2 unchanged sentences
Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Exchange Act) as of December 31, 2025 as required by paragraph (b) of Rules 13a-15 or 15d-15.
−Removed: Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of December 31, 2024.
+Added: Based on this evaluation, at a reasonable assurance level, our CEO and CFO concluded that our disclosure controls and procedures were effective as of December 31, 2025.
Management's Report on Internal Control over Financial Reporting Our management is responsible for establishing and maintaining effective internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.
3 unchanged sentences
The objective of this assessment was to determine whether our internal control over financial reporting was effective as of December 31, 2025.
−Removed: Based on management's assessment, we have concluded that our internal control over financial reporting was effective as of December 31, 2024.
+Added: Based on management's assessment, at a reasonable assurance level, we have concluded that our internal control over financial reporting was effective as of December 31, 2025.
The effectiveness of our internal control over financial reporting has been audited by Ernst & Young LLP (PCAOB ID:
4 unchanged sentences
Other Information
+Added: On November 17, 2025 , Mark Reuss , President , adopted a "Rule 10b5-1 trading arrangement" as such term is defined in Item 408(a) of Regulation S-K intended to satisfy Rule 10b5-1(c), to sell up to 40,000 shares of GM common stock and up to 230,058 shares of GM common stock issuable upon exercise of vested options between February 16, 2026 and December 31, 2026 , subject to certain conditions.
* * * * * * *
3 unchanged sentences
Items 10, 11, 12, 13, and 14
−Removed: Information required by Items 10, 11, 12, 13 and 14 of this Form 10-K is incorporated by reference from our definitive Proxy Statement for our 2025 Annual Meeting of Stockholders, which will be filed with the SEC, pursuant to Regulation 14A, not later than 120 days after the end of the 2024 fiscal year, all of which information is hereby incorporated by reference in, and made part of, this Form 10-K, except disclosure of our executive officers, which is included in Part I, Item 1 of this report.
+Added: Information required by Items 10, 11, 12, 13, and 14 of this Form 10-K is incorporated by reference from our definitive Proxy Statement for our 2026 Annual Meeting of Stockholders, which will be filed with the SEC, pursuant to Regulation 14A, not later than 120 days after the end of the 2025 fiscal year, all of which information is hereby incorporated by reference in, and made part of, this Form 10-K, except disclosure of our executive officers, which is included in Part I, Item 1 of this report and the disclosures below regarding our Code of Conduct.
+Added: Our Code of Conduct:
+Added: "Winning with Integrity" applies to everyone in our Company and, as applicable, subsidiaries that GM controls and is available at https://investor.gm.com.
+Added: We intend to satisfy the disclosure requirements regarding an amendment to or waiver from a provision of the Code of Conduct by posting such information on our website.
* * * * * * *
GENERAL MOTORS COMPANY AND SUBSIDIARIES
−Removed: Exhibit and Financial Statement Schedules
+Added: Exhibits and Financial Statement Schedules
All Financial Statements and Supplemental Information
4 unchanged sentences
Incorporated by Reference
−Removed: 3.1 Restated Certificate of Incorporation of General Motors Company dated December 9, 2010, incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K of General Motors Company filed December 13, 2010
+Added: 3.1 Amended and R estated Certificate of Incorporation of General Motors Company dated June 3, 2025 , incorporated by reference to Exhibit 3.
+Added: 1 to the Current Report on Form 8-K of General Motors Company filed June 5, 2025
Incorporated by Reference
15 unchanged sentences
Incorporated by Reference
−Removed: 4.8 Sixth Supplemental Indenture, dated as of May 12, 2020, to the Indenture.
−Removed: dated as of September 27, 2013, between General Motors Company, as issuer, and The Bank of New York Mellon, as Trustee, incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of General Motors Company filed May 12, 2020
+Added: 4.8 Sixth Supplemental Indenture, dated as of May 12, 2020, to the Indenture , dated as of September 27, 2013, between General Motors Company, as issuer, and The Bank of New York Mellon, as Trustee, incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of General Motors Company filed May 12, 2020
Incorporated by Reference
−Removed: 4.9 Seventh Supplemental Indenture, dated as of August 2, 2022, to the Indenture.
−Removed: dated as of September 27, 2013, between General Motors Company, as issuer, and The Bank of New York Mellon, as Trustee, incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of General Motors Company filed August 2, 2022
+Added: 4.9 Seventh Supplemental Indenture, dated as of August 2, 2022, to the Indenture , dated as of September 27, 2013, between General Motors Company, as issuer, and The Bank of New York Mellon, as Trustee, incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of General Motors Company filed August 2, 2022
Incorporated by Reference
+Added: 4.10 Eighth Supplemental Indenture, dated as of May 7 , 202 5 , to the Indenture , dated as of September 27, 2013, between General Motors Company, as issuer, and The Bank of New York Mellon, as Trustee, incorporated by reference to Exhibit 4.
+Added: 3 to the Current Report on Form 8-K of General Motors Company filed May 7 , 20 25
+Added: Incorporated by Reference
4.11 Calculation Agency Agreement, dated as of September 10, 2018 between General Motors Company and the Bank of New York Mellon, as calculation agent, incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K of General Motors Company filed September 10, 2018
2 unchanged sentences
Incorporated by Reference
−Removed: 10.2* General Motors Company Executive Retirement Plan, with modifications through October 10, 2012, incorporated by reference to Exhibit 10.12 to the Annual Report on Form 10-K of General Motors Company filed February 15, 2013
−Removed: Incorporated by Reference
GENERAL MOTORS COMPANY AND SUBSIDIARIES
Exhibit Number Exhibit Name
+Added: 10.2* General Motors Company Executive Retirement Plan, with modifications through October 10, 2012, incorporated by reference to Exhibit 10.12 to the Annual Report on Form 10-K of General Motors Company filed February 15, 2013
+Added: Incorporated by Reference
10.3* Amendment No.
31 unchanged sentences
Incorporated by Reference
−Removed: 10.17* Form of Performance Share Unit Award Agreement No.1 under the General Motors Company 2020 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q of General Motors Company filed May 5, 2021
−Removed: Incorporated by Reference
−Removed: 10.18* Form of Performance Share Unit Award Agreement No.3 under the General Motors Company 2020 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q of General Motors Company, filed April 27, 2022
+Added: 10.17* Form of Performance Share Unit Award Agreement No.
+Added: 3 under the General Motors Company 2020 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q of General Motors Company, filed April 27, 2022
Incorporated by Reference
2 unchanged sentences
Incorporated by Reference
−Removed: 10.20* Form of Non-Qualified Stock Option Award Agreement No.2 under the General Motors Company 2020 Long-Term Incentive Plan incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q of General Motors Company, filed April 27, 2022
+Added: 10.19* Form of Non-Qualified Stock Option Award Agreement No.
+Added: 2 under the General Motors Company 2020 Long-Term Incentive Plan incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q of General Motors Company, filed April 27, 2022
Incorporated by Reference
17 unchanged sentences
Incorporated by Reference
−Removed: 10.27† Fourth Amended and Restated 5-Year Revolving Credit Agreement among General Motors Company, General Motors Financial Company, Inc., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Citibank, N.A., as syndication agent, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of General Motors Company filed March 31, 2023
−Removed: Incorporated by Reference
−Removed: 10.28† Fifth Amended and Restated 3-Year Revolving Credit Agreement among General Motors Company, General Motors Financial Company, Inc., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Citibank, N.A., as syndication agent, incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of General Motors Company filed March 31, 2023
−Removed: Incorporated by Reference
−Removed: 10.29† Fifth Amended and Restated 364-Day Revolving Credit Agreement among General Motors Company, General Motors Financial Company, Inc., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Citibank, N.A., as syndication agent, incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K of General Motors Company filed March 31, 2023
−Removed: Incorporated by Reference
−Removed: 10.30† Sixth Amended and Restated 364-Day Revolving Credit Agreement among General Motors Company, General Motors Financial Company, Inc., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, and Bank of America, N.A., as co-syndication agent, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of General Motors Company filed March 28, 2024
+Added: 10.26† F ifth Amended and Restated 5-Year Revolving Credit Agreement among General Motors Company, General Motors Financial Company, Inc., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Citibank, N.A., as syndication agent, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of General Motors Company filed March 26 , 202 5
Incorporated by Reference
−Removed: 10.31 Eighth Amended and Restated Limited Liability Company Agreement of GM Cruise Holdings LLC, dated March 1 8 , 20 2 2 , incorporated by reference to Exhibit 10.
−Removed: 2 to the Quarterly Report on Form 10 - Q of General Motors Company filed July 26, 2022
+Added: 10.27† Six th Amended and Restated 3-Year Revolving Credit Agreement among General Motors Company, General Motors Financial Company, Inc., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Citibank, N.A., as syndication agent, incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of General Motors Company filed March 26 , 202 5
Incorporated by Reference
−Removed: 10.32 Form of Master Confirmation - Uncollared Accelerated Share Repurchase, dated November 29, 2023, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of General Motors Company filed November 29, 2023
+Added: 10.28† Seven th Amended and Restated 364-Day Revolving Credit Agreement among General Motors Company, General Motors Financial Company, Inc., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Citibank, N.A., as syndication agent, incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K of General Motors Company filed March 26 , 202 5
Incorporated by Reference
16 unchanged sentences
Incorporated by Reference
−Removed: 101 The following financial information from the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 formatted in Inline Extensible Business Reporting Language (iXBRL) includes:
−Removed: (i) the Consolidated Income Statements, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Equity and (vi) Notes to the Consolidated Financial Statements Filed Herewith
−Removed: 104 The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2024, formatted as Inline XBRL and contained in Exhibit 101 Filed Herewith
+Added: 101 The following financial information from the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 formatted in Inline Extensible Business Reporting Language (Inline XBRL) includes:
+Added: (i) the Consolidated Income Statements, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Equity, and (vi) Notes to the Consolidated Financial Statements
+Added: Filed Herewith
+Added: 104 The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2025, formatted as Inline XBRL and contained in Exhibit 101
+Added: Filed Herewith
+Added: * Management contracts and compensatory plans and arrangements required to be filed as exhibits pursuant to Item 15(b) of this Report.
† 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 registrant if publicly disclosed.
−Removed: * Management contracts and compensatory plans and arrangements required to be filed as exhibits pursuant to Item 15(b) of this Report.
* * * * * * *
−Removed: GENERAL MOTORS COMPANY AND SUBSIDIARIES
Form 10-K Summary
20 unchanged sentences
CREVOISERAT* Director
−Removed: GOODEN* Director
/s/ JOSEPH JIMENEZ* Director
6 unchanged sentences
MISCIK* Director
−Removed: /s/ THOMAS M.
−Removed: SCHOEWE* Director
TATUM* Director
4 unchanged sentences
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.