What changed in this filing

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Item 9A. Controls and Procedures

2026-02-11 compared with 2025-02-06 · 524 added, 511 removed, 2346 unchanged (31% of the section changed)

1 unchanged sentence

Evaluation of Disclosure Controls and Procedures.

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.

Farley, Jr., our Chief Executive Officer (“CEO”), and Sherry A.

House, 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, 2025, 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.

10 unchanged sentences

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 .

During the quarter ended December 31, 2025, 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.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

8 unchanged sentences

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.

27 unchanged sentences

Schedule II is filed as part of this Report and is set forth on page 176 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.

The other schedules are omitted because they are not applicable or the information required to be contained in them is disclosed elsewhere on our Consolidated Financial Statements.

Designation Description Method of Filing

4 unchanged sentences

Filed as Exhibit 3.1 to our Current Report on Form 8-K filed September 11, 2009.

Filed as Exhibit 3.1 to our Form 8-K filed on December 9, 2022.

By-Laws, as amended December 11, 2025.

Filed as Exhibit 3 to our Current Report on Form 8-K filed on December 12, 2025.

Tax Benefit Preservation Plan (“TBPP”) dated September 11, 2009 between Ford Motor Company and Computershare Trust Company, N.A.

30 unchanged sentences

(b) Filed as Exhibit 4.9 to Registration No.

Exhibit 10- E

Benefit Equalization Plan, as amended and restated effective as of January 1, 2026.

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

Exhibit 10- F

Description of financial counseling services provided to certain executives.

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

Exhibit 10- G

(b) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed December 12, 2025.

Description of Executive Wellness Program Allowance.

(b) Filed with this Report.

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

3 unchanged sentences

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

Exhibit 10- H

Description of Director Compensation as of July 13, 2006.

9 unchanged sentences

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

Exhibit 10- I

2008 Long-Term Incentive Plan.

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

Exhibit 10- J

Description of Vehicle Evaluation Program for Non-Executive Directors.

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

Exhibit 10- K

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

5 unchanged sentences

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

Exhibit 10- M

Offer Letter to Peter Stern dated July 21, 2023.

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

Exhibit 10- N

Offer Letter to Sherry House dated April 19, 2024.

(b) Filed with this Report.

Offer Letter to Alicia Boler Davis dated September 11, 2025.

(b) Filed with this Report.

Exhibit 10- O

Offer Letter to Doug Field dated August 26, 2021.

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

Exhibit 10- O

Exhibit 10- P

Agreement between Ford Motor Company and James D.

1 unchanged sentence

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

Exhibit 10- P

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

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

Exhibit 10- Q

Select Retirement Plan, as amended and restated effective as of January 1, 2026.

(b) Filed as Exhibit 10.2 to our Current Report on Form 8-K filed December 12, 2025.

Designation Description Method of Filing

Exhibit 10- R

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.

Designation Description Method of Filing

Exhibit 10- Q -1

Exhibit 10- R -1

Suspension of Open Enrollment in Deferred Compensation Plan.

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

Exhibit 10- R

Exhibit 10- S

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.

Exhibit 10- R - 1

Exhibit 10- S -1

Annual Performance Bonus Plan Metrics for 2024.

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

Exhibit 10- R -2

Exhibit 10-S-2

Annual Performance Bonus Plan Metrics for 2025.

(b) Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.

Exhibit 10- R -3

Exhibit 10- S -3

Performance-Based Restricted Stock Unit Metrics for 2022.

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

Exhibit 10- R - 4

Exhibit 10- S -4

Performance-Based Restricted Stock Unit Metrics for 2023.

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

Exhibit 10- R - 5

Exhibit 10- S -5

Performance-Based Restricted Stock Unit Metrics for 2024.

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

Exhibit 10- R -6

Exhibit 10-S-6

Performance-Based Restricted Stock Unit Metrics for 2025.

(b) Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.

Exhibit 10- R -7

Exhibit 10- S -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.

Exhibit 10- S

Exhibit 10- T

2018 Long-Term Incentive Plan.

1 unchanged sentence

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

(b) Filed with this Report.

Exhibit 10- T -1

(b) Filed as Exhibit 10-T to our Annual Report on Form 10-K for the year ended December 31, 2024.

Exhibit 10- U -1

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

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

Exhibit 10- T -2

Exhibit 10- U -2

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

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

Exhibit 10- T -3

Exhibit 10- U -3

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

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

Exhibit 10- T -4

Exhibit 10- U -4

Form of Stock Option Agreement (U.K.

1 unchanged sentence

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

Exhibit 10- T -5

Exhibit 10- U -5

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

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

Exhibit 10- T -6

Exhibit 10- U -6

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

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

Exhibit 10- T -7

Exhibit 10- U -7

Form of Final Award Notification Letter for Performance Stock Units.

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

Exhibit 10- T -8

Exhibit 10- U -8

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

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

Exhibit 10- T -9

Exhibit 10- U -9

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

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

Exhibit 10- T -10

Exhibit 10- U -10

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

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

Exhibit 10- T -11

Exhibit 10- U -11

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

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

Exhibit 10- T -12

Exhibit 10- U -12

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

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

Exhibit 10- T -13

Exhibit 10- U -13

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

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

Exhibit 10- T -14

Exhibit 10- U -14

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

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

Description of Cash Bonus Plan.

(b) Filed as Exhibit 10.4 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

Exhibit 10- W

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.

Exhibit 10-U-1

(d) Filed as Exhibit 99.2 to our Current Report on Form 8-K filed November 25, 2009.

Exhibit 10- W -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.

Exhibit 10-U-2

(d) Filed as Exhibit 99.2 to our Current Report on Form 8-K filed March 15, 2012.

Exhibit 10- W -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.

Exhibit 10-U-3

(d) Filed as Exhibit 10 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013.

Exhibit 10- W -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.

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.

(d) Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2014.

Designation Description Method of Filing

Exhibit 10-U-5

Exhibit 10- W -4

(d) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed May 1, 2015.

Exhibit 10- W -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.

Exhibit 10-U-6

(d) Filed as Exhibit 10 to our Current Report on Form 8-K filed April 29, 2016.

Exhibit 10- W -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.

Exhibit 10-U-7

(d) Filed as Exhibit 10 to our Current Report on Form 8-K filed April 28, 2017.

Exhibit 10- W -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.

Exhibit 10-U-8

(d) Filed as Exhibit 10 to our Current Report on Form 8-K filed April 26, 2018.

Exhibit 10- W -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.

Exhibit 10-U-9

(d) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed April 26, 2019.

Exhibit 10- W -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.

Exhibit 10-U-10

(d) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed July 30, 2020.

Exhibit 10- W -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.

Exhibit 10-U-11

(d) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed March 17, 2021.

Exhibit 10- W -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.

Exhibit 10-U-12

(d) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed September 29, 2021.

Exhibit 10- W -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.

Exhibit 10-U-13

(d) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed June 23, 2022.

Exhibit 10- W -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.

Exhibit 10-U-14

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

Exhibit 10- W -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.

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

Exhibit 10-W-15

Twenty-Second Amendment dated April 17, 2025 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.

(d) Filed as Exhibit 10.1 to our Current Report on Form 8-K filed April 17, 2025.

Exhibit 10- X

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.

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.

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.

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.

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.

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.

(d) Filed as Exhibit 10.2 to our Current Report on Form 8-K filed April 26, 2019.

Exhibit 10- X -1

First Amendment dated July 27, 2020 to our Revolving Credit Agreement dated April 23, 2019.

(d) Filed as Exhibit 10.2 to our Current Report on Form 8-K filed July 30, 2020.

Exhibit 10- X -2

Second Amendment dated March 16, 2021 to our Revolving Credit Agreement dated April 23, 2019.

(d) Filed as Exhibit 10.2 to our Current Report on Form 8-K filed March 17, 2021.

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.

Exhibit 10- X -3

Third Amendment dated September 29, 2021 to our Revolving Credit Agreement dated April 23, 2019, and as further amended, including the First Amended and Restated Revolving Credit Agreement.

(d) Filed as Exhibit 10.2 to our Current Report on Form 8-K filed September 29, 2021.

Exhibit 10- X -4

Fourth Amendment dated June 23, 2022 to our Revolving Credit Agreement dated April 23, 2019, as amended and restated as of September 29, 2021, and as further amended.

(d) Filed as Exhibit 10.2 to our Current Report on Form 8-K filed June 23, 2022.

Exhibit 10- X -5

Fifth Amendment dated April 26, 2023 to our Revolving Credit Agreement dated April 23, 2019, as amended and restated as of September 29, 2021, and as further amended.

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

Exhibit 10- X -6

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

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

Exhibit 10-X-7

Seventh Amendment dated April 17, 2025 to our Revolving Credit Agreement dated April 23, 2019, as amended and restated as of September 29, 2021, and as further amended.

(d) Filed as Exhibit 10.2 to our Current Report on Form 8-K filed April 17, 2025.

Exhibit 10- Y

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.

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.

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.

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.

(d) Filed as Exhibit 10.3 to our Current Report on Form 8-K filed June 23, 2022.

Exhibit 10- Y -1

First Amendment dated October 26, 2022 to our 364-Day Revolving Credit Agreement dated as of June 23, 2022.

(d) Filed as Exhibit 10 to our Current Report on Form 8-K filed October 28, 2022.

Exhibit 10- Y -2

Second Amendment dated April 26, 2023 to our 364-Day Revolving Credit Agreement dated as of June 23, 2022.

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

Exhibit 10- Y -3

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

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

Exhibit 10-Y-4

Fourth Amendment dated April 17, 2025 to our 364-Day Revolving Credit Agreement dated as of June 23, 2022.

(d) Filed as Exhibit 10.3 to our Current Report on Form 8-K filed April 17, 2025.

Term Loan Credit Agreement dated as of July 28, 2025.

(d) Filed as Exhibit 10 to our Current Report on Form 8-K filed July 28, 2025.

Exhibit 10- AA

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

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

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

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

Ford Motor Company Insider Trading Policy as of October 9, 2024.

Filed as Exhibit 19 to our Annual Report on Form 10-K for the year ended December 31, 2024.

List of Subsidiaries of Ford as of January 31, 2026.

24 unchanged sentences

(d) Portions of this exhibit have been omitted pursuant to Rule 601(b)(10) of Regulation S-K.

The omitted information is not material and would likely cause competitive harm to the Company if publicly disclosed.

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.

3 unchanged sentences

FORD MOTOR COMPANY

/s/ Mark Kosman

Mark Kosman, Chief Accounting Officer

/s/ Kyle Crockett

Kyle Crockett, Chief Accounting Officer

(principal accounting officer)

20 unchanged sentences

MOONEY* Director February 10, 2026

LYNN VOJVODICH RADAKOVICH* Director and Chair of the Compensation, Talent and Culture Committee February 5, 2025

Lynn Vojvodich Radakovich

LYNN RADAKOVICH* Director and Chair of the Compensation, Talent and Culture Committee February 10, 2026

Lynn Radakovich

Signature Title Date

2 unchanged sentences

WEINBERG* Director February 10, 2026

LAWLER Vice Chair and Chief Financial Officer February 5, 2025

Lawler (principal financial officer)

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

Mark Kosman (principal accounting officer)

/s/ SHERRY A.

HOUSE Chief Financial Officer February 10, 2026

House (principal financial officer)

/s/ KYLE CROCKETT Chief Accounting Officer February 10, 2026

Kyle Crockett (principal accounting officer)

FORTT February 10, 2026

24 unchanged sentences

(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.

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.

3 unchanged sentences

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.

Impairments of Model e Long-Lived Assets and Equity in Net Assets of an Affiliated Company

As described in Notes 2, 13, 14, and 23 to the consolidated financial statements, the Company’s net property was $37.3 billion as of December 31, 2025, a portion of which relates to the Model e long-lived assets, and equity in net assets of affiliated companies was $2.8 billion as of December 31, 2025.

The Company tests its long-lived asset groups and equity in net assets of affiliated companies when changes in circumstances indicate their carrying value may not be recoverable.

As a result of the challenges facing the EV market and decisions the Company made in response to those challenges, in the fourth quarter of 2025, the Company determined that a triggering event occurred which required the Company to test Model e long-lived assets for impairment and recorded a pre-tax charge of $8.1 billion in cost of sales, representing the amount by which the carrying value of these assets exceeded the estimated fair value.

Management primarily used the market and cost approaches to estimate fair value for its long-lived assets.

The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets, liabilities, or a group of assets and liabilities, such as a business.

The cost approach reflects the amount that would be required currently to replace the service capacity of an asset (often referred to as current replacement cost).

As described in Notes 14 and 23 to the consolidated financial statements, in December 2025, Ford, SK On Co., Ltd., SK Battery America, Inc., and BlueOval SK, LLC (“BOSK), a joint venture related to electric vehicle battery plants, entered into a Joint Venture Disposition Agreement (“JVDA”), which is expected to close in the first half of 2026.

Management used the market and cost approaches to estimate the fair value of the long-lived assets, and determined that the value of the liabilities assumed is expected to exceed the value of the assets received.

Accordingly, since the Company does not expect to recover the carrying amount of its investment in BOSK, it recorded a $3.2 billion pre-tax impairment charge in the fourth quarter of 2025, reducing the equity in net assets of affiliated companies balance related to BOSK to $0.

The principal considerations for our determination that performing procedures relating to the impairments of Model e long-lived assets and equity in net assets of an affiliated company is a critical audit matter are (i) the significant judgment by management in developing the fair value estimates of the assets;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s fair value estimates using the market and cost approaches;

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 management’s long-lived asset and equity in net assets of an affiliated company, including controls over the valuation of the fair value of the assets.

These procedures also included, among others, (i) testing management’s process for developing the fair value estimates of the assets and (ii) testing the completeness and accuracy of certain of the underlying data used in the market and cost approaches.

Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the market and cost approaches and (ii) the reasonableness of the fair value estimates of the assets.

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 $17,190 million as of

December 31, 2025, 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.

Ford Credit Consumer Finance Receivables Allowance for Credit Losses

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Professionals with specialized skill and knowledge were used to assist in performing the procedures described in (i) through (v).

Warranty and Field Service Actions Accrual (United States)

Management accrues the estimated cost of both base warranty coverages and field service actions at the time of sale.

Management reevaluates the adequacy of their accruals on a regular basis.

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.

/s/ PricewaterhouseCoopers LLP

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Costs and expenses

Cost of sales 134,397 150,550 158,434

Cost of sales (Note 13)

150,550 158,434 174,466

Selling, administrative, and other expenses 10,702 10,287 10,849

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( 603 ) 2,451 1,746

Equity in net income/(loss) of affiliated companies (Note 14)

Equity in net income/(loss) of affiliated companies (Note 14 and Note 23)

414 678 ( 3,153 )

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Comprehensive income/(loss) attributable to noncontrolling interests

( 175 ) ( 17 ) 14

Comprehensive income/(loss) attributable to Ford Motor Company $ 4,644 $ 5,282 $ ( 6,253 )

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Net property (Note 13) 41,928 37,288

Equity in net assets of affiliated companies (Note 14) 5,548 6,821

Equity in net assets of affiliated companies (Note 14 and Note 23)

Deferred income taxes (Note 7) 16,375 21,953

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Other amortization ( 1,167 ) ( 1,700 ) ( 1,839 )

EV asset impairment/program cancellation asset write-downs (including depreciation of $ 8,140 ) (Note 13)

Provision for credit and insurance losses 438 575 616

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3,052 149 1,062

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

Equity method investment (earnings)/losses and impairments in excess of dividends received (Note 14 and Note 23)

( 33 ) ( 287 ) 3,572

Foreign currency adjustments ( 234 ) 227 ( 87 )

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

205 42 ( 346 )

Stock compensation (Note 6)

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Collections of finance receivables and operating leases 44,561 45,159 45,710

Proceeds from sale of business (Note 21)

Purchases of marketable securities and other investments ( 8,590 ) ( 12,300 ) ( 9,457 )

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( 2,733 ) ( 2,323 ) ( 1,172 )

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

Returns of capital from equity method investments (Note 23)

1 1,465 1,702

Other ( 688 ) ( 45 ) 110

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(b) We declared dividends per share of Common and Class B Stock of $ 1.25 , $ 0.78 , and $ 0.75 in 2023, 2024 and 2025, 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.

In the first quarter of 2023, 2024, and 2025, in addition to a regular dividend of $ 0.15 per share, we declared a supplemental dividend of $ 0.65 per share, $ 0.18 per share, and $ 0.15 per share, respectively.

On February 2, 2026, we declared a regular dividend of $ 0.15 per share.

The accompanying notes are part of the consolidated financial statements.

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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.

We also make reference to Ford Motor Credit Company LLC, herein referred 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.

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

Certain Transactions with Ford Credit

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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 used to account for certain items such as marketing accruals, warranty costs, employee benefit programs, impairments of long-lived assets and goodwill, allowance for credit losses, and other items requiring judgment.

Estimates are based on assumptions that we believe are reasonable under the circumstances.

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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.

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 not material for the years ended 2023, 2024, and 2025.

Generally, our foreign subsidiaries use the local currency as their functional currency.

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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.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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.

Realized gains and losses and reclassifications of accumulated other comprehensive income into net income/(loss) are measured using the specific identification method.

On a quarterly basis, we review our available-for-sale debt securities for credit losses.

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Factors we consider include the severity and reason for the decline in value, interest rate changes, and counterparty long-term ratings.

Other Investments

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

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

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

These investments were $ 256 million and $ 531 million at December 31, 2024 and 2025, respectively.

The increase from December 31, 2024 primarily reflects an adjustment to the fair value of one of our investments for an observable price event of $ 276 million recognized in December 2025.

Trade, Notes, and Other Receivables

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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.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Each reporting period, we evaluate the collectibility of 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 .

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The credit loss reserve included in the carrying value of trade, notes, and other receivables was $ 113 million and $ 140 million at December 31, 2024 and 2025, respectively.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Supplier Finance Programs

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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 .

Intangible assets are primarily comprised of license agreements.

The net carrying amount of our intangible assets was $ 69 million and $ 170 million at December 31, 2024 and 2025, respectively.

The net carrying amount of goodwill was $ 658 million and $ 483 million at December 31, 2024 and 2025, respectively.

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

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

In the fourth quarter of 2025, the Company identified triggering events indicating that the carrying value of the Model e asset group may not be recoverable.

Consequently, a quantitative impairment test was performed, resulting in a goodwill impairment charge of $ 215 million in the fourth quarter of 2025.

For further details regarding the Model e impairment, see Note 13.

Regulatory Compliance Credits

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

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

FORD MOTOR COMPANY AND SUBSIDIARIES

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

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

Held-and-Used Long-Lived Asset Impairment

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• 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.

• Significant change in the asset group

In addition, investing in new or emerging products or services often requires 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.

In such circumstances, when appropriate, we may also conduct a qualitative evaluation of the business growth trajectory, which can include updating our assessment of when positive cash flows are expected to be generated, confirming whether critical milestones have been 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.

If the undiscounted future cash flows are less than the carrying value of the assets, the asset group’s estimated fair value is measured by calculating the present value of the discounted cash flows or by valuing our long-lived assets using the market approach or cost approach.

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.

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 lives.

During the fourth quarter of 2025, we tested our Model e asset group for impairment and recorded a pre-tax charge of $ 8.1 billion (see Note 13).

Held-for-Sale Asset Impairment

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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.

Securities that are thinly traded or delisted are valued using pricing data not observable in the market.

Commingled Funds.

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

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.

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.

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All other derivatives are categorized within Level 2.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Alternative Assets.

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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

All alternative assets are valued at the most recent NAV (which may not coincide with our balance sheet date) provided by the investment sponsor or third-party administrator, as they do not have readily available market quotations.

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.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

We may hold annuity contracts within some of our non-U.S.

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

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

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

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

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

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

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Government Incentives

We receive incentives from U.S.

governmental entities in the form of tax rebates or credits, grants, and loans.

governmental entities in the form of tax rebates or credits, grants, loans, and tariff mitigation programs.

Government incentives are recorded in our consolidated financial statements in accordance with their purpose as a reduction of expense or as other income.

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

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

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

These incentives are available until December 2051.

The fair value of the land 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.

For tariffs imposed by the U.S.

government, paid by Ford, and for which mitigating programs are subsequently announced, the retrospective benefit from tariff mitigation programs is recognized as a reduction in Cost of sales and an increase to Trade and other receivables .

Recognition occurs when the U.S.

government issues tariff-related proclamations allowing retrospective application of preferential rates and import offset adjustments to eligible vehicles and parts that were previously imported, all conditions have been met, and we have reasonable assurance of receipt.

Following the announcement of tariff mitigation programs, the benefit will be recognized at the time of import.

As of December 31, 2025, we recognized a receivable from the U.S.

government of $ 974 million.

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.

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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.

We recognized $ 105 million and $ 53 million as a reduction to Cost of sales during the years ended December 31, 2024 and 2025, respectively, related to production tax credits.

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

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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 Update (“ASU”) 2023-09, Improvements to Income Tax Disclosures .

We adopted the new standard, which requires additional income tax disclosures for annual reporting periods, and applied the amendments prospectively.

Adoption of the new standard did not impact our consolidated income statements, balance sheets, or statements of cash flows.

Refer to Note 7 for the additional disclosures required under the standard.

All other ASUs adopted during 2025 did not have a material impact to our consolidated financial statements or financial statement disclosures.

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.

In November 2024, the Financial Accounting Standards Board (“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.

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

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.

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

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

Payment terms on parts 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.

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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.

As a result of changes in our estimate of variable consideration (e.g., marketing incentives), we recorded a decrease in revenue of $ 147 million and $ 757 million during 2023 and 2024, respectively, and an increase in revenue of $ 128 million during 2025 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.

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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 also receive other revenue related to vehicle-related design and testing services we perform for others 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.

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

The transactions are accounted for as operating leases.

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

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

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

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

Ford Credit Segment

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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.

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 Ford Credit recognizes 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 .

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( 16 ) ( 21 ) ( 79 )

Realized and unrealized gains/(losses) on cash equivalents, marketable securities, and other investments (a) ( 7,518 ) ( 205 ) ( 42 )

Realized and unrealized gains/(losses) on cash equivalents, marketable securities, and other investments ( 205 ) ( 42 ) 346

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

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Total $ ( 603 ) $ 2,451 $ 1,746

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

FORD MOTOR COMPANY AND SUBSIDIARIES

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Stock Options

During 2024, no stock options were granted or exercised.

During 2025, 450,000 options were exercised, for which, we received approximately $ 3 million in proceeds with an equivalent of $ 6 million in new issues used to settle the exercised options.

The difference between the fair value of the Common Stock issued and the respective exercise price was $ 3 million.

At December 31, 2024 and 2025, stock options outstanding were 4.7 million and 4.2 million, respectively.

As of December 31, 2025, all of our stock options are fully vested and will expire in 2030, if not exercised sooner.

During 2025, no stock options were granted.

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 recognize income tax-related interest income and 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.

Our accounting for deferred tax consequences represents our best estimate of the likely future tax consequences of events that have been recognized in 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.

As disclosed in Note 3, New Accounting Standards , we have prospectively adopted the guidance in ASU 2023-09, Improvements to Income Tax Disclosures .

FORD MOTOR COMPANY AND SUBSIDIARIES

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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:

The components of income taxes excluding 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 (in millions):

2023 2024 2025

Income/(Loss) before income taxes (in millions)

Income/(Loss) before income taxes

$ 3,395 $ 3,424 $ ( 11,550 )

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Total $ 3,967 $ 7,233 $ ( 11,830 )

Provision for/(Benefit from) income taxes (in millions)

Provision for/(Benefit from) income taxes

Federal $ 62 $ 78 $ 71

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Total $ ( 362 ) $ 1,339 $ ( 3,668 )

Reconciliation of effective tax rate

statutory tax rate 21.0 % 21.0 % 21.0 %

Reconciliation of Income Tax

The reconciliation of the Company’s effective tax rate for the years ended December 31 were as follows:

Reconciliation of the Company’s effective tax rate 2023 2024

federal statutory tax 21.0 % 21.0 %

tax rate differential ( 3.4 ) 2.9

State and local income taxes 2.3 1.9 1.7

state and local taxes 1.9 1.7

General business credits ( 15.9 ) ( 5.9 )

Nontaxable foreign currency gains and losses ( 4.2 ) — —

Dispositions and restructurings (a) ( 14.7 ) —

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(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.

FORD MOTOR COMPANY AND SUBSIDIARIES

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INCOME TAXES (Continued)

Reconciliation of the Company’s provision for/(benefit from) income taxes and effective tax rate Amount Percent

federal statutory tax $ ( 2,484 ) 21.0 %

Effect of cross-border tax laws (a)

Flow-through operations 1,313 ( 11.1 )

Other ( 46 ) 0.4

Research and development ( 341 ) 2.9

Changes in valuation allowances 7 ( 0.1 )

Nontaxable or nondeductible items 23 ( 0.2 )

Other 18 ( 0.2 )

state and local taxes (b) ( 321 ) 2.7

Change in valuation allowances ( 2,809 ) 23.7

Other 145 ( 1.2 )

Effect of changes in tax laws or rates 592 ( 5.0 )

Other 82 ( 0.7 )

Change in valuation allowances ( 362 ) 3.1

Other 13 ( 0.1 )

tax rate differential ( 128 ) 1.1

Other 18 ( 0.2 )

Other foreign tax effects 80 ( 0.6 )

Changes in unrecognized tax benefits 532 ( 4.5 )

Total $ ( 3,668 ) 31.0 %

(a) Includes the impact of foreign tax credits.

(b) For the year ended December 31, 2025, the majority of taxes were incurred in California;

Louisville, Kentucky;

and Maryland.

Cash Paid for Income Taxes, Net of Refunds

Cash paid for income taxes, net of refunds, for the years ended December 31, 2023 and 2024 was $ 1,027 million and $ 1,218 million, respectively.

Cash paid for income taxes, net of refunds, for the year ended December 31, 2025, were as follows (in millions):

Cash paid for income taxes, net of refunds

state and local 42

Other (a) 370

(a) Includes payments to numerous jurisdictions that are individually insignificant.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

INCOME TAXES (Continued)

Components of Deferred Tax Assets and Liabilities

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Depreciation and amortization (excluding leasing transactions) 3,590 1,855

Finance receivables 699 524

Flow-through operations 891 2,370

Other foreign deferred tax liabilities 1,381 2,066

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Total deferred tax liabilities 11,361 11,096

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.

Net deferred tax assets $ 15,301 $ 20,599

Net operating loss carryforwards were $ 24.6 billion at December 31, 2025.

These losses resulted in a deferred tax asset of $ 7.2 billion, of which $ 5.8 billion has no expiration date.

A substantial portion of the remaining losses will expire beyond 2031.

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 credit carryforwards available to offset future tax liabilities are $ 7.5 billion.

The majority of these credits have a remaining carryforward period of 12 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.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

INCOME TAXES (Continued)

A reconciliation of the beginning and ending amount of unrecognized tax benefits for the years ended December 31 were as follows (in millions):

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

At December 31, 2025, we maintained earnings that 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 these earnings is not practicable.

A reconciliation of the amount of unrecognized tax benefits for the years ended December 31 were as follows (in millions):

Beginning balance $ 2,913 $ 2,540

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Ending balance $ 2,540 $ 2,841

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

INCOME TAXES (Continued)

The amount of unrecognized tax benefits that would affect the effective tax rate if recognized was $ 2.5 billion and $ 2.8 billion as of December 31, 2024 and 2025, respectively.

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2017 in Mexico;

2018 in Canada, Spain, and the United Kingdom;

and 2019 in China and India.

2018 in the United Kingdom;

2019 in Canada;

2020 in China;

and 2021 in India.

Net tax-related interest expense was $ 16 million, $ 21 million, and $ 79 million for the years ended December 31, 2023, 2024, and 2025, 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.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

At December 31, 2024 and 2025, we recognized a net tax-related interest receivable of $ 37 million and a net tax-related interest payable of $ 49 million, respectively.

CAPITAL STOCK AND EARNINGS/(LOSS) PER SHARE

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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.

Potentially dilutive shares are excluded from the calculation if they have an anti-dilutive effect.

Earnings/(Loss) Per Share Attributable to Ford Motor Company Common and Class B Stock

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Basic shares (average shares outstanding) 3,998 3,978 3,979

Net dilutive options, unvested restricted stock units, unvested restricted stock shares, and convertible debt (a) — 43 43

Net dilutive options, unvested RSUs, unvested RSSs, and convertible debt (a) 43 43 —

Diluted shares 4,041 4,021 3,979

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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):

The fair values of cash, cash equivalents, and marketable securities were as follows (in millions):

December 31, 2024

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Restricted cash $ 120 $ 88 $ 208

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

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

$ 47 $ — $ 47

December 31, 2025

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Gross realized losses 37 28 5

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

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

government $ 619 $ ( 2 ) $ 2,735 $ ( 64 ) $ 3,354 $ ( 66 )

government agencies 283 ( 1 ) 1,068 ( 61 ) 1,351 ( 62 )

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 )

$ 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

government $ 2,500 $ ( 17 ) $ 431 $ ( 10 ) $ 2,931 $ ( 27 )

government agencies 423 ( 1 ) 893 ( 29 ) 1,316 ( 30 )

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.

During the years ended December 31, 2023, 2024, and 2025, we did not recognize any credit losses.

Unrealized losses on securities are due to changes in interest rates and market liquidity.

Cash, Cash Equivalents, and Restricted Cash

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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.

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 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.

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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.

The valuation adjustment, if any, is recorded in Other income/(loss), net to recognize the receivables at the lower of cost or fair value.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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;

• 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.

Receivables over 60 days past due are in intensified collection status.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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):

The credit quality analysis of consumer receivables at December 31, 2024 and gross charge-offs during the year ended December 31, 2024 were as follows (in millions):

Amortized Cost Basis by Origination Year

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31 - 60 days past due $ 43 $ 93 $ 104 $ 187 $ 242 $ 203 $ 872 1.0 %

61 - 120 days past due 9 11 30 37 58 50 195 0.2

Greater than 60 days past due 15 27 35 57 82 59 275 0.4

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Gross charge-offs $ 46 $ 58 $ 71 $ 152 $ 191 $ 50 $ 568

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

The credit quality analysis of consumer receivables at December 31, 2025 and gross charge-offs during the year ended December 31, 2025 were as follows (in millions):

Amortized Cost Basis by Origination Year

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31 - 60 days past due $ 61 $ 65 $ 139 $ 228 $ 275 $ 166 $ 934 1.1 %

61 - 120 days past due 8 20 27 46 70 54 225 0.3

Greater than 60 days past due 21 24 51 75 89 60 320 0.4

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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):

A dealer has the same risk rating for all of its dealer financing regardless of the type of financing.

The credit quality analysis of dealer financing receivables at December 31, 2024 and gross charge-offs during the year ended December 31, 2024 were as follows (in millions):

Amortized Cost Basis by Origination Year Wholesale Loans

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(a) Total past due dealer financing receivables at December 31, 2024 were $ 8 million.

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

The credit quality analysis of dealer financing receivables at December 31, 2025 and gross charge-offs during the year ended December 31, 2025 were as follows (in millions):

Amortized Cost Basis by Origination Year Wholesale Loans

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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.

On an ongoing basis, Ford Credit reviews and periodically updates its models, including macroeconomic factors, the selection of macroeconomic scenarios, and their weighting, to ensure they reflect the risk of the portfolio.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

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):

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(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.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

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.

Cost of our inventories is determined by costing methods that approximate a first-in, first-out basis.

Inventories at December 31 were as follows (in millions):

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$ 14,951 $ 15,285

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

NET INVESTMENT IN OPERATING LEASES

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2023 2024 2025

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

Depreciation and other amortization (a) $ 3,041 $ 3,067 $ 10,254

Tooling amortization (a) 2,340 2,018 3,198

Total $ 5,381 $ 5,085 $ 13,452

Maintenance and rearrangement $ 1,909 $ 1,919 $ 2,137

(a) Includes impairment of held-for-sale long-lived assets.

See Note 21 for additional information.

(a) Included in 2025 is our impairment of long-lived assets, which is reported as part of Cost of sales .

Long-Lived Asset Impairment

The challenges facing the electric vehicle (“EV”) market that have led to lower-than-anticipated adoption rates have, in turn, led us to conclude, in the fourth quarter of 2025, that a path to long-term profitability for our EV business was not possible without taking strategic actions.

Accordingly, in December 2025, we made the decision to rationalize our EV manufacturing capacity and product roadmap by cancelling three previously planned EVs and ending production of the current generation F-150 Lightning EV.

As a result of the challenges facing the EV market and the decisions we made in response to those challenges, in the fourth quarter of 2025, we tested our Model e segment long-lived assets for impairment and recorded a pre-tax charge of $ 8.1 billion in Cost of sales , representing the amount by which the carrying value of these assets exceeded the estimated fair value.

We primarily used the market and cost approaches to estimate fair value for our long-lived assets.

In addition to the charge described above, in the fourth quarter of 2025, as part of Cost of sales, we recognized asset write-downs of $ 1.1 billion for assets related to the EV program cancellations referenced above;

recognized $ 1.2 billion of other charges, primarily related to contractual commitments related to those programs;

and fully impaired Model e segment goodwill of $ 0.2 billion (see Note 2).

FORD MOTOR COMPANY AND SUBSIDIARIES

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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.

We assess an investment for potential impairment when a change in circumstance indicates its carrying value may not be recoverable.

Our carrying value and ownership percentages of our equity method investments at December 31 were as follows (in millions, except percentages):

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2024 2025 2025

BlueOval SK, LLC $ 3,254 $ 4,154 50 %

Ford Otomotiv Sanayi Anonim Sirketi $ 1,028 $ 1,156 41 %

Jiangling Motors Corporation, Limited (a) 495 521 32

Changan Ford Automobile Corporation, Limited (b) 225 356 50

Jiangling Motors Corporation, Limited 521 574 32

AutoAlliance (Thailand) Co., Ltd.

Changan Ford Automobile Corporation, Limited 356 250 50

Ionity Holding GmbH & Co.

KG 114 117 15

FFS Finance South Africa (Pty) Limited 76 66 50

RouteOne, LLC 50 56 30

BlueOval SK, LLC (a) 4,154 — 50

Other 183 153 Various

Total $ 6,821 $ 2,753

(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 .

(a) Our share of BlueOval SK, LLC (“BOSK”) losses for 2025 was $ 1.8 billion, which included our share ($ 1.4 billion) of BOSK’s long-lived asset impairment charges.

After recognizing our share of BOSK’s losses, we fully impaired the remaining balance of our investment in the fourth quarter of 2025.

See Note 23 for more information.

We recorded $ 381 million, $ 418 million, and $ 420 million of dividends from these affiliated companies for the years ended December 31, 2023, 2024, and 2025, respectively.

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Net income/(loss) attributable to noncontrolling interests ( 63 ) ( 37 ) ( 48 )

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

(a) 2025 results reflect BOSK’s losses, which included BOSK’s long-lived asset impairment charges, offset partially by the net income/(loss) of our other equity method investees.

See Note 23 for more information on our investment in BOSK.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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 2023 2024 2025

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Payables 1,758 2,206

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.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

OTHER LIABILITIES AND DEFERRED REVENUE

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Deferred revenue 4,910 5,360

Pension 6,383 4,470

OPEB 4,080 4,031

Pension 4,470 3,701

Operating lease liabilities 1,782 1,835

Employee benefit plans 806 792

Other (a) 2,877 2,948

Other (b) 2,948 3,047

Total non-current other liabilities and deferred revenue $ 28,832 $ 30,902

(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).

(a) Includes current derivative liabilities of $ 1.0 billion and $ 0.5 billion at December 31, 2024 and 2025, respectively (see Note 19).

(b) Includes non-current derivative liabilities of $ 0.9 billion and $ 0.5 billion at December 31, 2024 and 2025, respectively (see Note 19).

FORD MOTOR COMPANY AND SUBSIDIARIES

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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.

We have elected to use the 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.

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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 results from an event that significantly reduces the expected years of future service or eliminates the accrual of defined benefits for the future service 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.

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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.

Our unfunded defined benefit pension plans are treated on a “pay as you go” basis with benefit payments from Company cash.

These unfunded plans primarily include certain plans in Germany and the U.S.

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

Our OPEB plans are unfunded and the benefits are paid from general Company cash.

Our OPEB plans are unfunded and the benefits are paid from 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.

Company contributions to these plans are made from Company cash and are expensed as incurred.

The expense for our worldwide defined contribution and savings plans was $ 546 million, $ 699 million, and $ 761 million for the years ended December 31, 2023, 2024, and 2025, respectively.

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Net periodic benefit cost/(income) $ 966 $ 1,544 $ 542 $ 739 $ ( 738 ) $ 148 $ 380 $ 451 $ 231

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.

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

pension plan and separation and curtailment expenses of $ 268 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.

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pension plans related to ongoing restructuring programs.

In 2025, we recognized an expense of $ 156 million related to separation programs, settlements, and curtailments, which included separation and curtailment expenses of $ 126 million for non-U.S.

pension plans related to ongoing restructuring programs.

FORD MOTOR COMPANY AND SUBSIDIARIES

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Interest cost 1,581 938 226 1,571 949 220

Amendments (a) 581 46 32 — — —

Amendments — — — — — —

Separation costs/other ( 19 ) 103 — 30 94 —

Curtailments 87 ( 22 ) — — 1 —

Settlements (b) ( 1,479 ) ( 21 ) — ( 8 ) ( 6 ) —

Settlements ( 8 ) ( 6 ) — — — —

Plan participant contributions 15 9 — 16 8 —

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Benefits paid ( 2,706 ) ( 1,416 ) — ( 2,851 ) ( 1,362 ) —

Settlements (b) ( 1,479 ) ( 21 ) — ( 8 ) ( 6 ) —

Settlements ( 8 ) ( 6 ) — — — —

Foreign exchange translation — ( 880 ) — — 1,875 —

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Projected Benefit Obligation at December 31 $ 30,555 $ 21,245 $ 30,647 $ 22,325

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

plans, 2023 primarily reflects salaried lump sum retirement payments.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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).

For non-U.S plans, $ 9.0 billion of insurance contracts, primarily in the U.K.

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

FORD MOTOR COMPANY AND SUBSIDIARIES

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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):

The following table summarizes the changes in Level 3 defined benefit pension plan assets for the years ended December 31 (in millions):

Return on plan assets

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Plans (a) 3,565 6,278 8 ( 33 ) 37 9,855

(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.

(a) Includes insurance contracts, primarily in the U.K.

and Germany, valued at $ 2.7 billion and $ 9.0 billion at year-end 2024 and 2025, respectively.

LEASE COMMITMENTS

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Finance lease expense

Amortization of right-of-use assets 60 64 80

Amortization of right-of-use assets (a) 64 80 166

Interest on lease liabilities 32 39 46

Total lease expense $ 767 $ 918 $ 1,099

(a) Included in 2025 is our impairment of finance lease assets.

See Note 13 for additional information.

The weighted average remaining lease term and weighted average discount rate at December 31 were as follows:

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The carrying value of Company debt excluding Ford Credit and Ford Credit debt at December 31 was as follows (in millions):

Average Contractual

Interest Rates

Average Contractual Average Effective (a)

Company excluding Ford Credit 2024 2025 2024 2025

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Public unsecured debt securities 176 1,672

Other debt (including finance leases) 117 176

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

Unamortized issuance costs — ( 1 )

Convertible notes — 2,300

Other debt (including finance leases) (a) 176 226

Unamortized (discount)/premium and issuance costs ( 12 ) ( 3 )

Total debt payable within one year 1,756 5,550

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Export Finance Program 940 2,355

Other debt (including finance leases) 811 1,160

Unamortized (discount)/premium ( 155 ) ( 109 )

Unamortized issuance costs

( 173 ) ( 152 )

Other debt (including finance leases) (a) 1,160 1,210

Unamortized (discount)/premium and issuance costs ( 261 ) ( 283 )

Total long-term debt payable after one year

19,467 18,898 5.1 % (b) 5.1 % (b) 5.3 % (b) 5.3 % (b)

18,898 16,369 5.1 % (b) 5.0 % (b)

Total Company excluding Ford Credit $ 20,654 $ 21,919

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Asset-backed debt 23,050 19,831

Unamortized (discount)/premium ( 1 ) 2

Unamortized issuance costs

( 13 ) ( 18 )

Unamortized (discount)/premium and issuance costs ( 16 ) ( 18 )

Fair value adjustments (d) ( 125 ) ( 36 )

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Asset-backed debt 36,224 37,741

Unamortized (discount)/premium 10 ( 20 )

Unamortized issuance costs

( 224 ) ( 217 )

Unamortized (discount)/premium and issuance costs ( 237 ) ( 229 )

Fair value adjustments (d) ( 919 ) ( 204 )

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 long-term debt payable after one year 84,675 89,665 4.8 % (b) 4.7 % (b)

Total Ford Credit $ 137,868 $ 141,417

Fair value of Ford Credit debt (c) $ 140,046 $ 144,213

(a) Average effective rates reflect the average contractual interest rate plus amortization of discounts, premiums, and issuance costs.

(a) At December 31, 2024 and 2025, long-term finance leases payable within one year were $ 94 million and $ 136 million, respectively, and long-term finance leases payable after one year were $ 711 million and $ 754 million, respectively.

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

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The carrying value of hedged debt was $ 41.1 billion and $ 41.7 billion at December 31, 2024 and 2025, respectively.

Cash paid for interest was $ 1.3 billion, $ 1.1 billion, and $ 1.3 billion in 2023, 2024, and 2025, respectively, on Company excluding Ford Credit debt.

Cash paid for interest was $ 5.8 billion, $ 7.0 billion, and $ 6.7 billion in 2023, 2024, and 2025, respectively, on Ford Credit debt.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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.

Debt maturities at December 31, 2024 were as follows (in millions):

Debt Obligations

The amounts contractually due for our debt maturities and interest payments on long-term debt at December 31, 2025 were as follows (in millions):

2026 2027 2028 2029 2030 Thereafter Adjustments Total Debt Maturities

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Total $ 5,553 $ 1,184 $ 823 $ 460 $ 685 $ 13,500 $ ( 286 ) $ 21,919

Interest payments relating to long-term debt (a) $ 1,026 $ 904 $ 869 $ 817 $ 763 $ 8,370 $ — $ 12,749

Unsecured debt $ 30,053 $ 12,941 $ 11,657 $ 8,613 $ 7,836 $ 11,310 $ ( 423 ) $ 81,987

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Total $ 51,806 $ 30,760 $ 23,761 $ 13,194 $ 11,073 $ 11,310 $ ( 487 ) $ 141,417

Interest payments relating to long-term debt (a) $ 5,309 $ 3,858 $ 2,583 $ 1,633 $ 1,057 $ 1,666 $ — $ 16,106

(a) Long-term debt may have fixed or variable interest rates.

For long-term debt with variable-rate interest, we estimate the future interest payments based on projected market interest rates for various floating-rate benchmarks received from third parties.

Company excluding Ford Credit Segment

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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 do not bear regular interest and the principal amount of the notes does not accrete.

The total net proceeds from the offering, after deducting debt issuance costs, were approximately $ 2,267 million.

Each $1,000 principal amount of the notes is convertible into 75.3720 shares of our Common Stock, which is equivalent to a conversion price of approximately $ 13.27 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;

• 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.

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

Any conversions on or after December 15, 2025 will be paid at maturity.

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.

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The notes did not have an impact on our full year 2024 or 2025 diluted EPS.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

DEBT AND COMMITMENTS (Continued)

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.

In 2022 and 2025, Ford Motor Company Limited (“Ford of Britain”), our operating subsidiary in the United Kingdom, entered into, and drew in full, £ 750 million and £ 1 billion term loan credit facilities, respectively, with a syndicate of banks to support Ford of Britain’s general export activities.

Accordingly, U.K.

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As of December 31, 2025, the full £ 1,750 million under the two credit facilities remained outstanding.

These five-year , non-amortizing loans mature on June 30, 2025 and June 30, 2027.

The 2022 loan is a five-year , non-amortizing loan that matures on June 30, 2027, and the 2025 loan is a seven-year , partially amortizing loan that matures on July 23, 2032.

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.

Total Company committed credit lines, excluding Ford Credit, at December 31, 2025 were $ 23.7 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, $ 3.0 billion of our delayed draw term loan facility, and $ 2.7 billion of local credit facilities.

At December 31, 2025, $ 2.4 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, 364 -day, and delayed draw term loan credit facilities was available.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

DEBT AND COMMITMENTS (Continued)

Lenders under our corporate credit facility have $ 3.4 billion of commitments maturing on April 17, 2028, and $ 10.1 billion of commitments maturing on April 17, 2030.

Lenders under our supplemental revolving credit facility have $ 2.0 billion of commitments maturing on April 17, 2028.

Lenders under our 364 -day revolving credit facility have $ 2.5 billion of commitments maturing on April 16, 2026.

Lenders under our delayed draw term loan facility have $ 3.0 billion of commitments available through July 28, 2026.

Any unused commitments shall automatically terminate after July 28, 2026, and any loans drawn under the facility will mature on December 31, 2028.

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.

For the most recent performance period, Ford outperformed the global manufacturing facility greenhouse gas emissions and carbon-free electricity consumption metrics, and it was on target for the Ford Europe CO 2 tailpipe emissions metric.

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.

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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.

The terms and conditions of the supplemental and 364 -day revolving credit facilities and the delayed draw term loan facility 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.

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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”).

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 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;

1 unchanged sentence

See Note 23 for additional information.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

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.

The balance of cash related to these contributions was $ 0 at both December 31, 2024 and 2025 and was $ 0 for all of 2024 and 2025.

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

3 unchanged sentences

Interest expense on securitization debt was $ 2.5 billion, $ 2.8 billion, and $ 2.5 billion in 2023, 2024, and 2025, respectively.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

DEBT AND COMMITMENTS (Continued)

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):

6 unchanged sentences

At December 31, 2025, Ford Credit’s committed capacity totaled $ 45.1 billion, compared with $ 44.6 billion at December 31, 2024.

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.

Ford Credit’s committed capacity is primarily comprised of commitments from banks and bank-sponsored asset-backed commercial paper conduits and committed unsecured credit facilities with financial institutions.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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:

To manage these risks, we enter into derivative contracts:

• Foreign currency exchange contracts, including forwards, that are used to manage foreign exchange exposure

62 unchanged sentences

Total $ ( 490 ) $ ( 571 ) $ 129

(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.

(a) For 2023, 2024, and 2025, a $ 482 million loss, an $ 808 million gain, and a $ 438 million loss, respectively, were reported in Other comprehensive income/(loss), net of tax .

(b) For 2023, 2024, and 2025, a $ 37 million loss, a $ 5 million loss, and a $ 139 million gain, respectively, were reported in Other comprehensive income/(loss), net of tax .

(c) For 2023, 2024, and 2025, a $ 3 million loss, a $ 116 million gain, and a $ 71 million gain, respectively, were reported in Cost of sales and a $ 35 million loss, a $ 268 million gain, and a $ 135 million loss were reported in Other income/(loss), net, respectively.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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.

We generally 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.

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Below are actions we have initiated:

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

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

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

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

Ceased development of certain product programs in 2023

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

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

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.

In 2021, we ceased vehicle manufacturing in Sanand, India and exited manufacturing operations in Brazil.

In 2022, we ceased manufacturing in Chennai, India and ceased production of the Mondeo in Valencia, Spain.

We do not expect significant additional costs for these actions;

however, the remaining cash outflows are expected to be finalized over several years.

In 2023, we announced our plan to phase-out production of the Focus at our Saarlouis Body and Assembly plant in Germany.

We ceased production in the fourth quarter of 2025, and we plan to repurpose the facility into a technical center.

In 2023, 2024, and 2025, we also had separation programs for hourly and salaried workers, primarily in Europe, and expect these programs to be substantially complete by the end of 2027.

In addition, in 2024, we offered voluntary separation packages to certain members of our hourly workforce in North America, and these programs are substantially complete.

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

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(a) Excludes pension costs of $ 218 million and $ 126 million in 2024 and 2025, 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;

We recorded costs of $ 1.2 billion and $ 845 million in 2024 and 2025, respectively, related to the initiated actions above.

We estimate that we will incur total charges in 2026 that range between $ 500 million and $ 1 billion 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.

In addition, we continue to review our global businesses and may take additional restructuring actions where a path to sustained profitability is not feasible.

FORD MOTOR COMPANY AND SUBSIDIARIES

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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.

In the second quarter of 2025, we entered into an agreement to sell 100 % of our equity interest in FSSK.

The entity was classified as held for sale in the fourth quarter of 2025 once all criteria were met.

Accordingly, as of December 31, 2025, we reported $ 49 million of held-for-sale assets, including $ 36 million of cash, and $ 18 million of held-for-sale liabilities in Other assets and Other liabilities , respectively.

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.

On January 2, 2026, we completed the sale of FSSK.

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

Ford Motor Company A/S (“Ford Denmark”) .

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

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

1 unchanged sentence

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.

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

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

FORD MOTOR COMPANY AND SUBSIDIARIES

8 unchanged sentences

Net gains/(losses) on foreign currency translation 977 ( 1,413 ) 2,026

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

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

(Gains)/Losses reclassified from AOCI to net income (b) ( 4 ) ( 43 ) ( 5 )

Other comprehensive income/(loss), net of tax (c) 973 ( 1,456 ) 2,021

Ending balance $ ( 5,443 ) $ ( 6,899 ) $ ( 4,878 )

6 unchanged sentences

Tax/(Tax benefit) 9 3 ( 5 )

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

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

Other comprehensive income/(loss), net of tax 272 120 131

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Translation impact on non-U.S.

( 5 ) 4 ( 6 )

Other comprehensive income/(loss), net of tax ( 488 ) 131 92

3 unchanged sentences

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.

operations simultaneously in our U.S.

tax returns, and have recorded deferred taxes for temporary differences that will reverse, independent of repatriation plans, in our U.S.

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.

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

(c) Excludes a gain of $ 1 million, a loss of $ 1 million, and a loss of $ 1 million related to noncontrolling interests in 2023, 2024, and 2025, respectively.

(d) Reclassified to Cost of sales .

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Our maximum exposure to any potential losses associated with these unconsolidated affiliates is limited to our equity investments, accounts receivable, loans, and guarantees and was $ 9.3 billion and $ 5.2 billion at December 31, 2024 and 2025, 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.

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 $ 4.9 billion at both December 31, 2024 and 2025, related to certain obligations of our VIEs (see Note 24).

The decrease in maximum exposure from December 31, 2024 is primarily related to BOSK as discussed below.

In July 2022, Ford, SK On Co., Ltd.

(“SK On”), and SK Battery America, Inc.

(“SKBA,” a wholly owned subsidiary of SK On) completed the creation of BlueOval SK, LLC, a 50 /50 joint venture formed to build and operate an EV battery plant in Tennessee and two EV battery plants in 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.

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

After its draws on the BOSK DOE Loan, BOSK distributed $ 3.1 billion (including $ 1.7 billion in the first quarter of 2025) to Ford as returns of capital.

As of December 31, 2025, Ford recognized contributions (net of returns of capital) to BOSK of $ 3.5 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.

Since the formation of BOSK, our and the automotive industry’s expectations for EV adoption rates have shifted significantly and led to a decline in our expected volume requirements for batteries.

Accordingly, in December 2025, Ford, SK On, SKBA, and BOSK entered into a Joint Venture Disposition Agreement (“JVDA”), which is expected to close in the first half of 2026.

Pursuant to the JVDA, our membership interest in BOSK will be redeemed, and a Ford subsidiary will receive the two Kentucky plants and related assets, and will assume the related liabilities, including the portion of the BOSK DOE Loan related to the Kentucky plants, which Ford guaranteed as noted above.

We used the market and cost approaches to estimate the fair value of BOSK’s long-lived assets and determined the value of the liabilities to be assumed is expected to exceed the value of the assets received.

Accordingly, we do not expect to recover the carrying amount of our investment in BOSK.

Therefore, in the fourth quarter of 2025, we recorded a $ 3.2 billion pre-tax impairment charge, which includes our share of BOSK’s long-lived asset impairment (see Note 14).

The non-cash charge is reported in Equity in net income/(loss) of affiliated companies .

The carrying value of our investment in BOSK is $ 0 as of December 31, 2025.

Upon closing of the transactions contemplated by the JVDA, we expect to recognize additional charges primarily because the value of the liabilities to be assumed is expected to exceed the value of the assets received.

Moreover, upon closing, Ford will no longer have an obligation to make capital contributions to BOSK and will be released from the BOSK DOE Loan guarantee related to the Tennessee plant.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

VARIABLE INTEREST ENTITIES (Continued)

VIEs of Which We Are the Primary Beneficiary

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See Note 18 for additional information on the accounting for asset-backed debt and the assets securing this debt.

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

COMMITMENTS AND CONTINGENCIES

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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.

The maximum potential payments for financial guarantees were $ 5.3 billion and $ 5.4 billion at December 31, 2024 and 2025, respectively.

See Note 23 for additional information.

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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.

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 probable amount of 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, 2024 and 2025.

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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.

Some of the matters involve or may involve claims for compensatory, punitive, or antitrust or other treble damages that are significant, or demands for field service actions, environmental remediation programs, sanctions, loss of government incentives, assessments, or other relief, which, if granted, would require significant expenditures.

The extent of our financial exposure to these matters is difficult to estimate.

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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.

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

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

Beginning January 1, 2025, the expenses and investments for emerging business initiatives in vehicle-adjacent market segments (previously the Ford Next segment) are reflected in the reportable segments that benefit from those expenses and investments or Corporate Other.

Prior period amounts were adjusted retrospectively to reflect the change.

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.

Ford Blue primarily includes the sale of Ford and Lincoln internal combustion engine (“ICE”) and hybrid (excluding extended range electric vehicles (“EREVs”)) 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.

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• 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

• Sales of EVs, including EREVs, 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.

Ford Model e primarily includes the sale of our EVs (including EREVs), 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.

Additionally, this segment 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.

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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.

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 are reflected in this segment.

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

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Corporate Other

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 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, and foreign exchange derivatives gains and losses associated with intercompany lending.

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

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Corporate Other assets include:

cash, cash equivalents and marketable securities, tax related assets, defined benefit pension plan net assets, and other assets managed centrally.

cash, cash equivalents, and marketable securities;

tax related assets;

defined benefit pension plan net assets;

and other assets managed centrally.

Interest on Debt

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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.

They consist of (i) pension and OPEB remeasurement gains and losses, (ii) 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 (iii) other items that we do not generally consider to be indicative of earnings from ongoing operating activities.

Our management excludes these items from its review of the results of the operating segments for purposes of measuring segment profitability and allocating resources.

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.

When we report segment earnings before interest and taxes (“Segment EBIT”) for each of the Ford Blue, Ford Model e, and Ford Pro 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”).

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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.

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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.

Manufacturing assets that support the production of ICE and hybrid vehicles, including those producing ICE and electric vehicles in the same facility, are included in Ford Blue.

Company-owned 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.

There are no Ford manufacturing, Company-owned 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.

Regulatory compliance credit expense is allocated by vehicle line between the 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.

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∘ Changan Ford Automobile Corporation, Ltd.

∘ BlueOval SK, LLC

∘ Ford Otomotiv Sanayi Anonim Sirketi (“Ford Otosan”)

∘ BlueOval SK, LLC (“BOSK”) ∘ Ford Otomotiv Sanayi Anonim Sirketi (“Ford Otosan”)

∘ Jiangling Motors Corporation, Ltd.

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Ford Blue Ford

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

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

External revenues $ 101,934 $ 5,899 $ 58,058 $ 10,290 $ 10 $ 176,191

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Equity in net income/(loss) of affiliated companies 334 ( 55 ) 589 32 ( 486 ) 414

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

Cash outflow for capital spending 4,963 2,867 7 80 319 8,236

Total assets 59,036 13,692 2,942 148,521 49,119 273,310

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

Special items (f) ( 5,147 )

Special items (e) ( 1,860 )

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

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Equity in net income/(loss) of affiliated companies 237 ( 66 ) 482 42 ( 17 ) 678

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

Cash outflow for capital spending 4,490 3,846 37 94 217 8,684

Total assets 58,834 17,111 3,469 157,534 48,248 285,196

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Ford Blue Ford

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

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

External Revenues $ 101,019 $ 6,670 $ 66,286 $ 13,271 $ 21 $ 187,267

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Interest on debt (excludes $ 7,133 of Ford Credit interest on debt)

Special items (g) ( 1,860 )

Special items (f) ( 17,356 )

Income/(Loss) before income taxes $ ( 11,830 )

Other Segment Disclosures

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

Depreciation and tooling amortization $ 3,188 $ 565 $ 1,397 $ 2,589 $ 8,235 (g) $ 15,974

Investment-related interest income 195 3 63 357 872 1,490

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

Equity in net income/(loss) of affiliated companies 206 ( 122 ) 381 50 ( 3,668 ) (h) ( 3,153 )

Cash outflow for capital spending 4,976 3,543 49 121 126 8,815

Total assets 63,257 6,482 4,189 161,863 53,369 289,160

(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.

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

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

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

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

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

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

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

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

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

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

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

FORD MOTOR COMPANY AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS

SEGMENT INFORMATION (Continued)

(c) Other segment items for the Ford Blue, Ford Model e, and Ford Pro segments primarily includes material costs, manufacturing costs, warranty coverages and field service action costs, freight and distribution costs, vehicle and software engineering costs, spending-related costs, advertising and sales promotions costs, and administrative, information technology, and selling costs.

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

(d) Primarily reflects pension and OPEB remeasurement, restructuring actions in Europe and China, and the Transit Connect customs matter accrual.

(e) Includes a write-down of certain product-specific assets of $ 0.4 billion and other expenses of $ 0.8 billion 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, offset partially by pension and OPEB remeasurement.

(f) Primarily reflects a Model e asset impairment of $ 8.1 billion, asset write-downs of $ 1.3 billion (including $ 0.2 billion of goodwill), other charges due to EV program cancellations of $ 1.2 billion (see Note 13), and a $ 3.2 billion impairment of our investment in BOSK related to the expected BOSK JV disposition (see Note 23).

The amount also reflects charges related to the all-electric three-row SUV program cancellation and resulting actions, ongoing restructuring actions in Europe, a field service action for fuel injectors, and pension and OPEB remeasurement.

(g) Includes $ 8.1 billion of depreciation related to the Model e asset impairment (see Note 13).

(h) Includes a $ 3.2 billion impairment of our investment in BOSK related to the expected BOSK JV disposition (see Note 23).

Geographic Information

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Deferred tax assets for U.S.

branch operations (e) 3,268 ( 38 ) — 3,230

flow-through operations (e) 3,230 111 — 3,341

Total allowances deducted from assets $ 5,720 $ 531 $ 409 $ 5,842

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Deferred tax assets for U.S.

branch operations (e) 3,230 111 — 3,341

flow-through operations (e) 3,341 108 — 3,449

Total allowances deducted from assets $ 5,842 $ 201 $ 455 $ 5,588

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Deferred tax assets for U.S.

branch operations (e) 3,341 108 — 3,449

flow-through operations (e) 3,449 ( 3,250 ) — 199

Total allowances deducted from assets $ 5,588 $ ( 2,530 ) $ 491 $ 2,567

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(e) Deferred tax assets of U.S.

branch operations no longer requiring a valuation allowance would result in an increase in deferred tax liabilities.

flow-through operations no longer requiring a valuation allowance would result in an increase in deferred tax liabilities.

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

What changed 10-K

Item 9A. Controls and Procedures