What changed in this filing

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Item 1. Business

2026-01-27 compared with 2025-01-28 · 165 added, 162 removed, 215 unchanged (60% of the section changed)

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We design, build, and sell trucks, crossovers, cars, and automobile parts and provide software-enabled services and subscriptions worldwide.

Our automotive operations meet the demands of our customers through our automotive segments:

Our automotive operations meet the demands of our customers through our segments:

GM North America (GMNA) and GM International (GMI) with vehicles developed, manufactured, and/or marketed under the Buick, Cadillac, Chevrolet, and GMC brands.

We also have equity ownership stakes in entities that meet the demands of customers in other countries, primarily in China, with vehicles developed, manufactured, and/or marketed under the Baojun, Buick, Cadillac, Chevrolet, and Wuling brands.

Cruise is our global segment responsible for the development of autonomous vehicle (AV) technology.

In December 2024, we announced that we would no longer fund Cruise's robotaxi development work and will refocus our autonomous driving strategy on personal vehicles and, in February 2025, we completed the acquisition of the noncontrolling interests in Cruise, began to wind down the Cruise robotaxi operations, and combined the GM and Cruise autonomous technical efforts in our GMNA segment.

We provide automotive financing services through our General Motors Financial Company, Inc.

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Except for per share amounts or as otherwise specified, amounts presented within tables are stated in millions.

Certain columns and rows may not add due to rounding.

Certain columns and rows may not sum due to rounding.

Forward-looking statements in this Business section are not guarantees of future performance and may involve risks and uncertainties that could cause actual results to differ materially from those projected.

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MD&A for a discussion of these risks and uncertainties.

Our vision for the future is a world with zero crashes, zero emissions and zero congestion, which guides our growth-focused strategy to invest in electric vehicles (EVs) and AVs, software-enabled services and subscriptions and new business opportunities, while strengthening our market position in profitable internal combustion engine (ICE) vehicles, such as trucks and sport utility vehicles (SUVs).

Electric Vehicles We are offering customers choice with our diverse EV lineup.

A key element in our EV strategy is our dedicated EV propulsion architecture.

Our current-generation, flexible EV platform is being deployed across multiple brands and vehicle sizes, styles and drive configurations, leveraging our technology to expand our EV portfolio over a wide and growing variety of segments and price points.

With our next-generation battery technology, we intend to expand to multiple chemistries, multiple form factors and multiple cell suppliers as we continue to deliver even more EV choices for our customers.

To support our expanding portfolio of EVs, we have made significant investments in our plants across North America.

GM’s Factory ZERO Detroit-Hamtramck Assembly Center is a fully dedicated EV facility which produces a variety of vehicles, including the GMC HUMMER EV Pickup and SUV, the Chevrolet Silverado EV and the recently launched Cadillac ESCALADE IQ, with globally sourced parts.

GM's CAMI Assembly is Canada's first full-scale EV manufacturing facility.

We plan to convert Orion Assembly in Orion Township, Michigan to build electric pickups, with the plant slated to begin production in 2026.

GM is also investing in our propulsion, stamping and components plants to support EV production.

We are mass-producing battery cells for these and other future EVs through Ultium Cells Holdings LLC (an equally owned joint venture with LG Energy Solution) in plants in Warren, Ohio and Spring Hill, Tennessee, with plans to expand our battery cell manufacturing footprint, including in Indiana through a joint venture with Samsung SDI.

GM's all-electric future is guided by customer choice and focused on delivering a world-class portfolio of EVs and an ecosystem to support them, while maintaining a compelling lineup of gas-powered vehicles.

GM EV drivers have access to more than 231,000 chargers across North America.

This includes access to more than 20,000 Tesla Superchargers with the use of a GM-approved North American Charging Standard adapter.

In 2024, GM also announced that it will enhance its collaboration with EVgo to build 2,850 DC fast charging stalls, including 400 fast chargers at flagship destinations in major metropolitan areas across the U.S.

GM is also a founding member of IONNA, a joint venture with seven other automakers aiming to create a high-powered charging network with a targeted installation of at least 30,000 chargers in urban and highway locations throughout North America.

The joint venture broke ground on its first charging station in October 2024.

Software-Enabled Services and Subscriptions Our vehicles are equipped with a suite of software-enabled services, including OnStar services, Super Cruise and others.

With nearly three decades of experience, OnStar is a global leader in enabling automotive services.

OnStar is currently available in 20 markets globally and growing.

As GM introduces more software-defined vehicles, OnStar is playing a key role as an enabler of active safety, infotainment, connectivity and driver assistance features.

OnStar provides one ecosystem for retail and fleet customers to use, engage and shop through a broader set of service offerings available at and after vehicle purchase.

Our end-to-end software platform provides customers with

Our strong product portfolio exemplifies our deep design and engineering expertise, iconic brands, award winning vehicles, and clear outlook for the future, leading the U.S.

auto industry in sales.

We continue to push the industry forward, with a vision to create the right vehicle for every driver and a world with zero crashes, zero emissions, and zero congestion.

Building on a century of innovation, we are leveraging software, hardware, artificial intelligence (AI), and sensors to produce safer, smarter, and more fuel efficient vehicles.

We are developing advanced driver assistance and autonomous vehicle (AV) technology to help eliminate human driving error, save lives, and improve mobility for everyone.

Vehicle Portfolio Our internal combustion engine (ICE) portfolio is a key driver of financial and market performance and customer loyalty led by our full-size trucks and sport utility vehicles (SUVs).

We maintain a strong presence in both the mainstream and luxury categories of the auto industry.

We serve the mainstream market with Chevrolet and GMC trucks, SUVs, and crossover utility vehicles, which are driving volume growth in premium-priced market segments.

Our Cadillac brand, which continues to grow, services the global luxury segment, while also maintaining strong market presence in North America.

GM has made significant investments to build a broad portfolio of electric vehicles (EVs) including establishing manufacturing and supply chain capacity for EVs, batteries, and components, in North America.

Our EV portfolio has achieved significant market growth with strong positioning in the U.S.

Our New Energy Vehicles (NEVs) in China have contributed to the turnaround in sales and business performance in China.

EVs like the Chevrolet Equinox EV, Cadillac LYRIQ, Cadillac ESCALADE IQ, and the GMC Sierra EV have brought new customers to our brands and helped increase our EV market share.

Despite our recent EV sales growth, U.S.

regulatory and economic policy changes have impacted our expectations regarding the pace of EV growth and consumer demand.

We have taken actions to strategically realign our EV capacity and manufacturing footprint with the slowing in customer demand for EVs.

Due to our broad and diversified portfolio of both ICE and electric vehicles, we believe we are well positioned to respond to changes in demand given our strong market position with ICE vehicles in the U.S.

and the success of our Chevrolet, Cadillac, and GMC EVs with customers.

We are prioritizing an overall portfolio that successfully meets customer demand.

We continue to invest in ICE vehicles alongside our EVs and plan to introduce new battery chemistries and form factors that will deliver the EV range and performance our customers desire, with even lower pack costs and improved profitability.

Our EV portfolio takes advantage of integrated supply chain development, including battery cell production from Ultium Cells Holdings LLC (a joint venture with LG Energy Solution) in plants in Warren, Ohio and Spring Hill, Tennessee.

We continue to build our vehicle portfolio on a foundation of extensive manufacturing capability.

We have a network of 50 U.S.

manufacturing plants and parts facilities in 19 states, which includes 11 vehicle assembly plants.

In 2025, we announced

GENERAL MOTORS COMPANY AND SUBSIDIARIES

software-defined features, apps and services over-the-air and will empower customers to update their ownership experiences with desirable features, software services, vehicle performance and Super Cruise.

Super Cruise enables drivers of properly equipped vehicles to travel hands-free on more than 530,000 miles of compatible roads, and soon to be approximately 750,000 miles, in the U.S.

Additional software-enabled features are expected to be available in the near future including security features, climate and comfort options, personal themes and EV ownership experience elements.

Many of GM's latest electric and internal combustion vehicles are employing this software platform as it rolls out across most products in the coming years.

Cruise GM Cruise Holdings LLC (Cruise Holdings), our majority-owned subsidiary, has been pursuing the development and commercialization of AV technology for deployment in a robotaxi application.

In December 2024, we announced plans to refocus our autonomous driving strategy on personal vehicles and that we would no longer fund Cruise's robotaxi development work.

We are pursuing the acquisition of the noncontrolling interests in Cruise, and as of December 31, 2024, we owned approximately 97% of Cruise.

Following the acquisition of the noncontrolling interests and subject to approval of the Cruise Board of Directors, we expect to work with the Cruise leadership team to restructure Cruise's operations and combine the GM and Cruise technical efforts to build on the success of Super Cruise and prioritize the development of advanced driver-assistance systems (ADAS) on a path to fully autonomous personal vehicles.

our plan to spend approximately $4.0 billion in capital investments to onshore production at plants in Tennessee, Kansas, and Michigan over the next two years and nearly $1.0 billion to build a new generation of advanced, fuel-efficient V8 engines in New York.

These investments in U.S.

assembly and propulsion plants will enable us to strengthen domestic manufacturing and ensure flexibility for both ICE and electric vehicles.

As government policies have evolved, we have acted with urgency and discipline to maintain strong positioning within the industry.

In 2025, the U.S.

and other governments implemented new import tariffs impacting GM and our suppliers, including tariffs on vehicles and parts imported into the U.S.

The tariff environment is highly dynamic and the specific tariffs applicable to goods imported by GM and its suppliers into the U.S., including under the U.S.-Mexico-Canada Agreement, and other countries are likely to evolve further.

We will continue to adapt as appropriate.

Software-Enabled Technology Services Our vehicles are equipped with a suite of software-enabled services, aimed at improving the customer experience and creating vehicles that improve and evolve over time, including OnStar services and Super Cruise.

With nearly three decades of experience, OnStar is a global leader in enabling connected vehicle services.

OnStar is available in more than 20 markets globally.

As GM introduces more software-defined vehicles, OnStar will play a key role as an enabler of safety, infotainment, connectivity, and driver assistance features.

OnStar provides one ecosystem for retail and fleet customers to use, engage, and shop through a broader set of service offerings available at and after vehicle purchase.

Our end-to-end software platform provides customers with software-defined features, apps, and services over-the-air and empowers customers to update their ownership experiences with desirable features, software services, vehicle performance, and Super Cruise, our hands-free driver assistance technology.

With an attentive driver and under proper conditions, Super Cruise enables drivers of equipped vehicles to travel hands-free on more than 600,000 miles of compatible roads in the U.S.

Many of GM's latest ICE vehicles and EVs are employing this software platform as it rolls out across most products in the coming years.

Cruise GM Cruise Holdings LLC (Cruise Holdings), our wholly-owned subsidiary, has refocused from robotaxi development to developing our automated driving systems for personal vehicles.

We worked with the Cruise leadership team to restructure Cruise's operations and have combined the GM and Cruise technical efforts to build on the success of Super Cruise and prioritize the development of advanced driver-assistance systems (ADAS) on a path to fully autonomous personal vehicles.

Refer to Item 1A.

Risk Factors for a further discussion of the risks associated with our AV strategy.

Over the last year, we have engaged and actively cooperated with certain federal and state agencies who opened investigations or made inquiries to us and Cruise in connection with an accident involving a Cruise robotaxi in October 2023.

We and Cruise have resolved the investigations and inquiries by the National Highway Traffic Safety Administration (NHTSA), the U.S.

Department of Justice and the California Public Utilities Commission (CPUC).

Specifically, in July 2024, Cruise entered into a settlement agreement with the CPUC that imposed a $112,500 fine on Cruise and various reporting obligations.

In September 2024, Cruise and NHTSA executed a Consent Order, which imposed a $1.5 million fine on Cruise and requires enhanced reporting and engagement with NHTSA for two years (with an optional third year at NHTSA's discretion).

In November 2024, Cruise entered into a Deferred Prosecution Agreement (DPA) with the U.S.

Attorney's Office for the Northern District of California relating to the October 2023 accident.

Under the terms of the DPA, Cruise admitted to one count of submitting a false report to a federal agency and paid a $500,000 monetary penalty.

The government will not pursue an indictment or prosecution so long as Cruise complies with the terms of the DPA over the next three years by undertaking certain remedial measures, maintaining a safety compliance program and submitting reports to the government no less than annually.

GM is neither a party nor a signatory to these agreements.

Competitive Position and Vehicle Sales The principal factors that determine consumer vehicle preferences in the markets in which we operate include overall vehicle design, price, quality, available options, safety, reliability, fuel economy or range, and functionality.

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In the year ended December 31, 2025, 27.5% of our wholesale vehicle sales volume was generated outside the U.S.

The following table summarizes wholesale vehicle sales by automotive segment (vehicles in thousands):

The following table summarizes wholesale vehicle sales by our Automotive operations (vehicles in thousands):

Years Ended December 31,

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(2) fleet sales (i.e., sales to large and small businesses, governments, and daily rental car companies);

and (3) sales of courtesy transportation vehicles (i.e., vehicles previously used by dealers that were sold to the end consumer).

Total vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on our percentage ownership interest in the joint venture.

Certain joint venture agreements in China allow for the contractual right to report vehicle sales of non-GM trademarked vehicles by those joint ventures, which are included in the total vehicle sales we report for China.

While total vehicle sales data does not correlate directly to the revenue we recognize during a particular period, we believe it is indicative

and (3) certain vehicles used by dealers in their business, including but not limited to courtesy transportation vehicles previously used by dealers that were sold to the end consumer.

Total vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on our percentage ownership interest in the joint venture, including vehicle sales of non-GM trademarked vehicles, which are included in the total vehicle sales we report for China.

While total vehicle sales data does not correlate directly to the revenue we recognize during a particular period, we believe it is indicative of the underlying demand for our vehicles.

Total vehicle sales data represents management's good faith estimate based on sales reported by our dealers,

GENERAL MOTORS COMPANY AND SUBSIDIARIES

of the underlying demand for our vehicles.

Total vehicle sales data represents management's good faith estimate based on sales reported by our dealers, distributors and joint ventures;

distributors, and joint ventures;

commercially available data sources, such as registration and insurance data;

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Total Europe 16,925 2 — % 16,765 2 — % 16,526 2 — %

Total Worldwide(b)(c) 89,383 6,001 6.7 % 86,958 6,189 7.1 % 78,958 5,941 7.5 %

Total Worldwide(b) 90,730 6,184 6.8 % 89,289 6,003 6.7 % 87,020 6,189 7.1 %

United States

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SGMW 1,368 1,315 1,229

Total China 26,567 1,839 6.9 % 24,967 2,099 8.4 % 23,489 2,303 9.8 %

Total 26,412 1,880 7.1 % 26,408 1,839 7.0 % 24,967 2,099 8.4 %

(a) Includes sales by the Automotive China Joint Ventures (Automotive China JVs):

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(SGMS) and SAIC GM Wuling Automobile Co., Ltd.

(b) Cuba, Iran, North Korea, Sudan and Syria are subject to broad economic sanctions .

(b) Cuba, Iran, North Korea, and Sudan have been subject to broad economic sanctions .

Accordingly, these countries are excluded from industry sales data and corresponding calculation of market share.

(c) As of March 2022, GM is no longer importing vehicles or parts to Russia, Belarus and other sanctioned provinces in Ukraine.

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The level of incentives is dependent upon the level of competition in the markets in which we operate and the level of demand for our products.

Cyclical and Seasonal Nature of Business The market for vehicles is cyclical and depends in part on general economic conditions, credit availability and consumer spending.

Vehicle markets are also seasonal.

Cyclical and Seasonal Nature of Business The market for vehicles can be cyclical and depends in part on general economic conditions, credit availability, and consumer spending.

Vehicle markets can also be seasonal.

Production varies from month to month.

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Our dealers generally provide their customers with access to credit or lease financing, vehicle insurance, and extended service contracts, which may be provided by GM Financial and other financial institutions.

The quality of GM dealerships and our relationship with our dealers are critical to our success now, and as we transition to our all-electric future, given that they maintain the primary sales and service interface with the end consumer of our products.

The quality of GM dealerships and our relationship with our dealers are critical to our success, given that they maintain the primary sales and service interface with the end consumer of our products.

In addition to the terms of our contracts with our dealers, we are regulated by various country and state franchise laws and regulations that may supersede those contractual terms and impose specific regulatory requirements and standards for initiating dealer network changes, pursuing terminations for cause, and other contractual matters.

Research, Product Development and Intellectual Property Costs for research, manufacturing engineering, software engineering, product engineering and design and development activities primarily relate to developing new products or services or improving existing products or services, including activities related to vehicle and greenhouse gas (GHG) emissions control, improved fuel economy, EVs, AVs and the safety of drivers and passengers.

Research, Product Development, and Intellectual Property Costs for research, manufacturing engineering, software engineering, product engineering, and design and development activities primarily relate to developing new products or services or improving existing products or services, including activities related to vehicle and greenhouse gas (GHG) emissions control, improved fuel economy, EVs, ADAS, and the safety of drivers and passengers.

Research and development expenses were $8.5 billion, $9.2 billion, and $9.9 billion in the years ended December 31, 2025, 2024, and 2023.

Product Development The Global Product Development organization is responsible for designing, developing, validating and integrating all global products, services and their components while aiming to maximize part sharing across multiple vehicle segments.

Our global vehicle architecture development is headquartered at our Global Technical Center in Warren, Michigan, where our global teams in Design, Program Management & Execution, Hardware, Systems & Integration, Product Safety, Systems & Certification, Electrification & Battery Systems, Technology Acceleration & Commercialization and Purchasing & Supply Chain collaborate to meet customer requirements and maximize global economies of scale.

We continue to invest in key ICE segments, which are critical to fund our all-electric future.

Cross-segment part sharing is an essential enabler to optimize our vehicle portfolio profitability, with more than 75% of our global internal combustion vehicle

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sales volume expected to come from five internal combustion vehicle architectures through this decade.

We will continue to leverage our ICE portfolio to accommodate our customers around the world while achieving our financial goals.

Software and Services The Software & Services organization, with a presence in Mountain View, California and globally, is bringing together all of GM's software capabilities and assets under one team for the first time at GM.

The team is developing and implementing an integrated strategy, working closely with the Global Product Development organization and others across the enterprise to deliver an end-to-end integrated software and services strategy that will make the driver experience even more compelling and seamless.

Product Development The Global Product Development organization is responsible for delivering an end-to-end, integrated product and software ecosystem designed to deliver safer, smarter, and more seamless driving experiences across multiple vehicle segments.

The work spans advanced driver assistance and autonomy, connected vehicle platforms, and OnStar’s evolution into an intelligent, always-on services layer, combining software, AI, and vehicle platforms to continuously improve the customer experience over time.

Our global vehicle architecture development team is headquartered at our Technical Center in Warren, Michigan, where we build experiences to meet customer requirements and maximize global economies of scale.

Intellectual Property We are constantly innovating and hold a significant number of patents, copyrights, trade secrets, and other intellectual property that protect those innovations in numerous countries.

While no single piece of intellectual property is individually material to our business as a whole, our intellectual property is important to our operations and continued technological development.

While no single piece of intellectual property is

GENERAL MOTORS COMPANY AND SUBSIDIARIES

individually material to our business as a whole, our intellectual property is important to our operations and continued technological development.

Additionally, we hold a number of trademarks and service marks that are very important to our identity and recognition in the marketplace.

Raw Materials, Services and Supplies We purchase a wide variety of raw materials, systems, components, parts, supplies, energy, freight, transportation and other services from numerous suppliers to manufacture our products.

The raw materials primarily include steel, aluminum, resins, copper, lead, precious metals and raw materials used in EVs.

Raw Materials, Services, and Supplies We purchase a wide variety of raw materials, systems, components, parts, supplies, semiconductors, energy, freight, transportation, and other services from numerous suppliers to manufacture our products.

The raw materials primarily include steel, aluminum, resins, copper, lead, and precious metals.

We do not normally carry substantial inventories of these raw materials in excess of levels reasonably required to meet our production requirements, and while we have not experienced any significant shortages of raw materials, supply disruptions may occur as a result of geopolitical and/or policy actions.

Processing and extraction of certain EV battery raw materials is currently concentrated in China and may be subject to import or export restrictions, or tariffs.

In addition, our transition to EVs will require developing a more resilient, scalable and sustainable North America-focused EV supply chain, which includes advancing our strategic sourcing initiatives to secure supply through investments in raw materials suppliers and the execution of strategic, multi-year supply agreements with suppliers throughout the value chain.

This includes securing supply through offtake agreements for EV raw materials and derivatives thereof, such as lithium, cathode active material, manganese, synthetic and natural graphite, nickel, cobalt, rare earth elements and permanent motor magnets.

These EV-related agreements may require us to hold higher than normal levels of EV raw materials inventory and to make long-term commitments to purchase raw materials.

Expected demand for these raw materials currently exceeds the North American capacity of the existing supply chain and our raw material sourcing strategy aims to secure raw material supply to support our EV transition.

Commodity costs are reflecting greater variability due to the macroeconomic environment and the continuing existence of government policies.

Furthermore, an increased demand for EV critical minerals is increasing scrutiny of the sustainability and human rights implications of these supply chains.

Processing and extraction of certain EV battery raw materials is currently concentrated in China and may be subject to import or export restrictions, and/or tariffs.

Additionally, to grow and thrive in a competitive global environment will require developing a more resilient, scalable, and sustainable North America-focused supply chain, which includes advancing our strategic sourcing initiatives to secure supply through investments in raw materials suppliers and the execution of strategic, multi-year supply agreements with suppliers throughout the value chain.

Focusing on the principle of "buy where we build" will allow the team to work toward greater scalability and stability.

This includes securing supply through offtake agreements for raw materials and derivatives thereof, such as lithium, cathode active material, manganese, synthetic and natural graphite, nickel, cobalt, rare earth elements, and permanent motor magnets.

These raw material and semiconductor supply agreements may require us to hold higher than normal levels of inventory and to make long-term commitments to purchase materials.

In some instances, we purchase systems, components, parts, and supplies from a single source, which may increase risk to supply disruptions.

The inability or unwillingness of these sources to provide us with parts and supplies could have a material adverse effect on our production.

Combined purchases from our two largest suppliers were approximately 11% of our total purchases in each of the years ended December 31, 2024, 2023 and 2022.

Combined purchases from our two largest suppliers overall were approximately 12% of our total purchases in the year ended December 31, 2025, and approximately 11% of our total purchases in each of the years ended December 31, 2024 and 2023.

Refer to Item 1A.

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GM Financial provides lending products to commercial vehicle upfitters and advances to certain GM subsidiaries.

In North America, GM Financial offers a sub-prime lending program.

The program is primarily offered to consumers with a FICO score or its equivalent of less than 620 who have limited access to automobile financing through banks and credit unions and is expected to sustain a higher level of credit losses than prime lending.

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GM Financial generally seeks to fund its operations in each country through local sources of funding to minimize currency and country risk.

GM Financial primarily finances its loan, lease, and commercial origination volume through the use of secured and unsecured credit facilities, securitization transactions, and the issuance of unsecured debt in the capital markets.

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Human Capital The foundation of GM’s business is our purpose:

We pioneer the innovations that move and connect people to what matters.

It is why we exist.

Our Purpose, growth strategy and culture all help us on our path towards achieving our vision of a world with zero crashes, zero emissions and zero congestion.

Our people are our most valuable asset, and we must continue to attract and retain the best talent in the world in order to achieve this vision.

As a result, we strive to create a Workplace of Choice to attract, retain, motivate and develop top talent by adhering to a responsible employer philosophy, which includes, among other things, commitments to create job opportunities, pay workers fairly, ensure safety and well-being and foster an inclusive work environment in which all employees can perform at their best.

Our skilled teams are the heart of GM.

Our purpose, strategy, and culture point toward our vision of a world with zero crashes, zero emissions, and zero congestion.

Our people are our most valuable asset, and we must continue to attract and retain the best talent to achieve this vision.

As a result, we strive to create a Workplace of Choice to attract, retain, motivate, and develop top talent by adhering to a responsible employer philosophy, which includes, among other things, commitments to create job opportunities, paying workers fairly, ensuring safety and well-being, and fostering a work environment in which all employees can perform at their best.

Fundamental to these commitments are our Company values.

Building a Stronger Future Together Attracting and retaining talent to build great vehicles is critical to thriving in an increasingly competitive landscape.

Our company initiatives for inclusivity are created to further our main business objective – to build and sell the best vehicles on the market to everyone, everywhere.

Our current Board of Directors includes six women and seven men of different backgrounds who contribute their own unique perspective, industry insights, experiences and expertise.

We bring together best-in-class talent to innovate in an inclusive work environment, and our guiding principle is performance.

We have a talent management system that underscores our commitment to high standards.

We extend outside of GM to reduce barriers and improve access to our products and services by aligning to GM's focus on STEAM education and road safety.

This includes our investments in communities through many partnerships and volunteerism.

Our values are the foundational beliefs that guide our actions.

They define what we hold most important and inform how we interact with our customers, our partners, and each other.

Customers Excellence

We put customers at the center of everything we do-and every interaction matters.

Driven by ingenuity and innovation, we have the tenacity to win.

Relationships Truth

Our success depends on our relationships inside and outside the Company.

We pursue facts and respectfully challenge assumptions.

Our eight GM behaviors are the foundation of our culture.

Develop and Retain Talented People Today, we compete for talent not only against other automotive companies, but with businesses in sectors such as technology.

To win and retain that talent, we must encourage employee behaviors that align with our values, fulfill employees' long-term aspirations and provide experiences that make them feel valued, included and engaged.

We have introduced various tools to outline expectations of our employees at each stage of our career ladder in terms of role scope, skills and behaviors.

To win and retain that talent, we must encourage employee behaviors that align with our values and fulfill employees' career aspirations.

We have introduced various resources to clarify expectations of our employees at each stage of their career ladder in terms of role scope, skills, and behaviors.

Along with providing mentoring and networking opportunities, we offer a vast array of career development resources to employees to make the most of their careers at GM.

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Employees in some of our technical roles can participate in the GM Technical Learning University, a training and upskilling program designed to expand and update the technical abilities of our workforce.

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GM recognizes that leadership effectiveness is a critical business need.

We continue to expand our leadership development programs, which are designed to deliver skills and behaviors for each level of leadership to effectively lead their teams.

Focus areas range from delivering constructive feedback to effectively leading large scale change initiatives.

Safety and Well-Being The safety and well-being of our employees is also a critical component of our ability to transform the future of personal mobility.

At GM, we pride ourselves on our commitment to live values that return people home safely —

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Every Person, Every Site, Every Day.

At GM, we pride ourselves on our commitment to live values that return people home safely, Every Person, Every Site, Every Day.

Our unwavering commitment to safety is manifested through empowering employees to “Speak Up for Safety” and the Employee Safety Concern Process.

These resources make it easier for salaried, hourly or represented and contract employees to report potential vehicle or workplace safety issues, or to suggest safety related improvements without fear of retaliation.

These resources provide clear processes for salaried, hourly, or represented employees and contract workers to report potential vehicle or workplace safety issues, or to suggest safety-related improvements showcasing our dedication to safety leadership and fostering the growth of our safety culture.

The well-being of our employees is equally as important to entice and stimulate creativity and innovation.

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- Salaried 47

(a) Includes Cruise.

Information About our Executive Officers As of January 27, 2026, the names and ages of our executive officers, their positions with GM, and their business experiences during the past five years are as follows:

Name (Age) Present GM Position (Effective Date) Positions Held During the Past Five Years (Effective Date)

Anderson (42) Executive Vice President, Global Product and Chief Product Officer (2025) Aurora Innovation, Co-Founder and Chief Product Officer (2017)

Barra (64) Chair and Chief Executive Officer (2016)

Grant Dixton (51) Executive Vice President, Chief Legal, Public Policy Officer and Corporate Secretary (2024) Activision Blizzard, Chief Legal Officer (2021)

Dixton (52) Executive Vice President, Chief Legal and Public Policy Officer, and Corporate Secretary (2024) Activision Blizzard, Chief Legal Officer (2021)

Boeing, Senior Vice President, General Counsel, and Corporate Secretary (2020)

Harvey (58) Executive Vice President and President, Global Markets (2024) Executive Vice President and President, North America (2023) Vice President, Global Cadillac (2020)

Vice President, Cadillac North America Sales, Service and Marketing (2018)

Christopher T.

Hatto (54) Vice President, Global Business Solutions and Chief Accounting Officer (2020) Vice President, Controller and Chief Accounting Officer (2018)

Jacobson (53) Executive Vice President and Chief Financial Officer (2020) Delta Air Lines, Executive Vice President and Chief Financial Officer (2013)

Hatto (55) Vice President, Global Business Solutions and Chief Accounting Officer (2020)

Jacobson (54) Executive Vice President and Chief Financial Officer (2020)

Reuss (62) President (2019)

There are no family relationships between any of the officers named above and there is no arrangement or understanding between any of the officers named above and any other person pursuant to which he or she was selected as an officer.

There are no family relationships between any of the officers named above and there are no arrangements or understandings between any of the officers named above and any other person pursuant to which he or she was selected as an officer.

Each of the officers named above was elected by the Board of Directors to hold office until his or her successor is elected and qualified or until his or her earlier resignation or removal.

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Automotive Criteria Emissions Control Our products are subject to laws and regulations globally that require us to control certain non-GHG automotive emissions, including vehicle and engine exhaust emission standards, vehicle evaporative emission standards, and onboard diagnostic (OBD) system requirements.

Emission requirements have become more stringent as a result of stricter standards and new diagnostic requirements that have come into force in many markets around the world, often with very little harmonization.

Regulatory authorities may conduct ongoing evaluations of products from all manufacturers.

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Risk Factors for additional information.

federal government, through the Environmental Protection Agency (EPA), imposes stringent exhaust and evaporative emission control requirements on vehicles sold in the U.S.

The California Air Resources Board (CARB) likewise imposes stringent exhaust and evaporative emission standards.

The Clean Air Act permits states that have areas with air quality compliance issues to adopt California emission standards in lieu of federal requirements.

Various other states have adopted California emission standards, and there is a possibility that additional U.S.

jurisdictions could adopt California emission standards in the future.

The EPA has finalized its Tier 4 Multipollutant Rule that will begin with the 2027 model year.

The historically stringent proposal calls for ever-increasing volumes of zero emission vehicles (ZEVs) in order to maintain compliance.

federal government, through the Environmental Protection Agency (EPA), imposes evolving exhaust and evaporative emission control requirements on vehicles sold in the U.S.

The California Air Resources Board (CARB) also imposes stringent exhaust and evaporative emission standards.

The Clean Air Act permits other states that have areas with air quality compliance issues to adopt California emission standards in lieu of federal requirements.

Various other states have adopted California emission standards, and there is a possibility that additional states could adopt California emission standards in the future.

In March 2024, the EPA finalized its Tier 4 Multipollutant Rule that will begin with the 2027 model year.

The historically stringent proposal calls for ever-increasing volumes of zero emission vehicles (ZEVs) in order to maintain compliance with progressively stricter standards for air pollutants from new motor vehicles.

In March 2025, the EPA announced that it will reconsider the Tier 4 Multipollutant Rule.

For each model year, we must obtain certification that our vehicles and engines will meet emission requirements of the EPA before we can sell vehicles in the U.S.

and Canada, and of CARB before we can sell vehicles in California and the states that have adopted California emission standards.

and Canada, and an executive order from CARB before we can sell vehicles in California and the states that have adopted California emission standards.

The Canadian federal government's current vehicle pollutant emission requirements are generally aligned with U.S.

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Nationwide implementation of China 6a for new registrations occurred in January 2021, and the more stringent China 6b was implemented in July 2023.

In 2022, China began studies regarding the next generation of vehicle emission standards (China 7), with the final standard expected in 2026.

While largely based on Euro 7, some divergence and unique requirements are expected.

Brazil has approved a set of national emission standards referred to as L7, implemented in 2022, and L8, to be implemented from 2025 onward.

In 2022, China began studies regarding the next generation of vehicle emission standards (China 7), with the final standard expected during the Fifteenth Five-Year Plan (2026–2030).

While largely based on Euro 7 (defined below), some divergence and unique requirements are expected regarding pollution abatement and CO2 limits.

In 2018, Brazil approved a set of national emission standards referred to as L7, implemented in 2022 for new vehicles, and L8, implemented in phases beginning in 2025.

L7 standards cover vehicle exhaust emissions, durability for emissions, evaporative emissions, and noise limits, and include additional OBD requirements and a phase-in for onboard refueling vapor recovery systems.

L8 standards include corporate average vehicle emissions targets, which increase in stringency every two years until 2031.

Some of the requirements are aligned with those of the EPA.

L8 standards introduce corporate average emissions targets (fleet average target), which increase in stringency every two years until 2031.

Some of the OBD requirements are aligned with those of the EPA.

As a result of the sale of the Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business), GM’s vehicle presence in Europe is smaller, but GM may still be affected by actions taken by regulators related both to Opel/Vauxhall vehicles sold before the sale of the Opel/Vauxhall Business as well as to other vehicles GM continues to sell in Europe.

In Europe, increased scrutiny of emission standards compliance may result in changes to these standards, as well as stricter interpretations or redefinition of these standards and more rigorous enforcement.

Beyond this, as part of the EU's desire to accelerate the shift to sustainable mobility, the EU has recently rolled out new regulations which will impose more stringent emissions standards on ICE vehicles (Euro 7), before phasing them out in 2035.

New regulations that are already in place and for which technical requirements are currently being shaped will also impact EV battery design, use and recyclability/recycling.

As part of the EU's desire to accelerate the shift to sustainable mobility, the EU has recently rolled out new regulations which will impose more stringent emissions standards on ICE vehicles (Euro 7), with the aim of a 90% reduction in CO2 tail pipe emissions compared to 2021 levels from new vehicles before 2035.

These updated standards now include restrictions on non-tail pipe emissions covering both brake and tire emissions.

Regulations that are already in place, such as the EU Battery Regulation, and for which technical requirements are currently being shaped will also impact EV battery design, use, and recyclability/recycling.

For additional information, refer to Note 16 to our consolidated financial statements.

Automotive Fuel Economy and GHG Emissions In the U.S., NHTSA promulgates and enforces Corporate Average Fuel Economy (CAFE) standards for three separate fleets:

Automotive Fuel Economy and GHG Emissions In the U.S., the National Highway Traffic Safety Administration (NHTSA) promulgates and enforces Corporate Average Fuel Economy (CAFE) standards for three separate fleets:

domestic cars, import cars, and light-duty trucks.

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credits from the five prior model years, expected credits for the next three model years, credits obtained from other manufacturers, or payment of civil penalties.

Manufacturers that do not resolve deficits for a model year may be subject to substantial CAFE civil penalties to bring their fleets into compliance.

In addition to federal CAFE standards, the EPA promulgates and enforces GHG emission standards.

In July 2025, the One Big Beautiful Bill Act (the Act) set CAFE civil penalties to zero on a going forward basis for all non-finalized model years.

In addition to federal CAFE standards, the EPA promulgates and enforces GHG

GENERAL MOTORS COMPANY AND SUBSIDIARIES

emission standards.

Manufacturers may use one or a combination of the following to resolve EPA GHG fleet deficits:

credits from the five prior model years, expected credits for the next three model years, and credits obtained from other manufacturers.

NHTSA and the EPA have previously finalized separate standards with differing stringency levels and affected model years, with the CAFE standards addressing the 2024–

GENERAL MOTORS COMPANY AND SUBSIDIARIES

2026 model years and the GHG standards addressing the 2023–2026 model years and both standards have been challenged through litigation.

NHTSA and the EPA have previously finalized separate standards with differing stringency levels and affected model years, with the CAFE standards addressing the 2024–2026 model years and the GHG standards addressing the 2023–2026 model years, and both standards have been challenged through litigation.

In 2024, NHTSA finalized CAFE standards for the 2027–2031 model years and the EPA finalized GHG standards for the 2027–2032 model years.

NHTSA and the EPA have also finalized on-going fuel efficiency and GHG emissions requirements for medium- and heavy-duty vehicles.

NHTSA and the EPA have also finalized ongoing fuel efficiency and GHG emissions requirements for medium- and heavy-duty vehicles.

These requirements also increase in stringency over time.

In addition, CARB has promulgated and enforces its own light-duty vehicle GHG standards with increasing stringency through model year 2025, and other states have adopted CARB's GHG standards under the Federal Clean Air Act.

In June 2025, NHTSA published an interpretive rule indicating that it would revisit its medium- and heavy-duty fuel efficiency program, including related civil penalties, to ensure it is consistent with the agency’s governing statutes.

In July 2025, the EPA proposed to remove GHG regulations for light-, medium-, and heavy-duty on-highway vehicles on a retrospective and prospective basis.

In December 2025, NHTSA proposed revised CAFE standards for the 2022–2031 model years that reduce the stringency from what were previously finalized.

NHTSA also proposed to remove credit trading as a mechanism to resolve deficits, beginning with the 2028 model year.

In addition, since 2012, CARB has promulgated and enforces its own light-duty vehicle GHG standards with increasing stringency through model year 2025, and other states have adopted CARB's GHG standards under the Federal Clean Air Act.

GM is required to meet state GHG standards in California and the states that have adopted California’s GHG standards.

CARB has not proposed increases to its GHG standards for the 2026 or later model years, but may do so in the future.

CARB has also imposed requirements to sell increasing percentages of ZEVs in California, ending with a 100% sales target in the 2035 model year.

This includes CARB's Advanced Clean Cars II (ACC II) program, which requires the sale of increasing percentages of light-duty ZEVs for the 2026–2035 model years, and has been adopted by numerous states.

In 2022, CARB began establishing the next phase of regulations beginning with model year 2026.

However, CARB has not proposed increases to its GHG standards for the 2026 or later model years.

In 2022, CARB adopted the Advanced Clean Cars II (ACC II) program, which requires the sale of increasing percentages of light-duty ZEVs for the 2026–2035 model years, ending with a 100% ZEV target, which has been adopted by numerous states.

CARB received a waiver from the EPA for it and the other adopting states to implement and enforce the ACC II program and that waiver action has been challenged through litigation.

Additional U.S.

jurisdictions could adopt CARB’s ACC II requirements in the future.

CARB has also imposed a ZEV requirement for medium- and heavy-duty vehicles in its Advanced Clean Trucks (ACT) program, requiring increasing percentages of ZEVs for the 2024–2026 model years, ending with a 100% ZEV sales requirement in the 2036 model year.

CARB has a waiver from the EPA to enforce ACT.

In Canada, federal light- and heavy-duty GHG regulations contain emission standards that are modeled on existing U.S.

EPA light- and heavy-duty GHG emission standards for the 2023–2026 model years.

In December 2023, the Canadian federal government announced the ZEV Availability Standard as a new requirement within the existing light-duty GHG emission standard, which requires a specified percentage of manufacturer's new light-duty vehicles offered for sale in Canada to be ZEV, beginning with model year 2026 and increasing each year to 100% by model year 2035, and potential enforcement actions for non-compliance in accordance with the existing GHG standards.

At the provincial level, Quebec and British Columbia have enacted ZEV sales requirements, which include potential monetary penalties for non-compliance.

In 2023, Quebec amended its light-duty ZEV regulations applicable to 2025–2035 model years, requiring ZEVs to comprise 100% of all new light-duty vehicle sales by model year 2035.

In December 2024, the Quebec government adopted regulations that prohibit the sale or lease of certain internal combustion engines by December 31, 2035.

In October 2024, the British Columbia government announced amendments to British Columbia's existing ZEV sales requirements, which would require ZEVs to comprise 100% of new light-duty sales in British Columbia by model year 2035.

CARB received a waiver from the EPA to enforce ACT.

In June 2025, the U.S.

Congress passed resolutions of disapproval invalidating EPA’s waivers for ACC II and ACT.

These resolutions have been challenged through litigation, which is ongoing.

In Canada, generally, federal passenger and light truck GHG regulations contain emission standards that are modeled on U.S.

EPA passenger and light truck GHG emission standards, as those standards read on February 28, 2022.

In December 2023, the Canadian federal government announced the Electric Vehicle Availability Standard (EVAS) as a new, separate requirement within the existing light-duty GHG emission regulation.

The EVAS requires a specified percentage of manufacturer's new light-duty vehicles offered for sale in Canada to be ZEV, beginning with model year 2026 and increasing each year to 100% by model year 2035, and potential enforcement actions for non-compliance.

On September 5, 2025, the Canadian federal government announced that it would remove the 2026 EVAS target, and launched a 60-day review of the overall regulation.

The Canadian federal government has not clarified the status of the EVAS following the 60-day review, but may do so in the future.

At the provincial level, Quebec and British Columbia currently maintain ZEV sales requirements, similar to the federal EVAS, including potential monetary penalties for non-compliance.

In Quebec, in December 2024, the provincial government additionally legislated a ban on the sale of new light-duty ICE vehicles in Quebec by December 31, 2035.

In September 2025, the Quebec government announced that it would lift the ICE ban entirely, and the ZEV sales requirement would be reduced to 90% of total sales in 2035, and reduced annual EV sales targets until 2035.

In British Columbia, the provincial ZEV sales requirement remains unchanged since it was last amended in 2023, to require manufacturers to achieve 100% of new EV sales by 2035.

China has two fuel consumption requirements for passenger vehicles enforced by the Ministry of Industry and Information Technology:

an individual vehicle pass-fail type approval requirement and a corporate average fuel consumption (CAFC) requirement.

Specific to the CAFC requirement, China introduced Phase 5 in 2021 with full compliance required by 2025.

In addition, China has established a mandate that requires passenger car manufacturers to produce a certain volume of plug-in hybrid, battery electric and fuel cell vehicles, which are referred to as New Energy Vehicles (NEVs), from 2019 and beyond.

Specific to the CAFC requirement, China introduced Phase 5 in 2021 with full compliance required by 2025 and Phase 6 will span 2026–2030.

In addition, China requires passenger car manufacturers to produce a certain volume of plug-in hybrid, battery electric, and fuel cell vehicles, which are referred to as NEVs, from 2019 and beyond.

The number of NEV credits per car is based on the electric range, energy efficiency, and battery energy density with the goal of increasing NEV volume penetrations and improving technological sophistication over time.

Uncommitted NEV credits may be used to assist compliance with the CAFC requirement.

China previously issued NEV credit targets between 2019 and 2023 and has set new NEV credit targets aimed at further increasing NEV volumes for 2024 and 2025.

In 2022, China began to study the CAFC requirement and NEV credit mandates for 2026–2030 (referred to as Phase 6) with the final standard expected in 2025.

These standards are anticipated to be more stringent, aligned with the trend observed in other key global markets.

In Brazil, the Secretary of Industry and Development promulgates and enforces CAFE standards and has enforced a CAFE program for the period October 2020–September 2026 for light-duty and mid-size trucks and SUVs, including diesel vehicles.

The second phase of the program was finalized in May 2024 and introduces more stringent requirements from 2027 through 2031.

We have several options to comply with existing and potential new regulations that we have utilized and may continue to utilize, including increasing production and sale of certain vehicles, such as EVs, and curtailing production of others, which could include profitable ICE vehicles;

China has finalized NEV credit targets up to 2027.

In 2025, China began to study the NEV credit mandates for 2028–2030 with the final standard expected in 2027.

These standards increase in stringency, aligned with the trend observed in other key global markets.

China is evaluating a transition of these regulations to a carbon system from 2028.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

In Brazil, the National Institute of Metrology, Quality, and Technology, in collaboration with relevant agencies, promulgates and enforces fuel efficiency standards that are comparable to the U.S.' CAFE standards for light-duty and mid-size trucks and SUVs, including diesel vehicles.

In 2024, Brazil’s Programa Nacional de Mobilidade Verde e Inovação (MOVER Program) introduced more stringent fuel efficiency and emission requirements between 2024 and 2028.

In Mexico, the Secretariat of Environment and Natural Resources (SEMARNAT) promulgates GHG regulations with the current Phase 1 rule covering vehicles through the 2027 model year.

A Phase 2 rule covering 2028–2032 model years is under development and it is expected that SEMARNAT will release a draft by the end of the year.

We have several options to comply with existing and potential new and amended regulations that we have utilized and may continue to utilize, including increasing production and sale of certain vehicles, such as EVs, and curtailing production of others, which could include profitable ICE vehicles;

technology changes, including fuel consumption efficiency, and engine upgrades;

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and/or the purchase of credits from third parties.

We regularly evaluate our current and future product plans and strategies for compliance with fuel economy and GHG regulations.

We regularly evaluate our current and future product plans and strategies for compliance with evolving fuel economy and GHG regulations.

In the years ended December 31, 2025, 2024, and 2023, we paid $0.4 billion, $2.0 billion, and $0.5 billion to purchase credits to facilitate our compliance with regulations.

Compliance-related costs of $1.0 billion, $0.7 billion and $0.5 billion were recorded in Automotive and other cost of sales in the years ended December 31, 2024, 2023 and 2022.

We recorded compliance-related costs of $0.9 billion, $1.0 billion, and $0.7 billion in Automotive and other cost of sales in the years ended December 31, 2025, 2024, and 2023.

Our compliance-related costs in the year ended December 31, 2025 include an insignificant charge to write off acquired CAFE credits and $0.4 billion related to the GHG regulations that the EPA has proposed to remove.

Refer to Item 1A.

Risk Factors for additional information.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Industrial Environmental Control Our operations are subject to a wide range of environmental protection laws, including those regulating air emissions, water discharge, waste management, and environmental cleanup.

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New European requirements require suppliers of parts and vehicles to the European market to disclose substances of concern in parts.

Chemical regulations are increasing in North America.

Chemical regulations are evolving in North America.

In the U.S., the EPA is moving forward with risk analysis and management of high priority chemicals under the authority of the 2016 Lautenberg Chemical Safety for the 21st Century Act.

The EPA has also issued a per- and polyfluoroalkyl substances (PFAS) reporting rule that requires PFAS use reporting by manufacturers between 2011 and 2022.

The EPA has also issued a per- and polyfluoroalkyl substances (PFAS) reporting rule that requires manufacturers to report PFAS use and other data from 2011 to 2022, with certain exemptions proposed in November 2025.

In addition, several U.S.

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Chemical restrictions and export controls in Canada continue to steadily progress under the Environment and Climate Change Canada's Chemical Management Plan to assess existing substances and implement risk management controls on any chemical deemed toxic.

These emerging laws and regulations will potentially lead to increases in costs and supply chain complexity.

These emerging laws and regulations may lead to increases in costs and supply chain complexity.

Manufacturers, including joint venture partners and suppliers, that do not comply with global and specific country regulations could be subject to civil penalties, production disruptions, or limitations on the sale of affected products.

We believe we are materially in compliance with substantially all these requirements or expect to be materially in compliance by the required dates.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Vehicle Safety

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however, under the Canadian Motor Vehicle Safety Act, recall thresholds are different and the Minister of Transport has broad powers to order manufacturers to submit a notice of defect or non-compliance when the Minister considers it to be in the interest of safety.

Global regulations continue to increase in scope

GENERAL MOTORS COMPANY AND SUBSIDIARIES

with new technologies, some of which can be market-specific, that can add complexity and increase our cost of compliance globally.

Global regulations continue to evolve in scope with new technologies, some of which can be market-specific, that can add complexity and increase our cost of compliance globally.

Crash Test Ratings and New Car Assessment Programs Organizations in various regions around the world, including in the U.S., rate and compare motor vehicles through various New Car Assessment Programs (NCAPs) to provide consumers and businesses with additional information about the safety of new vehicles.

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In addition to the information about us and our subsidiaries contained in this 2025 Form 10-K, information about us can be found on our website including information on our corporate governance principles and practices.

Our Investor Relations website at https://investor.gm.com, which contains a link to our Sustainability Report, and our News website at https://news.gm.com contain a significant amount of information about us, including financial and other information for investors.

Our Investor Relations website at https://investor.gm.com and our News website at https://news.gm.com contain a significant amount of information about us, including financial and other information for investors.

We encourage investors to visit both websites, as we frequently update and post new information about our Company on these websites and it is possible that this information could be deemed to be material information.

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* * * * * * *

GENERAL MOTORS COMPANY AND SUBSIDIARIES

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 1. Business