General Motors · 10-Q · Item 2 MD&A

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

Basis of Presentation This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) should be read in conjunction with the accompanying condensed consolidated financial statements and the notes thereto, and the audited consolidated financial statements and notes thereto included in our 2025 Form 10-K.

Forward-looking statements in this MD&A are not guarantees of future performance and may involve risks and uncertainties that could cause actual results to differ materially from those projected. Refer to the "Forward-Looking Statements" section of this MD&A, Part I, Item 1A. Risk Factors of our 2025 Form 10-K, and Part II, Item 1A. Risk Factors of our Quarterly Report on Form 10-Q for the three months ended March 31, 2026 for a discussion of these risks and uncertainties. Except for per share amounts or as otherwise specified, dollar amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding.

Overview Our vision for the future is a world with zero crashes, zero emissions, and zero congestion. We will adapt to customer preferences while executing our growth-focused strategy to invest in internal combustion engine (ICE) vehicles, EVs, hybrids, personal AV technology, software-enabled services, and other new business opportunities. T1To support strong margins and cash flow, we continue to prioritize profitable ICE vehicles, such as trucks and SUVs. We plan to execute our strategy with a steadfast commitment to good corporate citizenship through more sustainable operations and a leading health and safety culture.

Our financial performance continues to be driven by the strength of our vehicle portfolio, including high margin full-size pickup trucks and SUVs, strong consumer demand for our products, and the execution of our core business strategy. We remain focused on maintaining an efficient cost structure and pricing discipline. We continue to prioritize driving down costs to improve profitability and are aligning our EV capacity and manufacturing footprint. We are monitoring industry pricing pressures, changing interest rates, inflation, warranty claims, consumer demand trends, geopolitical tensions, and changes to the regulatory environment, including with respect to tariffs, fuel economy standards, and emissions regulations.

In 2025, the U.S. and other governments implemented new tariffs relevant to GM and its suppliers, including tariffs on vehicles and parts imported into the U.S. The tariff environment remains highly dynamic, and the specific tariffs applicable to goods imported by GM and its suppliers continue to evolve, including with respect to imports under the U.S.-Mexico-Canada Agreement and other trade agreements. We have acted with urgency and discipline to maintain strong positioning within the industry. On February 20, 2026, the U.S. Supreme Court concluded that the International Emergency Economic Powers Act (IEEPA) did not authorize the imposition of tariffs. Because we believe previously paid amounts regarding tariffs imposed under IEEPA are refundable, we recorded a net $0.5 billion favorable adjustment primarily due to previously charged IEEPA tariffs in the three months ended March 31, 2026.

T2Based on the current tariff environment, we estimate that impacts to EBIT-adjusted could range from $2.5 billion to $3.5 billion for the year ending December 31, 2026 and may be subject to change if new tariffs or changes to existing tariffs arise. Refer to Part I, Item 1A. Risk Factors in our 2025 Form 10-K for a full discussion of the risks associated with the global tariff environment.

T3During the year ended December 31, 2025, we recorded charges of $7.9 billion in GMNA related to our EV strategic realignment. In the three months ended June 30, 2026, we recorded additional net charges of $2.3 billion, primarily related to $1.3 billion for ongoing commercial negotiations with our supply base and joint venture partners, $1.1 billion of losses on contractual supply agreements, and $0.5 billion associated with compliance-related assets, net of $0.7 billion of recoveries under a cost sharing arrangement. Of these charges, $1.6 billion will have a cash impact when paid. For the six months ended June 30, 2026, net charges were $3.4 billion and, in addition to the charges recorded in the three months ended June 30, 2026, consisted of $1.0 billion of charges for ongoing commercial negotiations with our supply base and joint venture partners.

Of these charges, $2.5 billion will have a cash impact when paid. We incurred cash outflows of $4.1 billion related to these charges in the six months ended June 30, 2026. We expect additional charges in the year ending December 31, 2026, and while circumstances may change in the future, we believe we have substantially completed the recognition of material cash charges related to our EV strategic realignment. The charge associated with our compliance-related assets in April 2026 was due to the repeal of the EPA's endangerment finding. At June 30, 2026, the carrying amount of our compliance-related assets was $0.7 billion. The expected future EV-related charges will be reflected as adjustments to our non-GAAP financial measures.

Refer to the "Non-GAAP Measures" section of this MD&A for additional information. Our strategic realignment of EV capacity does not impact today's retail portfolio of Chevrolet, GMC, and Cadillac EVs currently in production, and we expect these models to remain available to consumers.

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

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impact on our operating results. Refer to the "Consolidated Results" and regional sections of this MD&A for additional information.

We face continuing market, operating, and regulatory challenges in several countries across the globe due to, among other factors, competitive pressures, our product portfolio offerings, heightened emissions standards, labor disruptions, foreign exchange volatility, evolving trade policy, automotive industry supply chains, and political uncertainty. Refer to Part I, Item 1A. Risk Factors in our 2025 Form 10-K and Part II, Item 1A. Risk Factors of our Quarterly Report on Form 10-Q for the three months ended March 31, 2026 for a discussion of these challenges.

For the year ending December 31, 2026, we expect Net income attributable to stockholders of between $8.4 billion and $9.8 billion, EBIT-adjusted of between $14.0 billion and $16.0 billion, EPS-diluted of between $8.98 and $10.98, and EPS-diluted-adjusted of between $12.00 and $14.00. Refer to the "Non-GAAP Measures" section of this MD&A for additional information.

The following table reconciles expected Net income attributable to stockholders to expected EBIT-adjusted (dollars in billions):

Net income attributable to stockholders

Income tax expense

Automotive interest income, net

Adjustments(a)

EBIT-adjusted

__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders to EBIT-adjusted within this MD&A for adjustment details. These expected financial results do not include the potential impact of future adjustments related to special items.

The following table reconciles expected EPS-diluted to expected EPS-diluted-adjusted:

Diluted earnings per common share

Adjustments(a)

EPS-diluted-adjusted

__________

(a)Refer to the reconciliation of diluted earnings per common share to EPS-diluted-adjusted within this MD&A for adjustment details. These expected financial results do not include the potential impact of future adjustments related to special items.

GMNA Industry sales in North America were 10.0 million units in the six months ended June 30, 2026, representing a decrease of 2.6% compared to the corresponding period in 2025. U.S. industry sales were 8.1 million units in the six months ended June 30, 2026, representing a decrease of 3.4% compared to the corresponding period in 2025.

Our total vehicle sales in the U.S., our largest market in North America, were 1.3 million units for a market share of 16.7% in the six months ended June 30, 2026, representing a decrease of 0.6 percentage points compared to the corresponding period in 2025.

We achieved solid margins in the six months ended June 30, 2026 driven by the strength of our product portfolio and ongoing cost discipline. However, the evolving tariff and policy landscape could continue to have a material impact on our profitability going forward. We remain focused on improving our EV profitability while maintaining our focus on cost. In addition, our outlook is dependent on continued supply chain availability, the resiliency of the U.S. economy, and overall economic conditions, including the imposition of tariffs, less available offsets and deductions, or other trade restrictions by the U.S. or its trading partners. T4Looking ahead, our top priority is earning 8.0-10.0% annualized EBIT-adjusted margins in GMNA on a sustained basis.

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GMI Industry sales in China were 10.3 million units in the six months ended June 30, 2026, representing a decrease of 16.6% compared to the corresponding period in 2025. T5Our total vehicle sales in China were 0.7 million units for a market share of 6.8% in the six months ended June 30, 2026, representing a decrease of 0.4 percentage points compared to the corresponding period in 2025. Our Automotive China JVs generated equity income of $0.2 billion in the six months ended June 30, 2026, which includes income of $0.1 billion related to the previously announced restructuring of SAIC General Motors Corp., Ltd. (SGM). We continue to focus on enhancing the competitiveness of our products in the Chinese market and executing restructuring plans. Additional restructuring charges may be incurred going forward.

Outside of China, industry sales were 13.8 million units in the six months ended June 30, 2026, representing an increase of 4.0% compared to the corresponding period in 2025. Our total vehicle sales outside of China were 0.4 million units for a market share of 3.1% in the six months ended June 30, 2026, representing an increase of 0.1 percentage points compared to the corresponding period in 2025.

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

We present both wholesale and total vehicle sales data to assist in the analysis of our revenue and market share. Wholesale vehicle sales data consists of sales to GM's dealers and distributors as well as sales to the U.S. Government, and excludes vehicles sold by our joint ventures. Wholesale vehicle sales data correlates to our revenue recognized from the sale of vehicles, which is the largest component of Automotive net sales and revenue. In the six months ended June 30, 2026, 26.8% of our wholesale vehicle sales volume was generated outside the U.S. The following table summarizes wholesale vehicle sales by our Automotive operations (vehicles in thousands):

Three Months Ended

Six Months Ended

GMNA

%

%

%

%

GMI

%

%

%

%

Total

%

%

%

%

Total vehicle sales data represents: (1) retail sales (i.e., sales to consumers who purchase new vehicles from dealers or distributors); (2) fleet sales (i.e., sales to large and small businesses, governments, and daily rental car companies); and (3) certain vehicles used by dealers in their business, including but not limited to courtesy transportation vehicles previously used by dealers that were sold to the end consumer. Total vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on our percentage ownership interest in the joint venture, including vehicle sales of non-GM trademarked vehicles, which are included in the total vehicle sales we report for China.

While total vehicle sales data does not correlate directly to the revenue we recognize during a particular period, we believe it is indicative of the underlying demand for our vehicles. Total vehicle sales data represents management's good faith estimate based on sales reported by our dealers, distributors, and joint ventures; commercially available data sources, such as registration and insurance data; and internal estimates and forecasts when other data is not available.

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

Three Months Ended

Six Months Ended

Industry

GM

Market Share

Industry

GM

Market Share

Industry

GM

Market Share

Industry

GM

Market Share

North America

United States

%

%

%

%

Other

%

%

%

%

Total North America

%

%

%

%

Asia/Pacific, Middle East, and Africa

China(a)

%

%

%

%

Other

%

%

%

%

Total Asia/Pacific, Middle East, and Africa

%

%

%

%

South America

Brazil

%

%

%

%

Other

%

%

%

%

Total South America

%

%

%

%

Total in GM markets

%

%

%

%

Total Europe

—

—

%

—

—

%

1

—

%

1

—

%

Total Worldwide(b)

%

%

%

%

United States

Cars

%

%

%

%

Trucks

%

%

%

%

Crossovers

%

%

%

%

Total United States

%

%

%

%

China(a)

SGMS

SGMW

Total

%

%

%

%

__________

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

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

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

Three Months Ended

Six Months Ended

GMNA

GMI

Total fleet sales

Fleet sales as a percentage of total vehicle sales

%

%

%

%

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GM Financial We believe that offering a comprehensive suite of financing products will generate incremental sales of our vehicles, drive incremental GM Financial earnings, and help support our sales throughout various economic cycles. GM Financial's penetration of our retail sales in the U.S. was 35% in the six months ended June 30, 2026 and 2025. Penetration levels vary depending on incentive financing programs available and competing third-party financing products in the market. GM Financial's prime loan originations as a percentage of total loan originations in North America were 75% in the six months ended June 30, 2026 and 81% in the corresponding period in 2025. In the six months ended June 30, 2026, GM Financial's revenue consisted of leased vehicle income of 46%, retail finance charge income of 40%, and commercial finance charge income of 6%.

GM Financial's leasing program is exposed to residual values, which are heavily dependent on used vehicle prices. The following table summarizes the estimated residual value based on GM Financial's most recent estimates and the number of units included in GM Financial Equipment on operating leases, net by vehicle type (units in thousands):

Residual Value

Units

Percentage

Residual Value

Units

Percentage

Crossovers

$

%

$

%

Trucks

%

%

SUVs

%

%

Cars

%

%

Total

$

%

$

%

At June 30, 2026 and December 31, 2025, residual values of leased EVs represented 22.9% and 21.1% of total residual values.

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

Total Net Sales and Revenue

Three Months Ended

Favorable/ (Unfavorable)

%

Variance Due To

Volume

Mix

Price

Other

(Dollars in billions)

GMNA

$

$

$

%

$

—

$

$

$

GMI

%

$

$

$

$

Corporate

n.m.

$

—

$

Automotive

%

$

$

$

$

GM Financial

%

$

—

Eliminations/reclassifications

(3)

(2)

—

%

$

—

$

—

Total net sales and revenue

$

$

$

%

$

$

$

$

__________

n.m. = not meaningful

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Six Months Ended

Favorable/ (Unfavorable)

%

Variance Due To

Volume

Mix

Price

Other

(Dollars in billions)

GMNA

$

$

$

%

$

$

$

$

GMI

%

$

$

$

$

Corporate

n.m.

$

—

$

Automotive

%

$

$

$

$

Cruise

—

1

(1)

n.m.

$

—

GM Financial

%

$

Eliminations/reclassifications

(4)

(7)

3

%

$

—

$

—

Total net sales and revenue

$

$

$

%

$

$

$

$

__________

n.m. = not meaningful

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

Automotive and Other Cost of Sales

Three Months Ended

Favorable/ (Unfavorable)

%

Variance Due To

Volume

Mix

Cost

Other

(Dollars in billions)

GMNA

$

$

$

%

$

—

$

$

$

GMI

%

$

$

$

$

Corporate

n.m.

$

—

$

$

—

Eliminations

—

(1)

—

%

$

—

$

—

Total automotive and other cost of sales

$

$

$

%

$

$

$

$

__________

n.m. = not meaningful

Six Months Ended

Favorable/ (Unfavorable)

%

Variance Due To

Volume

Mix

Cost

Other

(Dollars in billions)

GMNA

$

$

$

%

$

$

$

$

GMI

%

$

$

$

$

Corporate

%

$

—

$

$

—

Cruise

—

n.m.

$

Eliminations

1

(1)

(2)

n.m.

$

—

$

—

Total automotive and other cost of sales

$

$

$

%

$

$

$

$

__________

n.m. = not meaningful

In the three months ended June 30, 2026, increased Cost was primarily due to: (1) charges of $1.9 billion due to the EV strategic realignment; (2) decreased Ultium Cells Holdings LLC equity earnings of $0.4 billion; (3) increased engineering costs of $0.2 billion; and (4) increased manufacturing costs of $0.2 billion; partially offset by (5) decreased net realizable value inventory adjustments, primarily EV-related, of $0.6 billion; (6) decreased warranty-related costs of $0.5 billion; and (7) decreased emissions costs of $0.2 billion. In the three months ended June 30, 2026, unfavorable Other was primarily due to net foreign currency changes in the Mexican peso.

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In the six months ended June 30, 2026, increased Cost was primarily due to: (1) charges of $3.0 billion due to the EV strategic realignment; (2) decreased Ultium Cells Holdings LLC equity earnings of $0.8 billion; (3) increased material and freight costs of $0.3 billion; and (4) increased parts and accessories costs of $0.2 billion; partially offset by (5) decreased net realizable value inventory adjustments, primarily EV-related, of $0.9 billion; (6) decreased warranty-related costs of $0.8 billion; and (7) decreased emissions costs of $0.4 billion. In the six months ended June 30, 2026, unfavorable Other was primarily due to net foreign currency changes in the Mexican peso.

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

Automotive and Other Selling, General, and Administrative Expense

Three Months Ended

Favorable/ (Unfavorable)

Six Months Ended

Favorable/ (Unfavorable)

%

%

Automotive and other selling, general, and administrative expense

$

$

$

%

$

$

$

%

Interest Income and Other Non-operating Income, net

Three Months Ended

Favorable/ (Unfavorable)

Six Months Ended

Favorable/ (Unfavorable)

%

%

Interest income and other non-operating income, net

$

$

$

%

$

$

$

%

Income Tax Expense

Three Months Ended

Favorable/ (Unfavorable)

Six Months Ended

Favorable/ (Unfavorable)

%

%

Income tax expense

$

$

$

%

$

$

$

%

In the three and six months ended June 30, 2026, Income tax expense decreased primarily due to lower pre-tax income.

For the three and six months ended June 30, 2026, our effective tax rate was 13.7% and 17.4% and our effective tax rate-adjusted (ETR-adjusted) was 17.6% and 18.3%. We expect our ETR-adjusted to be between 20% and 21% for the year ending December 31, 2026. Refer to the "Non-GAAP Measures" section of this MD&A for additional information.

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

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GM North America

Three Months Ended

Favorable/ (Unfavorable)

%

Variance Due To

Volume

Mix

Price

Cost

Other

(Dollars in billions)

Total net sales and revenue

$

$

$

%

$

—

$

$

$

EBIT-adjusted

$

$

$

%

$

—

$

$

$

$

EBIT-adjusted margin

%

%

%

(Vehicles in thousands)

Wholesale vehicle sales

(1)

%

Six Months Ended

Favorable/ (Unfavorable)

%

Variance Due To

Volume

Mix

Price

Cost

Other

(Dollars in billions)

Total net sales and revenue

$

$

$

%

$

$

$

$

EBIT-adjusted

$

$

$

%

$

$

$

$

$

EBIT-adjusted margin

%

%

%

(Vehicles in thousands)

Wholesale vehicle sales

%

GMNA Total Net Sales and Revenue In the three months ended June 30, 2026, Total net sales and revenue increased primarily due to: (1) favorable Price as a result of lean dealer inventory levels due to strong demand for our products; and (2) favorable Other due to increased revenue of software-enabled services and subscriptions and net foreign currency changes; partially offset by (3) unfavorable Mix associated with decreased sales of crossover vehicles, including EVs, and increased sales of cars and full-size SUVs, partially offset by decreased sales of mid-size pickup trucks and vans.

In the six months ended June 30, 2026, Total net sales and revenue decreased primarily due to: (1) decreased net wholesale volumes due to decreased sales of crossover vehicles, including EVs, and mid-size pickup trucks and vans, partially offset by increased sales of full-size pickup trucks; and (2) unfavorable Mix associated with increased sales of full-size pickup trucks and decreased sales of crossover vehicles and full-size SUVs; partially offset by (3) favorable Price as a result of lean dealer inventory levels due to strong demand for our products; and (4) favorable Other due to increased revenue of software-enabled services and subscriptions and net foreign currency changes.

GMNA EBIT-Adjusted In the three months ended June 30, 2026, EBIT-adjusted increased primarily due to: (1) favorable Price; (2) favorable Cost primarily due to decreased net realizable value inventory adjustments, primarily EV-related, of $0.5 billion and decreased warranty-related costs of $0.5 billion, partially offset by decreased Ultium Cells Holdings LLC equity earnings of $0.4 billion and increased engineering costs of $0.2 billion; and (3) favorable Mix associated with decreased sales of crossover vehicles, including EVs, and increased sales of full-size pick-up trucks; partially offset by (4) unfavorable Other due to net foreign currency changes.

In the six months ended June 30, 2026, EBIT-adjusted increased primarily due to: (1) favorable Cost primarily due to decreased warranty-related costs of $0.9 billion, decreased net realizable value inventory adjustments, primarily EV-related, of $0.8 billion, and decreased emissions costs of $0.4 billion, partially offset by decreased Ultium Cells Holdings LLC equity earnings of $0.8 billion, increased engineering costs of $0.3 billion, and increased material and freight costs of $0.2 billion; (2) favorable Price; and (3) favorable Mix associated with decreased sales of crossover vehicles, including EVs, and increased sales of full-size pickup trucks; and (4) favorable Other due to net foreign currency changes and favorable revaluation of investments; partially offset by (5) decreased net wholesale volumes.

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GM International

Three Months Ended

Favorable/ (Unfavorable)

Variance Due To

%

Volume

Mix

Price

Cost

Other

(Dollars in billions)

Total net sales and revenue

$

$

$

%

$

$

$

$

EBIT-adjusted

$

$

$

%

$

$

$

$

$

EBIT-adjusted margin

%

%

%

Equity income (loss) — Automotive China

$

$

$

%

EBIT-adjusted — excluding Equity income (loss)(a)

$

$

$

%

(Vehicles in thousands)

Wholesale vehicle sales

%

__________

(a)Excludes adjustments related to Automotive China JVs restructuring recorded in GMI.

Six Months Ended

Favorable/ (Unfavorable)

Variance Due To

%

Volume

Mix

Price

Cost

Other

(Dollars in billions)

Total net sales and revenue

$

$

$

%

$

$

$

$

EBIT-adjusted

$

$

$

%

$

$

$

$

$

EBIT-adjusted margin

%

%

%

Equity income (loss) — Automotive China

$

$

$

n.m.

EBIT-adjusted — excluding Equity income (loss)(a)

$

$

$

%

(Vehicles in thousands)

Wholesale vehicle sales

%

__________

n.m. = not meaningful

(a)Excludes adjustments related to Automotive China JVs restructuring recorded in GMI.

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

GMI Total Net Sales and Revenue In the three months ended June 30, 2026, Total net sales and revenue increased primarily due to: (1) increased net wholesale volumes in Brazil primarily due to increased sales of passenger cars and crossovers, partially offset by decreased volumes in the Middle East; (2) favorable Price across multiple vehicle lines in Argentina and the Middle East; and (3) favorable Other primarily due to net foreign currency changes in the Brazilian real, partially offset by changes in the Argentine peso; partially offset by (4) unfavorable Mix in Brazil and the Middle East.

In the six months ended June 30, 2026, Total net sales and revenue increased primarily due to: (1) increased net wholesale volumes in Brazil primarily due to increased sales of passenger cars and crossovers, partially offset by decreased volumes in the Middle East; (2) favorable Price across multiple vehicle lines in Argentina and the Middle East; and (3) favorable Other primarily due to net foreign currency changes in the Brazilian real and Colombian peso, partially offset by changes in the Argentine peso; partially offset by (4) unfavorable Mix in Brazil and the Middle East.

GMI EBIT-Adjusted In the three months ended June 30, 2026, EBIT-adjusted decreased primarily due to: (1) unfavorable Mix; and (2) unfavorable Cost primarily due to increased material and logistics costs in Brazil and Argentina; partially offset by (3) increased net wholesale volumes in Brazil, partially offset by decreased volumes in the Middle East; (4) favorable Price; and (5) favorable Other primarily due to net foreign currency changes in the Brazilian real.

In the six months ended June 30, 2026, EBIT-adjusted increased primarily due to: (1) increased net wholesale volumes in Brazil, partially offset by decreased volumes in the Middle East; (2) favorable Price; and (3) favorable Other primarily due to

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net foreign currency changes in the Brazilian real, partially offset by the Argentine peso; partially offset by (4) unfavorable Mix; and (5) unfavorable Cost primarily due to increased material and logistics costs in Brazil and Argentina.

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

Three Months Ended

Six Months Ended

Wholesale vehicle sales, including vehicles exported to markets outside of China

Total net sales and revenue

$

$

$

$

Net income (loss)

$

$

$

$

GM Financial

Three Months Ended

Increase/ (Decrease)

%

Six Months Ended

Increase/ (Decrease)

%

Total revenue

$

$

$

%

$

$

$

%

Provision for loan losses

$

$

$

%

$

$

$

%

EBT-adjusted

$

$

$

%

$

$

$

%

Average debt outstanding (dollars in billions)

$

$

$

%

$

$

$

%

Effective rate of interest paid

%

%

%

%

%

%

GM Financial Revenue In the three months ended June 30, 2026, total revenue increased by an insignificant amount.

In the six months ended June 30, 2026, total revenue increased primarily due to: (1) increased other income of $0.1 billion primarily due to growth in the insurance and vehicle protection businesses; and (2) increased leased vehicle income of $0.1 billion primarily due to an increase in the average balance of the leased vehicles portfolio; partially offset by (3) decreased finance charge income of $0.1 billion primarily due to a decrease in the average balance of the finance receivables portfolio.

GM Financial EBT-Adjusted In the three months ended June 30, 2026, EBT-adjusted decreased primarily due to: (1) increased operating expenses of $0.1 billion primarily due to growth in the insurance and vehicle protection businesses and related claims losses; and (2) increased leased vehicle expenses of $0.1 billion primarily due to increased depreciation expense; partially offset by (3) decreased interest expense of $0.1 billion primarily due to a decrease in the average debt outstanding and a lower effective rate of interest on GM Financial debt.

In the six months ended June 30, 2026, EBT-adjusted decreased primarily due to: (1) increased leased vehicle expenses of $0.2 billion primarily due to increased depreciation expense on EVs; (2) increased operating expenses of $0.2 billion primarily due to growth in the insurance and vehicle protection businesses and related claims losses; and (3) decreased finance charge income of $0.1 billion primarily due to a decrease in the average balance of the finance receivables portfolio; partially offset by (4) increased other income of $0.1 billion primarily due to growth in the insurance and vehicle protection businesses; (5) decreased interest expense of $0.2 billion primarily due to a decrease in the average debt outstanding and a lower effective rate of interest on GM Financial debt; and (6) increased leased vehicle income of $0.1 billion primarily due to an increase in the average balance of the leased vehicles portfolio.

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

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Our known current material uses of cash include, among other possible demands: (1) capital spending and our investments in our battery cell manufacturing joint ventures of approximately $10.0 billion to $12.0 billion in 2026; (2) payments for engineering and product development activities, including the development of AV technology and software-enabled services; (3) payments associated with previously announced EV-related cash charges, warranty claims, vehicle recalls, and any other recall-related contingencies; (4) payments to service debt and other long-term obligations, including discretionary and mandatory contributions to our pension plans; (5) dividend payments on our common stock that are declared by our Board of Directors; and (6) payments to purchase shares of our common stock authorized by our Board of Directors.

Our material future uses of cash, which may vary from time to time based on market conditions and other factors, are focused on the three objectives of our capital allocation program: (1) grow our business at an average target return on invested capital-adjusted (ROIC-adjusted) rate of 20% or greater; (2) maintain a strong investment-grade balance sheet, including a target average automotive cash balance of $18.0 billion; and (3) after the first two objectives are met, return available cash to stockholders. Our senior management evaluates our capital allocation program on an ongoing basis and recommends any modifications to the program to our Board of Directors not less than once annually.

During the year ended December 31, 2025, we recorded charges of $7.9 billion in GMNA related to our EV strategic realignment. These charges included non-cash impairment and other charges of $3.2 billion and cash related charges of $4.7 billion, primarily consisting of supplier commercial settlements, contract cancellation fees, battery cell JV settlements, and other charges that will have a cash impact when paid. The non-cash impairment charges include the cost of writing down EV-related tooling and equipment to its nominal salvage value. We incurred cash outflows of $0.4 billion related to these charges in the year ended December 31, 2025. In the six months ended June 30, 2026, we recorded additional net charges of $3.4 billion, primarily related to $2.4 billion for ongoing commercial negotiations with our supply base and joint venture partners, $1.1 billion of losses on contractual supply agreements, and $0.5 billion associated with compliance-related assets, net of $0.7 billion of recoveries under a cost sharing arrangement.

We incurred cash outflows of $4.1 billion related to these charges in the six months ended June 30, 2026. We expect to recognize additional charges in the year ending December 31, 2026, and while circumstances may change in the future, we believe we have substantially completed the recognition of material cash charges related to our EV strategic realignment.

We have entered, and plan to continue to enter, into offtake agreements that generally obligate us to purchase defined quantities of output. These arrangements could have a short-term adverse impact on our cash and increase our inventory. We also continue to monitor and evaluate opportunities to strengthen our competitive position over the long term while maintaining a strong investment-grade balance sheet. These actions may include opportunistic payments to reduce our long-term obligations, and the possibility of acquisitions, dispositions, and investments with joint venture partners, as well as strategic alliances that we believe would generate significant advantages and substantially strengthen our business.

Our liquidity plans are subject to a number of risks and uncertainties, including those described in the "Forward-Looking Statements" section of this MD&A, Part I, Item 1A. Risk Factors of our 2025 Form 10-K, and Part II, Item 1A. Risk Factors of our Quarterly Report on Form 10-Q for the three months ended March 31, 2026, some of which are outside of our control.

In January 2026, our Board of Directors increased the capacity under our existing share repurchase program by $6.0 billion to an aggregate of $6.3 billion, with no expiration date. T6In the six months ended June 30, 2026, we repurchased 36 million outstanding shares of our common stock for $2.8 billion. As of June 30, 2026, we have $3.5 billion in capacity remaining under our share repurchase program.

In the six months ended June 30, 2026, we paid dividends of $0.3 billion to holders of our common stock. In January 2026, our Board of Directors approved an increase in the quarterly common stock dividend of $0.03 to $0.18 per share beginning with the quarterly dividend declared in January 2026.

Cash flows that occur amongst our Automotive, Cruise, and GM Financial operations are eliminated when we consolidate our cash flows. Such eliminations include, among other things, collections by Automotive on wholesale accounts receivables financed by dealers through GM Financial, payments between Automotive and GM Financial for accounts receivables transferred by Automotive to GM Financial, loans to Automotive and Cruise from GM Financial, dividends issued by GM Financial to Automotive, tax payments by GM Financial to Automotive, and Automotive Cruise related cash expenditures. The presentation of Automotive liquidity and GM Financial liquidity presented below includes the impact of cash transactions amongst the sectors that are ultimately eliminated in consolidation. The Cruise restructuring activities were substantially complete as of December 31, 2025. Net cash used in operating activities by Cruise was $0.7 billion in the three months ended June 30, 2025.

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Automotive Liquidity Total available liquidity includes cash, cash equivalents, marketable debt securities, and funds available under credit facilities. The amount of available liquidity is subject to seasonal fluctuations and includes balances held by various business units and subsidiaries worldwide that are needed to fund their operations. We have not significantly changed the management of our liquidity, including our allocation of available liquidity, our portfolio composition, and our investment guidelines since December 31, 2025. Refer to Part II, Item 7. MD&A of our 2025 Form 10-K.

In March 2026, we renewed our 364-day, $2.0 billion revolving credit facility allocated for the exclusive use of GM Financial, which now matures March 22, 2027.

We use credit facilities as a mechanism to provide additional flexibility in managing our global liquidity. Our Automotive borrowing capacity under credit facilities totaled $14.4 billion at June 30, 2026 and December 31, 2025, which consisted primarily of two credit facilities. Total Automotive borrowing capacity under our credit facilities does not include our 364-day, $2.0 billion facility allocated for exclusive use of GM Financial. We did not have any borrowings against our primary facilities, but had letters of credit outstanding under our sub-facility of $0.5 billion at June 30, 2026 and December 31, 2025.

If available capacity permits, GM Financial continues to have access to our automotive credit facilities. GM Financial did not have borrowings outstanding against any of these facilities at June 30, 2026 and December 31, 2025. We had intercompany loans from GM Financial of $0.4 billion at June 30, 2026 and December 31, 2025, which primarily consisted of commercial loans to dealers we consolidate. We did not have intercompany loans to GM Financial at June 30, 2026 and December 31, 2025. Refer to Note 4 to our condensed consolidated financial statements for additional information.

Several of our loan facilities, including our credit facilities, require compliance with certain financial and operational covenants as well as regular reporting to lenders. We have reviewed our covenants in effect as of June 30, 2026 and determined we are in compliance and expect to remain in compliance in the future.

GM Financial's Board of Directors declared and paid dividends of $0.9 billion on its common stock in the six months ended June 30, 2026. Future dividends from GM Financial will depend on several factors including business and economic conditions, its financial condition, earnings, liquidity requirements, and leverage ratio.

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

Automotive cash and cash equivalents

$

$

Marketable debt securities

Automotive cash, cash equivalents, and marketable debt securities

Available under credit facilities(a)

Total Automotive available liquidity

$

$

__________

(a)We had letters of credit outstanding under our sub-facility of $0.5 billion at June 30, 2026 and December 31, 2025.

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

Operating cash flow

$

Capital expenditures

Shares repurchased and dividends paid

Financing lease purchase option

Investment in nonconsolidated affiliates

Other non-operating

Total change in Automotive available liquidity

$

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Automotive Cash Flow (dollars in billions)

Six Months Ended

Change

Operating Activities

Net income

$

$

$

Depreciation, amortization, and impairment charges

—

Pension and OPEB activities

Working capital

Accrued and other liabilities and income taxes

Other(a)

Net automotive cash provided by (used in) operating activities(b)

$

$

$

__________

(a)Includes $0.9 billion and $0.7 billion in dividends received from GM Financial in the six months ended June 30, 2026 and 2025; $1.0 billion in dividends received from our nonconsolidated affiliates in the six months ended June 30, 2025; and changes in other assets and liabilities in the six months ended June 30, 2026 and 2025.

(b)Includes $(0.1) billion and $(2.6) billion in the six months ended June 30, 2026 and 2025, which are eliminated within the condensed consolidated statements of cash flows. Amounts eliminated primarily relate to purchases of, and collections on, wholesale finance receivables provided by GM Financial to our dealers and dividends issued by GM Financial to us.

Six Months Ended

Change

Investing Activities

Capital expenditures

$

$

$

Acquisitions and liquidations of marketable securities, net

Other(a)

Net automotive cash provided by (used in) investing activities(b)

$

$

$

__________

(a)Includes $0.1 billion loan repayments from Ultium Cells LLC in the six months ended June 30, 2026 and $(1.8) billion term loan to Ultium Cells LLC in the six months ended June 30, 2025; $(0.2) billion and $(0.5) billion of GM's investment in nonconsolidated affiliates in the six months ended June 30, 2026 and 2025; and $(0.9) billion of funding to wind down Cruise robotaxi operations in the six months ended June 30, 2025.

(b)Includes $(0.9) billion of funding to wind down Cruise robotaxi operations in the six months ended June 30, 2025, which is eliminated within the condensed consolidated statements of cash flows.

Six Months Ended

Change

Financing Activities

Net proceeds (payments) from short-term debt

$

$

$

Issuance of senior unsecured notes

—

Other(a)

Net automotive cash provided by (used in) financing activities

$

$

$

__________

(a)Includes $(2.8) billion for payments to purchase common stock and $(0.4) billion for dividends to noncontrolling interests in the six months ended June 30, 2026; $(0.3) billion for dividends paid in the six months ended June 30, 2026 and 2025; and $(2.0) billion in payments related to the ASR in the six months ended June 30, 2025.

Adjusted Automotive Free Cash Flow We measure adjusted automotive free cash flow as automotive operating cash flow from operations less capital expenditures adjusted for management actions. In the six months ended June 30, 2026, net automotive cash provided by operating activities was $5.6 billion, capital expenditures were $3.4 billion, and adjustments for management actions were $4.1 billion. In the six months ended June 30, 2025, net automotive cash provided by operating activities was $7.1 billion, capital expenditures were $3.9 billion, and adjustments for management actions were $0.5 billion.

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Status of Credit Ratings We receive ratings from four independent credit rating agencies: DBRS Limited, Fitch Ratings, Moody's Investor Service, and Standard & Poor's. T7All four credit rating agencies currently rate our corporate credit at investment grade. As of July 15, 2026, all credit ratings remained unchanged since December 31, 2025.

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

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

Cash, cash equivalents, and marketable debt securities

$

$

Available capacity under secured credit facilities

Available under committed unsecured credit facilities

Available under revolving credit facility, exclusive to GM Financial

Total GM Financial available liquidity

$

$

GM Financial's available liquidity varies quarterly based on factors including near-term debt issuances and maturities, as well as changes in its earning assets. GM Financial generally targets liquidity levels to support at least six months of GM Financial's expected net cash outflows, including new originations, without access to new debt financing transactions or other capital markets activity. At June 30, 2026, available liquidity exceeded GM Financial's liquidity targets.

GM Financial Cash Flow (dollars in billions)

Six Months Ended

Change

Net cash provided by (used in) operating activities

$

$

$

Net cash provided by (used in) investing activities(a)

$

$

$

Net cash provided by (used in) financing activities(b)

$

$

$

__________

(a)Includes $1.0 billion and $3.7 billion in the six months ended June 30, 2026 and 2025 primarily driven by purchases of, and collections on, wholesale finance receivables and collection of intercompany loans to Cruise, which are eliminated within the condensed consolidated statements of cash flows.

(b)Includes $(0.9) billion and $(0.7) billion in the six months ended June 30, 2026 and 2025 for dividends to GM, which are eliminated within the condensed consolidated statements of cash flows.

Six Months Ended

Change

Operating Activities

Net income (loss)

$

$

$

Depreciation and amortization

Accretion and amortization of loan and leasing fees

Provision for loan losses

—

Other non-cash income

Changes in assets and liabilities

Deferred income taxes

Net cash provided by (used in) operating activities

$

$

$

Credit Facilities In the normal course of business, in addition to using its available cash, GM Financial utilizes borrowings under its credit facilities, which may be secured or unsecured, and GM Financial repays these borrowings as appropriate under

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its cash management strategy. At June 30, 2026, secured and unsecured credit facilities totaled $27.9 billion and $4.1 billion, with advances outstanding of $3.9 billion and $2.8 billion.

GM Financial did not have any borrowings outstanding against our credit facility designated for their exclusive use or the remainder of our revolving credit facilities at June 30, 2026 and December 31, 2025. Refer to the "Automotive Liquidity" section of this MD&A for additional details.

Critical Accounting Estimates The condensed consolidated financial statements are prepared in conformity with U.S. GAAP, which requires the use of estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses in the periods presented. We believe the accounting estimates employed are appropriate and the resulting balances are reasonable; however, due to the inherent uncertainties in developing estimates, actual results could differ from the original estimates, requiring adjustments to these balances in future periods. The critical accounting estimates that affect the condensed consolidated financial statements and the judgments and assumptions used are consistent with those described in the MD&A in our 2025 Form 10-K.

Non-GAAP Measures We use both GAAP and non-GAAP financial measures for operational and financial decision making, and to assess Company and segment business performance. Our non-GAAP measures include: EBIT-adjusted, presented net of noncontrolling interests; EBT-adjusted for our GM Financial segment; EPS-diluted-adjusted; ETR-adjusted; ROIC-adjusted, and adjusted automotive free cash flow. Our calculation of these non-GAAP measures may not be comparable to similarly titled measures of other companies due to potential differences between companies in the method of calculation. As a result, the use of these non-GAAP measures has limitations and should not be considered superior to, in isolation from, or as a substitute for, related U.S. GAAP measures.

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

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

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

ETR-adjusted (Most comparable GAAP measure: Effective tax rate) ETR-adjusted is used by management and can be used by investors to review the consolidated effective tax rate for our core operations on a consistent basis. ETR-adjusted is calculated as Income tax expense less the income tax related to the adjustments noted above for EBIT-adjusted and the income tax adjustments noted above for EPS-diluted-adjusted divided by Income before income taxes less adjustments. When we provide an expected adjusted effective tax rate, we cannot provide an expected effective tax rate without unreasonable efforts because the U.S. GAAP measure may include significant adjustments that are difficult to predict.

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

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

The following table reconciles Net income (loss) attributable to stockholders to EBIT-adjusted:

Three Months Ended

Net income (loss) attributable to stockholders

$

$

$

$

$

$

$

$

Income tax expense (benefit)

Automotive interest expense

Automotive interest income

Adjustments

EV strategic realignment(a)

—

—

—

China restructuring actions(b)

—

—

—

Legal matters(c)

—

—

—

—

—

—

Cruise restructuring(d)

—

—

—

—

GMI exit costs(e)

—

—

—

4

—

Headquarters relocation(f)

—

8

—

5

Separation costs(g)

—

—

—

—

—

Buick dealer strategy(h)

—

—

—

—

—

—

Total adjustments

EBIT-adjusted

$

$

$

$

$

$

$

$

__________

(a)These adjustments were excluded because they relate to our strategic realignment of our EV capacity and manufacturing footprint, including Ultium's strategic realignment.

(b)These adjustments were excluded because they relate to restructuring activities associated with our operations in China, including an other-than-temporary impairment and restructuring charges recorded in equity earnings associated with our Automotive China JVs.

(c)These adjustments were excluded because they relate to investigations and litigation associated with our former OnStar Smart Driver product and an indemnification charge for a European-wide Takata related recall.

(d)These adjustments were excluded because they relate to restructuring charges resulting from the plan to combine the Cruise and GM technical efforts to advance autonomous and assisted driving. The adjustments primarily consist of non-cash restructuring charges, supplier-related charges, and employee separation costs.

(e)These adjustments were excluded because they primarily relate to the wind down of our manufacturing operations in Colombia and Ecuador.

(f)These adjustments were excluded because they relate to the GM headquarters relocation, primarily consisting of accelerated depreciation and other relocation expenditures.

(g)These adjustments were excluded because they relate to employee separation charges.

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

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The following table reconciles diluted earnings per common share to EPS-diluted-adjusted:

Three Months Ended

Six Months Ended

Amount

Per Share

Amount

Per Share

Amount

Per Share

Amount

Per Share

Diluted earnings per common share

$

$

$

$

$

$

$

$

Adjustments(a)

Tax effect on adjustments(b)

Return from preferred shareholders(c)

—

—

—

—

—

—

EPS-diluted-adjusted

$

$

$

$

$

$

$

$

__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders to EBIT-adjusted within this section of MD&A for adjustment details.

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

(c)This adjustment consists of a return from the preferred shareholders related to the redemption of Cruise preferred shares from noncontrolling interest holders in the six months ended June 30, 2025.

The following table reconciles our effective tax rate to ETR-adjusted:

Three Months Ended

Six Months Ended