What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-02-06 compared with 2024-02-07 · 447 added, 453 removed, 2410 unchanged (27% of the section changed)

15 unchanged sentences

Other Information.

During the three months ended December 31, 2023, no director or officer of the Company adopted , modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408(a) of Regulation S-K.

During the quarter ended December 31, 2024, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted , modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408(a) of Regulation S-K, except as follows:

Andrew Frick , President, Ford Blue and Ford Customer Service Division , adopted a Rule 10b5-1 trading arrangement on December 24, 2024 that is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.

The arrangement provides for the potential sale of up to 85,896 shares of Common Stock of the Company, subject to certain conditions.

The arrangement was adopted during an open trading window and has an expiration date of December 23, 2025 .

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

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The information required by Item 10 regarding the Audit Committee’s review and discussion of the audited financial statements is incorporated by reference from information under the caption “Audit Committee Report” in our Proxy Statement.

The information required by Item 10 regarding our codes of ethics is incorporated by reference from the information under the caption “Corporate Governance – Codes of Ethics” in our Proxy Statement.

The information required by Item 10 regarding our codes of ethics is incorporated by reference from the information under the caption “Corporate Governance – Codes of Ethics and Insider Trading” in our Proxy Statement.

In addition, we have included in Item 1 instructions for how to access our codes of ethics on our website and our Internet address.

Amendments to, and waivers granted under, our Code of Ethics for Senior Financial Personnel, if any, will be posted to our website as well.

The information required by Item 10 regarding our insider trading arrangements and policies is incorporated by reference from the information under the caption “Corporate Governance – Codes of Ethics and Insider Trading Policy” in our Proxy Statement.

A copy of our insider trading policy is filed as Exhibit 19 to this Report.

Executive Compensation.

49 unchanged sentences

Filed as Exhibit 4 to our Current Report on Form 8-K filed September 10, 2021.

Exhibit 4-A-5

Amendment No.

5 to TBPP dated September 12, 2024.

Filed as Exhibit 4 to our Current Report on Form 8-K filed September 13, 2024.

Description of Securities.

Filed with this Report.

Executive Separation Allowance Plan, as amended and restated effective as of January 1, 2018.

(b) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed February 7, 2018.

Executive Separation Allowance Plan, as amended and restated effective as of March 14, 2024.

(b) Filed as Exhibit 10.2 to our Current Report on Form 8-K filed March 14, 2024.

Deferred Compensation Plan for Non-Employee Directors, as amended and restated as of January 1, 2012.

(b) Filed as Exhibit 10-B to our Annual Report on Form 10-K for the year ended December 31, 2011.

2014 Stock Plan for Non-Employee Directors (b) Filed as Exhibit 10-C to our Annual Report on Form 10-K for the year ended December 31, 2013.

2014 Stock Plan for Non-Employee Directors.

(b) Filed as Exhibit 10-C to our Annual Report on Form 10-K for the year ended December 31, 2013.

2024 Stock Plan for Non-Employee Directors.

(b) Filed as Exhibit 4.9 to Registration No.

Exhibit 10- E

Benefit Equalization Plan, as amended and restated effective as of January 1, 2022.

(b) Filed as Exhibit 10.3 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.

Exhibit 10- F

Description of financial counseling services provided to certain executives.

(b) Filed as Exhibit 10-E to our Annual Report on Form 10-K for the year ended December 31, 2019.

Defined Benefit Supplemental Executive Retirement Plan, as amended and restated effective as of January 1, 2022.

(b) Filed as Exhibit 10.4 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.

Exhibit 10-F-1

Exhibit 10- G

Defined Benefit Supplemental Executive Retirement Plan, as amended and restated effective as of March 14, 2024.

(b) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed March 14, 2024.

Exhibit 10- G -1

Defined Contribution Supplemental Executive Retirement Plan, as amended and restated effective as of January 1, 2022.

(b) Filed as Exhibit 10.5 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.

Exhibit 10- H

Description of Director Compensation as of July 13, 2006.

(b) Filed as Exhibit 10-G-3 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2006.

Exhibit 10-G-1

Exhibit 10- H -1

Amendment to Description of Director Compensation as of February 8, 2012.

(b) Filed as Exhibit 10-F-3 to our Annual Report on Form 10-K for the year ended December 31, 2011.

Exhibit 10-G-2

Exhibit 10- H -2

Amendment to Description of Director Compensation as of July 1, 2013.

Filed as Exhibit 10-G-2 to our Annual Report on Form 10-K for the year ended December 31, 2013.

Exhibit 10-G-3

Exhibit 10- H -3

Amendment to Description of Director Compensation as of January 1, 2017.

(b) Filed as Exhibit 10-G-3 to our Annual Report on Form 10-K for the year ended December 31, 2016.

Exhibit 10- I

2008 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2008.

Exhibit 10- J

Description of Vehicle Evaluation Program for Non-Executive Directors.

(b) Filed as Exhibit 10-I to our Annual Report on Form 10-K for the year ended December 31, 2021.

Exhibit 10- K

Non-Employee Directors Life Insurance and Optional Retirement Plan as amended and restated as of December 31, 2010.

(b) Filed as Exhibit 10-I to our Annual Report on Form 10-K for the year ended December 31, 2010.

Exhibit 10-K Description of Non-Employee Directors Accidental Death, Dismemberment and Permanent Total Disablement Indemnity.

Exhibit 10-L Description of Non-Employee Directors Accidental Death, Dismemberment and Permanent Total Disablement Indemnity.

(b) Filed as Exhibit 10-S to our Annual Report on Form 10-K for the year ended December 31, 1992.

Exhibit 10-K-1

Exhibit 10- L -1

Description of Amendment to Basic Life Insurance and Accidental Death & Dismemberment Insurance.

(b) Filed as Exhibit 10-K-1 to our Annual Report on Form 10-K for the year ended December 31, 2013.

Offer Letter to Peter Stern dated July 21, 2023.

(b) Filed with this Report.

Exhibit 10- M

Offer Letter to Peter Stern dated July 21, 2023.

(b) Filed as Exhibit 10-L to our Annual Report on Form 10-K for the year ended December 31, 2023.

Exhibit 10- N

Offer Letter to Doug Field dated August 26, 2021.

(b) Filed as Exhibit 10-N to our Annual Report on Form 10-K for the year ended December 31, 2021.

Exhibit 10- N

Exhibit 10- O

Agreement between Ford Motor Company and James D.

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(b) Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.

Exhibit 10- O

Select Retirement Plan, as amended and restated effective as of January 1, 2018.

(b) Filed as Exhibit 10.4 to our Current Report on Form 8-K filed February 7, 2018.

Exhibit 10- P

Select Retirement Plan, as amended and restated effective as of March 14, 2024.

(b) Filed as Exhibit 10.3 to our Current Report on Form 8-K filed March 14, 2024.

Exhibit 10- Q

Deferred Compensation Plan, as amended and restated as of December 31, 2010.

(b) Filed as Exhibit 10-M to our Annual Report on Form 10-K for the year ended December 31, 2010.

Exhibit 10- P -1

Designation Description Method of Filing

Exhibit 10- Q -1

Suspension of Open Enrollment in Deferred Compensation Plan.

(b) Filed as Exhibit 10-M-1 to our Annual Report on Form 10-K for the year ended December 31, 2009.

Exhibit 10- Q

Exhibit 10- R

Annual Performance Bonus Plan, as amended May 10, 2023.

(b) Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Designation Description Method of Filing

Exhibit 10- Q -1

Annual Incentive Compensation Plan Metrics for 2022.

Exhibit 10- R - 1

Annual Performance Bonus Plan Metrics for 2023.

(b) Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023.

Exhibit 10- Q -2

Exhibit 10- R -2

Annual Performance Bonus Plan Metrics for 2024.

(b) Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024.

Exhibit 10- Q -3

Exhibit 10- R -3

Performance-Based Restricted Stock Unit Metrics for 2021.

(b) Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2021.

Exhibit 10- Q -4

Exhibit 10- R - 4

Performance-Based Restricted Stock Unit Metrics for 2022.

(b) Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.

Exhibit 10- Q -5

Exhibit 10- R - 5

Performance-Based Restricted Stock Unit Metrics for 2023.

(b) Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023.

Exhibit 10- Q -6

Exhibit 10- R -6

Performance-Based Restricted Stock Unit Metrics for 2024.

(b) Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024.

Exhibit 10-Q-7

Corporate Officer Compensation Recoupment Policy.

(b) Filed with this Report.

Exhibit 10- R -7

2018 Long-Term Incentive Plan.

(b) Filed as Exhibit 4.1 to Registration Statement No.

Corporate Officer Compensation Recoupment Policy.

(b) Filed as Exhibit 10-Q-7 to our Annual Report on Form 10-K for the year ended December 31, 2023.

Exhibit 10- S

2018 Long-Term Incentive Plan.

(b) Filed as Exhibit 4.1 to Registration Statement No.

Exhibit 10-S-1

2023 Long-Term Incentive Plan, as amended January 1, 2025.

(b) Filed with this Report.

Exhibit 10- T -1

Form of Stock Option Terms and Conditions for 2023 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-2

Exhibit 10- T -2

Form of Stock Option Agreement for 2023 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.3 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-3

Exhibit 10- T -3

Form of Stock Option Agreement (ISO) for 2023 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.4 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-4

Exhibit 10- T -4

Form of Stock Option Agreement (U.K.

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(b) Filed as Exhibit 10.5 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-5

Exhibit 10- T -5

Form of Stock Option (U.K.) Terms and Conditions for 2023 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.6 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-6

Exhibit 10- T -6

Form of Restricted Stock Grant Letter for 2023 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.7 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-7

Exhibit 10- T -7

Form of Final Award Notification Letter for Performance Stock Units.

(b) Filed as Exhibit 10.8 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-8

Exhibit 10- T -8

Form of Annual Equity Grant Letter for 2023 Long-Term Incentive Plan V.1.

(b) Filed as Exhibit 10.9 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-9

Exhibit 10- T -9

Form of Annual Equity Grant Letter for 2023 Long-Term Incentive Plan V.2.

(b) Filed as Exhibit 10.10 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-10

Exhibit 10- T -10

Form of 2023 Long-Term Incentive Plan Restricted Stock Unit Agreement.

(b) Filed as Exhibit 10.11 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-11

Exhibit 10- T -11

Form of 2023 Long-Term Incentive Plan Restricted Stock Unit Terms and Conditions.

(b) Filed as Exhibit 10.12 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-12

Exhibit 10- T -12

Form of Final Award Agreement for Performance Stock Units under 2023 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.13 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-13

Exhibit 10- T -13

Form of Final Award Terms and Conditions for Performance Stock Units under 2023 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.14 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Exhibit 10-S-14

Exhibit 10- T -14

Form of Notification Letter for Time-Based Restricted Stock Units under 2023 Long-Term Incentive Plan.

(b) Filed as Exhibit 10.15 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.

Description of Company Practices regarding Club Memberships for Executives.

(b) Filed as Exhibit 10-V to our Annual Report on Form 10-K for the year ended December 31, 2021.

Amended and Restated Credit Agreement dated as of November 24, 2009.

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Filed as Exhibit 10.1 to our Current Report on Form 8-K filed April 26, 2023.

Exhibit 10-U-14

Twenty-First Amendment dated April 22, 2024 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, as amended and restated as of April 30, 2014, as amended and restated as of April 30, 2015, as amended and restated as of September 29, 2021, and as further amended.

Filed as Exhibit 10.1 to our Current Report on Form 8-K filed April 22, 2024.

Revolving Credit Agreement dated as of April 23, 2019.

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Filed as Exhibit 10.2 to our Current Report on Form 8-K filed April 26, 2023.

Designation Description Method of Filing

Exhibit 10-V-6

Sixth Amendment dated April 22, 2024 to the Revolving Credit Agreement dated April 23, 2019, as amended and restated as of September 29, 2021, and as further amended.

Filed as Exhibit 10.2 to our Current Report on Form 8-K filed April 22, 2024.

364-Day Revolving Credit Agreement dated as of June 23, 2022.

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Filed as Exhibit 10.3 to our Current Report on Form 8-K filed April 26, 2023.

Exhibit 10-W-3

Third Amendment dated April 22, 2024 to the 364-Day Revolving Credit Agreement dated as of June 23, 2022.

Filed as Exhibit 10.3 to our Current Report on Form 8-K filed April 22, 2024.

Sponsor Support, Share Retention and Subordination Agreement dated December 13, 2024 among the Company, BlueOval SK, LLC, SK Innovation Co., Ltd., SK On Co., Ltd., SK Battery America, Inc., and United States Department of Energy.

Filed as Exhibit 10.1 to our Current Report on Form 8-K filed December 16, 2024.

Ford Motor Company Insider Trading Policy as of October 9, 2024 Filed with this Report.

List of Subsidiaries of Ford as of January 31, 2025.

Filed with this Report.

Designation Description Method of Filing

Consent of Independent Registered Public Accounting Firm.

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Financial Statement Compensation Recoupment Policy.

(b) Filed with this Report.

(b) Filed as Exhibit 97 to our Annual Report on Form 10-K for the year ended December 31, 2023.

Exhibit 101.INS Interactive Data Files pursuant to Rule 405 of Regulation S-T formatted in Inline Extensible Business Reporting Language (“Inline XBRL”).

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FORD MOTOR COMPANY

/s/ Cathy O’Callaghan

Cathy O’Callaghan, Controller

/s/ Mark Kosman

Mark Kosman, Chief Accounting Officer

(principal accounting officer)

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CASIANO* Director February 5, 2025

ADRIANA CISNEROS* Director February 5, 2025

Adriana Cisneros

ALEXANDRA FORD ENGLISH* Director February 5, 2025

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Lynn Vojvodich Radakovich

THORNTON* Director February 6, 2024

Signature Title Date

THORNTON* Director February 5, 2025

VEIHMEYER* Director and Chair of the Audit Committee February 5, 2025

WEINBERG* Director February 5, 2025

LAWLER Chief Financial Officer February 6, 2024

LAWLER Vice Chair and Chief Financial Officer February 5, 2025

Lawler (principal financial officer)

/s/ CATHY O’CALLAGHAN Controller February 6, 2024

Cathy O’Callaghan (principal accounting officer)

/s/ JONATHAN E.

OSGOOD February 6, 2024

/s/ MARK KOSMAN Chief Accounting Officer February 5, 2025

Mark Kosman (principal accounting officer)

FORTT February 5, 2025

Attorney-in-Fact

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FORD MOTOR COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

For the years ended December 31,

2021 2022 2023

Cash flows from operating activities

Net income/(loss) $ 17,910 $ ( 2,152 ) $ 4,329

Depreciation and tooling amortization (Note 12 and Note 13)

7,318 7,642 7,690

Other amortization ( 1,358 ) ( 1,149 ) ( 1,167 )

(Gains)/Losses on extinguishment of debt (Note 5 and Note 19)

Provision for/(Benefit from) credit and insurance losses ( 298 ) 46 438

Pension and other postretirement employee benefits (“OPEB”) expense/(income) (Note 17)

( 4,865 ) ( 378 ) 3,052

Equity method investment dividends received in excess of (earnings)/losses and impairments 116 3,324 ( 33 )

Foreign currency adjustments 532 ( 27 ) ( 234 )

Net realized and unrealized (gains)/losses on cash equivalents, marketable securities, and other investments (Note 5)

( 9,159 ) 7,518 205

Net (gain)/loss on changes in investments in affiliates (Note 5)

( 368 ) 147 ( 9 )

Stock compensation (Note 6)

Provision for/(Benefit from) deferred income taxes ( 563 ) ( 1,910 ) ( 1,649 )

Decrease/(Increase) in finance receivables (wholesale and other) 7,656 ( 10,560 ) ( 4,827 )

Decrease/(Increase) in accounts receivable and other assets ( 1,141 ) ( 1,183 ) ( 2,620 )

Decrease/(Increase) in inventory ( 1,778 ) ( 2,576 ) ( 1,219 )

Increase/(Decrease) in accounts payable and accrued and other liabilities ( 36 ) 7,268 9,829

Other ( 186 ) 386 673

Net cash provided by/(used in) operating activities 15,787 6,853 14,918

Cash flows from investing activities

Capital spending ( 6,227 ) ( 6,866 ) ( 8,236 )

Acquisitions of finance receivables and operating leases ( 48,379 ) ( 45,533 ) ( 54,505 )

Collections of finance receivables and operating leases 52,094 46,276 44,561

Proceeds from sale of business (Note 22)

Purchases of marketable securities and other investments ( 27,491 ) ( 17,458 ) ( 8,590 )

Sales and maturities of marketable securities and other investments 33,229 19,117 12,700

Settlements of derivatives ( 272 ) 94 ( 138 )

Capital contributions to equity method investments (Note 24)

( 57 ) ( 738 ) ( 2,733 )

Other ( 297 ) 312 ( 687 )

Net cash provided by/(used in) investing activities 2,745 ( 4,347 ) ( 17,628 )

Cash flows from financing activities

Cash payments for dividends and dividend equivalents ( 403 ) ( 2,009 ) ( 4,995 )

Purchases of common stock — ( 484 ) ( 335 )

Net changes in short-term debt 3,273 5,460 ( 1,539 )

Proceeds from issuance of long-term debt 27,901 45,470 51,659

Payments of long-term debt ( 54,164 ) ( 45,655 ) ( 41,965 )

Other ( 105 ) ( 271 ) ( 241 )

Net cash provided by/(used in) financing activities ( 23,498 ) 2,511 2,584

Effect of exchange rate changes on cash, cash equivalents, and restricted cash ( 232 ) ( 414 ) ( 104 )

Net increase/(decrease) in cash, cash equivalents, and restricted cash $ ( 5,198 ) $ 4,603 $ ( 230 )

Cash, cash equivalents, and restricted cash at beginning of period (Note 9) $ 25,935 $ 20,737 $ 25,340

Net increase/(decrease) in cash, cash equivalents, and restricted cash ( 5,198 ) 4,603 ( 230 )

Cash, cash equivalents, and restricted cash at end of period (Note 9) $ 20,737 $ 25,340 $ 25,110

The accompanying notes are part of the consolidated financial statements.

FORD MOTOR COMPANY AND SUBSIDIARIES

CONSOLIDATED INCOME STATEMENTS

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FORD MOTOR COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

For the years ended December 31,

2022 2023 2024

Cash flows from operating activities

Net income/(loss) $ ( 2,152 ) $ 4,329 $ 5,894

Depreciation and tooling amortization (Note 12 and Note 13)

7,642 7,690 7,567

Other amortization ( 1,149 ) ( 1,167 ) ( 1,700 )

Provision for credit and insurance losses 46 438 575

Pension and other postretirement employee benefits (“OPEB”) expense/(income) (Note 16)

( 378 ) 3,052 149

Equity method investment (earnings)/losses and impairments in excess of dividends received 3,324 ( 33 ) ( 287 )

Foreign currency adjustments ( 27 ) ( 234 ) 227

Net realized and unrealized (gains)/losses on cash equivalents, marketable securities, and other investments (Note 5)

Stock compensation (Note 6)

Provision for/(Benefit from) deferred income taxes ( 1,910 ) ( 1,649 ) 350

Decrease/(Increase) in finance receivables (wholesale and other) ( 10,560 ) ( 4,827 ) ( 4,299 )

Decrease/(Increase) in accounts receivable and other assets ( 1,183 ) ( 2,620 ) ( 2,497 )

Decrease/(Increase) in inventory ( 2,576 ) ( 1,219 ) 27

Increase/(Decrease) in accounts payable and accrued and other liabilities 7,268 9,829 8,425

Other 654 664 439

Net cash provided by/(used in) operating activities 6,853 14,918 15,423

Cash flows from investing activities

Capital spending ( 6,866 ) ( 8,236 ) ( 8,684 )

Acquisitions of finance receivables and operating leases ( 45,533 ) ( 54,505 ) ( 59,720 )

Collections of finance receivables and operating leases 46,276 44,561 45,159

Proceeds from sale of business (Note 21)

Purchases of marketable securities and other investments ( 17,458 ) ( 8,590 ) ( 12,300 )

Sales and maturities of marketable securities and other investments 19,117 12,700 12,346

Settlements of derivatives 94 ( 138 ) ( 268 )

Capital contributions to equity method investments (Note 23)

( 738 ) ( 2,733 ) ( 2,323 )

Returns of capital from equity method investments — 1 1,465

Other 312 ( 688 ) ( 45 )

Net cash provided by/(used in) investing activities ( 4,347 ) ( 17,628 ) ( 24,370 )

Cash flows from financing activities

Cash payments for dividends and dividend equivalents ( 2,009 ) ( 4,995 ) ( 3,118 )

Purchases of common stock ( 484 ) ( 335 ) ( 426 )

Net changes in short-term debt 5,460 ( 1,539 ) ( 276 )

Proceeds from issuance of long-term debt 45,470 51,659 57,312

Payments of long-term debt ( 45,655 ) ( 41,965 ) ( 45,680 )

Other ( 271 ) ( 241 ) ( 327 )

Net cash provided by/(used in) financing activities 2,511 2,584 7,485

Effect of exchange rate changes on cash, cash equivalents, and restricted cash ( 414 ) ( 104 ) ( 458 )

Net increase/(decrease) in cash, cash equivalents, and restricted cash $ 4,603 $ ( 230 ) $ ( 1,920 )

Cash, cash equivalents, and restricted cash at beginning of period (Note 9) $ 20,737 $ 25,340 $ 25,110

Net increase/(decrease) in cash, cash equivalents, and restricted cash 4,603 ( 230 ) ( 1,920 )

Cash, cash equivalents, and restricted cash at end of period (Note 9) $ 25,340 $ 25,110 $ 23,190

The accompanying notes are part of the consolidated financial statements.

FORD MOTOR COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

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(b) We declared dividends per share of Common and Class B Stock of $ 0.50 , $ 1.25 , and $ 0.78 in 2022, 2023 and 2024, respectively.

In the first quarter of 2023, in addition to a regular dividend of $ 0.15 per share, we declared a supplemental dividend of $ 0.65 per share.

In the first quarter of 2023 and 2024, in addition to a regular dividend of $ 0.15 per share, we declared a supplemental dividend of $ 0.65 per share and $ 0.18 per share, respectively.

On February 5, 2025, we declared a regular dividend of $ 0.15 per share and a supplemental dividend of $ 0.15 per share.

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Note 14 Equity in Net Assets of Affiliated Companies 143

Note 15 Other Investments 145

Note 15 Other Liabilities and Deferred Revenue 145

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generally accepted accounting principles (“GAAP”).

We reclassified certain prior year amounts in our consolidated financial statements to conform to the current year presentation.

We reclassified certain prior year amounts in our consolidated financial statements to conform to the current

year presentation.

Certain Transactions with Ford Credit

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See Note 2 for additional information regarding our finance and lease incentives between Ford Credit and our other segments.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

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Foreign Currency

When an entity has monetary assets and liabilities denominated in a currency that is different from its functional currency, we remeasure those assets and liabilities from the transactional currency to the entity’s functional currency.

When an entity has monetary assets and liabilities denominated in a currency that is different from its functional currency, each reporting period, we remeasure those assets and liabilities from the transactional currency to the entity’s functional currency.

The effect of this remeasurement process and the results of our related foreign currency hedging activities are reported in Cost of sales and Other income/(loss), net and were $ 180 million, $ 13 million, and $( 155 ) million for the years ended 2022, 2023, and 2024, respectively.

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Upon sale or upon complete or substantially complete liquidation of an investment in a foreign subsidiary, the amount of accumulated foreign currency translation related to the entity is reclassified to income and recognized as part of the gain or loss on the investment.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Cash Equivalents

8 unchanged sentences

Restricted cash does not include required minimum balances or cash securing debt issued through securitization transactions.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Marketable Securities

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The non-current portion of notes receivables is reported in Other assets .

Trade and notes receivables are initially recorded at transaction cost.

Trade receivables are typically outstanding for 30 days or less.

Trade receivables are typically outstanding for 30 days or less, are recorded at their contractual value and do not bear interest.

Notes receivable are recorded at their amortized cost using the effective interest method.

Each reporting period, we evaluate the collectibility of the trade and notes receivables and record an allowance for credit losses representing our estimate of the expected losses that result from all possible default events over the expected life of the receivables.

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The credit loss reserve included in the carrying value of trade, notes, and other receivables was $ 86 million and $ 113 million at December 31, 2023 and 2024, respectively.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Supplier Finance Programs

Financial institutions participate in a supply chain finance (“SCF”) program that enables our suppliers, at their sole discretion, to sell their Ford receivables (i.e., our payment obligations to the suppliers) to the financial institutions on a non-recourse basis in order to be paid earlier than our payment terms provide.

Our suppliers’ voluntary inclusion of invoices in the SCF program has no bearing on our payment terms, the amounts we pay, or our liquidity.

We have no economic interest in a supplier’s decision to participate in the SCF program, and we do not provide any guarantees in connection with it.

SCF obligations are reported in Payables .

The rollforward of SCF obligations for the years ended December 31 was as follows (in millions):

Outstanding at the beginning of the year $ 253 $ 220

Invoices received during the year 1,778 1,522

Invoices settled during the year ( 1,811 ) ( 1,570 )

Outstanding at the end of the year $ 220 $ 172

Net Intangible Assets and Goodwill

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For the periods presented, we did not record any material impairments for indefinite-lived intangibles or goodwill.

Regulatory Compliance Credits

When we are not able to meet regulatory compliance requirements through the sales mix of our products, compliance credits may be purchased and/or, in some cases, fines or penalties may be paid.

Compliance credits are recorded as Other assets upon delivery.

Once an asset is recorded, it must be monitored for recoverability at least quarterly.

When it is probable and estimable that the mix of vehicles sold will not meet regulatory compliance requirements and will result in a compliance shortfall during the compliance period (e.g., model year, calendar year), we recognize a liability and related expense.

The liability reflects an estimate of the cost of compliance credits and/or fines expected to be incurred to settle a compliance shortfall.

The asset and liability remain on our balance sheet until final certification from the applicable governmental regulatory agency is received.

FORD MOTOR COMPANY AND SUBSIDIARIES

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Held-and-Used Long-Lived Asset Impairment

We test long-lived asset groups when changes in circumstances indicate the carrying value may not be recoverable.

Events that trigger a test for recoverability include material adverse changes in projected revenues or expenses, present cash flow losses combined with a history of cash flow losses and a forecast that demonstrates significant continuing losses, significant negative industry or economic trends, a current expectation that a long-lived asset group will be disposed of significantly before the end of its useful life, a significant adverse change in the manner in which an asset group is used or in its physical condition, or when there is a change in the asset grouping.

In addition, investing in new, emerging products (e.g., EVs) or services (e.g., connectivity) may require substantial upfront investment, which may result in initial forecasted negative cash flows in the near term.

We test our long-lived asset groups when changes in circumstances indicate their carrying value may not be recoverable.

Events that trigger a test for recoverability include:

• Material adverse changes in projected revenues or expenses, present negative cash flows combined with a history of negative cash flows and a forecast that demonstrates significant continuing losses

• Adverse change in legal factors or significant negative industry, or regulatory trends (such as overcrowding of market offerings or changes in regulations, resulting in excess capacity relative to market demand)

• Current expectation that a long-lived asset group will be disposed of significantly before the end of its useful life

• Significant adverse change in the manner in which an asset group is used or in its physical condition

• Significant change in the asset grouping

In addition, investing in new or emerging products (e.g., EVs) or services (e.g., connectivity) may require substantial upfront capital, which may result in initial forecasted negative cash flows in the near term.

In these instances, near term negative cash flows on their own may not be indicative of a triggering event for evaluation of impairment.

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If the undiscounted forecasted cash flows are less than the carrying value of the assets, the asset group’s fair value is measured relying primarily on a discounted cash flow method.

To the extent available, we will also consider third-party valuations of our long-lived assets that were prepared for other business purposes.

To the extent available, we will also consider third-party valuations of our long-lived assets that may have been prepared for other business purposes.

An impairment charge is recognized for the amount by which the carrying value of the asset group exceeds its estimated fair value.

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Held-for-Sale Asset Impairment

We perform an impairment test on a disposal group to be discontinued, held for sale (“HFS”), or otherwise disposed when we have committed to an action and the action is expected to be completed within one year.

We perform an impairment test on a disposal group to be discontinued, held for sale (“HFS”), or otherwise disposed of when we have committed to an action and the action is expected to be completed within one year.

We estimate fair value to approximate the expected proceeds to be received, less cost to sell, and compare it to the carrying value of the disposal group.

An impairment charge is recognized when the carrying value exceeds the estimated fair value (see Note 21).

We also assess fair value if circumstances arise that were considered unlikely and, as a result, we decide not to sell a disposal group previously classified as HFS upon reclassification as held and used.

When there is a change to a plan of sale, and the assets are reclassified from HFS to held and used, the long-lived assets would be reported at the lower of (i) the carrying amount before HFS designation, adjusted for depreciation that would have been recognized if the assets had not been classified as HFS, or (ii) the fair value at the date the assets no longer satisfy the criteria for classification as HFS.

When there is a change to a plan of sale, and the assets are reclassified from HFS to held and used, the long-lived assets are reported at the lower of (i) the carrying amount before an HFS designation, adjusted for depreciation that would have been recognized if the assets had not been classified as HFS, or (ii) the fair value at the date the assets no longer satisfy the criteria for classification as HFS.

Fair Value Measurements

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• Level 3 - inputs include data not observable in the market and reflect management judgment about the assumptions market participants would use in pricing the instruments

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Fixed income securities, equities, commingled funds, derivative financial instruments, and alternative assets are remeasured and presented within our consolidated financial statements at fair value on a recurring basis.

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Transfers into and transfers out of the hierarchy levels are recognized as if they had taken place at the end of the reporting period.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Valuation Method

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The adjustment reflects the full credit default swap (“CDS”) spread applied to a net exposure, by counterparty, considering the master netting agreements we have entered into and any posted collateral.

We use our counterparty’s CDS spread when we are in a net asset position and our own CDS spread when we are in a net liability position.

counterparty’s CDS spread when we are in a net asset position and our own CDS spread when we are in a net liability position.

In cases when market data are not available, we use broker quotes and models (e.g., Black-Scholes) to determine fair value.

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All alternative assets are valued at the NAV provided by the investment sponsor or third party administrator, as they do not have readily-available market quotations.

Valuations may be lagged up to six months.

Valuations may lag up to

The NAV will be adjusted for cash flows (additional investments or contributions, and distributions) through year end.

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pension plans (see Note 16).

Generally, the contract valuation method is applied for markets where we have purchased annuity contracts from an insurer as a plan asset.

The contract valuation method is applied for markets where we have purchased annuity contracts from an insurer as a plan asset.

We measure the fair value of the insurance asset by projecting expected future cash flows from the contract and discounting them to present value based on current market rates.

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The fair value of finance receivables is categorized within Level 3 of the hierarchy.

On a nonrecurring basis, we also measure at fair value retail contracts greater than 120 days past due or deemed to be uncollectible, and individual dealer loans probable of foreclosure.

On a nonrecurring basis, we also measure at fair value retail contracts 120 days past due or deemed to be uncollectible, and individual dealer loans probable of foreclosure.

We use the fair value of collateral, adjusted for estimated costs to sell, to determine the fair value of these receivables.

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The cost for these incentives is included in our estimate of variable consideration when the vehicle is sold to the dealer.

Ford Credit records a reduction to the finance receivable or reduces the cost of the vehicle operating lease when it records the underlying finance contract, and we transfer to Ford Credit the amount of the incentive on behalf of the dealer’s customer.

Ford Credit records a reduction to the finance receivable or reduces the cost of the

vehicle operating lease when it records the underlying finance contract, and we transfer to Ford Credit the amount of the incentive on behalf of the dealer’s customer.

See Note 1 for additional information regarding transactions between Ford Credit and our other segments.

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however, when these occur, our policy is to defer the recognition of any such price change given explicitly in consideration of future business.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Government Incentives

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The incentives are recognized over the life of the asset as a reduction to depreciation and amortization expense.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

During 2022, we were awarded incentives by the State of Tennessee related to land, capital, and property tax abatements in connection with Ford’s capital investment in our new electric vehicle assembly plant and job commitments.

These incentives are available until December 2051.

The fair value of the land in 2022 was $ 144 million and was recorded in Net Property fully offset by the value of the incentive.

The fair value of the land received in 2022 was $ 144 million and was recorded in Net Property fully offset by the value of the incentive.

A capital grant of $ 285 million was received in 2023 and will be recognized as a reduction to depreciation and amortization expense over the life of the related assets.

In 2022, we were also awarded incentives by the Canadian government and Province of Ontario in connection with the development of electric vehicles at our Oakville Assembly Plant.

Equipment, tooling, and labor incentives of C$ 590 million are expected to be received over the terms of the agreements beginning in 2024 through 2033 and will be recognized as a reduction of the related expenses.

The Inflation Reduction Act of 2022 incentivizes companies to engage in a wide range of activities primarily focused on clean energy investments and domestic manufacturing.

We are eligible for production credits related to advanced manufacturing of certain battery components.

These credits are recognized when an eligible component is produced in the United States and sold to a third party.

We recognized $ 105 million as a reduction to Cost of sales during the year ended December 31, 2024 related to production tax credits.

Ford may also indirectly benefit from incentives and grants awarded to companies with which we are affiliated but are not included in our consolidated financial statements.

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Claw back provisions are monitored for ongoing compliance and are accrued for when losses are deemed probable and estimable (see Note 24).

Employee Bonus and Lump-Sum Payments

Effective November 20, 2023, we entered into a new agreement with the International Union, United Automobile, Aerospace, and Agricultural Implement Workers of America (“UAW”) covering approximately 59,000 employees in the United States.

The agreement established wages and benefits for covered employees over a four-and-a-half year period through April 30, 2028.

The agreement also provided for a lump-sum ratification bonus of $ 5,000 per employee, which was paid in the fourth quarter of 2023.

In addition, we entered into a new three -year agreement on September 25, 2023 with Unifor covering approximately 5,600 employees in Canada.

The agreement included a Productivity and Quality bonus of C$ 10,000 for full-time employees and C$ 4,000 for temporary part-time employees upon signing of the contract.

Lump-sum cash bonuses paid in connection with ratifying a union contract are recognized in the period that the contract negotiations are finalized and approved by its members.

We recorded approximately $ 400 million in Cost of sales related to these bonuses for the year ended December 31, 2023.

Selected Other Costs

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Adoption of New Accounting Standards

Accounting Standards Update (“ASU”) 2022-02, Financial Instruments – Credit Losses, Troubled Debt Restructurings and Vintage Disclosures.

Effective January 1, 2023, we adopted the new standard, which eliminates the troubled debt recognition and measurement guidance and requires disclosure of current-period gross charge-offs by year of origination (vintage disclosure).

Adoption of the new standard did not have a material impact to our consolidated financial statements or financial statement disclosures.

ASU 2022-04, Liabilities – Supplier Finance Programs, Disclosure of Supplier Finance Program Obligations.

Effective January 1, 2023, we adopted the new standard, which requires that entities that use supplier finance programs disclose information about the nature and potential magnitude of the programs, activity during the period, and changes from period to period.

Our suppliers’ voluntary inclusion of invoices in the SCF program has no bearing on our payment terms, the amounts we pay, or our liquidity.

We have no economic interest in a supplier’s decision to participate in the SCF program, and we do not provide any guarantees in connection with it.

The outstanding amount of Ford receivables that suppliers elected to sell to the SCF financial institutions, reported in Payables , was $ 253 million and $ 220 million at December 31, 2022 and 2023, respectively.

The amount settled through the SCF program during 2023 was $ 1.8 billion.

We also adopted the following ASUs during 2023, none of which had a material impact to our consolidated financial statements or financial statement disclosures:

ASU 2023-07, Segment Reporting, Improvements to Reportable Segment Disclosures .

We adopted the new standard and applied the amendments retrospectively to all prior periods presented in our consolidated financial statements.

The standard requires disclosure of any significant segment expenses that are regularly provided to the chief operating decision maker (”CODM”) for each reportable segment.

In addition, the standard requires disclosure of an amount for “other segment items” by reportable segment and a description of its composition.

The standard also requires all annual disclosures about a reporting segment’s profit or loss and assets to be provided on an interim basis, beginning in 2025.

Adoption of the new standard did not impact our consolidated balance sheets or income statements or have a material impact on our financial statement disclosures.

Refer to Note 25 for the incremental disclosures required under the standard.

We also adopted the following Accounting Standards Updates (“ASUs”) during 2024, none of which had a material impact to our consolidated financial statements or financial statement disclosures:

ASU Effective Date

2022-01 Derivatives and Hedging – Fair Value Hedging – Portfolio Layer Hedging

January 1, 2023

2022-03 Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions January 1, 2023

2018-12 Targeted Improvements to the Accounting for Long Duration Contracts (and related amendments) January 1, 2023

2023-03 Amendments to SEC Paragraphs Pursuant to SEC Bulletins & Announcements July 14, 2023

2023-04 Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No.

121 August 3, 2023

2023-01 Leases:

Common Control Arrangements January 1, 2024

2023-02 Investments – Equity Method and Joint Ventures:

Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method January 1, 2024

Accounting Standards Issued But Not Yet Adopted

ASU 2023-07, Segment Reporting - Improvements to Reportable Segment Disclosures.

In November 2023, the FASB issued a new accounting standard related to disclosures about a public entity’s reportable segments and provides more detailed information about a reportable segment’s expenses.

The new standard is effective for fiscal years beginning after December 15, 2023 and interim periods beginning after December 15, 2024, with retrospective application required.

We are assessing the effect on our annual consolidated financial statement disclosures;

however, adoption will not impact our consolidated balance sheets or income statements.

ASU 2023-09, Improvements to Income Tax Disclosures .

In December 2023, the FASB issued a new accounting standard to enhance the transparency and decision usefulness of income tax disclosures.

The new standard is effective for fiscal years beginning after December 15, 2024, with retrospective application permitted.

We are assessing the effect on our annual consolidated financial statement disclosures;

In December 2023, the Financial Accounting Standards Board (“FASB”) issued a new accounting standard to enhance the transparency and decision usefulness of income tax disclosures.

The new standard is effective for annual periods beginning after December 15, 2024, with retrospective application permitted.

There will be no impact to our consolidated balance sheets or income statements;

however, there will be changes to our consolidated financial statement disclosures, primarily related to the effective tax rate reconciliation and cash paid for income taxes.

ASU 2024-03, Disaggregation of Income Statement Expenses (“DISE”) .

In November 2024, the FASB issued a new accounting standard to improve the disclosures about an entity’s expenses and address requests from investors for more detailed information about the types of expenses included in commonly presented expense captions.

The new standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with retrospective application permitted.

We are assessing the effect on our consolidated financial statement disclosures;

however, adoption will not impact our consolidated balance sheets or income statements.

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The expected costs associated with our base warranties and field service actions are recognized as expense when the products are sold (see Note 24).

We do not have any material significant payment terms as payment is received at or shortly after the point of sale.

We do not have any material significant payment terms related to vehicle sales, as payment is received at or shortly after the point of sale.

FORD MOTOR COMPANY AND SUBSIDIARIES

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When the vehicle sale is financed by our wholly-owned subsidiary Ford Credit, the dealer is obligated to pay Ford Credit when it sells the vehicle to the retail customer (see Note 10).

Payment terms on part sales to dealers, distributors, and retailers range from 30 to 120 days.

The amount of consideration we receive and revenue we recognize varies with changes in return rights and marketing incentives we offer to our customers and their customers.

Payment terms on part sales to dealers, distributors, and retailers generally range from 30 to 120 days.

The amount of consideration we receive and revenue we recognize varies with changes in return rights, marketing incentives we offer to our customers and their customers, and other pricing adjustments.

When we give our dealers the right to return eligible parts and accessories, we estimate the expected returns based on an analysis of historical experience.

Estimates of marketing incentives are based on expected retail and fleet sales volumes, mix of products to be sold, and incentive programs to be offered.

Estimates of marketing incentives and other pricing adjustments are based on our expectation of retail and fleet sales volumes, mix of products to be sold, competitor actions, and incentive programs to be offered.

Customer acceptance of products and programs, as well as other market conditions, will impact these estimates.

We adjust our estimate of revenue at the earlier of when the value of consideration we expect to receive changes or when the consideration becomes fixed.

As a result of changes in our estimate of marketing incentives, we recorded an increase in revenue of $ 252 million and $ 209 million during 2021 and 2022, respectively, and a decrease in revenue of $ 147 million during 2023 related to revenue recognized in prior annual periods.

As a result of changes in our estimate of variable consideration (e.g., marketing incentives), we recorded an increase in revenue of $ 209 million during 2022 and a decrease in revenue of $ 147 million and $ 757 million during 2023 and 2024, respectively, related to revenue recognized in prior annual periods.

We have elected to recognize the cost for freight and shipping when control over vehicles, parts, or accessories has transferred to the customer as an expense in Cost of sales .

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We also receive other revenue related to vehicle-related design and testing services we perform for others, various Ford Next operations, and net commissions for serving as the agent in facilitating the sale of a third party’s products or services to our customers.

We have applied the practical expedient to recognize Company excluding Ford Credit revenues for vehicle-related design and testing services over the two to three year term of these agreements in proportion to the amount we have the right to invoice.

We have applied the practical expedient to recognize Company excluding Ford Credit revenues for vehicle-related design and testing services over the term of the related agreements (generally two to three years) in proportion to the amount we have the right to invoice.

Leasing Income.

We sell vehicles to daily rental companies with an obligation to repurchase the vehicles at an agreed upon amount, exercisable at the option of the customer.

The transactions are accounted for as operating leases.

Upon the transfer of vehicles to the daily rental companies, we record proceeds received in Other liabilities and deferred revenue.

The difference between the proceeds received and the agreed upon repurchase amount is recorded in Company excluding Ford Credit revenues over the term of the lease using a straight-line method.

The cost of the vehicle is recorded in Net investment in operating leases on our consolidated balance sheets and the difference between the cost of the vehicle and the estimated auction value is depreciated in Cost of sales over the term of the lease.

We earn income from operating lease assets and record the income on a straight-line basis over the term of the lease agreement.

Ford Credit Segment

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Gains/(Losses) on changes in investments in affiliates (Note 20 and Note 21)

368 ( 147 ) 9

Gains/(Losses) on extinguishment of debt (Note 19)

( 1,702 ) ( 121 ) —

Royalty income 483 477 503

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Total $ ( 5,150 ) $ ( 603 ) $ 2,451

(a) Includes a $ 9.1 billion gain, $ 7.4 billion loss, and $ 31 million loss on our Rivian investment during the years ended December 31, 2021, 2022, and 2023, respectively.

(a) Includes a $ 7.4 billion loss and $ 31 million loss on our Rivian investment during the years ended December 31, 2022 and 2023, respectively.

FORD MOTOR COMPANY AND SUBSIDIARIES

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We have elected to recognize forfeitures as an adjustment to compensation expense for all RSUs, RSSs, and stock options in the same period as the forfeitures occur.

Expense is recorded in Selling, administrative, and other expenses .

Expense is recorded in Selling, administrative, and other expenses and Cost of sales, as incurred.

Restricted Stock Units and Restricted Stock Shares

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Stock Options

Activity related to stock options for 2023 was as follows:

Shares (millions) Weighted Average Exercise Price Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value (millions)

Outstanding, beginning of period 10.1 $ 10.84

Exercised (a) ( 1.3 ) 11.90

Forfeited (including expirations) ( 0.4 ) 12.75

Outstanding, end of period 8.4 10.60

Exercisable, end of period 8.4 10.60 3.73 $ 26.8

Options expected to vest — — — —

(a) Exercised at option prices ranging from $ 6.19 to $ 12.75 during 2023.

We received approximately $ 16 million in proceeds with an equivalent of about $ 18 million in new issues used to settle the exercised options.

For options exercised during the year ended December 31, 2023, the difference between the fair value of the Common Stock issued and the respective exercise price was $ 2 million.

Compensation cost for stock options for the year ended December 31, 2023 was $ 0 .

As of December 31, 2023, there was no unrecognized compensation cost related to non-vested stock options.

During 2023, no new stock options were granted.

During 2024, no stock options were granted or exercised.

At December 31, 2023 and 2024, stock options outstanding were 8.4 million and 4.7 million, respectively.

As of December 31, 2024, all of our stock options are fully vested and will expire in 2030, if not exercised sooner.

We recognize income tax-related penalties in Provision for/(Benefit from) income taxes on our consolidated income statements.

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Valuation of Deferred Tax Assets and Liabilities

Deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences that exist between the financial statement carrying value of assets and liabilities and their respective tax bases, and operating loss and tax credit carryforwards on a taxing jurisdiction basis.

Deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences that exist between the financial statement carrying value of assets and liabilities and their respective tax bases, and net operating loss carryforwards and tax credit carryforwards on a taxing jurisdiction basis.

We measure deferred tax assets and liabilities using enacted tax rates that will apply in the years in which we expect the temporary differences to be recovered or paid.

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Effective tax rate 28.6 % ( 9.1 ) % 18.5 %

(a) 2021 includes a benefit of $ 2.9 billion to recognize deferred tax assets resulting from changes in our global tax structure;

2023 includes benefits of $ 610 million associated with legal entity restructuring within our leasing operations and China.

(a) 2023 includes benefits of $ 610 million associated with legal entity restructuring within our leasing operations and China.

In 2022, we reversed $ 405 million of previously established U.S.

valuation allowances.

The reversal primarily reflected a change in our intent to pursue planning actions involving cash outlays to preserve tax credits.

During 2022, we reversed an additional $ 405 million of U.S.

valuation allowances, primarily as a result of planning actions.

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Deferred tax assets

Employee benefit plans $ 1,953 $ 2,470

Net operating loss carryforwards $ 7,262 $ 7,458

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Dealer and dealers’ customer allowances and claims 2,752 3,498

Employee benefit plans 2,470 2,010

Other foreign deferred tax assets 3,456 2,691

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Finance receivables 699 524

Carrying value of investments 487 —

Other foreign deferred tax liabilities 1,255 1,381

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Net deferred tax assets/(liabilities) $ 15,980 $ 15,301

Operating loss carryforwards for tax purposes were $ 22 billion at December 31, 2023, resulting in a deferred tax asset of $ 7.3 billion.

There is no expiration date for $ 6.1 billion of these losses.

Net operating loss carryforwards for tax purposes were $ 23.7 billion at December 31, 2024.

This resulted in a deferred tax asset of $ 7.5 billion, of which $ 6.1 billion have no expiration date.

A substantial portion of the remaining losses will expire beyond 2030.

Tax credits available to offset future tax liabilities are $ 8.0 billion.

The majority of these credits have a remaining carryforward period of nine years or more.

Tax benefits of operating loss and tax credit carryforwards are evaluated on an ongoing basis, including a review of historical and projected future operating results, the eligible carryforward period, and available tax planning strategies.

The majority of these credits have a remaining carryforward period of twelve years or more.

Tax benefits from net operating loss carryforwards and tax credit carryforwards are evaluated on an ongoing basis, including a review of historical and projected future operating results, the eligible carryforward period, and available tax planning strategies.

In our evaluation, we anticipate making tax elections that change the order of tax credit carryforward utilization on U.S.

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Ending balance $ 2,913 $ 2,540

The amount of unrecognized tax benefits that would affect the effective tax rate if recognized was $ 2.9 billion as of December 31, 2022 and 2023.

The amount of unrecognized tax benefits that would affect the effective tax rate if recognized was $ 2.9 billion and $ 2.5 billion as of December 31, 2023 and 2024, respectively.

Examinations by tax authorities have been completed through 2008 in Germany;

2014 in the United States;

2018 in Canada, China, Spain, and the United Kingdom;

and 2019 in India and Mexico.

Net interest on income taxes was $ 7 million of income, $ 23 million of expense, and $ 16 million of expense for the years ended December 31, 2021, 2022, and 2023, respectively.

2015 in Mexico;

2018 in Canada, Spain, and the United Kingdom;

and 2019 in China and India.

Net tax-related interest expense was $ 23 million, $ 16 million, and $ 21 million for the years ended December 31, 2022, 2023, and 2024, respectively.

These were reported in Other income/(loss), net on our consolidated income statements.

Tax-related interest was $ 17 million of a net payable and $ 25 million of a net receivable as of December 31, 2022 and 2023, respectively.

At December 31, 2023 and 2024, we recognized a net tax-related interest receivable of $ 25 million and $ 37 million, respectively.

Cash paid for income taxes was $ 801 million, $ 1,027 million, and $ 1,218 million in 2022, 2023, and 2024, respectively.

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government and agencies 2 699 276 975

Other cash equivalents 2 10 — 10

Corporate debt 2 1,617 101 1,718

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Corporate debt 2 5,807 268 6,075

Equities (a) 1 223 — 223

Equities 1 23 — 23

Other marketable securities 2 353 156 509

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Restricted cash $ 111 $ 137 $ 248

Cash, cash equivalents, and restricted cash - held-for-sale $ — $ — $ —

December 31, 2024

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Corporate debt 2 6,676 252 6,928

Equities (a) 1 23 — 23

Equities 1 22 — 22

Other marketable securities 2 516 190 706

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Restricted cash $ 120 $ 88 $ 208

(a) Net unrealized gains/losses recognized during full year 2022 and 2023 on all equity securities held at December 31, 2022 and 2023 were a $ 968 million loss and a $ 23 million loss, respectively.

Cash, cash equivalents, and restricted cash - held-for-sale (Note 21)

$ 47 $ — $ 47

FORD MOTOR COMPANY AND SUBSIDIARIES

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Cash, Cash Equivalents, and Restricted Cash

Cash, cash equivalents, and restricted cash as reported in the consolidated statements of cash flows were as follows (in millions):

Cash, cash equivalents, and restricted cash as reported on our consolidated statements of cash flows were as follows (in millions):

2023 December 31,

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Restricted cash (a) 248 208

Cash, cash equivalents, and restricted cash - held-for-sale (Note 21)

Total cash, cash equivalents, and restricted cash $ 25,110 $ 23,190

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Total $ 947 $ 2,423 $ 7,552 $ 11,473 $ 20,502 $ 35,377 $ 78,274 100.0 %

Gross charge-offs $ 47 $ 40 $ 75 $ 85 $ 117 $ 37 $ 401

The credit quality analysis of consumer receivables at December 31, 2024 was as follows (in millions):

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$ 399 $ 31 $ 59 $ 159 $ 64 $ 385 $ 1,097 $ 23,586 $ 24,683 100.0 %

Gross charge-offs $ — $ — $ — $ — $ — $ 1 $ 1 $ 3 $ 4

(a) Total past due dealer financing receivables at December 31, 2023 were $ 33 million.

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For consumer receivables that share similar risk characteristics such as product type, initial credit risk, term, vintage, geography, and other relevant factors, Ford Credit estimates the lifetime expected credit loss allowance based on a collective assessment using measurement models and management judgment.

The lifetime expected credit losses for the receivables is determined by applying probability of default and loss given default assumption to monthly expected exposures, then discounting these cash flows to present value using the receivable’s original effective interest rate or the current effective interest rate for a variable rate receivable.

The lifetime expected credit losses for the receivables is determined by applying probability of default and loss given default assumptions to monthly expected exposures, then discounting these cash flows to present value using the receivable’s original effective interest rate or the current effective interest rate for a variable rate receivable.

Probability of default models are developed from internal risk scoring models taking into account the expected probability of payment and time to default, adjusted for macroeconomic outlook and recent performance.

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Ford Credit estimates the allowance for credit losses for wholesale loans based on historical loss-to-receivable (“LTR”) ratios, expected future cash flows, and the fair value of collateral.

For wholesale loans with similar risk characteristics, the allowance for credit losses is estimated on a collective basis using the LTR model and management judgment.

The LTR model is based on the most recent years of history.

An LTR ratio is calculated by dividing credit losses (i.e., charge-offs net of recoveries) by average net finance receivables, excluding unearned interest supplements and allowance for credit losses.

An LTR ratio is calculated by dividing credit losses (i.e., charge-offs net of recoveries) by average net finance receivables, excluding allowance for credit losses.

The average LTR ratio is multiplied by the end-of-period balances, representing the lifetime expected credit loss reserve.

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Ford Credit uses a weighted-average remaining maturity method to estimate the lifetime expected credit loss reserve for dealer loans.

The loss model is based on the industry-wide commercial real estate credit losses, adjusted to factor in the historical credit losses for the dealer loans portfolio.

The loss model is based on industrywide commercial real estate credit losses, adjusted to factor in the historical credit losses for the dealer loans portfolio.

The expected credit loss is calculated under different macroeconomic scenarios that are weighted to provide the total lifetime expected credit loss.

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Recoveries 151 2 153

Provision for/(Benefit from) credit losses 56 ( 17 ) 39

Provision for credit losses 280 ( 2 ) 278

Other (a) 11 — 11

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Recoveries 160 3 163

Provision for/(Benefit from) credit losses 280 ( 2 ) 278

Provision for credit losses 412 5 417

Other (a) ( 23 ) — ( 23 )

Ending balance $ 860 $ 4 $ 864

(a) Primarily represents amounts related to translation adjustments.

For the year ended December 31, 2023, the allowance for credit losses increased $ 37 million driven by an increase in Ford Credit finance receivables, partially offset by the impact of an improved U.S.

economic outlook that was reflected in the reserve balance in the fourth quarter of 2023.

Net charge-offs increased from a year ago, reflecting normalization from extraordinarily low levels.

The impact of inflationary pressure and high interest rates on future credit losses remains uncertain.

Ford Credit will continue to monitor economic trends and conditions and portfolio performance and will adjust the reserve accordingly.

(a) Primarily represents amounts related to foreign currency translation adjustments.

For the year ended December 31, 2024, the allowance for credit losses decreased $ 18 million, reflecting improvement in the macroeconomic outlook, offset partially by an increase in Ford Credit consumer receivables.

All inventories are stated at the lower of cost or net realizable value.

5 unchanged sentences

$ 15,651 $ 14,951

Our finished product inventory at December 31, 2023 was higher than at December 31, 2022, primarily reflecting higher in-transit inventory.

FORD MOTOR COMPANY AND SUBSIDIARIES

68 unchanged sentences

Total $ 5,548 $ 6,821

(a) In 2022 and 2023, Jiangling Motors Corporation, Limited recorded restructuring charges, our share of which was $ 13 million and $ 12 million, respectively.

(a) In 2023, Jiangling Motors Corporation, Limited recorded restructuring charges, our share of which was $ 12 million.

These charges are included in Equity in net income/(loss) of affiliated companies .

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We recorded $ 452 million, $ 381 million, and $ 418 million of dividends from these affiliated companies for the years ended December 31, 2022, 2023, and 2024, respectively.

An aggregate summary of the balance sheets and income statements of our equity method investees, on a stand alone basis, as reported by those investees at December 31 is below (in millions).

An aggregate summary of the balance sheets and income statements of our equity method investees, on a standalone basis, as reported by those investees at December 31 is below (in millions).

Our investment in each equity method investee is reported in Equity in net assets of affiliated companies , and our proportionate share of each of the entities’ income/(loss) is reported in Equity in net income/(loss) of affiliated companies .

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Net income/(loss) attributable to noncontrolling interests ( 8 ) ( 63 ) ( 37 )

(a) The 2022 results reflects Argo AI’s impairment, partially offset by the net income/(loss) of our other equity method investees.

(a) The 2022 results reflect Argo AI’s impairment, partially offset by the net income/(loss) of our other equity method investees.

FORD MOTOR COMPANY AND SUBSIDIARIES

12 unchanged sentences

Payables 1,766 1,758

In the third quarter of 2022, Ford made the strategic decision to shift our capital spending from L4 technology being developed by Argo AI to advanced L2/L3 systems, which we believe will ultimately be essential to achieve profitable commercialization of L4 autonomy at scale in the future.

In the third quarter of 2022, Ford made the strategic decision to shift our capital spending from L4 technology being developed by Argo AI to advanced L2/L3 systems.

We determined that Argo AI no longer had value as a going concern, and as a result, we reassessed the carrying value of our investment as of September 30, 2022.

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In the fourth quarter of 2022, Ford and Volkswagen AG, who held equal interests that together comprised a majority ownership of Argo AI, initiated the process of exiting the joint development of highly automated driving technology (L4) through Argo AI.

Argo AI is in the process of winding down operations, with no expected future funding required.

Argo AI concluded winding down its operations and was dissolved in 2024.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

OTHER INVESTMENTS

We have investments in entities not accounted for under the equity method for which fair values are not readily available.

We record these investments at cost (less impairment, if any), adjusted for observable price changes in orderly transactions for the identical or a similar investment of the same issuer.

We report the carrying value of these investments in Other assets in the non-current assets section of our consolidated balance sheets.

These investments were $ 384 million and $ 242 million at December 31, 2022 and 2023, respectively.

The cumulative net unrealized gain from adjustments related to Other Investments held at December 31, 2023 is $ 24 million.

OTHER LIABILITIES AND DEFERRED REVENUE

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Dealer and dealers’ customer allowances and claims $ 7,506 $ 9,836

Deferred revenue 5,051 4,910

Pension 6,383 4,470

OPEB 4,365 4,080

Deferred revenue 4,883 5,051

Operating lease liabilities 1,395 1,782

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Total non-current other liabilities and deferred revenue $ 28,414 $ 28,832

(a) Includes current derivative liabilities of $ 1.3 billion and $ 1.0 billion at December 31, 2022 and 2023, respectively.

(a) Includes current derivative liabilities of $ 1.0 billion at both December 31, 2023 and 2024.

Includes non-current derivative liabilities of $ 1.3 billion and $ 0.9 billion at December 31, 2023 and 2024, respectively (see Note 19).

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Defined Benefit Pension Plans.

We have defined benefit pension plans covering hourly and salaried employees in the United States, Canada, United Kingdom, Germany, and other locations.

We have defined benefit pension plans covering hourly and salaried employees in the United States, Canada, the United Kingdom, Germany, and other locations.

The largest portion of our worldwide obligation is associated with our U.S.

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The assumptions used to determine benefit obligation and net periodic benefit cost/(income) were as follows:

Pension Benefits

Pension Benefits OPEB Pension Benefits OPEB

Plans Non-U.S.

Plans Worldwide OPEB

2022 2023 2022 2023 2022 2023

Plans Worldwide U.S.

Plans Non-U.S.

Plans Worldwide

Weighted Average Assumptions at December 31

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The pre-tax net periodic benefit cost/(income) for our defined benefit pension and OPEB plans for the years ended December 31 was as follows (in millions):

Pension Benefits

Plans Non-U.S.

Plans Worldwide OPEB

2022 2023 2024

Pension Benefits OPEB Pension Benefits OPEB Pension Benefits OPEB

Plans Non-U.S.

Plans Worldwide U.S.

Plans Non-U.S.

Plans Worldwide U.S.

Plans Non-U.S.

Plans Worldwide

Service cost $ 500 $ 416 $ 42 $ 292 $ 245 $ 21 $ 288 $ 248 $ 24

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Net remeasurement (gain)/loss 1,720 ( 436 ) ( 1,314 ) 841 932 286 444 ( 1,019 ) ( 112 )

Separation programs/other 19 46 20 156 63 261 — — 1

Separation costs/other 46 63 — 20 261 1 22 111 —

Settlements and curtailments

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In 2022, we recognized an expense of $ 544 million related to separation programs, settlements, and curtailments, which included $ 438 million of settlement losses related to a U.S.

pension plan and separation expenses of $ 156 million for non-U.S.

pension plans related to ongoing restructuring programs.

In 2022, we recognized an expense of $ 544 million related to separation programs, settlements, and curtailments,

which included $ 438 million of settlement losses related to a U.S.

pension plan and separation and curtailment expenses of $ 57 million for non-U.S.

pension plans related to ongoing restructuring programs.

In 2023, we recognized an expense of $ 360 million related to separation programs, settlements, and curtailments, which included $ 71 million of settlement losses related to U.S.

In 2023, we recognized an expense of $ 360 million related to separation programs, settlements, and curtailments, which included $ 71 million of settlement losses related to a U.S.

pension plans and separation and curtailment expenses of $ 268 million for non-U.S.

pension plans related to ongoing restructuring programs.

In 2024, we recognized an expense of $ 240 million related to separation programs, settlements, and curtailments, which included $ 129 million of settlement and curtailment losses related to U.S.

pension plans and separation and curtailment expenses of $ 89 million for non-U.S.

pension plans related to ongoing restructuring programs.

FORD MOTOR COMPANY AND SUBSIDIARIES

2 unchanged sentences

The year-end status of these plans was as follows (in millions):

Pension Benefits

Pension Benefits OPEB Pension Benefits OPEB

Plans Non-U.S.

Plans Worldwide OPEB

2022 2023 2022 2023 2022 2023

Plans Worldwide U.S.

Plans Non-U.S.

Plans Worldwide

Change in Benefit Obligation

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Amendments (a) 581 46 32 — — —

Separation programs/other 4 ( 18 ) 56 255 — —

Separation costs/other ( 18 ) 255 — ( 19 ) 103 —

Curtailments — 6 — 87 ( 22 ) —

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(a) Reflects benefit enhancements included in the collective bargaining agreements with the UAW and Unifor ratified in 2023.

plans, 2022 and 2023 primarily reflect salaried lump sum retirement payments.

plans, in 2022, we transferred a pension obligation and related plan assets to an insurance company.

plans, 2023 primarily reflects salaried lump sum retirement payments.

FORD MOTOR COMPANY AND SUBSIDIARIES

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In 2024, we contributed $ 1,073 million to our global funded pension plans and made $ 420 million of benefit payments to participants in unfunded plans.

During 2024, we expect to contribute about $ 1 billion of cash to our global funded pension plans.

During 2025, we expect to contribute about $ 800 million of cash to our global funded pension plans.

We also expect to make about $ 450 million of benefit payments to participants in unfunded plans.

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Our largest non-U.S.

plans (e.g., United Kingdom and Canada) have similar investment objectives to the U.S.

plans (e.g., the United Kingdom and Canada) have similar investment objectives to the U.S.

Investment strategies and policies for the U.S.

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(a) Certain assets that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.

(b) Primarily short-term investment funds to provide liquidity to plan investment managers, cash held to pay benefits, and repurchase agreements valued at $ 2.6 billion in U.S.

(b) Primarily short-term investment funds to provide liquidity to plan investment managers and cash held to pay benefits, offset by repurchase agreements valued at $( 2.7 ) billion in U.S.

plans and $( 1.8 ) billion in non-U.S.

plans, amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales).

For non-U.S plans, $ 2.5 billion of insurance contracts, primarily Ford-Werke, and amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales).

For non-U.S plans, $ 3.0 billion of insurance contracts, primarily the Ford-Werke plan, and amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales).

FORD MOTOR COMPANY AND SUBSIDIARIES

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(a) Certain assets that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.

(b) Primarily short-term investment funds to provide liquidity to plan investment managers, cash held to pay benefits, and repurchase agreements valued at $ 2.7 billion in U.S.

(b) Primarily short-term investment funds to provide liquidity to plan investment managers and cash held to pay benefits, offset by repurchase agreements valued at $( 2.6 ) billion in U.S.

plans and $( 0.7 ) billion in non-U.S.

plans, amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales).

For non-U.S plans, $ 3.0 billion of insurance contracts, primarily Ford-Werke, and amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales).

For non-U.S plans, $ 2.7 billion of insurance contracts, primarily the Ford-Werke plan, and amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales).

FORD MOTOR COMPANY AND SUBSIDIARIES

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(a) Includes insurance contracts, primarily the Ford-Werke plan, valued at $ 3.0 billion and $ 2.7 billion at year-end 2023 and 2024, respectively.

In the fourth quarter of 2022, we transferred a non-U.S.

pension obligation and related plan assets to an insurance company.

There were no gains or losses recognized upon settlement.

LEASE COMMITMENTS

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Otherwise, the leases are classified as operating leases and reported in Other assets in the non-current assets section of our consolidated balance sheets.

We also recognize in Net property “build-to-suit” arrangements during the construction period where we are involved in the construction or design of the asset and are considered the accounting owner.

We do not recognize right-of-use assets and lease liabilities for leases with a term of 12 months or less.

These lease payments are amortized to expense on a straight-line basis over the lease term.

We have also entered into manufacturing contracts where Ford’s portion of the output is expected to be significant.

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Long-term payable within one year

Export Finance Program — 784

Public unsecured debt securities — 176

Other debt (including finance leases) 117 176

Unamortized (discount)/premium ( 2 ) ( 11 )

Unamortized issuance costs — ( 1 )

Total debt payable within one year 477 1,756

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(b) Includes interest on long-term debt payable within one year and after one year.

(c) At December 31, 2022 and 2023, the fair value of debt includes $ 359 million and $ 362 million of Company excluding Ford Credit short-term debt and $ 16.9 billion and $ 15.5 billion of Ford Credit short-term debt, respectively, carried at cost, which approximates fair value.

(c) At December 31, 2023 and 2024, the fair value of debt includes $ 362 million and $ 632 million of Company excluding Ford Credit short-term debt, respectively, and $ 15.5 billion and $ 16.2 billion of Ford Credit short-term debt, respectively, carried at cost, which approximates fair value.

All other debt is categorized within Level 2 of the fair value hierarchy.

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Total $ 53,334 $ 32,370 $ 20,226 $ 12,144 $ 9,030 $ 12,061 $ ( 1,297 ) $ 137,868

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

DEBT AND COMMITMENTS (Continued)

Company Excluding Ford Credit Segment

31 unchanged sentences

DEBT AND COMMITMENTS (Continued)

Debt Extinguishment

Pursuant to our November 2021 cash tender offer and December 2021 redemption, we repurchased or redeemed $ 7.6 billion principal amount of our public unsecured debt securities for an aggregate cost of $ 9.3 billion (including transaction costs and accrued and unpaid interest payments for such tendered securities).

As a result of these transactions, we recorded a pre-tax loss of $ 1.7 billion (net of unamortized discounts, premiums, and fees) in Other income/(loss), net in 2021.

In September 2022, we redeemed approximately $ 1.1 billion principal amount of our public unsecured debt securities for an aggregate cost of approximately $ 1.2 billion (including redemption costs and accrued and unpaid interest payments for such redeemed securities).

As a result of this transaction, we recorded a pre-tax loss of $ 135 million (net of unamortized discounts, premiums, and fees) in Other income/(loss), net in 2022.

Environmental, Social, Governance (“ESG”) Bonds

In August 2022, we issued approximately $ 1.8 billion aggregate principal amount of green bonds under our sustainable financing framework.

The interest rate of this green bond was 6.1 %.

We allocated the net proceeds from this issuance to the design, development, and manufacturing of our electric vehicle portfolio.

Convertible Debt

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Upon conversion, we will pay cash up to the aggregate principal amount of the notes to be converted and cash, shares of our Common Stock, or a combination of cash and shares of our Common Stock, at our election for the remainder of our obligation in excess, if any, of the aggregate principal amount of the notes being converted.

We may not redeem the notes prior to March 20, 2024.

On or after March 20, 2024, we may redeem all or any portion of the notes for cash equal to 100 % of the principal amount of the notes being redeemed if the last reported sale price of our Common Stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

DEBT AND COMMITMENTS (Continued)

Beginning on or after March 20, 2024, we may redeem all or any portion of the notes for cash equal to 100 % of the principal amount of the notes being redeemed if the last reported sale price of our Common Stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period.

If we undergo a fundamental change (e.g., change of control), subject to certain conditions, holders of the notes may require us to repurchase for cash all or any portion of their notes at a repurchase price equal to 100 % of the principal amount of the notes.

2 unchanged sentences

The notes were issued at par and fees associated with the issuance of these notes are amortized to Interest expense on Company debt excluding Ford Credit over the contractual term of the notes.

Amortization of issuance costs was $ 5 million, $ 7 million, and $ 7 million in 2021, 2022, and 2023, respectively.

Amortization of issuance costs was $ 7 million in 2022, 2023, and 2024.

The effective interest rate of the notes is 0.3 %.

The total estimated fair value of the notes as of December 31, 2022 and December 31, 2023 was approximately $ 2.2 billion and $ 2.3 billion, respectively.

The total estimated fair value of the notes as of December 31, 2023 and 2024 was approximately $ 2.3 billion and $ 2.2 billion, respectively.

The fair value was determined using commonly employed valuation methodologies applying observable market inputs and is classified within Level 2 of the fair value hierarchy.

The notes did not have an impact on our full year 2023 or 2024 diluted EPS.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

DEBT AND COMMITMENTS (Continued)

Export Finance Program

7 unchanged sentences

Total Company committed credit lines, excluding Ford Credit, at December 31, 2024 were $ 20.0 billion, consisting of $ 13.5 billion of our corporate credit facility, $ 2.0 billion of our supplemental revolving credit facility, $ 2.5 billion of our 364-day revolving credit facility, and $ 2.0 billion of local credit facilities.

At December 31, 2023, the utilized portion of the corporate credit facility was $ 18 million, representing amounts utilized for letters of credit.

In addition, $ 1.8 billion of committed Company credit lines, excluding Ford Credit, was utilized under local credit facilities for our affiliates as of December 31, 2023.

Lenders under our corporate credit facility have $ 3.4 billion of commitments maturing on April 26, 2026 and $ 10.1 billion of commitments maturing on April 26, 2028.

Lenders under our supplemental revolving credit facility have $ 0.1 billion of commitments maturing on September 29, 2024 and $ 1.9 billion of commitments maturing on April 26, 2026.

At December 31, 2024, $ 1.7 billion of committed Company credit lines, excluding Ford Credit, was utilized under local credit facilities for our affiliates, and the full amount under each of our corporate, supplemental, and 364-day credit facilities was available.

Lenders under our corporate credit facility have $ 25 million of commitments maturing on April 26, 2026, $ 3.4 billion of commitments maturing on April 22, 2027, $ 0.1 billion of commitments maturing on April 26, 2028, and $ 10.0 billion of commitments maturing on April 20, 2029.

Lenders under our supplemental revolving credit facility have $ 2.0 billion of commitments maturing on April 22, 2027.

Lenders under our 364-day revolving credit facility have $ 2.5 billion of commitments maturing on April 21, 2025.

On August 17, 2023, we entered into a new 364-day revolving credit facility, with $ 4 billion of commitments maturing on August 15, 2024.

At the time we entered into this credit facility, it provided additional working capital flexibility to manage through uncertainties in the present environment, including a potential labor disruption.

With the ratification of the new UAW contract, this credit facility was terminated as of November 24, 2023.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

DEBT AND COMMITMENTS (Continued)

The corporate, supplemental, and 364-day credit agreements include certain sustainability-linked targets, pursuant to which the applicable margin and facility fees may be adjusted if Ford achieves, or fails to achieve, the specified targets related to global manufacturing facility greenhouse gas emissions, renewable electricity consumption, and Ford Europe CO 2 tailpipe emissions.

Ford outperformed the 2022 targets for all three of the sustainability-linked metrics, which favorably impacted pricing beginning in the third quarter of 2023.

The corporate, supplemental, and 364-day credit agreements include certain sustainability-linked targets, pursuant to which the applicable margin and facility fees may be adjusted if Ford achieves, or fails to achieve, the specified targets related to global manufacturing facility greenhouse gas emissions, carbon-free electricity consumption, and Ford Europe CO 2 tailpipe emissions.

Prior to 2024, the specified targets related to global manufacturing facility greenhouse gas emissions, renewable electricity consumption, and Ford Europe CO 2 tailpipe emissions;

Ford outperformed all three of the sustainability-linked metrics for the most recent performance period.

The corporate credit facility is unsecured and free of material adverse change conditions to borrowing, restrictive financial covenants (for example, interest or fixed-charge coverage ratio, debt-to-equity ratio, and minimum net worth requirements), and credit rating triggers that could limit our ability to obtain funding or trigger early repayment.

The corporate credit facility contains a liquidity covenant that requires us to maintain a minimum of $ 4 billion in aggregate of domestic cash, cash equivalents, and loaned and marketable securities and/or availability under the corporate credit facility, supplemental revolving credit facility, and 364-day revolving credit facility.

If our senior, unsecured, long-term debt does not maintain at least two investment grade ratings from Fitch, Moody’s, and S&P, the guarantees of certain subsidiaries will be required.

The terms and conditions of the supplemental and 364-day revolving credit facilities are consistent with our corporate credit facility.

Ford Credit has been designated as a subsidiary borrower under the corporate credit facility and the 364-day revolving credit facility.

Each of the corporate credit facility, supplemental revolving credit facility, and 364-day revolving credit facility include a covenant that requires us to provide guarantees from certain of our subsidiaries in the event that our senior, unsecured, long-term debt does not maintain at least two investment grade ratings from Fitch, Moody’s, and S&P.

On October 30, 2023, following the upgrade by S&P of our senior, unsecured, long-term debt credit rating to BBB-, the unsecured guarantees provided by the following subsidiaries to the lenders under the credit facilities were released:

Ford Component Sales, LLC;

Ford European Holdings Inc.;

Ford Global Technologies, LLC;

Ford Holdings LLC (the parent company of Ford Credit);

Ford International Capital LLC;

Ford Mexico Holdings LLC;

Ford Motor Service Company;

Ford Next LLC;

Ford Trading Company, LLC;

and Ford Van Dyke Investment Fund, Inc.

Ford Credit Segment

Debt Extinguishment

Pursuant to Ford Credit’s June 2022 cash tender offer, Ford Credit repurchased approximately $ 3 billion principal amount of its public unsecured debt securities for an aggregate cost of approximately $ 3 billion (including transaction costs and accrued and unpaid interest payments for such tendered securities).

As a result of these transactions, Ford Credit recorded a pre-tax gain of $ 17 million (net of unamortized discounts, premiums, fees, and fair value adjustments) in Other income/(loss), net in 2022.

Asset-Backed Debt

6 unchanged sentences

See Note 23 for additional information.

Although not contractually required, we regularly support our wholesale securitization programs by repurchasing receivables of a dealer from a SPE when the dealer’s performance is at risk, which transfers the corresponding risk of loss from the SPE to us.

In order to continue to fund the wholesale receivables, we also may contribute additional cash or wholesale receivables if the collateral falls below required levels.

The balance of cash related to these contributions was $ 0 at both December 31, 2022 and 2023 and ranged from $ 0 to $ 2,850 million during 2022 and from $ 0 to $ 41 million during 2023.

FORD MOTOR COMPANY AND SUBSIDIARIES

1 unchanged sentence

DEBT AND COMMITMENTS (Continued)

In order to continue to fund the wholesale receivables, we also may contribute additional cash or wholesale receivables if the collateral falls below required levels.

The balance of cash related to these contributions was $ 0 at both December 31, 2023 and 2024 and ranged from $ 0 to $ 41 million during 2023 and was $ 0 during 2024.

SPEs that are exposed to interest rate or currency risk may reduce their risks by entering into derivative transactions.

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If it becomes probable that the originally forecasted transaction will not occur, the related amount included in Accumulated other comprehensive income/(loss) is reclassified and recognized in earnings.

The cash flows associated with hedges designated until maturity are reported in Net cash provided by/(used in) operating activities on our consolidated statement of cash flows.

The cash flows associated with hedges designated until maturity are reported in Net cash provided by/(used in) operating activities on our consolidated statements of cash flows.

Our cash flow hedges mature within three years .

4 unchanged sentences

We report the change in fair value of the hedged debt related to the change in benchmark interest rate in Ford Credit debt and Ford Credit interest, operating, and other expenses .

We report the change in fair value of the hedged debt and hedging instrument related to foreign currency in Other income/(loss), net .

We report the change in fair value of the hedged debt related to foreign currency in Ford Credit debt and Other income/(loss), net .

Net interest settlements and accruals and fair value changes on hedging instruments due to the benchmark interest rate change are reported in Ford Credit interest, operating, and other expenses .

We report the change in fair value of the hedging instrument related to foreign currency in Other income/(loss), net.

The cash flows associated with fair value hedges are reported in Net cash provided by/(used in) operating activities on our consolidated statements of cash flows.

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Total $ ( 576 ) $ ( 490 ) $ ( 571 )

(a) For 2021, 2022, and 2023, a $ 453 million loss, a $ 448 million gain, and a $ 482 million loss, respectively, were reported in Other comprehensive income/(loss), net of tax .

(b) For 2021, 2022, and 2023, a $ 284 million gain, a $ 102 million loss, and a $ 37 million loss, respectively, were reported in Other comprehensive income/(loss), net of tax .

(c) For 2021, 2022, and 2023, a $ 230 million gain, a $ 53 million loss, and a $ 3 million loss, respectively, were reported in Cost of sales and a $ 145 million gain, a $ 50 million gain, and a $ 35 million loss were reported in Other income/(loss), net, respectively.

(a) For 2022, 2023, and 2024, a $ 448 million gain, a $ 482 million loss, and an $ 808 million gain, respectively, were reported in Other comprehensive income/(loss), net of tax .

(b) For 2022, 2023, and 2024, a $ 102 million loss, a $ 37 million loss, and a $ 5 million loss, respectively, were reported in Other comprehensive income/(loss), net of tax .

(c) For 2022, 2023, and 2024, a $ 53 million loss, a $ 3 million loss, and a $ 116 million gain, respectively, were reported in Cost of sales and a $ 50 million gain, a $ 35 million loss, and a $ 268 million gain were reported in Other income/(loss), net, respectively.

FORD MOTOR COMPANY AND SUBSIDIARIES

47 unchanged sentences

Sales of the Taubaté and Camaçari plants were completed in 2023

Ceased vehicle manufacturing in Sanand in fourth quarter of 2021 and ceased manufacturing in Chennai in the third quarter of 2022.

A sale of the Sanand vehicle assembly and powertrain plants was completed in the first quarter of 2023.

Ceased vehicle manufacturing in Sanand in the fourth quarter of 2021 and ceased manufacturing in Chennai in the third quarter of 2022.

A sale of the Sanand vehicle assembly and powertrain plants was completed in the first quarter of 2023 (See Note 21)

Ceased production of the Mondeo at the Valencia plant in the first quarter of 2022

Ceased development of certain product programs

Ceased development of certain product programs in 2023

Production of the Focus will cease at our Saarlouis Body and Assembly Plant in 2025.

Our plan is to repurpose the facility into a technology center, retaining 1,000 positions

We are engaged in discussions with our Social Partners related to the remaining affected positions at the plant

In addition, we are continuing to reduce our global workforce and take other restructuring actions, including the separation of salaried workers as announced during 2023.

In addition, we are continuing to reduce our global workforce and take other restructuring actions, including the separation of salaried workers as announced during 2023 and 2024 and separation packages offered to certain members of our hourly workforce during 2024.

The following table summarizes the activities for the years ended December 31, which are recorded in Other liabilities and deferred revenue (in millions):

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(a) Excludes pension costs of $ 268 million and $ 218 million in 2023 and 2024, respectively.

In 2022, we recorded $ 32 million for accelerated depreciation, impairment of our India assets, and other non-cash items, partially offset by tax credits and other benefits.

In addition, we recognized a $ 38 million pre-tax net gain on sale of assets in 2022.

In 2023, we recorded $ 67 million for accelerated depreciation and other non-cash items and recognized a $ 62 million pre-tax net gain on sale of assets.

We recorded charges of $ 608 million and $ 1.9 billion in 2022 and 2023, respectively, related to the actions above.

We estimate that we will incur about $ 1 billion in total charges in 2024 related to such actions, primarily attributable to employee separations;

We recorded costs of $ 1.9 billion and $ 1.2 billion in 2023 and 2024, respectively, related to the initiated actions above.

We estimate that we will incur about $ 500 million in total charges in 2025 related to such actions, primarily attributable to employee separations;

some charges are related to plans that are subject to negotiations with a works council, union, or other social partner.

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NOTES TO THE FINANCIAL STATEMENTS

EMPLOYEE SEPARATION ACTIONS AND EXIT AND DISPOSAL ACTIVITIES (Continued)

United Automobile, Aerospace, and Agricultural Implement Workers of America Voluntary Separation Packages

We offered voluntary separation packages in 2022 to certain of our UAW hourly workforce who were eligible for normal or early retirement and recorded associated costs of $ 19 million in Cost of sales .

Accumulated foreign currency translation losses included in Accumulated other comprehensive income/(loss) at December 31, 2023 of $ 223 million are associated with Ford Credit’s investments in Brazil and Argentina that have ceased operations.

We expect to reclassify these losses to income upon substantially complete liquidation of Ford Credit’s investments, which may occur over multiple reporting periods.

In 2022, we reclassified losses of $ 155 million to Other income/(loss), net upon the liquidation of three investments in Brazil.

ACQUISITIONS AND DIVESTITURES

Company Excluding Ford Credit

Ford Sales and Service Korea Company (“FSSK”).

In the first quarter of 2024, we entered into an agreement to sell 100% of our equity interest in FSSK, and the entity was classified as held for sale.

We determined the assets held for sale were not impaired.

However, as of December 31, 2024, FSSK no longer met the held-for-sale criteria as that sale transaction did not close and is no longer probable of occurring.

Accordingly, FSSK’s assets and liabilities were reclassified and reported as held and used as of December 31, 2024.

As the assets previously held for sale were not impaired, no adjustments were required as a result of the reclassification to held and used.

Ford Motor Company A/S (“Denmark”) .

In the third quarter of 2024, we entered into an agreement to sell 100% of our equity interest in Denmark.

The entity was classified as held for sale in the fourth quarter of 2024 once all criteria were met.

Accordingly, as of December 31, 2024, we reported $ 52 million of held-for-sale assets, including $ 47 million of cash, and $ 33 million of held-for-sale liabilities in Other assets and Other liabilities, respectively.

We determined the assets held for sale were not impaired.

On January 2, 2025, we completed the sale of Denmark.

The consideration received approximated the carrying value of Denmark at the time of sale.

Auto Motive Power (“AMP”).

On November 1, 2023, we acquired AMP, a California-based energy management startup focused on electric vehicle charging solutions.

In the fourth quarter of 2023, we acquired AMP, a California-based energy management startup focused on electric vehicle charging solutions.

Assets acquired primarily include goodwill and technology, which are reported in Other assets .

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We determined fair value using the market approach, based on the negotiated value of the assets.

Accordingly, we reported $ 88 million of fixed assets for this operation as held for sale for the period ended December 31, 2022, which we report in Other assets in the current assets section of our consolidated balance sheets.

On January 10, 2023, we completed the sale of the plants to Tata.

In the first quarter of 2023, we completed the sale of the plants to Tata.

Ford continues to operate the powertrain facility by leasing back the associated land and building.

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In exchange for our shares of Spin, we received preferred equity in TIER Mobility SE.

Electriphi, Inc.

(“Electriphi”).

On June 18, 2021, we acquired Electriphi, a California-based provider of charging management and fleet monitoring software for electric vehicles.

Assets acquired primarily include goodwill, reported in Other assets , and software, reported in Net property .

The acquisition did not have a material impact on our

financial statements.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

ACQUISITIONS AND DIVESTITURES (Continued)

Ford Lio Ho Motor Co., Ltd.

On April 1, 2021, we completed the sale of our controlling financial interest in FLH and its wholly owned subsidiary FLH Marketing & Service Limited, which resulted in deconsolidation of our Ford Taiwan subsidiary in the second quarter of 2021.

FLH will continue to import, manufacture, and sell Ford-branded vehicles through at least 2025.

We recognized a pre-tax gain of $ 161 million, which was reported in Other income/(loss) , net in the second quarter of 2021.

Getrag Ford Transmissions GmbH (“GFT”).

Prior to March 2021, Ford and Magna International Inc.

(“Magna”) equally owned and operated the GFT joint venture for the purpose of developing, manufacturing, and selling transmissions.

We accounted for our investment in GFT as an equity method investment.

During the first quarter of 2021 and prior to our acquisition, GFT recorded restructuring charges, of which our share was $ 40 million.

These charges are included in Equity in net income/(loss) of affiliated companies .

On March 1, 2021, we acquired Magna’s shares in the restructured GFT.

The purchase price, which was subject to post-closing revisions, was $ 275 million.

The restructured GFT includes the Halewood, UK and Cologne, Germany transmission plants, but excludes the Bordeaux, France transmission plant and China interests acquired by Magna.

We concluded with Magna that these businesses would be better served under separate ownership.

The Sanand, India transmission plant continues under joint Ford/Magna ownership.

As a result of the transaction, we consolidated the restructured GFT, remeasured our prior investment in GFT at its $ 275 million fair value, and recognized in O ther income/(loss), net a pre-tax gain of $ 178 million during 2021 and post-closing revisions resulting in a pre-tax gain of $ 2 million during the first quarter of 2022.

We estimated the fair value of GFT in negotiations with Magna based on the income approach.

The significant assumptions used in the valuation included GFT’s cash flows that reflect the approved business plan, discounted at a rate typically used for a company like GFT.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS)

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Net gains/(losses) on foreign currency translation ( 1,197 ) 977 ( 1,413 )

(Gains)/Losses reclassified from AOCI to net income (b) ( 18 ) 268 ( 4 )

Other comprehensive income/(loss), net of tax (c) 39 ( 929 ) 973

(Gains)/Losses reclassified from AOCI to net income 268 ( 4 ) ( 43 )

Other comprehensive income/(loss), net of tax (b) ( 929 ) 973 ( 1,456 )

Ending balance $ ( 6,416 ) $ ( 5,443 ) $ ( 6,899 )

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Tax/(Tax benefit) 5 9 3

Net (gains)/losses reclassified from AOCI to net income (b) ( 18 ) 14 26

Net (gains)/losses reclassified from AOCI to net income (c) 14 26 8

Other comprehensive income/(loss), net of tax ( 423 ) 272 120

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Translation impact on non-U.S.

( 3 ) 13 ( 5 )

Other comprehensive income/(loss), net of tax 30 ( 488 ) 131

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Taxes or tax benefits resulting from foreign currency translation of the temporary differences are recorded in Other comprehensive income/(loss), net of tax .

(b) Reclassified to Other income/(loss), net.

(c) Excludes a gain of $ 4 million, a loss of $ 4 million, and a gain of $ 1 million related to noncontrolling interests in 2021, 2022, and 2023, respectively.

(b) Excludes a loss of $ 4 million, a gain of $ 1 million, and a loss of $ 1 million related to noncontrolling interests in 2022, 2023, and 2024, respectively.

(d) Reclassified to Cost of sales .

During the next twelve months we expect to reclassify existing net losses on cash flow hedges of $ 151 million.

During the next twelve months we expect to reclassify existing net gains on cash flow hedges of $ 281 million.

See Note 19 for additional information.

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Our maximum exposure to any potential losses associated with these unconsolidated affiliates is limited to our equity investments, accounts receivable, loans, and guarantees and was $ 3.7 billion and $ 9.3 billion at December 31, 2023 and 2024, respectively.

Of these amounts, guarantees of $ 113 million and $ 125 million at December 31, 2022 and 2023, respectively, related to certain obligations of our VIEs also are included in Note 25.

On July 13, 2022, Ford, SK On Co., Ltd., and SK Battery America, Inc.

(a wholly owned subsidiary of SK On) completed the creation of BlueOval SK, LLC (“BOSK”), a 50/ 50 joint venture that will build and operate electric vehicle battery plants in Tennessee and Kentucky to supply batteries to Ford and Ford affiliates.

The guarantee exposure is related to certain debt at our unconsolidated affiliates, which includes amounts outstanding as well as potential future draws up to a maximum amount of $ 125 million and $ 4.9 billion at December 31, 2023 and 2024, respectively, related to certain obligations of our VIEs, and is also included in Note 24.

In July 2022, Ford, SK On Co., Ltd., and SK Battery America, Inc.

(a wholly owned subsidiary of SK On) completed the creation of BlueOval SK, LLC (“BOSK”), a 50/ 50 joint venture that is building and will operate electric vehicle battery plants in Tennessee and Kentucky to supply batteries to Ford and Ford affiliates.

BOSK is a VIE of which we are not the primary beneficiary, and we use the equity method of accounting for our investment.

As of December 31, 2023, Ford has contributed to BOSK $ 3.3 billion of its agreed capital contribution of up to $ 6.6 billion through 2026.

In December 2024, BOSK entered into a loan agreement with the United States Department of Energy (“DOE”) of up to $ 9.6 billion (the “BOSK DOE Loan”).

In conjunction with the loan agreement, Ford has agreed to guarantee its 50 % share of BOSK’s payment obligations under the BOSK DOE Loan.

After its initial draw on the BOSK DOE Loan, BOSK distributed $ 1.4 billion to Ford as a return of capital.

As of December 31, 2024, Ford has recognized contributions (net of returns of capital) to BOSK of $ 4.1 billion of its agreed capital contribution of up to $ 6.6 billion through 2026.

The total amount of capital contributions is subject to adjustments agreed to by the parties.

In January 2025, BOSK distributed an additional $ 1.7 billion to Ford as a return of capital, resulting in recognized contributions (net of returns of capital) to BOSK of $ 2.4 billion of its agreed capital contribution of up to $ 6.6 billion through 2026.

VIEs of Which We are the Primary Beneficiary

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The maximum potential payments for financial guarantees were $ 535 million and $ 5,336 million at December 31, 2023 and 2024, respectively.

See Note 23 for additional information.

The carrying value of recorded liabilities related to financial guarantees was $ 59 million and $ 144 million at December 31, 2023 and 2024, respectively.

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We regularly review our performance risk under these arrangements, and in the event it becomes probable we will be required to perform under a guarantee or indemnity, the amount of probable payment is recorded.

The maximum potential payments for non-financial guarantees were $ 273 million and $ 7 million at December 31, 2022 and 2023, respectively.

The carrying value of recorded liabilities related to non-financial guarantees was $ 0 at both December 31, 2022 and 2023.

Included in the $ 7 million of maximum potential payments at December 31, 2023 are guarantees for the resale value of vehicles sold in certain arrangements to daily rental companies.

The maximum potential payment of $ 1 million as of December 31, 2023 represents the total proceeds we guarantee the rental company will receive on resale.

Reflecting our present estimate of proceeds the rental companies will receive on resale from third parties, we do not expect we will have to pay under the guarantee.

The maximum potential payments and carrying values of recorded liabilities related to non-financial guarantees were de minimis at both December 31, 2023 and 2024.

In the ordinary course of business, we execute contracts involving indemnifications standard in the industry and indemnifications specific to a transaction, such as the sale of a business.

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We accrue for matters when losses are deemed probable and reasonably estimable.

In evaluating matters for accrual and disclosure purposes, we take into consideration factors such as our historical experience with matters of a similar

nature, the specific facts and circumstances asserted, the likelihood that we will prevail, and the severity of any potential loss.

In evaluating matters for accrual and disclosure purposes, we take into consideration factors such as our historical experience with matters of a similar nature, the specific facts and circumstances asserted, the likelihood that we will prevail, and the severity of any potential loss.

We reevaluate and update our accruals as matters progress over time.

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For non-pattern matters, we evaluate whether there is a reasonable possibility of a material loss in excess of any accrual that can be estimated.

Our estimate of reasonably possible loss in excess of our accruals for all material matters currently reflects indirect tax and customs matters, for which we estimate the aggregate risk to be a range of up to about $ 1.4 billion.

Our estimate of reasonably possible loss in excess of our accruals for all material matters currently reflects indirect tax and regulatory matters, for which we estimate the aggregate risk to be a range of up to about $ 0.4 billion.

As noted, the litigation process is subject to many uncertainties, and the outcome of individual matters is not predictable with assurance.

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Changes to our estimated costs are reported as changes in accrual related to pre-existing warranties in the table above.

Our estimate of reasonably possible costs in excess of our accruals for material field service actions and customer satisfaction actions is a range of up to about $ 1.3 billion in the aggregate.

In addition, our estimate of reasonably possible costs in excess of our accruals for material field service actions and customer satisfaction actions is a range of up to about $ 1.8 billion in the aggregate.

FORD MOTOR COMPANY AND SUBSIDIARIES

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SEGMENT INFORMATION

We report segment information consistent with the way our chief operating decision maker (“CODM”) evaluates the operating results and performance of the Company.

On January 1, 2023, we implemented a new operating model and reporting structure.

As a result of this change, we analyze the results of our business through the following segments:

Ford Blue, Ford Model e, and Ford Pro (combined, replacing the previous Automotive segment), Ford Next (previously the Mobility segment), and Ford Credit.

Company adjusted earnings before interest and taxes (“EBIT”) includes the financial results of these five reportable segments and Corporate Other, and net income comprises the financial results of the five reportable segments and Corporate Other, as well as Interest on Debt, Special Items, and Taxes.

Additionally, past service pension and OPEB income and expense plus related assets, previously reported in the Automotive segment, have been realigned to Corporate Other.

Prior period amounts were adjusted retrospectively to reflect each of the above changes.

We report segment information consistent with the way our chief operating decision maker (“CODM”), our President and Chief Executive Officer, evaluates the operating results and performance of the Company.

Accordingly, for 2024, we analyze the results of our business through the following reportable segments:

Ford Blue, Ford Model e, Ford Pro, Ford Next, and Ford Credit.

Below is a description of our reportable segments and other activities.

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Ford Next Segment

The Ford Next segment (formerly the Mobility segment) primarily includes expenses and investments for emerging business initiatives aimed at creating value for Ford in vehicle-adjacent market segments.

The Ford Next segment primarily includes expenses and investments for emerging business initiatives aimed at creating value for Ford in vehicle-adjacent market segments.

Ford Credit Segment

The Ford Credit segment is comprised of the Ford Credit business on a consolidated basis, which is primarily vehicle-related financing and leasing activities.

FORD MOTOR COMPANY AND SUBSIDIARIES

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SEGMENT INFORMATION (Continued)

Ford Credit Segment

The Ford Credit segment is comprised of the Ford Credit business on a consolidated basis, which is primarily vehicle-related financing and leasing activities.

Corporate Other

Corporate Other primarily includes corporate governance expenses, past service pension and OPEB income and expense, interest income (excluding Ford Credit interest income and interest earned on our extended service contract portfolio) and gains and losses from our cash, cash equivalents, and marketable securities (excluding gains and losses on investments in equity securities), and foreign exchange derivatives gains and losses associated with intercompany lending.

portfolio) and gains and losses from our cash, cash equivalents, and marketable securities (excluding gains and losses on investments in equity securities), and foreign exchange derivatives gains and losses associated with intercompany lending.

Corporate governance expenses are primarily administrative, delivering benefit on behalf of the global enterprise, that are not allocated to operating segments.

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We also report these special items separately to help investors track amounts related to these activities and to allow investors analyzing our results to identify certain infrequent significant items that they may wish to exclude when considering the trend of ongoing operating results.

CODM Evaluation of the Business

When we report segment earnings before interest and taxes (“Segment EBIT”) for each of the Ford Blue, Ford Model e, Ford Pro, and Ford Next segments, it consists of the earnings for the particular segment and does not include interest and taxes.

Ford Credit segment earnings include interest and exclude taxes (“Segment EBT”).

Each segment’s EBIT/EBT also excludes the results reported in Corporate Other and Special Items.

For the Ford Blue, Ford Model e, and Ford Pro segments, our CODM reviews Segment EBIT and Segment EBIT margin, as well as market share, revenue, and wholesale volume to evaluate performance and allocate resources, predominately in the budgeting, planning, and forecasting processes.

For Segment EBIT, our CODM reviews the year-over-year change in EBIT, sequential change in EBIT, and change in EBIT from internal forecasts/budgets.

Revenue and certain of our costs, such as material costs, generally vary directly with changes in volume and mix of vehicles.

As a result, our CODM reviews the EBIT impact driven by changes in volume and mix, the EBIT impact driven by changes in exchange, and the EBIT impact driven by changes in net pricing and cost categories at constant volume and mix and/or exchange.

For the Ford Next segment, our CODM reviews segment EBIT to evaluate performance.

For the Ford Credit segment, our CODM reviews Segment EBT to evaluate performance and allocate resources.

Expense information is provided to and reviewed by the CODM on a consolidated basis to evaluate cost efficiency and company level performance.

FORD MOTOR COMPANY AND SUBSIDIARIES

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Vendor tooling dedicated to producing EV parts is reported in Ford Model e.

There are no Ford manufacturing or vendor tooling assets reported in Ford Pro.

Regardless of the segment reporting the asset, depreciation and amortization expense is reflected on the basis of production volume and reported in the segment that reports the external vehicle sale.

Purchased regulatory credit compliance assets are reported in Ford Blue.

There are no Ford manufacturing, vendor tooling, or regulatory credit compliance assets reported in Ford Pro.

Depreciation and amortization expense is reflected on the basis of production volume.

Regulatory compliance credit expense is allocated by vehicle line between Ford Blue and Ford Pro segments.

Regardless of the segment reporting the asset, the related expenses are reported in the segment that reports the external vehicle sale.

Equity in net income/(loss) of affiliated companies is included in Income/(Loss) before income taxes , based primarily on which segment the entity supports or has the majority of the entity’s purchases or sales.

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Key financial information for the years ended or at December 31 was as follows (in millions):

Ford Blue Ford Model e Ford Pro Ford Next Ford Credit Corporate Other Interest on Debt Special

Items Eliminations/Adjustments Total

Ford Blue Ford

Model e Ford Pro Ford Next Ford Credit Unallocated Amounts and Eliminations (a) Total

External revenues $ 94,762 $ 5,253 $ 48,939 $ 99 $ 8,978 $ 26 $ 158,057

Intersegment Revenues (a)

30,089 88 — — — — — — ( 30,177 ) —

Intersegment revenues (b) 36,020 121 — — — ( 36,141 ) —

Total revenues $ 130,782 $ 5,374 $ 48,939 $ 99 $ 8,978 $ ( 36,115 ) $ 158,057

Income/(Loss) before income taxes $ 3,293 $ ( 892 ) $ 2,665 $ ( 1,030 ) $ 4,717 $ 1,247 $ ( 1,803 ) $ 9,583 (b) $ — $ 17,780

Other segment items (c) 123,935 7,507 45,717 1,025 6,321

Segment EBIT/EBT $ 6,847 $ ( 2,133 ) $ 3,222 $ ( 926 ) $ 2,657 $ 9,667

Reconciliation of Segment EBIT/EBT

Unallocated amounts:

Corporate Other 748

Interest on debt (excludes $ 3,334 of Ford Credit interest on debt)

Special items (d) ( 12,172 )

Income/(Loss) before income taxes $ ( 3,016 )

Other Segment Disclosures

Depreciation and tooling amortization $ 3,365 $ 249 $ 1,522 $ 5 $ 2,281 $ 252 $ 7,674

Interest expense — — — — 2,790 — 1,803 — — 4,593

Investment-related interest income 59 — 16 — 178 386 639

Equity in net income/(loss) of affiliated companies 270 ( 15 ) 412 ( 315 ) 27 ( 3,262 ) ( 2,883 )

Cash outflow for capital spending (c)

5,214 516 59 46 44 348 — — — 6,227

Total assets 55,456 2,563 1,809 3,325 134,428 60,871 — — ( 1,417 ) (d) 257,035

Cash outflow for capital spending (e) 4,702 1,336 26 23 58 721 6,866

Total assets 56,023 5,285 2,177 392 137,954 54,053 255,884

External Revenues $ 101,934 $ 5,897 $ 58,058 $ 3 $ 10,290 $ 9 $ 176,191

Intersegment Revenues (a)

36,020 121 — — — — — — ( 36,141 ) —

Intersegment Revenues (b) 38,693 629 — — — ( 39,322 ) —

Total Revenues $ 140,627 $ 6,526 $ 58,058 $ 3 $ 10,290 $ ( 39,313 ) $ 176,191

Income/(Loss) before income taxes $ 6,847 $ ( 2,133 ) $ 3,222 $ ( 926 ) $ 2,657 $ 748 $ ( 1,259 ) $ ( 12,172 ) (e) $ — $ ( 3,016 )

Other segment items (c) 133,165 11,227 50,836 141 8,959

Segment EBIT/EBT $ 7,462 $ ( 4,701 ) $ 7,222 $ ( 138 ) $ 1,331 $ 11,176

Reconciliation of Segment EBIT/EBT

Unallocated amounts:

Corporate Other ( 760 )

Interest on debt (excludes $ 6,311 of Ford Credit interest on debt)

Special items (f) ( 5,147 )

Income/(Loss) before income taxes $ 3,967

Other Segment Disclosures

Depreciation and tooling amortization $ 3,378 $ 505 $ 1,291 $ 12 $ 2,354 $ 150 $ 7,690

Interest expense — — — — 3,334 — 1,259 — — 4,593

Investment-related interest income 110 1 32 — 522 902 1,567

Equity in net income/(loss) of affiliated companies 270 ( 15 ) 412 ( 315 ) 27 1 — ( 3,263 ) (f) — ( 2,883 )

Cash outflow for capital spending (c)

4,702 1,336 26 23 58 424 — 297 — 6,866

Total assets 56,023 5,285 2,177 392 137,954 55,580 — — ( 1,527 ) (d) 255,884

Equity in net income/(loss) of affiliated companies 337 ( 37 ) 589 ( 29 ) 32 ( 478 ) 414

Cash outflow for capital spending (e) 4,963 2,861 7 6 80 319 8,236

Total assets 58,990 13,648 2,942 207 148,521 49,002 273,310

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SEGMENT INFORMATION (Continued)

Ford Blue Ford

Model e Ford Pro Ford Next Ford Credit Unallocated Amounts and Eliminations (a) Total

External Revenues $ 101,935 $ 3,852 $ 66,906 $ 7 $ 12,286 $ 6 $ 184,992

Intersegment Revenues (a)

38,693 629 — — — — — — ( 39,322 ) —

Intersegment Revenues (b) 43,442 257 — — — ( 43,699 ) —

Total Revenues $ 145,377 $ 4,109 $ 66,906 $ 7 $ 12,286 $ ( 43,693 ) $ 184,992

Income/(Loss) before income taxes $ 7,462 $ ( 4,701 ) $ 7,222 $ ( 138 ) $ 1,331 $ ( 760 ) $ ( 1,302 ) $ ( 5,147 ) (g) $ — $ 3,967

Other segment items (c) 140,093 9,185 57,891 57 10,632

Segment EBIT/EBT $ 5,284 $ ( 5,076 ) $ 9,015 $ ( 50 ) $ 1,654 $ 10,827

Reconciliation of Segment EBIT/EBT

Unallocated amounts:

Corporate Other ( 619 )

Interest on debt (excludes $ 7,583 of Ford Credit interest on debt)

Special items (g) ( 1,860 )

Income/(Loss) before income taxes $ 7,233

Other Segment Disclosures

Depreciation and tooling amortization $ 2,952 $ 556 $ 1,394 $ 12 $ 2,529 $ 124 $ 7,567

Interest expense — — — — 6,311 — 1,302 — — 7,613

Investment-related interest income 167 2 52 — 500 819 1,540

Equity in net income/(loss) of affiliated companies 337 ( 37 ) 589 ( 29 ) 32 1 — ( 479 ) (h) — 414

Cash outflow for capital spending (c)

4,963 2,861 7 6 80 315 — 4 — 8,236

Total assets 58,990 13,648 2,942 207 148,521 52,521 — — ( 3,519 ) (d) 273,310

(a) Intersegment revenues only reflect finished vehicle transactions between Ford Blue, Ford Model e, and Ford Pro where there is an intersegment markup and are recognized at the time of the intersegment transaction.

(b) Primarily reflects gains/(losses) on our Rivian investment and mark-to-market adjustments for our global pension and OPEB plans, partially offset by restructuring related actions and the loss on extinguishment of debt.

(c) Ford Blue includes $ 366 million, $ 305 million, and $ 909 million of spending attributable to electric vehicles at shared manufacturing plants in 2021, 2022, and 2023, respectively.

Equity in net income/(loss) of affiliated companies 240 ( 66 ) 482 ( 3 ) 42 ( 17 ) 678

Cash outflow for capital spending (e) 4,490 3,843 37 3 94 217 8,684

Total assets 58,791 17,074 3,469 151 157,534 48,177 285,196

(a) Unallocated amounts include Corporate Other (see above description of corporate expenses and corporate assets) and Special Items.

Eliminations include intersegment transaction occurring in the ordinary course of business.

(b) Intersegment revenues only reflect finished vehicle transactions between Ford Blue, Ford Model e, and Ford Pro where there is an intersegment markup and are recognized at the time of the intersegment transaction.

material costs (including commodities and components and purchased vehicles from partners), manufacturing costs (including hourly and salaried wages and fringe, and plant overhead such as utilities and taxes), warranty coverages and field service action costs (including estimated costs to repair, replace, or adjust parts on a vehicle that are defective in factory supplied materials or workmanship), freight & duty costs (including related to the receiving and shipping of components and vehicles), vehicle and software engineering and connectivity costs (including wages and fringe for personnel, prototype materials, testing, and outside services), spending-related costs (including depreciation and amortization of manufacturing and engineering assets, asset retirements and operating leases), advertising and sales promotions costs (including costs for advertising, marketing programs, brand promotions, customer mailings and promotional events, and auto shows), and administrative, information technology, and selling costs (including primarily wages and fringe for salaried personnel and purchased services).

Other segment items for the Ford Next segment primarily consists of administrative and information technology costs.

Other segment items for the Ford Credit segment primarily consists of interest expense and depreciation.

(d) Primarily reflects losses on our Rivian investment and the impairment of our Argo AI equity method investment.

(e) Ford Blue includes $ 305 million, $ 909 million, and $ 844 million of spending attributable to electric vehicles at shared manufacturing plants in 2022, 2023, and 2024, respectively.

Total electric vehicle spending, including Ford Blue and Ford Model e, was $ 1,641 million, $ 3,770 million, and $ 4,687 million in 2022, 2023, and 2024, respectively.

(d) Primarily includes eliminations of intersegment transactions occurring in the ordinary course of business.

(e) Primarily reflects gains/(losses) on our Rivian investment and the impairment of our Argo AI equity method investment.

(f) Primarily reflects the impairment of our Argo AI equity method investment.

(g) Primarily reflects mark-to-market adjustments for our global pension and OPEB plans, restructuring actions in Europe and China, and an accrual for the Transit Connect customs matter.

(h) Primarily reflects our share of charges from an equity method investment resulting from Ford's ongoing restructuring actions in China.

(f) Primarily reflects mark-to-market adjustments for our global pension and OPEB plans, restructuring actions in Europe and China, and an accrual for the Transit Connect customs matter.

(g) Includes a write-down of certain product-specific assets of $ 391 million and other expenses of $ 809 million related to the cancellation of a previously planned all-electric three-row SUV program, all of which was recorded in Cost of sales .

The amount also reflects restructuring actions in Europe, buyouts for hourly employees in North America, the extended duration of the Oakville Assembly Plant changeover, and pension curtailment and separation costs in North America and Europe, partially offset by mark-to-market adjustments for our global pension and OPEB plans.

FORD MOTOR COMPANY AND SUBSIDIARIES

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures