Automotive interest income																	322
Automotive interest expense																	(229)
Net income (loss) attributable to noncontrolling interests																	(70)
Income (loss) before income taxes																	3,464
Income tax benefit (expense)																	(470)
Net income (loss)																	2,994

Net loss (income) attributable to noncontrolling interests																	70
Net income (loss) attributable to stockholders																	$	3,064

Equity in net assets of nonconsolidated affiliates	$	2,603	$	6,256	$	—	$	—	$	8,859	$	—	$	1,691	$	—	$	10,549
Goodwill and intangibles	$	2,112	$	716	$	4	$	—	$	2,832	$	723	$	1,352	$	—	$	4,907
Total assets	$	155,556	$	24,444	$	47,964	$	(77,461)	$	150,504	$	4,888	$	128,962	$	(2,649)	$	281,705
Depreciation and amortization	$	1,585	$	158	$	5	$	—	$	1,749	$	12	$	1,231	$	—	$	2,992
Impairment charges	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Equity income (loss)(b)	$	105	$	190	$	—	$	—	$	295	$	—	$	33	$	—	$	328

(a) Consists of charges for strategic activities related to Buick dealerships and charges related to the voluntary separation program (VSP) in GMNA.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)



	At and For the Nine Months Ended September 30, 2024
	GMNA		GMI		Corporate		Eliminations		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Net sales and revenue	$	117,981	$	9,897	$	130			$	128,007	$	76	$	11,761	$	(105)	$	139,740
Earnings (loss) before interest and taxes-adjusted	$	12,254	$	82	$	(850)			$	11,486	$	(1,284)	$	2,246	$	(25)	$	12,424
Adjustments(a)	$	(511)	$	(146)	$	(34)			$	(691)	$	(583)	$	—	$	—	(1,274)
Automotive interest income																	688
Automotive interest expense																	(631)
Net income (loss) attributable to noncontrolling interests																	(132)
Income (loss) before income taxes																	11,076
Income tax benefit (expense)																	(2,238)
Net income (loss)																	8,837

Net loss (income) attributable to noncontrolling interests																	132
Net income (loss) attributable to stockholders																	$	8,969




Depreciation and amortization	$	4,415	$	403	$	53	$	—	$	4,871	$	18	$	3,662	$	—	$	8,551
Impairment charges	$	—	$	—	$	—	$	—	$	—	$	605	$	—	$	—	$	605
Equity income (loss)(b)	$	766	$	(343)	$	—	$	—	$	423	$	—	$	55	$	—	$	477

(a) Consists of charges for strategic activities related to restructuring actions and Buick dealerships in GMNA, charges related to manufacturing operations wind down in GMI, headquarters relocation in Corporate and charges related to Cruise restructuring.



	At and For the Nine Months Ended September 30, 2023
	GMNA		GMI		Corporate		Eliminations		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Net sales and revenue	$	106,214	$	12,011	$	177			$	118,403	$	76	$	10,482	$	(98)	$	128,863
Earnings (loss) before interest and taxes-adjusted	$	10,295	$	940	$	(996)			$	10,240	$	(1,904)	$	2,278	$	(13)	$	10,601
Adjustments(a)	$	(1,343)	$	76	$	—			$	(1,267)	$	—	$	—	$	—	(1,267)
Automotive interest income																	801
Automotive interest expense																	(689)
Net income (loss) attributable to noncontrolling interests																	(179)
Income (loss) before income taxes																	9,267
Income tax benefit (expense)																	(1,421)
Net income (loss)																	7,846

Net loss (income) attributable to noncontrolling interests																	179
Net income (loss) attributable to stockholders																	$	8,026




Depreciation and amortization	$	4,544	$	424	$	15	$	—	$	4,984	$	27	$	3,727	$	—	$	8,738
Impairment charges	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Equity income (loss)(b)	$	89	$	348	$	—	$	—	$	437	$	—	$	111	$	—	$	548

(a) Consists of charges for strategic activities related to Buick dealerships and charges related to the VSP in GMNA and the partial resolution of Korean subcontractor matters in GMI.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

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