FORD MOTOR CO 10-K

ITEM 9A. Controls and Procedures. Evaluation of Disclosure Controls and Procedures. James D. Farley, Jr., our Chief Executive Officer (“CEO”), and John T. Lawler, our Chief Financial Officer (“CFO”), have performed an evaluation of the Company’s disclosure controls and procedures, as that term is defined in Rule 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), as of December 31, 2024, and each has concluded that such disclosure controls and procedures are effective to ensure that information required to be disclosed in our periodic reports filed under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified by SEC rules and forms, and that such information is accumulated and communicated to the CEO and CFO to allow timely decisions regarding required disclosures. Management’s Report on Internal Control Over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f) or 15d-15(f). The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or because the degree of compliance with policies or procedures may deteriorate. Under the supervision and with the participation of our management, including our CEO and CFO, we conducted an assessment of the effectiveness of our internal control over financial reporting as of December 31, 2024. The assessment was based on criteria established in the framework Internal Control - Integrated Framework (2013) , issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management concluded that our internal control over financial reporting was effective as of December 31, 2024. The effectiveness of the Company’s internal control over financial reporting as of December 31, 2024 has been audited by PricewaterhouseCoopers LLP (PCAOB ID 238 ), an independent registered public accounting firm, as stated in its report included herein. Changes in Internal Control Over Financial Reporting. There were no changes in internal control over financial reporting during the quarter ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. ITEM 9B. Other Information. 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 . ITEM 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. Not applicable. 95 PART III. ITEM 10. Directors, Executive Officers of Ford, and Corporate Governance. The information required by Item 10 regarding our directors is incorporated by reference from the information under the captions “Proposal 1. Election of Directors,” “Corporate Governance – Beneficial Stock Ownership,” and “Corporate Governance – Delinquent Section 16(a) Reports” in our Proxy Statement. The information required by Item 10 regarding our executive officers appears as Item 4A under Part I of this Report. The information required by Item 10 regarding an audit committee financial expert is incorporated by reference from the information under the caption “Corporate Governance – Audit Committee Financial Expert and Auditor Rotation” in our Proxy Statement. The information required by Item 10 regarding the members of our Audit Committee of the Board of Directors is incorporated by reference from the information under the captions “Proxy Summary,” “Corporate Governance – Board Committee Functions,” “Corporate Governance – Audit Committee Financial Expert and Auditor Rotation,” and “Proposal 1. Election of Directors” in our Proxy Statement. 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 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. ITEM 11. Executive Compensation. The information required by Item 11 is incorporated by reference from the information under the following captions in our Proxy Statement: “Director Compensation in 2024,” “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Compensation Committee Interlocks and Insider Participation,” “Compensation of Named Executives,” “Summary Compensation Table,” “Grants of Plan-Based Awards in 2024,” “Outstanding Equity Awards at 2024 Fiscal Year-End,” “Option Exercises and Stock Vested in 2024,” “Pension Benefits in 2024,” “Nonqualified Deferred Compensation in 2024,” “Potential Payments Upon Termination or Change-in-Control,” and “Pay Ratio.” ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. The information required by Item 12 is incorporated by reference from the information under the captions “Equity Compensation Plan Information” and “Corporate Governance – Beneficial Stock Ownership” in our Proxy Statement. ITEM 13. Certain Relationships and Related Transactions, and Director Independence. The information required by Item 13 is incorporated by reference from the information under the captions “Corporate Governance – Certain Relationships and Related Party Transactions” and “Corporate Governance – Independence of Directors and Relevant Facts and Circumstances” in our Proxy Statement. ITEM 14. Principal Accounting Fees and Services. The information required by Item 14 is incorporated by reference from the information under the caption “Proposal 2. Ratification of Independent Registered Public Accounting Firm” in our Proxy Statement. 96 PART IV. ITEM 15. Exhibits and Financial Statement Schedules. (a) 1. Financial Statements – Ford Motor Company and Subsidiaries The following are contained in this 2024 Form 10-K Report: • Report of Independent Registered Public Accounting Firm. • Consolidated Statements of Cash Flows for the years ended December 31, 2022, 2023, and 2024. • Consolidated Income Statements for the years ended December 31, 2022, 2023, and 2024. • Consolidated Statements of Comprehensive Income for the years ended December 31, 2022, 2023, and 2024. • Consolidated Balance Sheets at December 31, 2023 and 2024. • Consolidated Statements of Equity for the years ended December 31, 2022, 2023, and 2024. • Notes to the Financial Statements. The Report of Independent Registered Public Accounting Firm, the Consolidated Financial Statements, and the Notes to the Financial Statements listed above are filed as part of this Report and are set forth beginning on page 105 immediately following the signature pages of this Report. (a) 2. Financial Statement Schedules Designation Description Schedule II Valuation and Qualifying Accounts for the years ended 2022, 2023, and 2024 Schedule II is filed as part of this Report and is set forth on page 177 immediately following the Notes to the Financial Statements referred to above. The other schedules are omitted because they are not applicable, the information required to be contained in them is disclosed elsewhere on our Consolidated Financial Statements, or the amounts involved are not sufficient to require submission. 97 (a) 3. Exhibits Designation Description Method of Filing Exhibit 3-A Restated Certificate of Incorporation, dated August 2, 2000. Filed as Exhibit 3-A to our Annual Report on Form 10-K for the year ended December 31, 2000. (a) Exhibit 3-A-1 Certificate of Designations of Series A Junior Participating Preferred Stock filed on September 11, 2009. Filed as Exhibit 3.1 to our Current Report on Form 8-K filed September 11, 2009. (a) Exhibit 3-B By-laws. Filed as Exhibit 3.1 to our Form 8-K filed on December 9, 2022. (a) Exhibit 4-A Tax Benefit Preservation Plan (“TBPP”) dated September 11, 2009 between Ford Motor Company and Computershare Trust Company, N.A. Filed as Exhibit 4.1 to our Current Report on Form 8-K filed September 11, 2009. (a) Exhibit 4-A-1 Amendment No. 1 to TBPP dated September 11, 2012. Filed as Exhibit 4 to our Current Report on Form 8-K filed September 12, 2012. (a) Exhibit 4-A-2 Amendment No. 2 to TBPP dated September 9, 2015. Filed as Exhibit 4 to our Current Report on Form 8-K filed September 11, 2015. (a) Exhibit 4-A-3 Amendment No. 3 to TBPP dated September 13, 2018. Filed as Exhibit 4 to our Current Report on Form 8-K filed September 14, 2018. (a) Exhibit 4-A-4 Amendment No. 4 to TBPP dated September 9, 2021. Filed as Exhibit 4 to our Current Report on Form 8-K filed September 10, 2021. (a) 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. (a) Exhibit 4-B Description of Securities. Filed with this Report. Exhibit 10-A 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. (a) Exhibit 10-B 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. (a) Exhibit 10-C 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. (a) Exhibit 10-D 2024 Stock Plan for Non-Employee Directors. (b) Filed as Exhibit 4.9 to Registration No. 333-278917. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) Exhibit 10- H -2 Amendment to Description of Director Compensation as of July 1, 2013. (b) Filed as Exhibit 10-G-2 to our Annual Report on Form 10-K for the year ended December 31, 2013. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) Exhibit 10- O Agreement between Ford Motor Company and James D. Farley, Jr. dated August 3, 2020. (b) Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2020. (a) 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. (a) 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. (a) 98 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) Exhibit 10- R -7 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. (a) Exhibit 10- S 2018 Long-Term Incentive Plan. (b) Filed as Exhibit 4.1 to Registration Statement No. 333-226348. (a) Exhibit 10-T 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. (a) 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. (a) 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. (a) Exhibit 10- T -4 Form of Stock Option Agreement (U.K. NQO) for 2023 Long-Term Incentive Plan. (b) Filed as Exhibit 10.5 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) 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. (a) Exhibit 10-U Amended and Restated Credit Agreement dated as of November 24, 2009. Filed as Exhibit 99.2 to our Current Report on Form 8-K filed November 25, 2009. (a) Exhibit 10-U-1 Seventh Amendment dated as of March 15, 2012 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, and as further amended. Filed as Exhibit 99.2 to our Current Report on Form 8-K filed March 15, 2012. (a) Exhibit 10-U-2 Ninth Amendment dated as of April 30, 2013 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, and as further amended. Filed as Exhibit 10 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013. (a) Exhibit 10-U-3 Tenth Amendment dated as of April 30, 2014 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, and as further amended. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2014. (a) Exhibit 10-U-4 Eleventh Amendment dated as of April 30, 2015 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, and as further amended, including the Third Amended and Restated Credit Agreement. Filed as Exhibit 10.1 to our Current Report on Form 8-K filed May 1, 2015. (a) 99 Designation Description Method of Filing Exhibit 10-U-5 Twelfth Amendment dated as of April 29, 2016 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, and as further amended and restated as of April 30, 2015. Filed as Exhibit 10 to our Current Report on Form 8-K filed April 29, 2016. (a) Exhibit 10-U-6 Thirteenth Amendment dated as of April 28, 2017 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, and as further amended and restated as of April 30, 2015. Filed as Exhibit 10 to our Current Report on Form 8-K filed April 28, 2017. (a) Exhibit 10-U-7 Fourteenth Amendment dated as of April 26, 2018 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, and as further amended and restated as of April 30, 2015. Filed as Exhibit 10 to our Current Report on Form 8-K filed April 26, 2018. (a) Exhibit 10-U-8 Fifteenth Amendment dated as of April 23, 2019 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, and as further amended and restated as of April 30, 2015. Filed as Exhibit 10.1 to our Current Report on Form 8-K filed April 26, 2019. (a) Exhibit 10-U-9 Sixteenth Amendment dated as of July 27, 2020 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, and as further amended and restated as of April 30, 2015. Filed as Exhibit 10.1 to our Current Report on Form 8-K filed July 30, 2020. (a) Exhibit 10-U-10 Seventeenth Amendment dated as of March 16, 2021 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, and as further amended and restated as of April 30, 2015. Filed as Exhibit 10.1 to our Current Report on Form 8-K filed March 17, 2021. (a) Exhibit 10-U-11 Eighteenth Amendment dated as of September 29, 2021 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, and as further amended, including the Fourth Amended and Restated Credit Agreement. Filed as Exhibit 10.1 to our Current Report on Form 8-K filed September 29, 2021. (a) Exhibit 10-U-12 Nineteenth Amendment dated as of June 23, 2022 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 June 23, 2022. (a) Exhibit 10-U-13 Twentieth Amendment dated as of April 26, 2023 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 26, 2023. (a) 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. (a) Exhibit 10-V Revolving Credit Agreement dated as of April 23, 2019. Filed as Exhibit 10.2 to our Current Report on Form 8-K filed April 26, 2019. (a) Exhibit 10-V-1 First Amendment dated July 27, 2020 to the Revolving Credit Agreement dated April 23, 2019. Filed as Exhibit 10.2 to our Current Report on Form 8-K filed July 30, 2020. (a) Exhibit 10-V-2 Second Amendment dated March 16, 2021 to the Revolving Credit Agreement dated April 23, 2019. Filed as Exhibit 10.2 to our Current Report on Form 8-K filed March 17, 2021. (a) Exhibit 10-V-3 Third Amendment dated September 29, 2021 to the Revolving Credit Agreement dated April 23, 2019, and as further amended, including the First Amended and Restated Revolving Credit Agreement. Filed as Exhibit 10.2 to our Current Report on Form 8-K filed September 29, 2021. (a) Exhibit 10-V-4 Fourth Amendment dated June 23, 2022 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 June 23, 2022. (a) Exhibit 10-V-5 Fifth Amendment dated April 26, 2023 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 26, 2023. (a) 100 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. (a) Exhibit 10-W 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 June 23, 2022. (a) Exhibit 10-W-1 First Amendment dated October 26, 2022 to the 364-Day Revolving Credit Agreement dated as of June 23, 2022. Filed as Exhibit 10 to our Current Report on Form 8-K filed October 28, 2022. (a) Exhibit 10-W-2 Second Amendment dated April 26, 2023 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 26, 2023. (a) 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. (a) Exhibit 10-X 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. (a) Exhibit 19 Ford Motor Company Insider Trading Policy as of October 9, 2024 Filed with this Report. Exhibit 21 List of Subsidiaries of Ford as of January 31, 2025. Filed with this Report. Exhibit 23 Consent of Independent Registered Public Accounting Firm. Filed with this Report. Exhibit 24 Powers of Attorney. Filed with this Report. Exhibit 31.1 Rule 15d-14(a) Certification of CEO. Filed with this Report. Exhibit 31.2 Rule 15d-14(a) Certification of CFO. Filed with this Report. Exhibit 32.1 Section 1350 Certification of CEO. Furnished with this Report. Exhibit 32.2 Section 1350 Certification of CFO. Furnished with this Report. Exhibit 97 Financial Statement Compensation Recoupment Policy. (b) Filed as Exhibit 97 to our Annual Report on Form 10-K for the year ended December 31, 2023. (a) Exhibit 101.INS Interactive Data Files pursuant to Rule 405 of Regulation S-T formatted in Inline Extensible Business Reporting Language (“Inline XBRL”). (c) Exhibit 101.SCH XBRL Taxonomy Extension Schema Document. (c) Exhibit 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document. (c) Exhibit 101.LAB XBRL Taxonomy Extension Label Linkbase Document. (c) Exhibit 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document. (c) Exhibit 101.DEF XBRL Taxonomy Extension Definition Linkbase Document. (c) Exhibit 104 Cover Page Interactive Data File (formatted in Inline XBRL contained in Exhibit 101). (c) __________ (a) Incorporated by reference as an exhibit to this Report (file number reference 1-3950, unless otherwise indicated). (b) Management contract or compensatory plan or arrangement. (c) Submitted electronically with this Report in accordance with the provisions of Regulation S-T. Instruments defining the rights of holders of certain issues of long-term debt of Ford and of certain consolidated subsidiaries and of any unconsolidated subsidiary, for which financial statements are required to be filed with this Report, have not been filed as exhibits to this Report because the authorized principal amount of any one of such issues does not exceed 10% of the total assets of Ford and our subsidiaries on a consolidated basis. Ford agrees to furnish a copy of each of such instrument to the Securities and Exchange Commission upon request. 101 ITEM 16. Form 10-K Summary. None. 102 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, Ford has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. FORD MOTOR COMPANY By: /s/ Mark Kosman Mark Kosman, Chief Accounting Officer (principal accounting officer) Date: February 5, 2025 Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of Ford and in the capacities on the date indicated: Signature Title Date /s/ WILLIAM CLAY FORD, JR. Director, Chair of the Board, Executive Chair, Chair of the Office of the Chair and Chief Executive, and Chair of the Finance Committee February 5, 2025 William Clay Ford, Jr. /s/ JAMES D. FARLEY, JR. Director, President and Chief Executive Officer February 5, 2025 James D. Farley, Jr. (principal executive officer) KIMBERLY A. CASIANO* Director February 5, 2025 Kimberly A. Casiano ADRIANA CISNEROS* Director February 5, 2025 Adriana Cisneros ALEXANDRA FORD ENGLISH* Director February 5, 2025 Alexandra Ford English HENRY FORD III* Director February 5, 2025 Henry Ford III WILLIAM W. HELMAN IV* Director and Chair of the Sustainability, Innovation and Policy Committee February 5, 2025 William W. Helman IV JON M. HUNTSMAN, JR.* Director February 5, 2025 Jon M. Huntsman, Jr. WILLIAM E. KENNARD* Director and Chair of the Nominating and Governance Committee February 5, 2025 William E. Kennard JOHN C. MAY II* Director February 5, 2025 John C. May II BETH E. MOONEY* Director February 5, 2025 Beth E. Mooney LYNN VOJVODICH RADAKOVICH* Director and Chair of the Compensation, Talent and Culture Committee February 5, 2025 Lynn Vojvodich Radakovich 103 Signature Title Date JOHN L. THORNTON* Director February 5, 2025 John L. Thornton JOHN B. VEIHMEYER* Director and Chair of the Audit Committee February 5, 2025 John B. Veihmeyer JOHN S. WEINBERG* Director February 5, 2025 John S. Weinberg /s/ JOHN T. LAWLER Vice Chair and Chief Financial Officer February 5, 2025 John T. Lawler (principal financial officer) /s/ MARK KOSMAN Chief Accounting Officer February 5, 2025 Mark Kosman (principal accounting officer) *By: /s/ SARAH E. FORTT February 5, 2025 Sarah E. Fortt Attorney-in-Fact 104 Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Ford Motor Company Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Ford Motor Company and its subsidiaries (the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements of income, of comprehensive income, of equity and of cash flows for each of the three years in the period ended December 31, 2024, including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Basis for Opinions The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. 105 Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Ford Credit Consumer Finance Receivables Allowance for Credit Losses As described in Note 10 to the consolidated financial statements, the Company had consumer finance receivables of $83,218 million, for which a consumer allowance for credit losses of $860 million was recorded as of December 31, 2024. The consumer allowance for credit losses represents management’s estimate of the lifetime expected credit losses inherent in the consumer finance receivables as of the balance sheet date. For consumer receivables that share similar risk characteristics, management estimates the lifetime expected credit losses 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 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. If management does not believe the models reflect lifetime expected credit losses for the portfolio, an adjustment is made to reflect management judgment regarding qualitative factors including economic uncertainty, observable changes in portfolio performance, and other relevant factors. The principal considerations for our determination that performing procedures relating to the Ford Credit consumer finance receivables allowance for credit losses is a critical audit matter are (i) the significant judgment by management in determining the consumer finance receivables allowance for credit losses; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence relating to the probability of default and loss given default assumptions and management’s judgment regarding qualitative factors; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the Company’s determination of the consumer finance receivables allowance for credit losses. These procedures also included, among others (i) testing management’s process for determining the consumer finance receivables allowance for credit losses; (ii) evaluating the appropriateness of the models used to determine the allowance; (iii) evaluating the reasonableness of the probability of default and loss given default assumptions; (iv) testing the data used in the models; and (v) evaluating the reasonableness of management’s judgment regarding qualitative factors related to economic uncertainty, observable changes in portfolio performance, and other relevant factors. Professionals with specialized skill and knowledge were used to assist in performing the procedures described in (i) through (v). 106 Warranty and Field Service Actions Accrual (United States) As described in Note 24 to the consolidated financial statements, the Company had an accrual for estimated future warranty and field service action costs, net of estimated supplier recoveries (“warranty accrual”), of $14,032 million as of December 31, 2024, of which the United States comprises a significant portion. Management accrues the estimated cost of both base warranty coverages and field service actions at the time of sale. Management establishes their estimate of base warranty obligations using a patterned estimation model, using historical information regarding the nature, frequency, and average cost of claims for each vehicle line by model year. Management establishes their estimates of field service action obligations using a patterned estimation model, using historical information regarding the nature, frequency, severity, and average cost of claims for each model year. Management reevaluates the adequacy of their accruals on a regular basis. The principal considerations for our determination that performing procedures relating to the warranty accrual for the United States is a critical audit matter are (i) the significant judgment by management in the estimation of the accrual and development of the patterned estimation model; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating the estimation model and significant assumptions related to the frequency and average cost of claims; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls related to the estimate of the warranty accrual for the United States. These procedures also included, among others, evaluating the reasonableness of significant assumptions used by management to develop the warranty accrual for the United States, related to the frequency and average cost of claims, in part by considering the historical experience of the Company. Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of the model as well as the reasonableness of significant assumptions related to the frequency and average cost of claims. /s/ PricewaterhouseCoopers LLP Detroit, Michigan February 5, 2025 We have served as the Company’s auditor since 1946. 107 FORD MOTOR COMPANY AND SUBSIDIARIES CONSOLIDATED INCOME STATEMENTS (in millions, except per share amounts) For the years ended December 31, 2022 2023 2024 Revenues Company excluding Ford Credit $ 149,079 $ 165,901 $ 172,706 Ford Credit 8,978 10,290 12,286 Total revenues (Note 4) 158,057 176,191 184,992 Costs and expenses Cost of sales 134,397 150,550 158,434 Selling, administrative, and other expenses 10,888 10,702 10,287 Ford Credit interest, operating, and other expenses 6,496 9,481 11,052 Total costs and expenses 151,781 170,733 179,773 Operating income/(loss) 6,276 5,458 5,219 Interest expense on Company debt excluding Ford Credit 1,259 1,302 1,115 Other income/(loss), net (Note 5) ( 5,150 ) ( 603 ) 2,451 Equity in net income/(loss) of affiliated companies (Note 14) ( 2,883 ) 414 678 Income/(Loss) before income taxes ( 3,016 ) 3,967 7,233 Provision for/(Benefit from) income taxes (Note 7) ( 864 ) ( 362 ) 1,339 Net income/(loss) ( 2,152 ) 4,329 5,894 Less: Income/(Loss) attributable to noncontrolling interests ( 171 ) ( 18 ) 15 Net income/(loss) attributable to Ford Motor Company $ ( 1,981 ) $ 4,347 $ 5,879 EARNINGS/(LOSS) PER SHARE ATTRIBUTABLE TO FORD MOTOR COMPANY COMMON AND CLASS B STOCK (Note 8) Basic income/(loss) $ ( 0.49 ) $ 1.09 $ 1.48 Diluted income/(loss) ( 0.49 ) 1.08 1.46 Weighted-average shares used in computation of earnings/(loss) per share Basic shares 4,014 3,998 3,978 Diluted shares 4,014 4,041 4,021 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (in millions) For the years ended December 31, 2022 2023 2024 Net income/(loss) $ ( 2,152 ) $ 4,329 $ 5,894 Other comprehensive income/(loss), net of tax (Note 22) Foreign currency translation ( 933 ) 974 ( 1,457 ) Marketable securities ( 423 ) 272 120 Derivative instruments 322 ( 460 ) 608 Pension and other postretirement benefits 30 ( 488 ) 131 Total other comprehensive income/(loss), net of tax ( 1,004 ) 298 ( 598 ) Comprehensive income/(loss) ( 3,156 ) 4,627 5,296 Less: Comprehensive income/(loss) attributable to noncontrolling interests ( 175 ) ( 17 ) 14 Comprehensive income/(loss) attributable to Ford Motor Company $ ( 2,981 ) $ 4,644 $ 5,282 The accompanying notes are part of the consolidated financial statements. 108 FORD MOTOR COMPANY AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in millions) December 31, 2023 December 31, 2024 ASSETS Cash and cash equivalents (Note 9) $ 24,862 $ 22,935 Marketable securities (Note 9) 15,309 15,413 Ford Credit finance receivables, net of allowance for credit losses of $ 256 and $ 247 (Note 10) 46,425 51,850 Trade and other receivables, less allowances of $ 64 and $ 84 15,601 14,723 Inventories (Note 11) 15,651 14,951 Other assets 3,633 4,602 Total current assets 121,481 124,474 Ford Credit finance receivables, net of allowance for credit losses of $ 626 and $ 617 (Note 10) 55,650 59,786 Net investment in operating leases (Note 12) 21,384 22,947 Net property (Note 13) 40,821 41,928 Equity in net assets of affiliated companies (Note 14) 5,548 6,821 Deferred income taxes (Note 7) 16,985 16,375 Other assets 11,441 12,865 Total assets $ 273,310 $ 285,196 LIABILITIES Payables $ 25,992 $ 24,128 Other liabilities and deferred revenue (Note 15 and Note 24) 25,870 27,782 Debt payable within one year (Note 18) Company excluding Ford Credit 477 1,756 Ford Credit 49,192 53,193 Total current liabilities 101,531 106,859 Other liabilities and deferred revenue (Note 15 and Note 24) 28,414 28,832 Long-term debt (Note 18) Company excluding Ford Credit 19,467 18,898 Ford Credit 80,095 84,675 Deferred income taxes (Note 7) 1,005 1,074 Total liabilities 230,512 240,338 EQUITY Common Stock, par value $ 0.01 per share ( 3,893 million shares issued of 6 billion authorized) 41 41 Class B Stock, par value $ 0.01 per share ( 71 million shares issued of 530 million authorized) 1 1 Capital in excess of par value of stock 23,128 23,502 Retained earnings 31,029 33,740 Accumulated other comprehensive income/(loss) (Note 22) ( 9,042 ) ( 9,639 ) Treasury stock ( 2,384 ) ( 2,810 ) Total equity attributable to Ford Motor Company 42,773 44,835 Equity attributable to noncontrolling interests 25 23 Total equity 42,798 44,858 Total liabilities and equity $ 273,310 $ 285,196 The following table includes assets to be used to settle liabilities of the consolidated variable interest entities (“VIEs”). These assets and liabilities are included in the consolidated balance sheets above. See Note 23 for additional information on our VIEs. December 31, 2023 December 31, 2024 ASSETS Cash and cash equivalents $ 2,298 $ 2,494 Ford Credit finance receivables, net 56,131 60,717 Net investment in operating leases 11,179 13,309 Other assets 90 34 LIABILITIES Other liabilities and deferred revenue $ 45 $ 100 Debt 48,177 50,855 The accompanying notes are part of the consolidated financial statements. 109 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) 7,518 205 42 Stock compensation (Note 6) 336 460 511 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) 449 — — 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. 110 FORD MOTOR COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EQUITY (in millions) Equity Attributable to Ford Motor Company Capital Stock Cap. in Excess of Par Value of Stock Retained Earnings/(Accumulated Deficit) Accumulated Other Comprehensive Income/(Loss) (Note 22) Treasury Stock Total Equity Attributable to Non-controlling Interests Total Equity Balance at December 31, 2021 $ 41 $ 22,611 $ 35,769 $ ( 8,339 ) $ ( 1,563 ) $ 48,519 $ 103 $ 48,622 Net income/(loss) — — ( 1,981 ) — — ( 1,981 ) ( 171 ) ( 2,152 ) Other comprehensive income/(loss), net of tax — — — ( 1,000 ) — ( 1,000 ) ( 4 ) ( 1,004 ) Common stock issued (a) 1 221 — — — 222 — 222 Treasury stock/other — — — — ( 484 ) ( 484 ) 7 ( 477 ) Dividend and dividend equivalents declared (b) — — ( 2,034 ) — — ( 2,034 ) ( 10 ) ( 2,044 ) Balance at December 31, 2022 $ 42 $ 22,832 $ 31,754 $ ( 9,339 ) $ ( 2,047 ) $ 43,242 $ ( 75 ) $ 43,167 Balance at December 31, 2022 $ 42 $ 22,832 $ 31,754 $ ( 9,339 ) $ ( 2,047 ) $ 43,242 $ ( 75 ) $ 43,167 Net income/(loss) — — 4,347 — — 4,347 ( 18 ) 4,329 Other comprehensive income/(loss), net of tax — — — 297 — 297 1 298 Common stock issued (a) — 425 — — — 425 — 425 Treasury stock/other — ( 129 ) — — ( 337 ) ( 466 ) 129 ( 337 ) Dividend and dividend equivalents declared (b) — — ( 5,072 ) — — ( 5,072 ) ( 12 ) ( 5,084 ) Balance at December 31, 2023 $ 42 $ 23,128 $ 31,029 $ ( 9,042 ) $ ( 2,384 ) $ 42,773 $ 25 $ 42,798 Balance at December 31, 2023 $ 42 $ 23,128 $ 31,029 $ ( 9,042 ) $ ( 2,384 ) $ 42,773 $ 25 $ 42,798 Net income/(loss) — — 5,879 — — 5,879 15 5,894 Other comprehensive income/(loss), net of tax — — — ( 597 ) — ( 597 ) ( 1 ) ( 598 ) Common stock issued (a) — 374 — — — 374 — 374 Treasury stock/other — — — — ( 426 ) ( 426 ) — ( 426 ) Dividend and dividend equivalents declared (b) — — ( 3,168 ) — — ( 3,168 ) ( 16 ) ( 3,184 ) Balance at December 31, 2024 $ 42 $ 23,502 $ 33,740 $ ( 9,639 ) $ ( 2,810 ) $ 44,835 $ 23 $ 44,858 __________ (a) Includes impacts of share-based compensation. (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 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. The accompanying notes are part of the consolidated financial statements. 111 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS Table of Contents Footnote Page Note 1 Presentation 113 Note 2 Summary of Significant Accounting Policies 113 Note 3 New Accounting Standards 120 Note 4 Revenue 121 Note 5 Other Income/(Loss) 123 Note 6 Share-Based Compensation 124 Note 7 Income Taxes 125 Note 8 Capital Stock and Earnings/(Loss) Per Share 129 Note 9 Cash, Cash Equivalents, and Marketable Securities 130 Note 10 Ford Credit Finance Receivables and Allowance for Credit Losses 133 Note 11 Inventories 140 Note 12 Net Investment in Operating Leases 141 Note 13 Net Property 142 Note 14 Equity in Net Assets of Affiliated Companies 143 Note 15 Other Liabilities and Deferred Revenue 145 Note 16 Retirement Benefits 146 Note 17 Lease Commitments 153 Note 18 Debt and Commitments 155 Note 19 Derivative Financial Instruments and Hedging Activities 161 Note 20 Employee Separation Actions and Exit and Disposal Activities 164 Note 21 Acquisitions and Divestitures 165 Note 22 Accumulated Other Comprehensive Income/(Loss) 166 Note 23 Variable Interest Entities 167 Note 24 Commitments and Contingencies 168 Note 25 Segment Information 171 112 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 1. PRESENTATION For purposes of this report, “Ford,” the “Company,” “we,” “our,” “us,” or similar references mean Ford Motor Company, our consolidated subsidiaries, and our consolidated VIEs of which we are the primary beneficiary, unless the context requires otherwise. We also make reference to Ford Motor Credit Company LLC, herein referenced to as Ford Credit. Our consolidated financial statements are presented in accordance with U.S. generally accepted accounting principles (“GAAP”). We reclassified certain prior year amounts in our consolidated financial statements to conform to the current year presentation. Certain Transactions with Ford Credit Transactions between Ford Credit and our other segments occur in the ordinary course of business. Additional detail regarding certain of those transactions is below (in billions): December 31, 2023 December 31, 2024 Balance Sheet Trade and other receivables (a) $ 9.2 $ 8.2 Unearned interest supplements and residual support (b) ( 4.6 ) ( 6.5 ) Other (c) 1.6 2.2 __________ (a) Ford Blue, Ford Model e, and Ford Pro receivables (generated primarily from vehicle and parts sales to third parties) sold to Ford Credit. (b) Ford Blue, Ford Model e, and Ford Pro pay amounts to Ford Credit at the point of retail financing or lease origination, which represent interest supplements and residual support. (c) Includes a sale-leaseback agreement between Ford Blue and Ford Credit relating primarily to vehicles that we lease to our employees. See Note 2 for additional information regarding our finance and lease incentives between Ford Credit and our other segments. NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES For each accounting topic that is addressed in its own note, the description of the accounting policy may be found in the related note. Other significant accounting policies are described below. Use of Estimates The preparation of financial statements requires us to make estimates and assumptions that affect our results. Estimates are used to account for certain items such as marketing accruals, warranty costs, employee benefit programs, allowance for credit losses, and other items requiring judgment. Estimates are based on assumptions that we believe are reasonable under the circumstances. Due to the inherent uncertainty involved with estimates, actual results may differ. Foreign 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. Generally, our foreign subsidiaries use the local currency as their functional currency. We translate the assets and liabilities of our foreign subsidiaries from their respective functional currencies to U.S. dollars using end-of-period exchange rates. Changes in the carrying value of these assets and liabilities attributable to fluctuations in exchange rates are recognized in Foreign currency translation , a component of Other comprehensive income/(Ioss), net of tax. 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. 113 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Cash Equivalents Cash and cash equivalents are highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of change in value due to interest rate, quoted price, or penalty on withdrawal. A debt security is classified as a cash equivalent if it meets these criteria and if it has a remaining time to maturity of three months or less from the date of purchase. Amounts on deposit and available upon demand, or negotiated to provide for daily liquidity without penalty, are classified as Cash and cash equivalents . Time deposits, certificates of deposit, and money market accounts that meet the above criteria are reported at par value on our consolidated balance sheets. Restricted Cash Cash and cash equivalents that are restricted as to withdrawal or use under the terms of certain contractual agreements are recorded in Other assets in the non-current assets section of our consolidated balance sheets. Our Company excluding Ford Credit restricted cash balances primarily include various escrow agreements related to legal, insurance, customs, and environmental matters and cash held under the terms of certain contractual agreements. Our Ford Credit segment restricted cash balances primarily include cash held to meet certain local governmental and regulatory reserve requirements and cash held under the terms of certain contractual agreements. Restricted cash does not include required minimum balances or cash securing debt issued through securitization transactions. Marketable Securities Investments in debt securities with a maturity date greater than three months at the date of purchase and other debt securities for which there is more than an insignificant risk of change in value due to interest rate, quoted price, or penalty on withdrawal are classified and accounted for as either trading or available-for-sale marketable securities. Equity securities with a readily determinable fair value are classified and accounted for as trading marketable securities. Realized gains and losses, interest income, and dividend income on all of our marketable securities and unrealized gains and losses on securities not classified as available for sale are recorded in Other income/(loss), net . Unrealized gains and losses on available-for-sale securities are recognized in Unrealized gains and losses on securities , a component of Other comprehensive income/(loss), net of tax . Realized gains and losses and reclassifications of accumulated other comprehensive income into net income are measured using the specific identification method. On a quarterly basis, we review our available-for-sale debt securities for credit losses. We compare the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis of the security, we determine if a credit loss allowance is necessary. If a credit loss allowance is necessary, we will record an allowance, limited by the amount that fair value is less than the amortized cost basis, and recognize the corresponding charge in Other income/(loss), net . Factors we consider include the severity and reason for the decline in value, interest rate changes, and counterparty long-term ratings. Trade, Notes, and Other Receivables Trade, notes, and other receivables consist primarily of receivables from contracts with customers for the sale of vehicles, parts, and accessories. The current portion of trade and notes receivables is reported in Trade and other receivables, net . The non-current portion of notes receivables is reported in Other assets . 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. Additions to the allowance for credit losses are made by recording charges to bad debt expense reported in Selling, administrative, and other expenses and Cost of sales . Trade and notes receivables are written off against the allowance for credit losses when the account is deemed to be uncollectible. The carrying value of trade, notes, and other receivables was $ 16.4 billion and $ 15.7 billion at December 31, 2023 and 2024, respectively. 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. 114 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 2. 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): 2023 2024 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 Indefinite-lived intangible assets and goodwill are not amortized but are tested for impairment annually or more frequently if events or circumstances indicate the assets may be impaired. Goodwill impairment testing is also performed following an allocation of goodwill to a business to be disposed or a change in reporting units. We test for impairment by assessing qualitative factors to determine whether it is more likely than not that the fair value of the indefinite-lived intangible asset or the reporting unit allocated the goodwill is less than its carrying amount. If the qualitative assessment indicates a possible impairment, the carrying value of the asset or reporting unit is compared with its fair value. Fair value is measured relying primarily on the income approach by applying a discounted cash flow method, the market approach using market values or multiples, and/or third-party valuations. We capitalize and amortize our finite-lived intangible assets over their estimated useful lives. The carrying amount of intangible assets and goodwill is reported in Other assets in the non-current assets section of our consolidated balance sheets. Intangible assets are comprised primarily of advertising agreements and land rights . The net carrying amount of our intangible assets was $ 80 million and $ 69 million at December 31, 2023 and 2024, respectively. The net carrying amount of goodwill was $ 683 million and $ 658 million at December 31, 2023 and 2024, respectively. 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. 115 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Held-and-Used Long-Lived Asset Impairment 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. In such circumstances, we also conduct a qualitative evaluation of the business growth trajectory, which includes updating our assessment of when positive cash flows are expected to be generated, confirming whether established milestones are being achieved, and assessing our ability and intent to continue to access required funding to execute the plan. If this evaluation indicates a triggering event has occurred, a test for recoverability is performed. When a triggering event occurs, a test for recoverability is performed, comparing projected undiscounted future cash flows to the carrying value of the asset group. 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 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. When an impairment loss is recognized for assets to be held and used, the adjusted carrying amounts of those assets are depreciated over their remaining useful life. For the periods presented, we have not recorded any material impairments. Held-for-Sale Asset Impairment 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 to 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 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 We measure fair value of our financial instruments, including those held within our pension plans, using various valuation methods and prioritize the use of observable inputs. The use of observable and unobservable inputs and their significance in measuring fair value are reflected in our fair value hierarchy: • Level 1 - inputs include quoted prices for identical instruments and are the most observable • Level 2 - inputs include quoted prices for similar instruments and observable inputs such as interest rates, currency exchange rates, and yield curves • 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 116 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 2. 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. Finance receivables and debt are measured at fair value for the purpose of disclosure. Other assets and liabilities are measured at fair value on a nonrecurring basis. Transfers into and transfers out of the hierarchy levels are recognized as if they had taken place at the end of the reporting period. Valuation Method Fixed Income Securities . Fixed income securities primarily include government securities, government agency securities, corporate bonds, and asset-backed securities. We generally measure fair value using prices obtained from pricing services or quotes from dealers that make markets in such securities. Pricing methods and inputs to valuation models used by the pricing services depend on the security type (i.e., asset class). Where possible, fair values are generated using market inputs, including quoted prices (the closing price in an exchange market), bid prices (the price at which a buyer stands ready to purchase), and other market information. For fixed income securities that are not actively traded, the pricing services use alternative methods to determine fair value for the securities, including quotes for similar fixed income securities, matrix pricing, discounted cash flow using benchmark curves, or other factors. In certain cases, when market data are not available, we may use broker quotes or pricing services that use proprietary pricing models to determine fair value. The proprietary models incorporate unobservable inputs primarily consisting of prepayment curves, discount rates, default assumptions, recovery rates, yield assumptions, and credit spread assumptions. An annual review is performed on the security prices received from our pricing services, which includes discussion and analysis of the inputs used by the pricing services to value our securities. We also compare the price of certain securities sold close to the quarter end to the price of the same security at the balance sheet date to ensure the reported fair value is reasonable. Equities. Equity securities are primarily exchange-traded and are valued based on the closing bid, official close, or last trade pricing on an active exchange. If closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price. Securities that are thinly traded or delisted are valued using unobservable pricing data. Commingled Funds. Fixed income and public equity securities may each be combined into commingled fund investments. Most commingled funds are valued to reflect our interest in the fund based on the reported year-end net asset value (“NAV”). Derivative Financial Instruments. Exchange-traded derivatives for which market quotations are readily available are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. Over-the-counter derivatives are not exchange traded and are valued using independent pricing services or industry-standard valuation models such as a discounted cash flow. When discounted cash flow models are used, projected future cash flows are discounted to a present value using market-based expectations for interest rates, foreign exchange rates, commodity prices, and the contractual terms of the derivative instruments. The discount rate used is the relevant benchmark interest rate (e.g., SOFR, SONIA) plus an adjustment for non-performance risk. 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. In cases when market data are not available, we use broker quotes and models (e.g., Black-Scholes) to determine fair value. This includes situations where there is a lack of liquidity for a particular currency or commodity, or when the instrument is longer dated. When broker quotes or models are used to determine fair value, the derivative is categorized within Level 3 of the hierarchy. All other derivatives are categorized within Level 2. Alternative Assets. Hedge funds generally hold liquid and readily-priced securities, such as public equities, exchange-traded derivatives, and corporate bonds. Private equity and real estate investments are less liquid. External investment managers typically report valuations reflecting initial cost or updated appraisals, which are adjusted for cash flows, and realized and unrealized gains/losses. 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 lag up to six months. The NAV will be adjusted for cash flows (additional investments or contributions, and distributions) through year end. We may make further adjustments for any known substantive valuation changes not reflected in the NAV. 117 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) We may hold annuity contracts within some of our non-U.S. pension plans (see Note 16). 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. The assumptions used to project expected future cash flows are based on actuarial estimates. We include all annuity contracts within Level 3 of the hierarchy. Finance Receivables. We measure finance receivables at fair value using internal valuation models (see Note 10). These models project future cash flows of financing contracts based on scheduled contract payments (including principal and interest) and assumptions regarding expected credit losses and pre-payment speed. The projected cash flows are discounted to present value at current rates that incorporate present yield curve and credit spread assumptions. 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 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. The collateral for a retail financing or wholesale receivable is the vehicle financed, and for dealer loans is real estate or other property. The fair value of collateral for retail receivables is calculated as the outstanding receivable balances multiplied by the average recovery value percentage. The fair value of collateral for wholesale receivables is based on the wholesale market value or liquidation value for new and used vehicles. The fair value of collateral for dealer loans is determined by reviewing various appraisals, which include total adjusted appraised value of land and improvements, alternate use appraised value, broker’s opinion of value, and purchase offers. Debt. We measure debt at fair value using quoted prices for our own debt with approximately the same remaining maturities (see Note 18). Where quoted prices are not available, we estimate fair value using discounted cash flows and market-based expectations for interest rates, credit risk, and the contractual terms of the debt instruments. For certain short-term debt with an original maturity date of one year or less, we assume that book value is a reasonable approximation of the debt’s fair value. The fair value of debt is categorized within Level 2 of the hierarchy. Finance and Lease Incentives We routinely sponsor special retail financing and lease incentives to dealers’ customers who choose to finance or lease our vehicles from Ford Credit. 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. See Note 1 for additional information regarding transactions between Ford Credit and our other segments. The Ford Credit segment recognized interest revenue of $ 2.1 billion, $ 2.3 billion, and $ 2.9 billion in 2022, 2023, and 2024, respectively, and lower depreciation of $ 1.2 billion, $ 0.9 billion, and $ 1.0 billion in 2022, 2023, and 2024, respectively, associated with these incentives. Supplier Price Adjustments We frequently negotiate price adjustments with our suppliers throughout a production cycle, even after receiving production material. These price adjustments relate to changes in design specification or other commercial terms such as economics, productivity, and competitive pricing. We recognize price adjustments when we reach final agreement with our suppliers. In general, we avoid direct price changes in consideration of future business; however, when these occur, our policy is to defer the recognition of any such price change given explicitly in consideration of future business. Government Incentives We receive incentives from U.S. and non-U.S. governmental entities in the form of tax rebates or credits, grants, and loans. Government incentives are recorded in our consolidated financial statements in accordance with their purpose as a reduction of expense or as other income. The benefit is generally recorded when all conditions attached to the incentive have been met and there is reasonable assurance of receipt. Government incentives related to capital investment are recognized in Net Property as a reduction to the net book value of the related asset. The incentives are recognized over the life of the asset as a reduction to depreciation and amortization expense. 118 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 2. 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 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. 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. Ford’s receipt of government incentives could be subject to reduction, termination, or claw back. Claw back provisions are monitored for ongoing compliance and are accrued for when losses are deemed probable and estimable (see Note 24). Selected Other Costs Engineering, research, and development expenses are primarily reported in Cost of sales and consist of salaries, materials, and associated costs. Engineering, research, and development costs are expensed as incurred when performed internally or when performed by a supplier if we guarantee reimbursement. Advertising costs are reported in Selling, administrative, and other expenses and are expensed as incurred. Engineering, research, development, and advertising expenses for the years ended December 31 were as follows (in billions): 2022 2023 2024 Engineering, research, and development $ 7.8 $ 8.2 $ 8.0 Advertising 2.2 2.5 2.8 119 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 3. NEW ACCOUNTING STANDARDS Adoption of New Accounting Standards 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 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 2023-09, Improvements to Income Tax 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. All other ASUs issued but not yet adopted were assessed and determined to be not applicable or are not expected to have a material impact on our consolidated financial statements or financial statement disclosures. 120 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 4. REVENUE The following tables disaggregate our revenue by major source for the years ended December 31 (in millions): 2022 Company excluding Ford Credit Ford Credit Consolidated Vehicles, parts, and accessories $ 144,471 $ — $ 144,471 Used vehicles 1,719 — 1,719 Services and other revenue (a) 2,688 100 2,788 Revenues from sales and services 148,878 100 148,978 Leasing income 201 4,569 4,770 Financing income — 4,254 4,254 Insurance income — 55 55 Total revenues $ 149,079 $ 8,978 $ 158,057 2023 Company excluding Ford Credit Ford Credit Consolidated Vehicles, parts, and accessories $ 161,052 $ — $ 161,052 Used vehicles 1,873 — 1,873 Services and other revenue (a) 2,797 105 2,902 Revenues from sales and services 165,722 105 165,827 Leasing income 179 4,105 4,284 Financing income — 5,980 5,980 Insurance income — 100 100 Total revenues $ 165,901 $ 10,290 $ 176,191 2024 Company excluding Ford Credit Ford Credit Consolidated Vehicles, parts, and accessories $ 167,218 $ — $ 167,218 Used vehicles 2,175 — 2,175 Services and other revenue (a) 3,099 104 3,203 Revenues from sales and services 172,492 104 172,596 Leasing income 214 4,217 4,431 Financing income — 7,819 7,819 Insurance income — 146 146 Total revenues $ 172,706 $ 12,286 $ 184,992 __________ (a) Includes extended service contract revenue. Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally this occurs when we transfer control of our vehicles, parts, or accessories, or provide services. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. For the majority of sales, this occurs when products are shipped from our manufacturing facilities. However, we defer a portion of the consideration received when there is a separate future or stand-ready performance obligation, such as extended service contracts or ongoing vehicle connectivity. Sales, value-added, and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. 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 related to vehicle sales, as payment is received at or shortly after the point of sale. 121 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 4. REVENUE (Continued) Company Excluding Ford Credit Vehicles, Parts, and Accessories. For the majority of vehicles, parts, and accessories, we transfer control and recognize a sale when we ship the product from our manufacturing facility to our customer (dealers and distributors). We receive cash equal to the invoice price for most vehicle sales at the time of wholesale. 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 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 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 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 . We sell vehicles to daily rental companies and may guarantee that we will pay them the difference between an agreed amount and the value they are able to realize upon resale. At the time of transfer of vehicles to the daily rental companies, we record the probable amount we will pay under the guarantee to Other liabilities and deferred revenue (see Note 24) . Used Vehicles. We sell used vehicles both at auction and through our consolidated dealerships. Proceeds from the sale of these vehicles are recognized in Company excluding Ford Credit revenues upon transfer of control of the vehicle to the customer, and the related vehicle carrying value is recognized in Cost of sales . Services and other revenue. For separate or stand-ready performance obligations that are included as part of the vehicle consideration received (e.g., free extended service contracts, vehicle connectivity, over-the-air updates), we use an observable price to determine the stand-alone selling price or, when one is not available, we use a cost-plus margin approach. We also sell separately priced service contracts that extend mechanical and maintenance coverages beyond our base warranty agreements to vehicle owners. We receive payment at contract inception and the contracts generally range from 12 to 120 months. We recognize revenue for vehicle service contracts that extend mechanical and maintenance coverages beyond our base warranties over the term of the agreement in proportion to the costs we expect to incur in satisfying the contract obligations. Revenue related to other future or stand-ready performance obligations is generally recognized on a straight-line basis over the period in which services are expected to be performed. We had a balance of $ 4.4 billion and $ 4.8 billion of unearned revenue associated primarily with outstanding extended service contracts reported in Other liabilities and deferred revenue at December 31, 2022 and 2023, respectively. We recognized $ 1.5 billion and $ 1.8 billion of the unearned amounts as revenue during the years ended December 31, 2023 and 2024, respectively. At December 31, 2024, the unearned amount was $ 5.3 billion. We expect to recognize approximately $ 1.7 billion of the unearned amount in 2025, $ 1.3 billion in 2026, and $ 2.3 billion thereafter. We record a premium deficiency reserve to the extent we estimate the future costs associated with extended service contracts exceed the unrecognized revenue. Amounts paid to dealers to obtain these contracts are deferred and recorded as Other assets . These costs are amortized to expense consistent with how the related revenue is recognized. We had a balance of $ 317 million and $ 312 million in deferred costs as of December 31, 2023 and 2024, respectively. We recognized $ 88 million, $ 103 million, and $ 105 million of amortization during the years ended December 31, 2022, 2023, and 2024, respectively. 122 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 4. REVENUE (Continued) 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 term of the related agreements (generally two to three years) in proportion to the amount we have the right to invoice. Leasing Income. 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 Leasing Income. Ford Credit offers leasing plans to retail consumers through Ford and Lincoln brand dealers that originate the leases. Ford Credit records an operating lease upon purchase of a vehicle subject to a lease from the dealer. The retail consumer makes lease payments representing the difference between Ford Credit’s purchase price of the vehicle and the contractual residual value of the vehicle plus lease fees, which we recognize on a straight-line basis over the term of the lease agreement. Depreciation and the gain or loss upon disposition of the vehicle is recorded in Ford Credit interest, operating, and other expenses . Financing Income. Ford Credit originates and purchases finance installment contracts. Financing income represents interest earned on the finance receivables (including sales-type and direct financing leases). Interest is recognized using the interest method and includes the amortization of certain direct origination costs. Insurance Income. Income from insurance contracts is recognized evenly over the term of the agreement. Insurance commission revenue is recognized on a net basis at the time of sale of the third party’s product or service to our customer. NOTE 5. OTHER INCOME/(LOSS) The amounts included in Other income/(loss), net for the years ended December 31 were as follows (in millions): 2022 2023 2024 Net periodic pension and OPEB income/(cost), excluding service cost (Note 16) $ 1,336 $ ( 2,494 ) $ 411 Investment-related interest income 639 1,567 1,540 Interest income/(expense) on income taxes ( 23 ) ( 16 ) ( 21 ) Realized and unrealized gains/(losses) on cash equivalents, marketable securities, and other investments (a) ( 7,518 ) ( 205 ) ( 42 ) Gains/(Losses) on changes in investments in affiliates (Note 20 and Note 21) ( 147 ) 9 78 Royalty income 483 477 503 Other 80 59 ( 18 ) Total $ ( 5,150 ) $ ( 603 ) $ 2,451 __________ (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. 123 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 6. SHARE-BASED COMPENSATION Under our Long-Term Incentive Plans, we may issue restricted stock units (“RSUs”), restricted stock shares (“RSSs”), and stock options. RSUs and RSSs consist of time-based and performance-based awards. The number of shares that may be granted in any year is limited to 2 % of our issued and outstanding Common Stock as of December 31 of the prior calendar year. The limit may be increased up to 3 % in any year, with a corresponding reduction in shares available for grants in future years. Granted RSUs generally cliff vest or ratably vest over a three-year service period. Performance-based RSUs can be based on internal financial performance metrics or total shareholder return relative to a peer group or a combination of the two metrics. At the time of vest, RSU awards are net settled (i.e., shares are withheld to cover the employee tax obligation). Stock options ratably vest over a three-year service period and expire ten years from the grant date. The fair value of both the time-based and the internal performance metrics portion of the performance-based RSUs and RSSs is determined using the closing price of our Common Stock at grant date. For awards that include a market condition, we measure the fair value using a Monte Carlo simulation. The weighted average per unit grant date fair value for the years ended December 31, 2022, 2023, and 2024 was $ 15.63 , $ 12.98 , and $ 12.49 , respectively. Time-based RSUs generally have a graded vesting feature whereby one-third of each grant vests after the first anniversary of the grant date, one-third after the second anniversary, and one-third after the third anniversary. The graded vesting method recognizes expense over the service period for each separately-vesting tranche, which results in accelerated recognition of expense. The fair value of time-based RSUs, RSSs, and stock options is expensed over the shorter of each separate vesting period, using the graded vesting method, or the time period an employee becomes eligible to retain the award at retirement. The fair value of performance-based RSUs and RSSs is expensed when it is probable and estimable as measured against the performance metrics over the shorter of the performance or required service periods. We measure the fair value of our stock options on the date of grant using either the Black-Scholes option-pricing model (for options without a market condition) or a Monte Carlo simulation (for options with a market condition). 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 and Cost of sales, as incurred. Restricted Stock Units and Restricted Stock Shares The fair value of vested RSUs and RSSs as well as the compensation cost for the years ended December 31 were as follows (in millions): 2022 2023 2024 Fair value of vested shares $ 252 $ 303 $ 522 Compensation cost (a) 223 356 411 __________ (a) Net of tax benefit of $ 113 million, $ 104 million, and $ 100 million in 2022, 2023, and 2024, respectively. As of December 31, 2024, there was approximately $ 450 million in unrecognized compensation cost related to non-vested RSUs. This expense will be recognized over a weighted average period of 1.9 years. The performance-based RSUs granted in March 2022, 2023, and 2024 include a relative Total Shareholder Return (“TSR”) metric. Inputs and assumptions used to calculate the fair value at grant date through a Monte Carlo simulation were as follows: 2022 2023 2024 Fair value per stock award $ 18.10 $ 18.57 $ 18.50 Grant date stock price 16.85 13.08 12.74 Assumptions: Ford’s stock price expected volatility (a) 44.8 % 49.5 % 41.9 % Expected average volatility of peer companies (a) 39.6 49.6 40.7 Risk-free interest rate 1.62 4.57 4.43 __________ (a) Expected volatility based on three years of daily closing share price changes ending on the grant date. 124 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 6. SHARE-BASED COMPENSATION (Continued) During 2024, activity for RSUs and RSSs was as follows (in millions, except for weighted-average fair value): Shares Weighted- Average Fair Value Outstanding, beginning of year 80.6 $ 13.86 Granted (a) 61.8 12.49 Vested (a) ( 41.9 ) 12.45 Forfeited ( 4.8 ) 13.62 Outstanding, end of year (b) 95.7 13.44 __________ (a) Includes shares awarded to non-employee directors. (b) Excludes 1,285,271 non-employee director shares that were vested but unissued at December 31, 2024. Stock Options 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. NOTE 7. INCOME TAXES We recognize income tax-related penalties in Provision for/(Benefit from) income taxes on our consolidated income statements. We recognize income tax-related interest income and interest expense in Other income/(loss), net on our consolidated income statements. We account for U.S. tax on global intangible low-taxed income in the period incurred, and we account for investment tax credits using the deferral method. 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 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. 125 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 7. INCOME TAXES (Continued) Our accounting for deferred tax consequences represents our best estimate of the likely future tax consequences of events that have been recognized on our consolidated financial statements or tax returns and their future probability. In assessing the need for a valuation allowance, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets. If, based on the weight of available evidence, it is more likely than not that the deferred tax assets will not be realized, we record a valuation allowance. Components of Income Taxes Components of income taxes excluding cumulative effects of changes in accounting principles, other comprehensive income/(loss), and equity in net results of affiliated companies accounted for after-tax for the years ended December 31 were as follows: 2022 2023 2024 Income/(Loss) before income taxes (in millions) U.S. $ ( 6,548 ) $ 3,395 $ 3,424 Non-U.S. 3,532 572 3,809 Total $ ( 3,016 ) $ 3,967 $ 7,233 Provision for/(Benefit from) income taxes (in millions) Current Federal $ 68 $ 62 $ 78 Non-U.S. 781 948 791 State and local 123 229 107 Total current 972 1,239 976 Deferred Federal ( 2,292 ) ( 413 ) 25 Non-U.S. 688 ( 1,149 ) 303 State and local ( 232 ) ( 39 ) 35 Total deferred ( 1,836 ) ( 1,601 ) 363 Total $ ( 864 ) $ ( 362 ) $ 1,339 Reconciliation of effective tax rate U.S. statutory tax rate 21.0 % 21.0 % 21.0 % Non-U.S. tax rate differential ( 8.7 ) ( 3.4 ) 2.9 State and local income taxes 2.3 1.9 1.7 General business credits 13.0 ( 15.9 ) ( 5.9 ) Nontaxable foreign currency gains and losses ( 4.2 ) — — Dispositions and restructurings (a) ( 7.0 ) ( 14.7 ) — U.S. tax on non-U.S. earnings 2.8 7.7 ( 0.2 ) Prior year settlements and claims 1.5 1.2 0.1 Tax incentives 2.0 ( 3.9 ) ( 2.2 ) Enacted change in tax laws ( 2.0 ) 0.1 0.4 Valuation allowances 6.2 ( 0.7 ) ( 1.0 ) Other 1.7 ( 2.4 ) 1.7 Effective tax rate 28.6 % ( 9.1 ) % 18.5 % __________ (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, primarily as a result of planning actions. At December 31, 2024, $ 14.7 billion of non-U.S. earnings are considered indefinitely reinvested in operations outside the United States, for which deferred taxes have not been provided. Quantification of the deferred tax liability, if any, associated with indefinitely reinvested basis differences is not practicable. 126 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 7. INCOME TAXES (Continued) Components of Deferred Tax Assets and Liabilities The components of deferred tax assets and liabilities at December 31 were as follows (in millions): 2023 2024 Deferred tax assets Net operating loss carryforwards $ 7,262 $ 7,458 Tax credit carryforwards 8,944 7,993 Research expenditures 3,799 4,873 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 All other 2,299 1,995 Total gross deferred tax assets 30,982 30,518 Less: Valuation allowances ( 4,187 ) ( 3,856 ) Total net deferred tax assets 26,795 26,662 Deferred tax liabilities Leasing transactions 3,253 3,523 Depreciation and amortization (excluding leasing transactions) 3,389 3,590 Finance receivables 699 524 Other foreign deferred tax liabilities 1,255 1,381 All other 2,219 2,343 Total deferred tax liabilities 10,815 11,361 Net deferred tax assets/(liabilities) $ 15,980 $ 15,301 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 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. tax returns. 127 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 7. INCOME TAXES (Continued) Other A reconciliation of the beginning and ending amount of unrecognized tax benefits for the years ended December 31 were as follows (in millions): 2023 2024 Beginning balance $ 2,939 $ 2,913 Increase – tax positions in prior periods 103 512 Increase – tax positions in current period 45 11 Decrease – tax positions in prior periods ( 79 ) ( 775 ) Settlements ( 115 ) ( 13 ) Lapse of statute of limitations ( 33 ) ( 5 ) Foreign currency translation adjustment 53 ( 103 ) 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 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; 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. 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. 128 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 8. CAPITAL STOCK AND EARNINGS/(LOSS) PER SHARE All general voting power is vested in the holders of Common Stock and Class B Stock. Holders of our Common Stock have 60 % of the general voting power, and holders of our Class B Stock are entitled to such number of votes per share as will give them the remaining 40 %. Shares of Common Stock and Class B Stock share equally in dividends when and as paid, with stock dividends payable in shares of stock of the class held. If liquidated, each share of Common Stock is entitled to the first $ 0.50 available for distribution to holders of Common Stock and Class B Stock, each share of Class B Stock is entitled to the next $ 1.00 so available, each share of Common Stock is entitled to the next $ 0.50 so available, and each share of Common and Class B Stock is entitled to an equal amount thereafter. We present both basic and diluted earnings/(loss) per share (“EPS”) amounts in our financial reporting. Basic EPS excludes dilution and is computed by dividing Net income/(loss) attributable to Ford Motor Company by the weighted-average number of shares of Common and Class B Stock outstanding for the period. Diluted EPS reflects the maximum potential dilution that could occur from our share-based compensation (“in-the-money” stock options, unvested RSUs, and unvested RSSs) and convertible debt. Potentially dilutive shares are excluded from the calculation if they have an anti-dilutive effect in the period. Earnings/(Loss) Per Share Attributable to Ford Motor Company Common and Class B Stock Basic and diluted income/(loss) per share were calculated using the following (in millions): 2022 2023 2024 Net income/(loss) attributable to Ford Motor Company $ ( 1,981 ) $ 4,347 $ 5,879 Basic and Diluted Shares Basic shares (average shares outstanding) 4,014 3,998 3,978 Net dilutive options, unvested restricted stock units, unvested restricted stock shares, and convertible debt (a) — 43 43 Diluted shares 4,014 4,041 4,021 __________ (a) In 2022, there were 42 million shares excluded from the calculation of diluted earnings/(loss) per share due to their anti-dilutive effect. 129 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 9. CASH, CASH EQUIVALENTS, AND MARKETABLE SECURITIES The fair values of cash, cash equivalents, and marketable securities measured at fair value on a recurring basis were as follows (in millions): December 31, 2023 Fair Value Level Company excluding Ford Credit Ford Credit Consolidated Cash and cash equivalents U.S. government 1 $ 2,320 $ 912 $ 3,232 U.S. government agencies 2 2,075 625 2,700 Non-U.S. government and agencies 2 699 276 975 Corporate debt 2 1,617 101 1,718 Total marketable securities classified as cash equivalents 6,711 1,914 8,625 Cash, time deposits, and money market funds 7,493 8,744 16,237 Total cash and cash equivalents $ 14,204 $ 10,658 $ 24,862 Marketable securities U.S. government 1 $ 4,467 $ 207 $ 4,674 U.S. government agencies 2 1,774 49 1,823 Non-U.S. government and agencies 2 2,096 109 2,205 Corporate debt 2 5,807 268 6,075 Equities 1 23 — 23 Other marketable securities 2 353 156 509 Total marketable securities $ 14,520 $ 789 $ 15,309 Restricted cash $ 111 $ 137 $ 248 Cash, cash equivalents, and restricted cash - held-for-sale $ — $ — $ — December 31, 2024 Fair Value Level Company excluding Ford Credit Ford Credit Consolidated Cash and cash equivalents U.S. government 1 $ 1,099 $ 854 $ 1,953 U.S. government agencies 2 2,529 400 2,929 Non-U.S. government and agencies 2 1,073 370 1,443 Corporate debt 2 659 339 998 Total marketable securities classified as cash equivalents 5,360 1,963 7,323 Cash, time deposits, and money market funds 8,303 7,309 15,612 Total cash and cash equivalents $ 13,663 $ 9,272 $ 22,935 Marketable securities U.S. government 1 $ 3,530 $ 185 $ 3,715 U.S. government agencies 2 1,691 — 1,691 Non-U.S. government and agencies 2 2,272 79 2,351 Corporate debt 2 6,676 252 6,928 Equities 1 22 — 22 Other marketable securities 2 516 190 706 Total marketable securities $ 14,707 $ 706 $ 15,413 Restricted cash $ 120 $ 88 $ 208 Cash, cash equivalents, and restricted cash - held-for-sale (Note 21) $ 47 $ — $ 47 130 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 9. CASH, CASH EQUIVALENTS, AND MARKETABLE SECURITIES (Continued) The cash equivalents and marketable securities accounted for as available-for-sale (“AFS”) securities were as follows (in millions): December 31, 2023 Fair Value of Securities with Contractual Maturities Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Within 1 Year After 1 Year through 5 Years After 5 Years Company excluding Ford Credit U.S. government $ 4,458 $ 6 $ ( 66 ) $ 4,398 $ 2,172 $ 2,216 $ 10 U.S. government agencies 2,053 4 ( 62 ) 1,995 490 1,487 18 Non-U.S. government and agencies 1,948 1 ( 75 ) 1,874 587 1,275 12 Corporate debt 7,433 27 ( 67 ) 7,393 2,830 4,558 5 Other marketable securities 322 2 ( 4 ) 320 — 247 73 Total $ 16,214 $ 40 $ ( 274 ) $ 15,980 $ 6,079 $ 9,783 $ 118 December 31, 2024 Fair Value of Securities with Contractual Maturities Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Within 1 Year After 1 Year through 5 Years After 5 Years Company excluding Ford Credit U.S. government $ 3,476 $ 1 $ ( 27 ) $ 3,450 $ 282 $ 3,168 $ — U.S. government agencies 1,755 1 ( 30 ) 1,726 697 1,010 19 Non-U.S. government and agencies 2,039 1 ( 39 ) 2,001 559 1,429 13 Corporate debt 7,295 35 ( 21 ) 7,309 2,272 5,033 4 Other marketable securities 486 3 ( 1 ) 488 — 411 77 Total $ 15,051 $ 41 $ ( 118 ) $ 14,974 $ 3,810 $ 11,051 $ 113 Sales proceeds and gross realized gains/losses from the sale of AFS securities for the years ended December 31 were as follows (in millions): 2022 2023 2024 Company excluding Ford Credit Sales proceeds $ 6,207 $ 3,140 $ 11,026 Gross realized gains 7 2 17 Gross realized losses 26 37 28 131 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 9. CASH, CASH EQUIVALENTS, AND MARKETABLE SECURITIES (Continued) The present fair values and gross unrealized losses for cash equivalents and marketable securities accounted for as AFS securities that were in an unrealized loss position, aggregated by investment category and the length of time that individual securities have been in a continuous loss position, were as follows (in millions): December 31, 2023 Less than 1 Year 1 Year or Greater Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Company excluding Ford Credit U.S. government $ 619 $ ( 2 ) $ 2,735 $ ( 64 ) $ 3,354 $ ( 66 ) U.S. government agencies 283 ( 1 ) 1,068 ( 61 ) 1,351 ( 62 ) Non-U.S. government and agencies 67 — 1,654 ( 75 ) 1,721 ( 75 ) Corporate debt 2,608 ( 2 ) 2,192 ( 65 ) 4,800 ( 67 ) Other marketable securities 26 — 122 ( 4 ) 148 ( 4 ) Total $ 3,603 $ ( 5 ) $ 7,771 $ ( 269 ) $ 11,374 $ ( 274 ) December 31, 2024 Less than 1 Year 1 Year or Greater Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Company excluding Ford Credit U.S. government $ 2,500 $ ( 17 ) $ 431 $ ( 10 ) $ 2,931 $ ( 27 ) U.S. government agencies 423 ( 1 ) 893 ( 29 ) 1,316 ( 30 ) Non-U.S. government and agencies 666 ( 7 ) 1,060 ( 32 ) 1,726 ( 39 ) Corporate debt 2,366 ( 10 ) 568 ( 11 ) 2,934 ( 21 ) Other marketable securities 67 — 68 ( 1 ) 135 ( 1 ) Total $ 6,022 $ ( 35 ) $ 3,020 $ ( 83 ) $ 9,042 $ ( 118 ) We determine credit losses on AFS debt securities using the specific identification method. During the years ended December 31, 2022, 2023, and 2024, we did no t recognize any credit loss. The unrealized losses on securities are due to changes in interest rates and market liquidity. Cash, Cash Equivalents, and Restricted Cash Cash, cash equivalents, and restricted cash as reported on our consolidated statements of cash flows were as follows (in millions): December 31, 2023 December 31, 2024 Cash and cash equivalents $ 24,862 $ 22,935 Restricted cash (a) 248 208 Cash, cash equivalents, and restricted cash - held-for-sale (Note 21) — 47 Total cash, cash equivalents, and restricted cash $ 25,110 $ 23,190 __________ (a) Included in Other assets in the non-current assets section of our consolidated balance sheets. 132 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 10. FORD CREDIT FINANCE RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES Ford Credit manages finance receivables as “consumer” and “non-consumer” portfolios. The receivables are generally secured by the vehicles, inventory, or other property being financed. Consumer Portfolio. Receivables in this portfolio include products offered to individuals and businesses that finance the acquisition of Ford and Lincoln vehicles from dealers for personal or commercial use. Retail financing includes retail installment contracts for new and used vehicles and finance leases with retail customers, government entities, daily rental companies, and fleet customers. Non-Consumer Portfolio. Receivables in this portfolio include products offered to automotive dealers. Dealer financing includes wholesale loans to dealers to finance the purchase of vehicle inventory, also known as floorplan financing, as well as loans to dealers to finance working capital and improvements to dealership facilities, finance the purchase of dealership real estate, and finance other dealer programs. Wholesale financing is approximately 97 % of dealer financing. Finance receivables are recorded at the time of origination or purchase at fair value and are subsequently reported at amortized cost, net of any allowance for credit losses. For all finance receivables, Ford Credit defines “past due” as any payment, including principal and interest, that is at least 31 days past the contractual due date. Finance Receivables Classification Finance receivables are accounted for as held for investment (“HFI”) if Ford Credit has the intent and ability to hold the receivables for the foreseeable future or until maturity or payoff. The determination of intent and ability to hold for the foreseeable future is highly judgmental and requires Ford Credit to make good faith estimates based on all information available at the time of origination or purchase. If Ford Credit does not have the intent and ability to hold the receivables, then the receivables are classified as HFS. Each quarter, Ford Credit makes a determination of whether it is probable that finance receivables originated or purchased during the quarter will be held for the foreseeable future based on historical receivables sale experience, internal forecasts and budgets, as well as other relevant, reliable information available through the date of evaluation. For purposes of this determination, probable means at least 70 % likely and, consistent with the budgeting and forecasting period, the foreseeable future means twelve months. Ford Credit classifies receivables as HFI or HFS on a receivable-by-receivable basis. Specific receivables included in off-balance sheet sale transactions are generally not identified until the month in which the sale occurs. Held-for-Investment. Finance receivables classified as HFI are recorded at the time of origination or purchase at fair value and are subsequently reported at amortized cost, net of any allowance for credit losses. Cash flows from finance receivables, excluding wholesale and other receivables, that were originally classified as HFI are recorded as an investing activity since GAAP requires the statement of cash flows presentation to be based on the original classification of the receivables. Cash flows from wholesale and other receivables are recorded as an operating activity. Held-for-Sale. Finance receivables classified as HFS are carried at the lower of cost or fair value. Cash flows resulting from the origination or purchase and sale of HFS receivables are recorded as an operating activity in Decrease/(Increase) in finance receivables (wholesale and other) . Once a decision has been made to sell receivables that were originally classified as HFI, the receivables are reclassified as HFS and carried at the lower of cost or fair value. The valuation adjustment, if applicable, is recorded in Other income/(loss), net to recognize the receivables at the lower of cost or fair value. 133 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 10. FORD CREDIT FINANCE RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES (Continued) Ford Credit finance receivables, net at December 31 were as follows (in millions): 2023 2024 Consumer Retail installment contracts, gross $ 73,825 $ 79,459 Finance leases, gross 7,793 8,357 Retail financing, gross 81,618 87,816 Unearned interest supplements ( 3,344 ) ( 4,598 ) Consumer finance receivables 78,274 83,218 Non-Consumer Dealer financing 24,683 29,282 Non-Consumer finance receivables 24,683 29,282 Total recorded investment $ 102,957 $ 112,500 Recorded investment in finance receivables $ 102,957 $ 112,500 Allowance for credit losses ( 882 ) ( 864 ) Total finance receivables, net $ 102,075 $ 111,636 Current portion $ 46,425 $ 51,850 Non-current portion 55,650 59,786 Total finance receivables, net $ 102,075 $ 111,636 Net finance receivables subject to fair value (a) $ 94,728 $ 103,755 Fair value (b) 93,189 103,231 __________ (a) Net finance receivables subject to fair value exclude finance leases. (b) The fair value of finance receivables is categorized within Level 3 of the fair value hierarchy. Ford Credit’s finance leases are comprised of sales-type and direct financing leases. These financings include primarily lease plans for terms of 24 to 60 months. Financing revenue from finance leases for the years ended December 31, 2022, 2023, and 2024, was $ 303 million, $ 381 million, and $ 515 million, respectively, and is included in Ford Credit revenues on our consolidated income statements. The amounts contractually due on Ford Credit’s finance leases at December 31 were as follows (in millions): 2024 2025 $ 1,848 2026 1,658 2027 1,345 2028 868 2029 122 Thereafter 4 Total future cash payments 5,845 Less: Present value discount 478 Finance lease receivables $ 5,367 134 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 10. FORD CREDIT FINANCE RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES (Continued) The reconciliation from finance lease receivables to finance leases, gross and finance leases, net at December 31 is as follows (in millions): 2023 2024 Finance lease receivables $ 4,787 $ 5,367 Unguaranteed residual assets 2,910 2,883 Initial direct costs 96 107 Finance leases, gross 7,793 8,357 Unearned interest supplements from Ford and affiliated companies ( 408 ) ( 437 ) Allowance for credit losses ( 38 ) ( 39 ) Finance leases, net $ 7,347 $ 7,881 At December 31, 2023 and 2024, accrued interest was $ 294 million and $ 335 million, respectively, which we report in Other assets in the current assets section of our consolidated balance sheets. Included in the recorded investment in finance receivables at December 31, 2023 and 2024 were consumer receivables of $ 46.0 billion and $ 47.6 billion, respectively, and non-consumer receivables of $ 21.3 billion and $ 24.4 billion, respectively, (including Ford Blue, Ford Model e, and Ford Pro receivables sold to Ford Credit, which we report in Trade and other receivables ) that have been sold for legal purposes in securitization transactions but continue to be reported in our consolidated financial statements. The receivables are available only for payment of the debt issued by, and other obligations of, the securitization entities that are parties to those securitization transactions; they are not available to pay the other obligations or the claims of Ford Credit’s other creditors. Ford Credit holds the right to receive the excess cash flows not needed to pay the debt issued by, and other obligations of, the securitization entities that are parties to those securitization transactions (see Note 23). Credit Quality Consumer Portfolio When originating consumer receivables, Ford Credit uses a proprietary scoring system that measures credit quality using information in the credit application, proposed contract terms, credit bureau data, and other information. After a proprietary risk score is generated, Ford Credit decides whether to purchase a contract using a decision process based on a judgmental evaluation of the applicant, the credit application, the proposed contract terms, credit bureau information (e.g., FICO score), proprietary risk score, and other information. The evaluation emphasizes the applicant’s ability to pay and creditworthiness focusing on payment, affordability, applicant credit history, and stability as key considerations. After origination, Ford Credit reviews the credit quality of retail financing based on customer payment activity. As each customer develops a payment history, an internally developed behavioral scoring model is used to assist in determining the best collection strategies, which allows Ford Credit to focus collection activity on higher-risk accounts. These models are used to refine Ford Credit’s risk-based staffing model to ensure collection resources are aligned with portfolio risk. Based on data from this scoring model, contracts are categorized by collection risk. Ford Credit’s collection models evaluate several factors, including origination characteristics, updated credit bureau data, and payment patterns. Credit quality ratings for consumer receivables are based on aging. Consumer receivables credit quality ratings are as follows: • Pass – current to 60 days past due; • Special Mention – 61 to 120 days past due and in intensified collection status; and • Substandard – greater than 120 days past due and for which the uncollectible portion of the receivables has already been charged off, as measured using the fair value of collateral less costs to sell. 135 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 10. FORD CREDIT FINANCE RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES (Continued) The credit quality analysis of consumer receivables at December 31, 2023 was as follows (in millions): Amortized Cost Basis by Origination Year Prior to 2019 2019 2020 2021 2022 2023 Total Percent Consumer 31 - 60 days past due $ 40 $ 49 $ 130 $ 125 $ 187 $ 159 $ 690 0.9 % 61 - 120 days past due 9 11 30 37 58 50 195 0.2 Greater than 120 days past due 7 4 7 10 10 5 43 0.1 Total past due 56 64 167 172 255 214 928 1.2 Current 891 2,359 7,385 11,301 20,247 35,163 77,346 98.8 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): Amortized Cost Basis by Origination Year Prior to 2020 2020 2021 2022 2023 2024 Total Percent Consumer 31 - 60 days past due $ 43 $ 93 $ 104 $ 187 $ 242 $ 203 $ 872 1.0 % 61 - 120 days past due 8 20 27 46 70 54 225 0.3 Greater than 120 days past due 7 7 8 11 12 5 50 0.1 Total past due 58 120 139 244 324 262 1,147 1.4 Current 788 3,162 5,458 12,275 24,153 36,235 82,071 98.6 Total $ 846 $ 3,282 $ 5,597 $ 12,519 $ 24,477 $ 36,497 $ 83,218 100.0 % Gross charge-offs $ 46 $ 58 $ 71 $ 152 $ 191 $ 50 $ 568 Non-Consumer Portfolio Ford Credit extends credit to dealers primarily in the form of lines of credit to purchase new Ford and Lincoln vehicles as well as used vehicles. Payment is typically required when the dealer has sold the vehicle. Each non-consumer lending request is evaluated by considering the borrower’s financial condition and the underlying collateral securing the loan. Ford Credit uses a proprietary model to assign each dealer a risk rating. This model uses historical dealer performance data to identify key factors about a dealer that are considered most significant in predicting a dealer’s ability to meet its financial obligations. Ford Credit also considers numerous other financial and qualitative factors of the dealer’s operations, including capitalization and leverage, liquidity and cash flow, profitability, and credit history with Ford Credit and other creditors. Dealers are assigned to one of four groups according to risk ratings as follows: • Group I – strong to superior financial metrics; • Group II – fair to favorable financial metrics; • Group III – marginal to weak financial metrics; and • Group IV – poor financial metrics, including dealers classified as uncollectible. Ford Credit generally suspends credit lines and extends no further funding to dealers classified in Group IV. 136 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 10. FORD CREDIT FINANCE RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES (Continued) Ford Credit regularly reviews the model to confirm the continued business significance and statistical predictability of the model and may make updates to improve the performance of the model. In addition, Ford Credit regularly audits dealer inventory and dealer sales records to verify that the dealer is in possession of the financed vehicles and is promptly paying each receivable following the sale of the financed vehicle. The frequency of on-site vehicle inventory audits depends primarily on the dealer’s risk rating. Under Ford Credit’s policies, on-site vehicle inventory audits of low-risk dealers are conducted only as circumstances warrant. On-site vehicle inventory audits of higher-risk dealers are conducted with increased frequency based primarily on the dealer’s risk rating, but also considering the results of electronic monitoring of the dealer’s performance, including daily payment verifications and monthly analyses of the dealer’s financial statements, payoffs, aged inventory, over credit line, and delinquency reports. Ford Credit typically performs a credit review of each dealer annually and more frequently reviews certain dealers based on the dealer’s risk rating and total exposure. Ford Credit adjusts the dealer’s risk rating, if necessary. The credit quality of dealer financing receivables is evaluated based on Ford Credit’s internal dealer risk rating analysis. A dealer has the same risk rating for its entire dealer financing regardless of the type of financing. The credit quality analysis of dealer financing receivables at December 31, 2023 was as follows (in millions): Amortized Cost Basis by Origination Year Wholesale Loans Dealer Loans Prior to 2019 2019 2020 2021 2022 2023 Total Total Percent Group I $ 383 $ 30 $ 58 $ 156 $ 61 $ 331 $ 1,019 $ 20,419 $ 21,438 86.9 % Group II 16 — 1 3 2 44 66 2,834 2,900 11.7 Group III — — — — 1 8 9 292 301 1.2 Group IV — 1 — — — 2 3 41 44 0.2 Total (a) $ 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. The credit quality analysis of dealer financing receivables at December 31, 2024 was as follows (in millions): Amortized Cost Basis by Origination Year Wholesale Loans Dealer Loans Prior to 2020 2020 2021 2022 2023 2024 Total Total Percent Group I $ 270 $ 63 $ 97 $ 47 $ 217 $ 245 $ 939 $ 25,257 $ 26,196 89.4 % Group II 13 — 3 1 28 31 76 2,494 2,570 8.8 Group III — — 2 — 1 4 7 462 469 1.6 Group IV — — — — — 1 1 46 47 0.2 Total (a) $ 283 $ 63 $ 102 $ 48 $ 246 $ 281 $ 1,023 $ 28,259 $ 29,282 100.0 % Gross charge-offs $ 1 $ — $ — $ — $ — $ — $ 1 $ 6 $ 7 __________ (a) Total past due dealer financing receivables at December 31, 2024 were $ 8 million. Non-Accrual of Revenue. The accrual of financing revenue is discontinued at the time a receivable is determined to be uncollectible or when it is 90 days past due. Accounts may be restored to accrual status only when a customer settles all past-due deficiency balances and future payments are reasonably assured. For receivables in non-accrual status, subsequent financing revenue is recognized only to the extent a payment is received. Payments are generally applied first to outstanding interest and then to the unpaid principal balance. Loan Modifications. Consumer and non-consumer receivables that have a modified interest rate and/or a term extension (including receivables that were modified in reorganization proceedings pursuant to the U.S. Bankruptcy Code) are typically considered to be loan modifications. Ford Credit does not grant modifications to the principal balance of the receivables. If a receivable is modified in a reorganization proceeding, all payment requirements of the reorganization plan need to be met before remaining balances are forgiven. 137 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 10. FORD CREDIT FINANCE RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES (Continued) The use of interest rate modifications and term extensions helps Ford Credit mitigate financial loss. Term extensions may assist in cases where Ford Credit believes the customer will recover from short-term financial difficulty and resume regularly scheduled payments. The effect of most loan modifications made to borrowers experiencing financial difficulty is included in the historical trends used to measure the allowance for credit losses. A loan modification that improves the delinquency status of a borrower reduces the probability of default, which results in a lower allowance for credit losses. At December 31, 2024, an insignificant portion of Ford Credit's total finance receivables portfolio had been granted a loan modification, and these modifications are generally treated as a continuation of the existing loan. Allowance for Credit Losses The allowance for credit losses represents an estimate of the lifetime expected credit losses inherent in finance receivables as of the balance sheet date. The adequacy of the allowance for credit losses is assessed quarterly. Adjustments to the allowance for credit losses are made by recording charges to Ford Credit interest, operating, and other expenses on our consolidated income statements. The uncollectible portion of a finance receivable is charged to the allowance for credit losses at the earlier of when an account is deemed to be uncollectible or when an account is 120 days delinquent, taking into consideration the financial condition of the customer or borrower, the value of the collateral, recourse to guarantors, and other factors. Charge-offs on finance receivables include uncollected amounts related to principal, interest, late fees, and other allowable charges. Recoveries on finance receivables previously charged off as uncollectible are credited to the allowance for credit losses. In the event Ford Credit repossesses the collateral, the receivable is charged off and the collateral is recorded at its estimated fair value less costs to sell and reported in Other assets on our consolidated balance sheets. Consumer Portfolio 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 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. The models consider factors such as risk evaluation at the time of origination, historical trends in credit losses, and the composition and recent performance of the present portfolio (including vehicle brand, term, risk evaluation, and new/used vehicles). The loss given default is the percentage of the expected balance due at default that is not recoverable, taking into account the expected collateral value and trends in recoveries (including key metrics such as delinquencies, repossessions, and bankruptcies). Monthly exposures are equal to the receivables’ expected outstanding principal and interest balance. The allowance for credit losses incorporates forward-looking macroeconomic conditions for baseline, upturn, and downturn scenarios. Three separate credit loss allowances are calculated from these scenarios. They are then probability-weighted to determine the quantitative estimate of the credit loss allowance recognized in the financial statements. Ford Credit uses forecasts from a third party that revert to a long-term historical average after a reasonable and supportable forecasting period, which is specific to the particular macroeconomic variable and which varies by market. Ford Credit updates the forward-looking macroeconomic forecasts quarterly. If management does not believe the models reflect lifetime expected credit losses for the portfolio, an adjustment is made to reflect management judgment regarding qualitative factors, including economic uncertainty, observable changes in portfolio performance, and other relevant factors. On an ongoing basis, Ford Credit reviews its models, including macroeconomic factors, the selection of macroeconomic scenarios, and their weighting, to ensure they reflect the risk of the portfolio. 138 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 10. FORD CREDIT FINANCE RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES (Continued) Non-Consumer Portfolio Dealer financing is evaluated on an individual dealer basis by segmenting dealers by risk characteristics (such as the amount of the loans, the nature of the collateral, and the financial status of the dealer) to determine if an individual dealer requires a specific allowance for credit loss. If required, the allowance is based on the present value of the expected future cash flows of the dealer’s receivables discounted at the loans’ original effective interest rate or the fair value of the collateral adjusted for estimated costs to sell. For the remaining dealer financing, Ford Credit estimates an allowance for credit losses on a collective basis. Wholesale Loans. 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. 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 allowance for credit losses. The average LTR ratio is multiplied by the end-of-period balances, representing the lifetime expected credit loss reserve. Dealer Loans. 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 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. After establishing the collective and specific allowance for credit losses, if management believes the allowance does not reflect all losses inherent in the portfolio due to changes in recent economic trends and conditions, or other relevant forward-looking economic factors, an adjustment is made based on management judgment. 139 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 10. FORD CREDIT FINANCE RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES (Continued) An analysis of the allowance for credit losses related to finance receivables for the years ended December 31 was as follows (in millions): 2023 Consumer Non-Consumer Total Allowance for credit losses Beginning balance $ 838 $ 7 $ 845 Charge-offs ( 401 ) ( 4 ) ( 405 ) Recoveries 151 2 153 Provision for credit losses 280 ( 2 ) 278 Other (a) 11 — 11 Ending balance $ 879 $ 3 $ 882 2024 Consumer Non-Consumer Total Allowance for credit losses Beginning balance $ 879 $ 3 $ 882 Charge-offs ( 568 ) ( 7 ) ( 575 ) Recoveries 160 3 163 Provision for credit losses 412 5 417 Other (a) ( 23 ) — ( 23 ) Ending balance $ 860 $ 4 $ 864 __________ (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. NOTE 11. INVENTORIES All inventories are stated at the lower of cost or net realizable value. Cost of our inventories is determined by costing methods that approximate a first-in, first-out (“FIFO”) basis. Inventories at December 31 were as follows (in millions): 2023 2024 Raw materials, work-in-process, and supplies $ 6,196 $ 5,394 Finished products 9,455 9,557 Total inventories $ 15,651 $ 14,951 140 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 12. NET INVESTMENT IN OPERATING LEASES Net investment in operating leases consists primarily of lease contracts for vehicles with individuals, daily rental companies, government entities, and fleet customers. Assets subject to operating leases are depreciated using the straight-line method over the term of the lease to reduce the asset to its estimated residual value at the end of the scheduled lease term. Estimated residual values are based on assumptions for used vehicle prices at lease termination and the number of vehicles that are expected to be returned. Adjustments to depreciation expense reflecting revised estimates of expected residual values at the end of the lease terms are recorded prospectively on a straight-line basis. The net investment in operating leases at December 31 was as follows (in millions): 2023 2024 Company excluding Ford Credit Vehicles, net of depreciation $ 1,052 $ 1,258 Ford Credit Segment Vehicles, at cost (a) 24,182 25,424 Accumulated depreciation ( 3,850 ) ( 3,735 ) Total Ford Credit Segment 20,332 21,689 Total $ 21,384 $ 22,947 __________ (a) Includes Ford Credit’s operating lease assets of $ 11.2 billion and $ 13.3 billion at December 31, 2023 and 2024, respectively, that have been included in securitization transactions. These net investments in operating leases are available only for payment of the debt or other obligations issued or arising in the securitization transactions; they are not available to pay other obligations or the claims of other creditors. Ford Credit Segment Included in Ford Credit interest, operating, and other expense is operating lease depreciation expense, which includes gains and losses on disposal of assets along with fees assessed to a customer at lease termination such as excess wear and use and excess mileage that are considered variable lease payments. Operating lease depreciation expense for the years ended December 31 was as follows (in millions): 2022 2023 2024 Operating lease depreciation expense $ 2,240 $ 2,309 $ 2,482 The amounts contractually due on operating leases at December 31, 2024 were as follows (in millions): 2025 2026 2027 2028 2029 Total Operating lease payments $ 3,774 $ 2,594 $ 1,181 $ 243 $ 14 $ 7,806 141 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 13. NET PROPERTY Net property is reported at cost, net of accumulated depreciation, which includes impairments. We capitalize new assets when we expect to use the asset for more than one year. Routine maintenance and repair costs are expensed when incurred. Property and equipment are depreciated primarily using the straight-line method over the estimated useful life of the asset. Useful lives range from 3 years to 40 years. The estimated useful lives generally are 14.5 years for machinery and equipment, 8 years for software, 30 years for land improvements, and 40 years for buildings. Tooling generally is amortized over the expected life of a product program using a straight-line method. Net property at December 31 was as follows (in millions): 2023 2024 Land $ 367 $ 360 Buildings and land improvements 12,636 13,912 Machinery, equipment, and other 41,202 40,765 Software 5,423 5,694 Construction in progress 5,308 6,240 Total land, plant and equipment, and other 64,936 66,971 Accumulated depreciation ( 33,679 ) ( 33,525 ) Net land, plant and equipment, and other 31,257 33,446 Tooling, net of amortization 9,564 8,482 Total $ 40,821 $ 41,928 Property-related expenses, excluding net investment in operating leases, for the years ended December 31 were as follows (in millions): 2022 2023 2024 Depreciation and other amortization $ 2,878 $ 3,041 $ 3,067 Tooling amortization 2,556 2,340 2,018 Total (a) $ 5,434 $ 5,381 $ 5,085 Maintenance and rearrangement $ 2,083 $ 1,909 $ 1,919 __________ (a) Includes impairment of held-for-sale long-lived assets. See Note 21 for additional information. 142 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 14. EQUITY IN NET ASSETS OF AFFILIATED COMPANIES We use the equity method of accounting for our investments in entities over which we do not have control, but over whose operating and financial policies we are able to exercise significant influence. Our carrying value and ownership percentages of our equity method investments at December 31 were as follows (in millions, except percentages): Investment Balance Ownership Percentage 2023 2024 2024 BlueOval SK, LLC $ 3,254 $ 4,154 50 % Ford Otomotiv Sanayi Anonim Sirketi 807 1,028 41 Jiangling Motors Corporation, Limited (a) 495 521 32 Changan Ford Automobile Corporation, Limited (b) 225 356 50 AutoAlliance (Thailand) Co., Ltd. 344 339 50 Ionity Holding GmbH & Co. KG 96 114 15 FFS Finance South Africa (Pty) Limited 65 76 50 Other 262 233 Various Total $ 5,548 $ 6,821 __________ (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 . (b) In 2023 and 2024, Changan Ford Automobile Corporation, Limited recorded long-lived asset and other asset impairment charges as well as restructuring charges, our share of which was $ 432 million and $ 16 million, respectively. These charges are included in Equity in net income/(loss) of affiliated companies . 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 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 . Summarized Balance Sheet 2023 2024 Current assets $ 11,223 $ 11,965 Non-current assets 16,907 22,603 Total assets $ 28,130 $ 34,568 Current liabilities $ 11,232 $ 10,653 Non-current liabilities 6,572 11,635 Total liabilities $ 17,804 $ 22,288 Equity attributable to noncontrolling interests $ 61 $ 113 For the years ended December 31, Summarized Income Statement 2022 2023 2024 Total revenue $ 27,153 $ 31,052 $ 34,025 Income/(Loss) before income taxes (a) ( 1,806 ) 991 1,315 Net income/(loss) (a) ( 1,769 ) 1,207 1,582 Net income/(loss) attributable to noncontrolling interests ( 8 ) ( 63 ) ( 37 ) __________ (a) The 2022 results reflect Argo AI’s impairment, partially offset by the net income/(loss) of our other equity method investees. 143 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 14. EQUITY IN NET ASSETS OF AFFILIATED COMPANIES (Continued) In the ordinary course of business, we buy/sell various products and services including vehicles, parts, and components to/from our equity method investees. In addition, we receive royalty income. Transactions with equity method investees reported for the years ended or at December 31 were as follows (in millions): For the years ended December 31, Income Statement 2022 2023 2024 Sales $ 4,369 $ 5,237 $ 6,049 Purchases 9,670 13,457 16,629 Royalty income 483 329 363 Balance Sheet 2023 2024 Receivables $ 1,070 $ 1,149 Payables 1,766 1,758 Argo AI 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. Our valuation assumed an orderly conclusion of operations at Argo AI, in which the cash required to satisfy the remaining obligations would consume all of Argo AI’s remaining capital. In addition, we assessed whether Argo AI’s technology components had value in isolation, and we concluded that the cost to integrate into anticipated technology ecosystems would be prohibitive. Accordingly, we recorded a $ 2.7 billion pre-tax impairment in the third quarter of 2022. The non-cash charge was reported in Equity in net income/(loss) of affiliated companies . 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 concluded winding down its operations and was dissolved in 2024. 144 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 15. OTHER LIABILITIES AND DEFERRED REVENUE Other liabilities and deferred revenue at December 31 were as follows (in millions): 2023 2024 Current Dealer and dealers’ customer allowances and claims $ 12,910 $ 14,140 Deferred revenue 2,515 3,331 Employee benefit plans 2,282 2,457 Accrued interest 1,224 1,346 Operating lease liabilities 481 558 OPEB 331 335 Pension 205 215 Other (a) 5,922 5,400 Total current other liabilities and deferred revenue $ 25,870 $ 27,782 Non-current 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 Operating lease liabilities 1,395 1,782 Employee benefit plans 837 806 Other (a) 2,877 2,948 Total non-current other liabilities and deferred revenue $ 28,414 $ 28,832 __________ (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). 145 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 16. RETIREMENT BENEFITS Defined benefit pension and OPEB plan obligations are remeasured at least annually as of December 31 based on the present value of projected future benefit payments for all participants for services rendered to date. The measurement of projected future benefits is dependent on the provisions of each specific plan, demographics of the group covered by the plan, and other key measurement assumptions. For plans that provide benefits dependent on salary assumptions, we include a projection of salary growth in our measurements. No assumption is made regarding any potential future changes to benefit provisions beyond those to which we are presently committed (e.g., in existing labor contracts). Net periodic benefit costs, including service cost, interest cost, and expected return on assets, are determined using assumptions regarding the benefit obligation and the fair value of plan assets (where applicable) as of the beginning of each year. We have elected to use a fair value of plan assets to calculate the expected return on assets in net periodic benefit cost. The funded status of the benefit plans, which represents the difference between the benefit obligation and fair value of plan assets, is calculated on a plan-by-plan basis. The benefit obligation and related funded status are determined using assumptions as of the end of each year. Actuarial gains and losses resulting from plan remeasurement are recognized in net periodic benefit cost in the period of the remeasurement. The impact of a retroactive plan amendment is recorded in Accumulated other comprehensive income/(loss) and is amortized as a component of net periodic cost, generally over the remaining service period of the active employees. The service cost component is included in Cost of sales and Selling, administrative, and other expenses . Other components of net periodic benefit cost/(income) are included in Other income/(loss), net on our consolidated income statements. A curtailment results from an event that significantly reduces the expected years of future service or eliminates the accrual of defined benefits for the future services of a significant number of employees. A curtailment gain is recorded when the employees who are entitled to a benefit terminate their employment or when a plan suspension or amendment that results in a curtailment gain is adopted. A curtailment loss is recorded when it becomes probable a curtailment loss will occur. We recognize settlement expense when the costs associated with all settlements during the year exceed the interest component of net periodic cost for the affected plan. Expense from curtailments and settlements is recorded in Other income/(loss), net . Defined Benefit Pension Plans. 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. plans. Virtually all of our worldwide defined benefit plans are closed to new participants. In general, our defined benefit pension plans are funded (i.e., have restricted assets from which benefits are paid). Our unfunded defined benefit pension plans are treated on a “pay as you go” basis with benefit payments from general Company cash. These unfunded plans primarily include certain plans in Germany and the U.S. defined benefit plans for senior management. OPEB . We have defined benefit OPEB plans, primarily certain health care and life insurance benefits, covering hourly and salaried employees in the United States, Canada, and other locations. The largest portion of our worldwide obligation is associated with our U.S. plans. Our OPEB plans are unfunded and the benefits are paid from general Company cash. Defined Contribution and Savings Plans . We also have defined contribution and savings plans for hourly and salaried employees in the United States and other locations. Company contributions to these plans, if any, are made from general Company cash and are expensed as incurred. The expense for our worldwide defined contribution and savings plans was $ 478 million, $ 546 million, and $ 699 million for the years ended December 31, 2022, 2023, and 2024, respectively. This includes the expense for Company-matching contributions to our primary employee savings plan in the United States of $ 152 million, $ 155 million, and $ 177 million for the years ended December 31, 2022, 2023, and 2024, respectively. 146 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 16. RETIREMENT BENEFITS (Continued) Defined Benefit Plans – Expense and Status The assumptions used to determine benefit obligation and net periodic benefit cost/(income) were as follows: 2023 2024 Pension Benefits OPEB Pension Benefits OPEB U.S. Plans Non-U.S. Plans Worldwide U.S. Plans Non-U.S. Plans Worldwide Weighted Average Assumptions at December 31 Discount rate 5.17 % 3.98 % 5.10 % 5.65 % 4.51 % 5.46 % Average rate of increase in compensation 4.05 3.54 3.98 3.80 3.52 3.80 Weighted Average Assumptions Used to Determine Net Benefit Cost for the Year Ended December 31 Discount rate - Service cost 5.60 % 4.29 % 5.65 % 5.25 % 3.92 % 5.28 % Effective interest rate on benefit obligation 5.39 4.45 5.36 5.02 4.01 5.02 Expected long-term rate of return on assets 6.25 4.13 — 5.93 4.53 — Average rate of increase in compensation 3.70 3.42 3.65 4.05 3.54 3.98 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): 2022 2023 2024 Pension Benefits OPEB Pension Benefits OPEB Pension Benefits OPEB U.S. 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 Interest cost 1,054 504 146 1,641 965 231 1,581 938 226 Expected return on assets ( 2,569 ) ( 1,006 ) — ( 1,897 ) ( 890 ) — ( 1,817 ) ( 1,019 ) — Amortization of prior service costs/(credits) 2 22 ( 3 ) — 22 3 92 25 10 Net remeasurement (gain)/loss 1,720 ( 436 ) ( 1,314 ) 841 932 286 444 ( 1,019 ) ( 112 ) Separation costs/other 46 63 — 20 261 1 22 111 — Settlements and curtailments 438 ( 2 ) ( 1 ) 69 9 — 129 ( 22 ) — Net periodic benefit cost/(income) $ 1,191 $ ( 439 ) $ ( 1,130 ) $ 966 $ 1,544 $ 542 $ 739 $ ( 738 ) $ 148 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 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. 147 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 16. RETIREMENT BENEFITS (Continued) The year-end status of these plans was as follows (in millions): 2023 2024 Pension Benefits OPEB Pension Benefits OPEB U.S. Plans Non-U.S. Plans Worldwide U.S. Plans Non-U.S. Plans Worldwide Change in Benefit Obligation Benefit obligation at January 1 $ 32,867 $ 21,605 $ 4,459 $ 32,676 $ 24,004 $ 4,696 Service cost 292 245 21 288 248 24 Interest cost 1,641 965 231 1,581 938 226 Amendments (a) 581 46 32 — — — Separation costs/other ( 18 ) 255 — ( 19 ) 103 — Curtailments — 6 — 87 ( 22 ) — Settlements (b) ( 1,479 ) ( 21 ) — ( 8 ) ( 6 ) — Plan participant contributions 16 11 — 15 9 — Benefits paid ( 2,417 ) ( 1,257 ) ( 359 ) ( 2,706 ) ( 1,416 ) ( 324 ) Foreign exchange translation — 960 26 — ( 989 ) ( 95 ) Actuarial (gain)/loss 1,193 1,189 286 ( 1,359 ) ( 1,624 ) ( 112 ) Benefit obligation at December 31 32,676 24,004 4,696 30,555 21,245 4,415 Change in Plan Assets Fair value of plan assets at January 1 32,922 21,344 — 31,423 22,958 — Actual return on plan assets 2,180 1,145 — 13 414 — Company contributions 238 756 — 808 685 — Plan participant contributions 16 11 — 15 9 — Benefits paid ( 2,417 ) ( 1,257 ) — ( 2,706 ) ( 1,416 ) — Settlements (b) ( 1,479 ) ( 21 ) — ( 8 ) ( 6 ) — Foreign exchange translation — 990 — — ( 880 ) — Other ( 37 ) ( 10 ) — ( 43 ) ( 13 ) — Fair value of plan assets at December 31 31,423 22,958 — 29,502 21,751 — Funded status at December 31 $ ( 1,253 ) $ ( 1,046 ) $ ( 4,696 ) $ ( 1,053 ) $ 506 $ ( 4,415 ) Amounts Recognized on the Balance Sheets Prepaid assets $ 1,229 $ 3,060 $ — $ 983 $ 3,155 $ — Other liabilities ( 2,482 ) ( 4,106 ) ( 4,696 ) ( 2,036 ) ( 2,649 ) ( 4,415 ) Total $ ( 1,253 ) $ ( 1,046 ) $ ( 4,696 ) $ ( 1,053 ) $ 506 $ ( 4,415 ) Amounts Recognized in Accumulated Other Comprehensive Loss (pre-tax) Unamortized prior service costs/(credits) $ 581 $ 161 $ 55 $ 449 $ 132 $ 42 Pension Plans in which Accumulated Benefit Obligation Exceeds Plan Assets at December 31 Accumulated benefit obligation $ 14,045 $ 9,135 $ 1,641 $ 2,793 Fair value of plan assets 12,154 5,587 85 500 Accumulated Benefit Obligation at December 31 $ 32,086 $ 22,661 $ 30,070 $ 20,209 Pension Plans in which Projected Benefit Obligation Exceeds Plan Assets at December 31 Projected benefit obligation $ 14,636 $ 9,991 $ 13,696 $ 8,813 Fair value of plan assets 12,154 5,885 11,660 6,164 Projected Benefit Obligation at December 31 $ 32,676 $ 24,004 $ 30,555 $ 21,245 __________ (a) Reflects benefit enhancements included in the collective bargaining agreements with the UAW and Unifor ratified in 2023. (b) For U.S. plans, 2023 primarily reflects salaried lump sum retirement payments. 148 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 16. RETIREMENT BENEFITS (Continued) The actuarial (gain)/loss for our pension benefit obligations in 2023 and 2024 was primarily related to changes in discount rates. Pension Plan Contributions Our policy for funded pension plans is to contribute annually, at a minimum, amounts required by applicable laws and regulations. We may make contributions beyond those legally required. 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 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. Based on current assumptions and regulations, we do not expect to have a legal requirement to fund our major U.S. pension plans in 2025. Expected Future Benefit Payments The expected future benefit payments at December 31, 2024 were as follows (in millions): Benefit Payments Pension OPEB U.S. Plans Non-U.S. Plans Worldwide 2025 $ 2,685 $ 1,365 $ 345 2026 2,650 1,275 340 2027 2,605 1,290 335 2028 2,575 1,295 335 2029 2,575 1,310 330 2030-2034 12,180 6,575 1,590 Pension Plan Asset Information Investment Objectives and Strategies . Our investment objectives for the U.S. plans are to minimize the volatility of the value of our U.S. pension assets relative to U.S. pension obligations and to ensure assets are sufficient to pay plan benefits. Our largest non-U.S. plans (e.g., the United Kingdom and Canada) have similar investment objectives to the U.S. plans. Investment strategies and policies for the U.S. plans and the largest non-U.S. plans reflect a balance of risk-reducing and return-seeking considerations. The objective of minimizing the volatility of assets relative to obligations is addressed primarily through asset-liability matching, asset diversification, and hedging. The fixed income asset allocation matches the bond-like and long-dated nature of the pension obligations. Assets are broadly diversified within asset classes to achieve risk-adjusted returns that, in total, lower asset volatility relative to the obligations. Strategies to address the goal of ensuring sufficient assets to pay benefits include target allocations to a broad array of asset classes, and strategies within asset classes that provide adequate returns, diversification, and liquidity. 149 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 16. RETIREMENT BENEFITS (Continued) Derivatives are permitted for fixed income investment and public equity managers to use as efficient substitutes for traditional securities and to manage exposure to interest rate and foreign exchange risks. Interest rate and foreign currency derivative instruments are used for the purpose of hedging changes in the fair value of assets that result from interest rate changes and currency fluctuations. Interest rate derivatives are also used to adjust portfolio duration. Derivatives may not be used to leverage or to alter the economic exposure to an asset class outside the scope of the mandate an investment manager has been given. Alternative investment managers are permitted to employ leverage (including through the use of derivatives or other tools) that may alter economic exposure. Alternative investments execute diverse strategies that provide exposure to a broad range of hedge fund strategies, equity investments in private companies, and investments in private property funds. Significant Concentrations of Risk. Significant concentrations of risk in our plan assets relate to interest rates, growth assets, and operating risks. In order to minimize asset volatility relative to the obligations, the majority of plan assets are allocated to fixed income investments, which are exposed to interest rate risk. Rate increases generally will result in a decline in the value of fixed income assets, while reducing the present value of the obligations. Conversely, rate decreases generally will increase the value of fixed income assets, offsetting the related increase in the obligations. In order to ensure assets are sufficient to pay benefits, a portion of plan assets is allocated to growth assets (primarily hedge funds, real estate, private equity, and public equity) that are expected over time to earn higher returns with more volatility than fixed income investments, which more closely match pension obligations. Within growth assets, risk is mitigated by constructing a portfolio that is broadly diversified by asset class, investment strategy, manager, style, and process. Operating risks include the risks of inadequate diversification and weak controls. To mitigate these risks, investments are diversified across and within asset classes in support of investment objectives. Policies and practices to address operating risks include ongoing manager oversight (e.g., style adherence, team strength, firm health, and internal risk controls), plan and asset class investment guidelines and instructions that are communicated to managers, and periodic compliance reviews to ensure adherence. At year-end 2024, Ford securities comprised less than 1 % of our plan assets. Expected Long-Term Rate of Return on Assets. The long-term return assumption at year-end 2024, which will be used to determine the 2025 expected return on assets, is 6.37 % for the U.S. plans, 5.29 % for the U.K. plans, and 5.00 % for the Canadian plans, and averages 5.23 % for all non-U.S. plans. A generally consistent approach is used worldwide to develop this assumption. This approach considers inputs from advisors for long-term capital market returns adjusted for specific aspects of our investment strategy by plan. Historical returns also are considered where appropriate. The assumption is based on consideration of all inputs, with a focus on long-term trends to avoid short-term market influences. 150 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 16. RETIREMENT BENEFITS (Continued) The fair value of our defined benefit pension plan assets (including dividends and interest receivables of $ 239 million and $ 58 million for U.S. and non-U.S. plans, respectively) by asset category at December 31 was as follows (in millions): 2023 U.S. Plans Non-U.S. Plans Level 1 Level 2 Level 3 Assets measured at NAV (a) Total Level 1 Level 2 Level 3 Assets measured at NAV (a) Total Asset Category Equity U.S. companies $ 855 $ 1 $ 2 $ — $ 858 $ 1,968 $ 37 $ — $ — $ 2,005 International companies 493 29 6 — 528 1,293 20 — — 1,313 Total equity 1,348 30 8 — 1,386 3,261 57 — — 3,318 Fixed Income U.S. government and agencies 7,236 1,493 — — 8,729 38 28 — — 66 Non-U.S. government 2 482 2 — 486 — 12,843 184 — 13,027 Corporate bonds — 16,470 11 — 16,481 — 1,890 66 — 1,956 Mortgage/other asset-backed — 444 — — 444 — 289 11 — 300 Commingled funds — 65 — — 65 23 191 — — 214 Derivative financial instruments, net ( 3 ) 161 — — 158 — 36 36 — 72 Total fixed income 7,235 19,115 13 — 26,363 61 15,277 297 — 15,635 Alternatives Hedge funds — — — 3,603 3,603 — — — 906 906 Private equity — — — 1,093 1,093 — — — 477 477 Real estate — — — 1,406 1,406 — — — 381 381 Total alternatives — — — 6,102 6,102 — — — 1,764 1,764 Cash, cash equivalents, and repurchase agreements (b) ( 1,779 ) — — — ( 1,779 ) ( 1,364 ) — — — ( 1,364 ) Other (c) ( 649 ) — — — ( 649 ) ( 236 ) — 3,841 — 3,605 Total assets at fair value $ 6,155 $ 19,145 $ 21 $ 6,102 $ 31,423 $ 1,722 $ 15,334 $ 4,138 $ 1,764 $ 22,958 __________ (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 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. (c) For 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 the Ford-Werke plan, and amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales). 151 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 16. RETIREMENT BENEFITS (Continued) The fair value of our defined benefit pension plan assets (including dividends and interest receivables of $ 236 million and $ 65 million for U.S. and non-U.S. plans, respectively) by asset category at December 31 was as follows (in millions): 2024 U.S. Plans Non-U.S. Plans Level 1 Level 2 Level 3 Assets measured at NAV (a) Total Level 1 Level 2 Level 3 Assets measured at NAV (a) Total Asset Category Equity U.S. companies $ 1,035 $ 2 $ 2 $ — $ 1,039 $ 1,719 $ 25 $ — $ — $ 1,744 International companies 490 38 6 — 534 1,080 47 1 — 1,128 Total equity 1,525 40 8 — 1,573 2,799 72 1 — 2,872 Fixed Income U.S. government and agencies 7,106 1,079 — — 8,185 4 26 — — 30 Non-U.S. government 1 607 — — 608 1,360 10,698 6 — 12,064 Corporate bonds — 15,079 21 — 15,100 — 1,667 56 — 1,723 Mortgage/other asset-backed — 433 — — 433 — 291 13 — 304 Commingled funds — — — — — 30 186 — — 216 Derivative financial instruments, net ( 6 ) ( 57 ) — — ( 63 ) ( 1 ) ( 20 ) 51 — 30 Total fixed income 7,101 17,141 21 — 24,263 1,393 12,848 126 — 14,367 Alternatives Hedge funds — — — 3,732 3,732 — — — 779 779 Private equity — — — 845 845 — — — 370 370 Real estate — — — 1,298 1,298 — — — 370 370 Total alternatives — — — 5,875 5,875 — — — 1,519 1,519 Cash, cash equivalents, and repurchase agreements (b) ( 1,656 ) — — — ( 1,656 ) ( 197 ) — — — ( 197 ) Other (c) ( 553 ) — — — ( 553 ) ( 248 ) — 3,438 — 3,190 Total assets at fair value $ 6,417 $ 17,181 $ 29 $ 5,875 $ 29,502 $ 3,747 $ 12,920 $ 3,565 $ 1,519 $ 21,751 __________ (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 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. (c) For U.S. plans, 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). 152 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 16. RETIREMENT BENEFITS (Continued) The following table summarizes the changes in Level 3 defined benefit pension plan assets measured at fair value on a recurring basis for the years ended December 31 (in millions): 2023 Return on plan assets Fair Value at January 1 Attributable to Assets Held at December 31 Attributable to Assets Sold Net Purchases/ (Settlements) Transfers Into/(Out of) Level 3 Fair Value at December 31 U.S. Plans $ 9 $ ( 6 ) $ — $ 9 $ 9 $ 21 Non-U.S. Plans (a) 3,809 44 ( 8 ) 410 ( 117 ) 4,138 2024 Return on plan assets Fair Value at January 1 Attributable to Assets Held at December 31 Attributable to Assets Sold Net Purchases/ (Settlements) Transfers Into/(Out of) Level 3 Fair Value at December 31 U.S. Plans $ 21 $ — $ 3 $ 4 $ 1 $ 29 Non-U.S. Plans (a) 4,138 ( 387 ) ( 16 ) ( 2 ) ( 168 ) 3,565 __________ (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. NOTE 17. LEASE COMMITMENTS We lease land, dealership facilities, offices, distribution centers, warehouses, and equipment under agreements with contractual periods ranging from less than one year to 40 years. Many of our leases contain one or more options to extend. In certain dealership lease agreements, we are the tenant and we sublease the site to a dealer. In the event the sublease is terminated, we have the option to terminate the head lease. We include options that we are reasonably certain to exercise in our evaluation of the lease term after considering all relevant economic and financial factors. Leases that are economically similar to the purchase of an asset are classified as finance leases. The leased (“right-of-use”) assets in finance lease arrangements are reported in Net property on our consolidated balance sheets. 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. As a result, there are embedded leases, and related liabilities, that are reported as part of our financial statements, typically upon commencement of production. For the majority of our leases, we do not separate the non-lease components (e.g., maintenance and operating services) from the lease components to which they relate. Instead, non-lease components are included in the measurement of the lease liabilities. However, we do separate lease and non-lease components for contracts containing a significant service component (e.g., energy performance contracts). We calculate the initial lease liability as the present value of fixed payments not yet paid and variable payments that are based on a market rate or an index (e.g., CPI), measured at commencement. The majority of our leases are discounted using our incremental borrowing rate because the rate implicit in the lease is not readily determinable. All other variable payments are expensed as incurred. 153 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 17. LEASE COMMITMENTS (Continued) Lease right-of-use assets and liabilities at December 31 were as follows (in millions): 2023 2024 Operating leases Other assets, non-current $ 1,833 $ 2,308 Other liabilities and deferred revenue, current $ 481 $ 558 Other liabilities and deferred revenue, non-current 1,395 1,782 Total operating lease liabilities $ 1,876 $ 2,340 Finance leases Property and equipment, gross $ 897 $ 1,150 Accumulated depreciation ( 114 ) ( 162 ) Property and equipment, net $ 783 $ 988 Company excluding Ford Credit debt payable within one year $ 32 $ 94 Company excluding Ford Credit long-term debt 606 711 Total finance lease liabilities $ 638 $ 805 The amounts contractually due on our lease liabilities as of December 31, 2024 were as follows (in millions): Operating Leases (a) Finance Leases 2025 $ 651 $ 134 2026 551 126 2027 436 109 2028 312 90 2029 205 88 Thereafter 508 510 Total 2,663 1,057 Less: Present value discount 323 252 Total lease liabilities $ 2,340 $ 805 __________ (a) Excludes approximately $ 707 million in future lease payments for various leases commencing in future periods. 154 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 17. LEASE COMMITMENTS (Continued) Supplemental cash flow information related to leases for the years ended December 31 was as follows (in millions): 2022 2023 2024 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 459 $ 581 $ 663 Operating cash flows from finance leases 22 32 39 Financing cash flows from finance leases 83 91 110 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ 528 $ 889 $ 1,051 Finance leases 95 165 286 The components of lease expense for the years ended December 31 were as follows (in millions): 2022 2023 2024 Operating lease expense $ 463 $ 580 $ 650 Variable lease expense 62 109 167 Sublease income ( 15 ) ( 18 ) ( 18 ) Finance lease expense Amortization of right-of-use assets 60 64 80 Interest on lease liabilities 22 32 39 Total lease expense $ 592 $ 767 $ 918 The weighted-average remaining lease term and weighted-average discount rate at December 31 were as follows: 2022 2023 2024 Weighted-average remaining lease term (in years) Operating leases 5.5 5.4 5.7 Finance leases 12.2 11.9 10.8 Weighted-average discount rate Operating leases 3.7 % 4.7 % 4.5 % Finance leases 3.9 5.3 4.8 NOTE 18. DEBT AND COMMITMENTS Our debt consists of short-term and long-term secured and unsecured debt securities, and secured and unsecured borrowings from banks and other lenders. Debt issuances are placed directly by us or through securities dealers or underwriters and are held by institutional and retail investors. In addition, Ford Credit sponsors securitization programs that provide short-term and long-term asset-backed financing through institutional investors in the U.S. and international capital markets. Debt is reported on our consolidated balance sheets at par value adjusted for unamortized discount or premium, unamortized issuance costs, and adjustments related to designated fair value hedging (see Note 19). Discounts, premiums, and costs directly related to the issuance of debt are capitalized and amortized over the life of the debt or to the put date and are recorded in interest expense using the effective interest method. Gains and losses on the extinguishment of debt are recorded in Other income/(loss), net . 155 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 18. DEBT AND COMMITMENTS (Continued) The carrying value of Company debt excluding Ford Credit and Ford Credit debt at December 31 was as follows (in millions): Interest Rates Average Contractual Average Effective (a) Company excluding Ford Credit 2023 2024 2023 2024 2023 2024 Debt payable within one year Short-term $ 362 $ 632 3.2 % 4.0 % 3.2 % 4.0 % Long-term payable within one year U.K. 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 Long-term debt payable after one year Public unsecured debt securities 14,935 14,759 Convertible notes 2,300 2,300 U.K. Export Finance Program 1,749 940 Other debt (including finance leases) 811 1,160 Unamortized (discount)/premium ( 155 ) ( 109 ) Unamortized issuance costs ( 173 ) ( 152 ) Total long-term debt payable after one year 19,467 18,898 5.1 % (b) 5.1 % (b) 5.3 % (b) 5.3 % (b) Total Company excluding Ford Credit $ 19,944 $ 20,654 Fair value of Company debt excluding Ford Credit (c) $ 19,775 $ 20,178 Ford Credit Debt payable within one year Short-term $ 18,658 $ 17,413 5.3 % 4.7 % 5.3 % 4.7 % Long-term payable within one year Unsecured debt 11,755 12,871 Asset-backed debt 18,851 23,050 Unamortized (discount)/premium ( 1 ) 2 Unamortized issuance costs ( 13 ) ( 18 ) Fair value adjustments (d) ( 58 ) ( 125 ) Total debt payable within one year 49,192 53,193 Long-term debt payable after one year Unsecured debt 45,435 49,607 Asset-backed debt 36,074 36,224 Unamortized (discount)/premium 10 ( 20 ) Unamortized issuance costs ( 224 ) ( 217 ) Fair value adjustments (d) ( 1,200 ) ( 919 ) Total long-term debt payable after one year 80,095 84,675 4.7 % (b) 4.8 % (b) 4.7 % (b) 4.8 % (b) Total Ford Credit $ 129,287 $ 137,868 Fair value of Ford Credit debt (c) $ 130,533 $ 140,046 __________ (a) Average effective rates reflect the average contractual interest rate plus amortization of discounts, premiums, and issuance costs. (b) Includes interest on long-term debt payable within one year and after one year. (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. (d) These adjustments are related to hedging activity and include discontinued hedging relationship adjustments of $( 681 ) million and $( 450 ) million at December 31, 2023 and 2024, respectively. The carrying value of hedged debt was $ 38.7 billion and $ 41.1 billion at December 31, 2023 and 2024, respectively. 156 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 18. DEBT AND COMMITMENTS (Continued) Cash paid for interest was $ 1.2 billion, $ 1.3 billion, and $ 1.1 billion in 2022, 2023, and 2024, respectively, on Company excluding Ford Credit debt. Cash paid for interest was $ 3.2 billion, $ 5.8 billion, and $ 7.0 billion in 2022, 2023, and 2024, respectively, on Ford Credit debt. Maturities Debt maturities at December 31, 2024 were as follows (in millions): 2025 2026 2027 2028 2029 Thereafter Adjustments Total Debt Maturities Company excluding Ford Credit Public unsecured debt securities $ 176 $ 3,972 $ — $ 550 $ 202 $ 12,335 $ ( 217 ) $ 17,018 Short-term and other debt 1,592 135 1,049 94 96 726 ( 56 ) 3,636 Total $ 1,768 $ 4,107 $ 1,049 $ 644 $ 298 $ 13,061 $ ( 273 ) $ 20,654 Ford Credit Unsecured debt $ 29,084 $ 12,879 $ 11,467 $ 6,786 $ 6,414 $ 12,061 $ ( 1,235 ) $ 77,456 Asset-backed debt 24,250 19,491 8,759 5,358 2,616 — ( 62 ) 60,412 Total $ 53,334 $ 32,370 $ 20,226 $ 12,144 $ 9,030 $ 12,061 $ ( 1,297 ) $ 137,868 Company Excluding Ford Credit Segment Public Unsecured Debt Securities Our public unsecured debt securities outstanding at December 31 were as follows (in millions): Aggregate Principal Amount Outstanding Title of Security 2023 2024 7 1/8% Debentures due November 15, 2025 $ 176 $ 176 0.00 % Notes due March 15, 2026 2,300 2,300 7 1/2% Debentures due August 1, 2026 172 172 4.346 % Notes due December 8, 2026 1,500 1,500 6 5/8% Debentures due February 15, 2028 104 104 6 5/8% Debentures due October 1, 2028 (a) 446 446 6 3/8% Debentures due February 1, 2029 (a) 202 202 9.30 % Notes due March 1, 2030 294 294 9.625 % Notes due April 22, 2030 432 432 7.45 % GLOBLS due July 16, 2031 (a) 1,070 1,070 8.900 % Debentures due January 15, 2032 108 108 3.25 % Notes due February 12, 2032 2,500 2,500 9.95 % Debentures due February 15, 2032 4 4 6.10 % Notes due August 19, 2032 1,750 1,750 4.75 % Notes due January 15, 2043 2,000 2,000 7.75 % Debentures due June 15, 2043 73 73 7.40 % Debentures due November 1, 2046 398 398 5.291 % Notes due December 8, 2046 1,300 1,300 9.980 % Debentures due February 15, 2047 114 114 6.20 % Notes due June 1, 2059 750 750 6.00 % Notes due December 1, 2059 800 800 6.50 % Notes due August 15, 2062 600 600 7.70 % Debentures due May 15, 2097 142 142 Total public unsecured debt securities $ 17,235 $ 17,235 __________ (a) Listed on the Luxembourg Exchange and on the Singapore Exchange. 157 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 18. DEBT AND COMMITMENTS (Continued) Convertible Debt In March 2021, we issued $ 2.3 billion aggregate principal amount of unsecured 0 % Convertible Senior Notes due 2026, including $ 300 million aggregate principal amount of such notes pursuant to the exercise in full of the overallotment option granted to the initial purchasers. The notes will not bear regular interest and the principal amount of the notes will not accrete. The total net proceeds from the offering, after deducting debt issuance costs, were approximately $ 2.267 billion. Each $ 1,000 principal amount of the notes will be convertible into 70.1724 shares of our Common Stock, which is equivalent to a conversion price of approximately $ 14.25 per share, subject to adjustment upon the occurrence of specified events. The notes are convertible, at the option of the noteholders, on or after December 15, 2025. Prior to December 15, 2025, the notes are convertible only under the following circumstances: • During any fiscal quarter commencing after the fiscal quarter ending on September 30, 2021 (and only during such fiscal quarter), if the last reported sale price of our Common Stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price of the notes on each applicable trading day; • During the five business day period after any five consecutive trading day period in which the trading price per $ 1,000 principal amount of the notes for each day of that five consecutive trading day period was less than 98 % of the product of the last reported sale price of our Common Stock and the conversion rate of the notes on such trading day; • If we call any or all of the notes for redemption; or • Upon the occurrence of specific corporate events such as a change in control or certain beneficial distributions to common stockholders (as set forth in the indenture governing the notes). 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. 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. In addition, if specific corporate events occur prior to the maturity date or if we issue a notice of redemption, we will increase the conversion rate by pre-defined amounts for holders who elect to convert their notes in connection with such a corporate event. The conditions allowing holders of the notes to convert were not met in 2023 or 2024. 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 $ 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, 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. 158 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 18. DEBT AND COMMITMENTS (Continued) U.K. Export Finance Program In 2020 and 2022, Ford Motor Company Limited (“Ford of Britain”), our operating subsidiary in the United Kingdom, entered into, and drew in full, £ 625 million and £ 750 million term loan credit facilities, respectively, with a syndicate of banks to support Ford of Britain’s general export activities. Accordingly, U.K. Export Finance (“UKEF”) provided £ 500 million and £ 600 million guarantees of the credit facilities, respectively, under its Export Development Guarantee scheme, which supports high value commercial lending to U.K. exporters. We have also guaranteed Ford of Britain’s obligations under the credit facilities to the lenders. As of December 31, 2024, the full £ 1,375 million under the two credit facilities remained outstanding. These five-year , non-amortizing loans mature on June 30, 2025 and June 30, 2027. Company Excluding Ford Credit Facilities 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, 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. 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. Ford Credit Segment Asset-Backed Debt At December 31, 2024, the carrying value of our asset-backed debt was $ 60.4 billion. This secured debt is issued by Ford Credit and includes asset-backed securities used to fund operations and maintain liquidity. Assets securing the related debt issued as part of all our securitization transactions are included in our consolidated results and are based upon the legal transfer of the underlying assets in order to reflect legal ownership and the beneficial ownership of the debt holder. The third-party investors in the securitization transactions have legal recourse only to the assets securing the debt and do not have such recourse to us, except for the customary representation and warranty provisions or when we are counterparty to certain derivative transactions of the special purpose entities (“SPEs”). In addition, the cash flows generated by the assets are restricted only to pay such liabilities; Ford Credit retains the right to residual cash flows. See Note 23 for additional information. 159 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 18. DEBT AND COMMITMENTS (Continued) 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, 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. In certain instances, we have entered into derivative transactions with the counterparty to protect the counterparty from risks absorbed through derivative transactions with the SPEs. Derivative income/(expense) related to the derivative transactions that support Ford Credit’s securitization programs were $ 466 million, $ 39 million, and $ 56 million for the years ended December 31, 2022, 2023, and 2024, respectively. See Note 19 for additional information regarding the accounting for derivatives. Interest expense on securitization debt was $ 1.3 billion, $ 2.5 billion, and 2.8 billion in 2022, 2023, and 2024, respectively. The assets and liabilities related to our asset-backed debt arrangements included in our consolidated financial statements at December 31 were as follows (in billions): 2023 2024 Assets Cash and cash equivalents $ 2.7 $ 3.0 Finance receivables, net 66.8 71.6 Net investment in operating leases 11.2 13.3 Liabilities Debt (a) $ 58.0 $ 60.4 __________ (a) Debt is net of unamortized discount and issuance costs. Committed Credit Facilities At December 31, 2024, Ford Credit’s committed capacity totaled $ 44.6 billion, compared with $ 45.3 billion at December 31, 2023. Ford Credit’s committed capacity is primarily comprised of committed asset-backed security facilities from bank-sponsored commercial paper conduits and other financial institutions and unsecured credit facilities with financial institutions. 160 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 19. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES In the normal course of business, our operations are exposed to global market risks, including the effect of changes in foreign currency exchange rates, certain commodity prices, and interest rates. To manage these risks, we enter into highly effective derivative contracts: • Foreign currency exchange contracts, including forwards, that are used to manage foreign exchange exposure; • Commodity contracts, including forwards, that are used to manage commodity price risk; • Interest rate contracts, including swaps, that are used to manage the effects of interest rate fluctuations; and • Cross-currency interest rate swap contracts that are used to manage foreign currency and interest rate exposures on foreign-denominated debt. Our derivatives are over-the-counter customized derivative transactions and are not exchange-traded. We review our hedging program, derivative positions, and overall risk management strategy on a regular basis. Derivative Financial Instruments and Hedge Accounting. Derivative assets are reported in Other assets and derivative liabilities are reported in Payables and Other liabilities and deferred revenue. We have elected to apply hedge accounting to certain derivatives. Derivatives that are designated in hedging relationships are evaluated for effectiveness using regression analysis at the time they are designated and throughout the hedge period. Some derivatives do not qualify for hedge accounting; for others, we elect not to apply hedge accounting. Cash Flow Hedges. We have designated certain forward contracts as cash flow hedges of forecasted transactions with exposure to foreign currency exchange and commodity price risks. Changes in the fair value of cash flow hedges are deferred in Accumulated other comprehensive income/(loss) and are recognized in Cost of sales when the hedged item affects earnings. Our policy is to de-designate foreign currency exchange cash flow hedges prior to the time forecasted transactions are recognized as assets or liabilities on our consolidated balance sheets and report subsequent changes in fair value through Cost of sales . 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 statements of cash flows. Our cash flow hedges mature within three years . Fair Value Hedges. Our Ford Credit segment uses derivatives to reduce the risk of changes in the fair value of debt. We have designated certain receive-fixed, pay-float interest rate and cross-currency interest rate swaps as fair value hedges of fixed-rate debt. The risk being hedged is the risk of changes in the fair value of the hedged debt attributable to changes in the benchmark interest rate and foreign exchange. 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 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. When a fair value hedge is de-designated, or when the derivative is terminated before maturity, the fair value adjustment to the hedged debt continues to be reported as part of the carrying value of the debt and is recognized in Ford Credit interest, operating, and other expenses over its remaining life. Derivatives Not Designated as Hedging Instruments. For total Company excluding Ford Credit, we report changes in the fair value of derivatives not designated as hedging instruments through Cost of sales . Cash flows associated with non-designated or de-designated derivatives are reported in Net cash provided by/(used in) investing activities on our consolidated statements of cash flows. Our Ford Credit segment reports the gains/(losses) on derivatives not designated as hedging instruments in Other income/(loss), net . Cash flows associated with non-designated or de-designated derivatives are reported in Net cash provided by/(used in) investing activities on our consolidated statements of cash flows. 161 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 19. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Continued) Normal Purchases and Normal Sales Classification. We have elected to apply the normal purchases and normal sales classification for physical supply contracts that are entered into for the purpose of procuring commodities to be used in production over a reasonable period in the normal course of our business. Income Effect of Derivative Financial Instruments The gains/(losses), by hedge designation, reported in income for the years ended December 31 were as follows (in millions): 2022 2023 2024 Cash flow hedges Reclassified from AOCI to Cost of sales Foreign currency exchange contracts (a) $ ( 213 ) $ 145 $ 46 Commodity contracts (b) 133 ( 62 ) ( 38 ) Fair value hedges Interest rate contracts Net interest settlements and accruals on hedging instruments ( 45 ) ( 507 ) ( 361 ) Fair value changes on hedging instruments ( 1,875 ) 196 ( 220 ) Fair value changes on hedged debt 1,893 ( 260 ) 182 Cross-currency interest rate swap contracts Net interest settlements and accruals on hedging instruments ( 27 ) ( 79 ) ( 133 ) Fair value changes on hedging instruments ( 111 ) 96 ( 134 ) Fair value changes on hedged debt 113 ( 96 ) 108 Derivatives not designated as hedging instruments Foreign currency exchange contracts (c) ( 3 ) ( 38 ) 384 Cross-currency interest rate swap contracts ( 780 ) 127 ( 272 ) Interest rate contracts 390 37 ( 85 ) Commodity contracts ( 51 ) ( 49 ) ( 48 ) Total $ ( 576 ) $ ( 490 ) $ ( 571 ) __________ (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. 162 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 19. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Continued) Balance Sheet Effect of Derivative Financial Instruments Derivative assets and liabilities are reported on our consolidated balance sheets at fair value and are presented on a gross basis. The notional amounts of the derivative instruments do not necessarily represent amounts exchanged by the parties and are not a direct measure of our financial exposure. We also enter into master agreements with counterparties that may allow for netting of exposures in the event of default or breach of the counterparty agreement. Collateral represents cash received or paid under reciprocal arrangements that we have entered into with our derivative counterparties, which we do not use to offset our derivative assets and liabilities. The fair value of our derivative instruments and the associated notional amounts at December 31 were as follows (in millions): 2023 2024 Notional Fair Value of Assets Fair Value of Liabilities Notional Fair Value of Assets Fair Value of Liabilities Cash flow hedges Foreign currency exchange contracts $ 19,530 $ 69 $ 385 $ 20,027 $ 578 $ 123 Commodity contracts 983 23 36 959 22 13 Fair value hedges Interest rate contracts 12,119 106 633 16,194 66 645 Cross-currency interest rate swap contracts 2,078 69 104 3,802 9 139 Derivatives not designated as hedging instruments Foreign currency exchange contracts 22,802 201 261 20,799 301 192 Cross-currency interest rate swap contracts 7,100 119 252 5,455 133 246 Interest rate contracts 73,134 465 1,036 76,977 305 845 Commodity contracts 1,051 35 31 944 14 31 Total derivative financial instruments, gross (a) (b) $ 138,797 $ 1,087 $ 2,738 $ 145,157 $ 1,428 $ 2,234 Current portion $ 493 $ 1,464 $ 869 $ 1,311 Non-current portion 594 1,274 559 923 Total derivative financial instruments, gross $ 1,087 $ 2,738 $ 1,428 $ 2,234 __________ (a) At December 31, 2023 and 2024, we held collateral of $ 40 million and $ 27 million, respectively, and we posted collateral of $ 185 million and $ 127 million, respectively. (b) At December 31, 2023 and 2024, the fair value of assets and liabilities available for counterparty netting was $ 815 million and $ 780 million, respectively. All derivatives are categorized within Level 2 of the fair value hierarchy. 163 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 20. EMPLOYEE SEPARATION ACTIONS AND EXIT AND DISPOSAL ACTIVITIES We generally record costs associated with voluntary separations at the time of employee acceptance. We record costs associated with involuntary separation programs when management has approved the plan for separation, the affected employees are identified, and it is unlikely that actions required to complete the separation plan will change significantly. Costs associated with benefits that are contingent on the employee continuing to provide service are accrued over the required service period. Company Excluding Ford Credit Employee separation actions and exit and disposal activities include employee separation costs, facility and other asset-related charges (e.g., impairment, accelerated depreciation), dealer and supplier payments, other statutory and contractual obligations, and other expenses, which are recorded in Cost of sales and Selling, administrative, and other expenses . Below are actions we have initiated: • Brazil. Exited manufacturing operations in 2021 resulting in the closure of facilities in Camaçari, Taubaté, and Troller. Sales of the Taubaté and Camaçari plants were completed in 2023 • India. 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) • Spain. Ceased production of the Mondeo at the Valencia plant in the first quarter of 2022 • China. Ceased development of certain product programs in 2023 • Germany. 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 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): 2023 2024 Beginning balance $ 588 $ 1,086 Changes in accruals (a) 1,600 973 Payments ( 1,030 ) ( 871 ) Foreign currency translation and other ( 72 ) ( 90 ) Ending balance $ 1,086 $ 1,098 __________ (a) Excludes pension costs of $ 268 million and $ 218 million in 2023 and 2024, respectively. 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. In addition, we continue to review our global businesses and may take additional restructuring actions where a path to sustained profitability is not feasible when considering the capital allocation required for those businesses. 164 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 21. 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”). 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 . The acquisition did not have a material impact on our financial statements. Sanand, India (“Sanand”) Plants. In the third quarter of 2022, we entered into an agreement to sell our Sanand vehicle assembly and powertrain plants to Tata Passenger Electric Mobility Limited (“Tata”), a subsidiary of Tata Motors Limited. The sale transaction included the land, buildings, and other fixed assets (excluding the powertrain machinery and equipment) for the plants. We recognized, in Cost of sales , pre-tax impairment charges of $ 32 million in the third quarter of 2022 to adjust the carrying value of the assets to fair value less costs to sell. We determined fair value using the market approach, based on the negotiated value of the assets. 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. As a result of the sale transaction, we derecognized the fixed assets and recognized the powertrain facility operating lease right-of-use asset and related lease liability in the first quarter of 2023. The fair value of the cash consideration received approximated the carrying value of the fixed assets at the time of sale. Ford Romania S.R.L. (“Ford Romania”). On July 1, 2022, we completed the sale of Ford Romania, our wholly-owned Romanian manufacturing subsidiary, to Ford Otosan, a joint venture in which Ford has a 41 % ownership share. The transaction resulted in deconsolidation of our Ford Romania subsidiary in the third quarter of 2022. The fair value of consideration received, consisting of cash and a note receivable, approximated the carrying value of Ford Romania at the time of sale. The Ford Romania plant in Craiova, Romania continues to manufacture Ford-branded vehicles for Ford and Ford Otosan. Ford’s portion of the output is expected to be significant; as a result, at the time of sale there were about $ 100 million of assets, such as embedded leases, and related liabilities that continue to be reported as part of our financial statements. Skinny Labs Inc., dba Spin (“Spin”). On April 1, 2022, we completed the sale of Spin, our wholly-owned micro-mobility provider, to TIER Mobility SE, a German-based micro-mobility provider, which resulted in the deconsolidation of our Spin subsidiary in the second quarter of 2022. In exchange for our shares of Spin, we received preferred equity in TIER Mobility SE. 165 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 22. ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS) The changes in the balances for each component of accumulated other comprehensive income/(loss) attributable to Ford Motor Company for the years ended December 31 were as follows (in millions): 2022 2023 2024 Foreign currency translation Beginning balance $ ( 5,487 ) $ ( 6,416 ) $ ( 5,443 ) Gains/(Losses) on foreign currency translation ( 1,199 ) 967 ( 1,336 ) Less: Tax/(Tax benefit) (a) ( 2 ) ( 10 ) 77 Net gains/(losses) on foreign currency translation ( 1,197 ) 977 ( 1,413 ) (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 ) Marketable securities Beginning balance $ ( 19 ) $ ( 442 ) $ ( 170 ) Gains/(Losses) on available for sale securities ( 576 ) 326 146 Less: Tax/(Tax benefit) ( 139 ) 80 34 Net gains/(losses) on available for sale securities ( 437 ) 246 112 (Gains)/Losses reclassified from AOCI to net income 19 35 11 Less: Tax/(Tax benefit) 5 9 3 Net (gains)/losses reclassified from AOCI to net income (c) 14 26 8 Other comprehensive income/(loss), net of tax ( 423 ) 272 120 Ending balance $ ( 442 ) $ ( 170 ) $ ( 50 ) Derivative instruments Beginning balance $ ( 193 ) $ 129 $ ( 331 ) Gains/(Losses) on derivative instruments 346 ( 519 ) 803 Less: Tax/(Tax benefit) 83 ( 126 ) 188 Net gains/(losses) on derivative instruments 263 ( 393 ) 615 (Gains)/Losses reclassified from AOCI to net income 80 ( 83 ) ( 8 ) Less: Tax/(Tax benefit) 21 ( 16 ) ( 1 ) Net (gains)/losses reclassified from AOCI to net income (d) 59 ( 67 ) ( 7 ) Other comprehensive income/(loss), net of tax 322 ( 460 ) 608 Ending balance $ 129 $ ( 331 ) $ 277 Pension and other postretirement benefits Beginning balance $ ( 2,640 ) $ ( 2,610 ) $ ( 3,098 ) Prior service (costs)/credits arising during the period (e) — ( 659 ) — Less: Tax/(Tax benefit) — ( 157 ) — Net prior service (costs)/credits arising during the period — ( 502 ) — Amortization and recognition of prior service costs/(credits) (f) 21 25 167 Less: Tax/(Tax benefit) 4 6 40 Net prior service costs/(credits) reclassified from AOCI to net income 17 19 127 Translation impact on non-U.S. plans 13 ( 5 ) 4 Other comprehensive income/(loss), net of tax 30 ( 488 ) 131 Ending balance $ ( 2,610 ) $ ( 3,098 ) $ ( 2,967 ) Total AOCI ending balance at December 31 $ ( 9,339 ) $ ( 9,042 ) $ ( 9,639 ) __________ (a) We do not recognize deferred taxes for a majority of the foreign currency translation gains and losses because we do not anticipate reversal in the foreseeable future. However, we have made elections to tax certain non-U.S. operations simultaneously in U.S. tax returns, and have recorded deferred taxes for temporary differences that will reverse, independent of repatriation plans, in U.S. tax returns. Taxes or tax benefits resulting from foreign currency translation of the temporary differences are recorded in Other comprehensive income/(loss), net of tax . (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. (c) Reclassified to Other income/(loss), net. (d) Reclassified to Cost of sales . 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. (e) Reflects benefit enhancements included in the collective bargaining agreements with the UAW and Unifor ratified in 2023. (f) Amortization and recognition of prior service costs/(credits) is included in the computation of net periodic pension cost/(income). See Note 16 for additional information. 166 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 23. VARIABLE INTEREST ENTITIES A VIE is an entity that either (i) has insufficient equity to finance its activities without additional subordinated financial support, or (ii) has equity investors who lack the characteristics of a controlling financial interest. We consolidate VIEs of which we are the primary beneficiary. We consider ourselves the primary beneficiary of a VIE when we have both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. Assets recognized as a result of consolidating these VIEs do not represent additional assets that could be used to satisfy claims against our general assets. Liabilities recognized as a result of consolidating these VIEs do not represent additional claims on our general assets; rather, they represent claims against the specific assets of the consolidated VIEs. We have the power to direct the significant activities of an entity when our management has the ability to make key operating decisions, such as decisions regarding budgets, capital investment, manufacturing, or product development. For securitization entities, we have the power to direct significant activities when we have the ability to exercise discretion in the servicing of financial assets, issue additional debt, exercise a unilateral call option, add assets to revolving structures, or control investment decisions. VIEs of Which We are Not the Primary Beneficiary Certain of our affiliates are VIEs in which we are not the primary beneficiary. 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. 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. 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 Securitization Entities. Through Ford Credit, we securitize, transfer, and service financial assets associated with consumer finance receivables, operating leases, and wholesale loans. Our securitization transactions typically involve the legal transfer of financial assets to bankruptcy remote SPEs. We generally retain a portion of the economic interests in the asset-backed securitization transactions, which could be retained in the form of a portion of the senior interests, the subordinated interests, cash reserve accounts, residual interests, and servicing rights. The transfers of assets in our securitization transactions do not qualify for accounting sale treatment. In most cases, the bankruptcy remote SPEs meet the definition of VIEs for which we are the primary beneficiary and, therefore, are consolidated. We account for all securitization transactions as if they were secured financing and therefore the assets, liabilities, and related activity of these transactions are consolidated in our financial statements. See Note 18 for additional information on the accounting for asset-backed debt and the assets securing this debt. 167 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 24. COMMITMENTS AND CONTINGENCIES Commitments and contingencies primarily consist of guarantees and indemnifications, litigation and claims, and warranty and field service actions. Guarantees and Indemnifications Financial Guarantees. Financial guarantees and indemnifications are recorded at fair value at their inception. Subsequent to initial recognition, the guarantee liability is adjusted at each reporting period to reflect the current estimate of expected payments resulting from possible default events over the remaining life of the guarantee. 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. Our financial guarantees consist of debt and lease obligations of certain joint ventures, as well as certain financial obligations of outside third parties, including suppliers, to support our business and economic growth. Expiration dates vary through 2040, and guarantees will terminate on payment and/or cancellation of the underlying obligation. A payment by us would be triggered by failure of the joint venture or other third party to fulfill its obligation covered by the guarantee. In some circumstances, we are entitled to recover from a third party amounts paid by us under the guarantee. Non-Financial Guarantees. Non-financial guarantees and indemnifications are recorded at fair value at their inception. 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 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. These indemnifications might include and are not limited to claims relating to any of the following: environmental, tax, and shareholder matters; intellectual property rights; power generation contracts; governmental regulations and employment-related matters; dealer, supplier, and other commercial contractual relationships; and financial matters, such as securitizations. Performance under these indemnities generally would be triggered by a breach of contract claim brought by a counterparty, including a joint venture or alliance partner, or a third-party claim. While some of these indemnifications are limited in nature, many of them do not limit potential payment. Therefore, we are unable to estimate a maximum amount of future payments that could result from claims made under these unlimited indemnities. 168 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 24. COMMITMENTS AND CONTINGENCIES (Continued) Litigation and Claims Various legal actions, proceedings, and claims (generally, “matters”) are pending or may be instituted or asserted against us. These include, but are not limited to, matters arising out of alleged defects in our products; product warranties; governmental regulations relating to safety, emissions, and fuel economy or other matters; government incentives; tax matters, including trade and customs; alleged illegal acts resulting in fines or penalties; financial services; employment-related matters; dealer, supplier, and other contractual relationships; intellectual property rights; environmental matters; shareholder or investor matters; and financial reporting matters. Certain of the pending legal actions are, or purport to be, class actions. Some of the matters involve or may involve claims for compensatory, punitive, or antitrust or other treble damages in very large amounts, or demands for field service actions, environmental remediation programs, sanctions, loss of government incentives, assessments, or other relief, which, if granted, would require very large expenditures. The extent of our financial exposure to these matters is difficult to estimate. Many matters do not specify a dollar amount for damages, and many others specify only a jurisdictional minimum. To the extent an amount is asserted, our historical experience suggests that in most instances the amount asserted is not a reliable indicator of the ultimate outcome. 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. We reevaluate and update our accruals as matters progress over time. For the majority of matters, which generally arise out of alleged defects in our products, we establish an accrual based on our extensive historical experience with similar matters. We do not believe there is a reasonably possible outcome materially in excess of our accrual for these matters. For the remaining matters, where our historical experience with similar matters is of more limited value (i.e., “non-pattern matters”), we evaluate the matters primarily based on the individual facts and circumstances. 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 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. Our assessments are based on our knowledge and experience, but the ultimate outcome of any matter could require payment substantially in excess of the amount that we have accrued and/or disclosed. 169 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 24. COMMITMENTS AND CONTINGENCIES (Continued) Warranty and Field Service Actions We accrue the estimated cost of both base warranty coverages and field service actions at the time of sale. We establish our estimate of base warranty obligations using a patterned estimation model, using historical information regarding the nature, frequency, and average cost of claims for each vehicle line by model year. We establish our estimates of field service action obligations using a patterned estimation model, using historical information regarding the nature, frequency, severity, and average cost of claims for each model year. In addition, from time to time, we issue extended warranties at our expense, the estimated cost of which is accrued at the time of issuance. Warranty and field service action obligations are reported in Other liabilities and deferred revenue . We reevaluate the adequacy of our accruals on a regular basis. We recognize the benefit from a recovery of the costs associated with our warranty and field service actions when specifics of the recovery have been agreed with our supplier and the amount of recovery is virtually certain. Recoveries are reported in Trade and other receivables, net and Other assets. The estimate of our future warranty and field service action costs, net of estimated supplier recoveries, for the years ended December 31 was as follows (in millions): 2023 2024 Beginning balance $ 9,193 $ 11,504 Payments made during the period ( 4,779 ) ( 5,831 ) Changes in accrual related to warranties issued during the period 4,743 6,294 Changes in accrual related to pre-existing warranties 2,648 2,690 Foreign currency translation and other ( 301 ) ( 625 ) Ending balance $ 11,504 $ 14,032 Changes to our estimated costs are reported as changes in accrual related to pre-existing warranties in the table above. 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. 170 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 25. SEGMENT INFORMATION 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. Ford Blue Segment Ford Blue primarily includes the sale of Ford and Lincoln internal combustion engine (“ICE”) and hybrid vehicles, service parts, accessories, and digital services for retail customers, together with the associated costs of development, manufacture, and distribution of the vehicles, parts, accessories, and services. This segment focuses on developing Ford and Lincoln ICE and hybrid vehicles. Additionally, this segment provides hardware engineering and manufacturing capabilities to Ford Model e and manufactures vehicles on behalf of Ford Pro and, in certain cases, Ford Model e. Ford Blue also includes: • All sales for markets not presently in scope for Ford Model e or Ford Pro (as further described below) • In markets outside of the United States and Canada, sales to commercial, government, and rental customers of ICE and hybrid vehicles not considered core to Ford Pro • Sales of electric vehicles (“EVs”) by our unconsolidated affiliates in China • All sales of vehicles manufactured and sold to other OEMs Ford Model e Segment Ford Model e primarily includes the sale of our electric vehicles, service parts, accessories, and digital services for retail customers, together with the associated costs of development, manufacture, and distribution of the vehicles, parts, accessories, and services. This segment focuses on developing EV and digital vehicle technologies, as well as software development. Additionally, Ford Model e provides software and connected vehicle technologies on behalf of the enterprise, and manufactures certain EVs, including for Ford Pro. Ford Model e operates in North America, Europe, and China. Ford Model e also includes EV and related sales not considered core to Ford Pro to commercial, government, and rental customers in Europe, China, and Mexico. Ford Pro Segment Ford Pro primarily includes the sale of Ford and Lincoln vehicles, service parts, accessories, and services for commercial, government, and rental customers. Included in this segment are sales of all core Ford Pro vehicles, such as Super Duty and the Transit range of vans in North America and Europe and all sales of Ranger in Europe. In the United States and Canada, Ford Pro also includes all vehicle sales to commercial, government, and rental customers. This segment focuses on selling ICE, hybrid, and electric vehicles, and providing digital and physical services to optimize and maintain fleets, including telematics and EV charging solutions. This segment reflects external sales of vehicles produced by Ford Blue and Ford Model e and the costs (including intersegment markup) associated with acquiring vehicles for sale and providing services. Ford Pro operates in North America and Europe. Ford Next Segment 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. 171 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 25. SEGMENT INFORMATION (Continued) 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. Corporate governance expenses are primarily administrative, delivering benefit on behalf of the global enterprise, that are not allocated to operating segments. These include expenses related to setting and directing global policy, providing oversight and stewardship, and promoting the Company’s interests. Corporate Other assets include: cash, cash equivalents and marketable securities, tax related assets, defined benefit pension plan net assets, and other assets managed centrally. Interest on Debt Interest on Debt is presented as a separate reconciling item and consists of interest expense on Company debt excluding Ford Credit. Special Items Special Items are presented as a separate reconciling item. They consist of (i) pension and OPEB remeasurement gains and losses, (ii) gains and losses on investments in equity securities, (iii) significant personnel expenses, supplier- and dealer-related costs, and facility-related charges stemming from our efforts to match production capacity and cost structure to market demand and changing model mix, and (iv) other items that we do not necessarily consider to be indicative of earnings from ongoing operating activities. Our management ordinarily excludes these items from its review of the results of the operating segments for purposes of measuring segment profitability and allocating resources. 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. 172 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 25. SEGMENT INFORMATION (Continued) Segment Revenue, Cost, and Asset Principles for Ford Blue, Ford Model e, and Ford Pro External vehicle and digital services revenue is generally vehicle-specific and included in the segment responsible for the external vehicle sale. A majority of parts and accessories revenue and cost is attributed to customer sales channels or vehicle lines based on recent end customer sales and is included in the respective segment. In the normal course of business, Ford Blue, Ford Model e, and Ford Pro transact between segments and cooperate to leverage synergies, including developing and manufacturing vehicles on behalf of another segment. When one segment produces a vehicle that is sold externally by another segment, an intersegment transaction occurs. The producing segment will report intersegment revenue to recoup the costs associated with the unit produced. This includes material cost, labor and overhead (including depreciation and amortization), inbound freight, and an intersegment markup. The intersegment markup amount is set to deliver a competitive return to the producing segment for its manufacturing and distribution service. Costs are reflected in the associated segment externally reporting the vehicle sale, as detailed in the table below: Income Statement Elements Examples Segment Reporting Costs specific to a particular vehicle Bill of material cost and initial warranty accrual Reported in the segment externally selling the vehicle Costs identifiable by product line Manufacturing and logistics costs, depreciation & amortization expense, direct research & development costs Typically identifiable to the product line or production location. Reported in the segment externally selling the vehicle, based on relative volume Shared costs Selling, general & administrative expense, and indirect/cross product line research & development costs Typically shared across all segments, generally based on relative volume. Certain costs clearly linked to a segment are reported in the specific segment Intersegment markup for intersegment vehicle transactions Contract manufacturing and distribution fees Reported in the segment externally selling the vehicle, for each applicable vehicle transaction Assets are reported in each segment, aligned to the appropriate operational responsibility. Manufacturing assets, e.g., our plants and the machinery and equipment therein, are included in our Ford Blue and Ford Model e segments. Manufacturing assets producing only, or primarily, EVs and related components are reflected in Ford Model e. Manufacturing assets that support the production of ICE and hybrid vehicles, including those producing ICE and electric in the same facility, are included in Ford Blue. Vendor tooling dedicated to producing EV parts is reported in Ford Model e. 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. The table below shows the segment reporting for our most significant unconsolidated entities: Ford Blue Ford Model e Ford Pro ∘ Changan Ford Automobile Corporation, Ltd. (“CAF”) ∘ BlueOval SK, LLC ∘ Ford Otomotiv Sanayi Anonim Sirketi (“Ford Otosan”) ∘ Jiangling Motors Corporation, Ltd. (“JMC”) ∘ AutoAlliance (Thailand) Co., Ltd. (“AAT”) 173 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 25. SEGMENT INFORMATION (Continued) 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 Unallocated Amounts and Eliminations (a) Total 2022 External revenues $ 94,762 $ 5,253 $ 48,939 $ 99 $ 8,978 $ 26 $ 158,057 Intersegment revenues (b) 36,020 121 — — — ( 36,141 ) — Total revenues $ 130,782 $ 5,374 $ 48,939 $ 99 $ 8,978 $ ( 36,115 ) $ 158,057 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) ( 1,259 ) 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 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 (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 2023 External Revenues $ 101,934 $ 5,897 $ 58,058 $ 3 $ 10,290 $ 9 $ 176,191 Intersegment Revenues (b) 38,693 629 — — — ( 39,322 ) — Total Revenues $ 140,627 $ 6,526 $ 58,058 $ 3 $ 10,290 $ ( 39,313 ) $ 176,191 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) ( 1,302 ) 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 Investment-related interest income 110 1 32 — 522 902 1,567 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 49,002 273,310 174 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 25. SEGMENT INFORMATION (Continued) Ford Blue Ford Model e Ford Pro Ford Next Ford Credit Unallocated Amounts and Eliminations (a) Total 2024 External Revenues $ 101,935 $ 3,852 $ 66,906 $ 7 $ 12,286 $ 6 $ 184,992 Intersegment Revenues (b) 43,442 257 — — — ( 43,699 ) — Total Revenues $ 145,377 $ 4,109 $ 66,906 $ 7 $ 12,286 $ ( 43,693 ) $ 184,992 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) ( 1,115 ) 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 Investment-related interest income 167 2 52 — 500 819 1,540 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. (c) Other segment items for the Ford Blue, Ford Model e, and Ford Pro segments primarily consists of: 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. (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. 175 FORD MOTOR COMPANY AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS NOTE 25. SEGMENT INFORMATION (Continued) Geographic Information We report revenue on a “where-sold” basis, which reflects the revenue within the country in which the ultimate sale or financing is made to our external customer. Total Company revenues and long-lived assets, split geographically by our country of domicile (the United States) and other countries where our major subsidiaries are domiciled, for the years ended December 31 were as follows (in millions): 2022 2023 2024 Revenues Long-Lived Assets (a) Revenues Long-Lived Assets (a) Revenues Long-Lived Assets (a) United States $ 105,481 $ 41,925 $ 116,995 $ 42,235 $ 124,968 $ 45,392 Canada 12,590 5,739 13,391 6,147 13,412 6,548 United Kingdom 8,220 1,264 8,968 1,868 9,936 2,174 Mexico 1,813 4,255 2,774 5,222 2,634 4,352 All Other 29,953 6,854 34,063 6,733 34,042 6,409 Total Company $ 158,057 $ 60,037 $ 176,191 $ 62,205 $ 184,992 $ 64,875 __________ (a) Includes Net property and Net investment in operating leases from our consolidated balance sheets. 176 FORD MOTOR COMPANY AND SUBSIDIARIES Schedule II — Valuation and Qualifying Accounts (in millions) Description Balance at Beginning of Period Charged to Costs and Expenses Deductions Balance at End of Period For the Year Ended December 31, 2022 Allowances deducted from assets Credit losses $ 926 $ 50 $ 119 (a) $ 857 Doubtful receivables 47 57 11 (b) 93 Inventories (primarily service part obsolescence) 724 ( 6 ) (c) — 718 Deferred tax assets 1,067 ( 242 ) (d) 3 822 Deferred tax assets for U.S. branch operations (e) 3,268 ( 38 ) — 3,230 Total allowances deducted from assets $ 6,032 $ ( 179 ) $ 133 $ 5,720 For the Year Ended December 31, 2023 Allowances deducted from assets Credit losses $ 857 $ 385 $ 343 (a) $ 899 Doubtful receivables 93 30 54 (b) 69 Inventories (primarily service part obsolescence) 718 ( 31 ) (c) — 687 Deferred tax assets 822 36 (d) 12 846 Deferred tax assets for U.S. branch operations (e) 3,230 111 — 3,341 Total allowances deducted from assets $ 5,720 $ 531 $ 409 $ 5,842 For the Year Ended December 31, 2024 Allowances deducted from assets Credit losses $ 899 $ 430 $ 429 (a) $ 900 Doubtful receivables 69 23 15 (b) 77 Inventories (primarily service part obsolescence) 687 68 (c) — 755 Deferred tax assets 846 ( 428 ) (d) 11 407 Deferred tax assets for U.S. branch operations (e) 3,341 108 — 3,449 Total allowances deducted from assets $ 5,842 $ 201 $ 455 $ 5,588 _________ (a) Finance receivables deemed to be uncollectible and other changes, principally amounts related to finance receivables sold and translation adjustments. (b) Accounts receivable deemed to be uncollectible as well as translation adjustments. (c) Net change in inventory allowances, including translation adjustments. (d) Change in valuation allowance on deferred tax assets including translation adjustments. (e) Deferred tax assets of U.S. branch operations no longer requiring a valuation allowance would result in an increase in deferred tax liabilities. 177