Nyse GM 2019

GENERAL MOTORS
2019 ANNUAL REPORT

Table of Contents
7DEOHRI&RQWHQWV

I. 3HUIRUPDQFH*UDSK
, Performance Graph

II. $QQXDO5HSRUWRQ)RUP.
,, Annual Report on Form 10-K

Part I:
3DUW,
Performance Graph
3HUIRUPDQFH*UDSK
The ĨŽůůŽǁŝŶŐ
dŚĞ following ƉĞƌĨŽƌŵĂŶĐĞ
performance ŐƌĂƉŚ
graph ĐŽŵƉĂƌĞƐ
compares ƚŚĞ
the ƉĞƌĨŽƌŵĂŶĐĞ
performance ŽĨ
of 'ĞŶĞƌĂů
General DŽƚŽƌƐ
Motors ŽŵƉĂŶǇ͛Ɛ
Company's ĐŽŵŵŽŶ
common
shares to the Standard & Poor's 500 Stock Index and the Dow Jones Automobile & Parts Titan
ƐŚĂƌĞƐƚŽƚŚĞ^ƚĂŶĚĂƌĚΘWŽŽƌ͛ƐϱϬϬ^ƚŽĐŬ/ŶĚĞǆĂŶĚƚŚĞŽǁ:ŽŶĞƐƵƚŽŵŽďŝůĞΘWĂƌƚƐdŝƚĂŶϯϬ/ŶĚĞǆ 30 Index
for ƚŚĞ
ĨŽƌ the ůĂƐƚ
last ĨŝǀĞ
five ǇĞĂƌƐ͘
years. /ƚ
It ĂƐƐƵŵĞƐ
assumes ΨϭϬϬ
$100 ǁĂƐ
was ŝŶǀĞƐƚĞĚ
invested ŽŶ
on ĞĐĞŵďĞƌ
December ϯϭ͕
31, ϮϬϭϰ͕
2014, ǁŝƚŚ
with ĚŝǀŝĚĞŶĚƐ
dividends ďĞŝŶŐ
being
reinvested.
ƌĞŝŶǀĞƐƚĞĚ͘
Performance Graph:
WĞƌĨŽƌŵĂŶĐĞ'ƌĂƉŚ͗
$200.C1
ΨϮϬϬ͘ϬϬ
$180.00
ΨϭϴϬ͘ϬϬ
$160.00
ΨϭϲϬ͘ϬϬ
$140.00
ΨϭϰϬ͘ϬϬ
$120.00
ΨϭϮϬ͘ϬϬ
$100.00
ΨϭϬϬ͘ϬϬ
$80.00
ΨϴϬ͘ϬϬ
$60.00
ΨϲϬ͘ϬϬ
$40.00
ΨϰϬ͘ϬϬ
$20.00
ΨϮϬ͘ϬϬ
$-
ΨͲ
2014
ϮϬϭϰ 2015
ϮϬϭϱ 2016
ϮϬϭϲ 2017
ϮϬϭϳ 2018
ϮϬϭϴ 2019
ϮϬϭϵ
General Motors Company

'ĞŶĞƌĂůDŽƚŽƌƐŽŵƉĂŶǇ
,S&P 500 Stock Index
^ΘWϱϬϬ^ƚŽĐŬ/ŶĚĞǆ
Dow Jones Automobile & Parts Titans 30 Index
Žǁ:ŽŶĞƐƵƚŽŵŽďŝůĞΘWĂƌƚƐdŝƚĂŶƐϯϬ/ŶĚĞǆ

Data Points in Dollars:
ĂƚĂWŽŝŶƚƐŝŶŽůůĂƌƐ͗
Year ended December 31

zĞĂƌĞŶĚĞĚĞĐĞŵďĞƌϯϭ
2014
ϮϬϭϰ 2015
ϮϬϭϱ 2016
ϮϬϭϲ 2017
ϮϬϭϳ 2018
ϮϬϭϴ 2019
ϮϬϭϵ
'ĞŶĞƌĂůDŽƚŽƌƐŽŵƉĂŶǇ $100.00
ΨϭϬϬ͘ϬϬ $101.44
ΨϭϬϭ͘ϰϰ $108.94
ΨϭϬϴ͘ϵϰ $133.47 Ψϭϭϯ͘ϱϱ
Ψϭϯϯ͘ϰϳ $113.55 ΨϭϮϵ͘ϰϯ
$129.43
S&P 500 Stock Index
^ΘWϱϬϬ^ƚŽĐŬ/ŶĚĞǆ $100.00
ΨϭϬϭ͘ϯϴ $113.51
Ψϭϭϯ͘ϱϭ $138.29 ΨϭϯϮ͘Ϯϯ
Ψϭϯϴ͘Ϯϵ $132.23 Ψϭϳϯ͘ϴϲ
$173.86
DowJones Automobile & Parts Titans 30 Index
Žǁ:ŽŶĞƐƵƚŽŵŽďŝůĞΘWĂƌƚƐdŝƚĂŶƐϯϬ/ŶĚĞǆ $100.00
Ψϵϵ͘ϯϮ $97.05
Ψϵϳ͘Ϭϱ $117.64 $92.41 $105.29
Ψϭϭϳ͘ϲϰ ΨϵϮ͘ϰϭ ΨϭϬϱ͘Ϯϵ

Part Il:
3DUW,,
Annual Report on Form 10-K
$QQXDO5HSRUWRQ)RUP.
for the year ended December 31, 2019
IRUWKH\HDUHQGHG'HFHPEHU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
Form 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2019

OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

1934
For the transition period from to
Commission file number 001-34960
GENERAL MOTORS COMPANY

of registrant as specified in its charter)
(Exact name of
Delaware 27-0756180
(State or other jurisdiction
jurisdiction of
of (I.R.S. Employer
incorporation or organization) Identification No.)
300 Renaissance Center, Detroit, Michigan 48265 -3000

ofprincipal
(Address of principal executive offices) (Zip Code)
(313) 667-1500
(313) 667-1500
(Registrant's telephone
(Registrant’s telephone number, including area
number, including area code)
code)
Not applicable
Not applicable
(Former name,
(Former name, former address and
former address and former
former fiscal
fiscal year, if changed
year, if changed since last report)
since last report)
Securities registered
Securities registered pursuant
pursuant to to Section
Section 12(b)
12(b) of
of the
the Act:
Act:
Title of
of each class Trading
g Symbol(s)
y () Name of
of each exchange
g on which registered
g
Common Stock,
Common Stock, $0.01
$0.01 par
par value
value GM
GM New York Stock
New York Stock Exchange
Exchange
Securities registered
Securities registered pursuant
pursuant to
to Section
Section 12
12 (g)
(g) of
of the
the Act:
Act: None
None
Indicate by
Indicate check mark
by check if the
mark if the registrant is aa well-known
registrant is seasoned issuer,
well-known seasoned issuer, as
as defined
defined in
in Rule 405 of
Rule 405 of the
the Securities
Securities Act.
Act. Yes
Yes 0 No
No 10
Indicate by check mark if
if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)
15(d) of the Act. Yes
Y O No 0
Indicate by
Indicate check mark
by check mark whether the registrant
whether the (1) has
registrant (1) filed all
has filed all reports
reports required to be
required to filed by
be filed Section 13
by Section 13 or
or 15(d)
15(d) of
of the Securities
the Securities
u Exchange
Exchange
Act of 1934
Act of 1934 during
during the
the preceding 12 months
preceding 12 (or for
months (or for such
such shorter
shorter period that the
period that the registrant was required
registrant was to file
required to file such
such reports), and (2)
reports), and (2) has been
has been
subject to
subject such filing
to such filing requirements
requirements for
for the past 90
the past 90 days.
days. Yes
Yes 0 No No
Indicate by
Indicate by check
check mark
mark whether the registrant
whether the registrant has submitted electronically
has submitted electronically every
every Interactive
Interactive Data
Data File
File required to be
required to submittedd pursuant
be submitted to
pursuant to
Rule 405
Rule 405 of
of Regulation
Regulation S-T
S-T (§
(§ 232.405
232.405 of
of this
this chapter) during the
chapter) during the preceding 12 months
preceding 12 (or for
months (or for such
such shorter
shorter period that the
period that the registrant
registrant was required
was required
to submit
to submit such
such files).
files). Yes
Yes 0 NoNo
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company or an emerging growth company. See the definitions
defmitions of
of “large
"large accelerated filer,”
filer," “accelerated
"accelerated filer,”
filer," "smaller
“smaller reporting company”
company" and
"emerging growth company" in Rule 12b-2
12b-2 of
of the Exchange Act.
Large accelerated
Large accelerated filer
filer ga Accelerated
Accelerated filer
filer D Non-accelerated filer
Non-accelerated filer Smaller reporting
Smaller company EI
reporting company Emerging growth
Emerging growth company
company 13
If an
If an emerging
emerging growth
growth company,
company, indicate
indicate by check mark
by check if the
mark if the registrant
registrant has elected not
has elected not to use the
to use the extended
extended transition
transition period for complying
period ffor complying
with any new
with any or revised
new or financial accounting
revised financial accounting standards
standards provided
provided pursuant
pursuant to Section 13(a)
to Section 13(a) of
of the
the Exchange
Exchange Act.
Act. 0
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of
of the Exchange Act). Yes D No
N 21
The aggregate
The aggregate market value of
market value the voting
of the stock held
voting stock held by non-affiliates of
by non-affiliates of the registrant (assuming
the registrant (assuming only
only for
for purposes
purposes of
of this computation
this computation
m that
that
directors and
directors and executive
executive officers
officers may
may be affiliates) was
be affiliates) approximately $54.7
was approximately $54.7 billion
billion as
as of
of June
June 30,
30, 2019.
2019.
As of January
As of January 24,
24,2020 there were
2020 there 1,429,002,063 shares
were 1,429,002,063 shares of
of common stock outstanding.
common stock outstanding.
DOCUMENTS INCORPORATED BY
DOCUMENTS INCORPORATED BY REFERENCE
REFERENCE
Portions of
Portions of the
the registrant's definitive Proxy
registrant's definitive Statement related
Proxy Statement to the
related to the Annual Stockholders Meeting
Annual Stockholders Meeting to
to be filed subsequently
be filed subsequently are
are incorporated
incorporated
by
by reference into Part
reference into III of
Part III of this
this Form
Form 10-K.
10-K.
INDEX
INDEX
Page
PART II
PART
Item 1.
1. Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Item 1A.
Item 1A. Risk Factors
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
10
Item 1B.
1B. Unresolved Staff
Staff Comments.
Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
17
Item 2. Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
17
Item 3.
Item 3. Legal Proceedings.
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
17
Item 4. Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
17
PART II
PART II
Item 5.
Item 5. Market for
Market for Registrant’s
Registrant's Common Common Equity, Equity, Related Stockholder Matters
Related Stockholder Matters and and Issuer Purchases of
Issuer Purchases of Equity
Equity
Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities 18
18
Item 6. Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
19
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Management’s Operations . . . . . . . . . . . . . . 19
19
Item 7A.
Item 7A. Quantitative and
Quantitative and Qualitative
Qualitative Disclosures
Disclosures About About Market
Market Risk Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39
39
Item 8. Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47
47
Consolidated Income Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47
47
Consolidated Statements
Consolidated Statements of of Comprehensive
Comprehensive Income Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47
Consolidated Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
48
Consolidated Statements of of Cash Flows.
Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49
49
Consolidated Statements
Consolidated Statements of of Equity.
Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50
50
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
51
Note 1.
1. Nature
Nature of of Operations and Basis of of Presentation
Presentation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
51
Note 2. Significant Accounting Policies. Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
51
Note 3. Revenue
Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58
Note 4. Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Marketable and Other Securities 60
60
Note
Note 5. GM Financial Receivables and Transactions.
GM Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61
61
Note 6. Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories 63
63
Note 7. Equipment on
Equipment on Operating
Operating Leases Leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 63
63
Note
Note 8. Equity
Equity in Net Assets of Nonconsolidated Affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 63
Note 9. Property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 66
66
Note 10.
10. Goodwill and Intangible Assets Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 66
66
Note 11.
11. Variable Interest Entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67
Note 12.
12. Accrued
Accrued and Other Liabilities
Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67
67
13. Debt
Note 13. Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 68
68
14. Derivative Financial Instruments.
Note 14. Instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70
70
15. Pensions
Note 15. Pensions and
and Other
Other Postretirement
Postretirement Benefits Benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 71
71
16. Commitments
Note 16. Commitments and and Contingencies
Contingencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77
77
Note 17.
17_ Income Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82
Note 18.
18. Restructuring and
Restructuring and Other
Other Initiatives
Initiatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84
19.
Note 19. Interest Income
Interest and Other
Income and Other Non-Operating
Non-Operating Income Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85
Note 20. Stockholders' Equity and Noncontrolling Interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stockholders’ 86
Note 21. Earnings Per
Earnings Per Share.
Share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88
Note 22. Discontinued Operations
Discontinued Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88
Note 23. Stock Incentive Plans.
Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89
89
Note 24. Supplementary Quarterly Financial Information
Supplementary Quarterly Financial Information (Unaudited).
(Unaudited) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91
91
Note 25. Segment
Segment Reporting
Reporting. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91
91
Page
Page
Note 26. Supplemental
Supplemental Information
Information for for the Consolidated Statements
the Consolidated Statements of of Cash
Cash Flows
Flows . . . . . . . . . . . . . . . . . . 94
94
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Disclosure. . . . . . . . . . . . . . . 95
95
Item 9A.
Item 9A. Controls and
Controls and Procedures
Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 95
95
Item 9B. Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96
96
PART
PART III LII
Item 10.
Item 10. Directors, Executive
Directors, Executive Officers
Officers and
and Corporate
Corporate Governance
Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96
Item 11.
11. Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96
96
Item 12.
12. of Certain Beneficial Owners and Management and Related Stockholder Matters . . . . .
Security Ownership of 96
96
Item 13.
Item 13. Certain Relationships
Certain and Related
Relationships and Related Transactions,
Transactions, and and Director
Director Independence
Independence . . . . . . . . . . . . . . . . . . . . . . . . . . 96
Item 14.
14. Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Principal Accounting Fees and Services. 96
96
PART IV
PART IV
Item 15.
Item 15. Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exhibits 96
Item 16.
16. 10-K Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Form 10-K 99
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100
100
GENERAL MOTORS COMPANY AND SUBSIDIARIES
PART I
Item 1.
Item 1. Business
Business
General Motors Company (sometimes referred to as we, our, us, ourselves, the Company, General Motors, or GM) was
incorporated as
incorporated as aa Delaware
Delaware corporation
corporation in
in 2009.
2009. We design, build
We design, build and
and sell
sell trucks,
trucks, crossovers,
crossovers, cars
cars and
and automobile
automobile parts
parts worldwide.
worldwide.
Cruise, formerly
Cruise, formerly GMGM Cruise,
Cruise, is
is our
our global
global segment
segment responsible for the
responsible for the development
development andand commercialization
commercialization of of autonomous
autonomous vehicle
vehicle
technology. We also provide automotive financing
fmancing services through General Motors Financial Company, Inc. (GM Financial).
Except for
Except for per
per share
share amounts
amounts oror as
as otherwise
otherwise specified,
specified, amounts
amounts presented
presented within
within tables are stated
tables are stated in
in millions.
millions.
On July
On 31, 2017
July 31, 2017 we closed the
we closed sale of
the sale of the Opel and
the Opel and Vauxhall
Vauxhall businesses and certain
businesses and certain other
other assets
assets in
in Europe
Europe (the
(the Opel/Vauxhall
Opel/Vauxhall
Business) to Peugeot, S.A. (PSA Group). On October 31, 2017 we closed the sale of the European financing fmancing subsidiaries and
branches (the Fincos,
branches (the Fincos, and
and together
together with the Opel/Vauxhall
with the Opel/Vauxhall Business,
Business, the
the European Business) to
European Business) Banque PSA
to Banque PSA Finance
Finance S.A.
S.A. and
and
BNP Paribas
BNP Personal Finance
Paribas Personal S.A. The
Finance S.A. The European
European Business
Business is
is presented as discontinued
presented as discontinued operations
operations in
in our
our consolidated
consolidated financial
fmancial
statements for all periods presented. Unless otherwise indicated, information in this report relates to our continuing operations.
Automotive Our automotive

Automotive Our automotive operations
operations meet the demands
meet the demands of
of our
our customers
customers through our automotive
through our automotive segments:
segments: GM
GM North
North America
America
(GMNA) and GM International (GMI). GMNA meets the demands of of customers in North America with vehicles developed,
manufactured and/or marketed
manufactured and/or marketed under
under the
the Buick,
Buick, Cadillac,
Cadillac, Chevrolet
Chevrolet and
and GMC
GMC brands. GMI primarily
brands. GMI primarily meets the demands
meets the demands ofof
customers outside
customers outside North America with
North America with vehicles developed, manufactured
vehicles developed, and/or marketed
manufactured and/or marketed under the Buick,
under the Buick, Cadillac,
Cadillac, Chevrolet,
Chevrolet,
GMC and Holden brands. We also have equity ownership stakes in entities that meet the demands of of customers in other countries,
primarily in China,
primarily in China, with
with vehicles developed, manufactured
vehicles developed, and/or marketed
manufactured and/or marketed under the Baojun,
under the Baojun, Buick, Cadillac, Chevrolet
Buick, Cadillac, Chevrolet and
and
Wuling brands.
Wuling brands.
In addition
In addition to
to the
the vehicles
vehicles we
we sell
sell through our dealer
through our dealer network
network to retail customers,
to retail customers, we
we also
also sell
sell vehicles
vehicles directly
directly or
or through our
through our
dealer network
dealer network to fleet customers,
to fleet customers, including
including daily
daily rental
rental car
car companies,
companies, commercial
commercial fleet
fleet customers,
customers, leasing
leasing companies
companies and
and
governments. Our customers can obtain a wide range of aftersale vehicle services and products through our dealer network, such
as maintenance,
as light repairs,
maintenance, light repairs, collision
collision repairs,
repairs, vehicle accessories and
vehicle accessories and extended
extended service
service warranties.
warranties.
Competitive Position and Vehicle

Vehicle Sales The principal factors that determine consumer vehicle preferences in the markets in
which
which we operate include
we operate include overall
overall vehicle design, price,
vehicle design, quality, available
price, quality, available options,
options, safety,
safety, reliability, fuel economy
reliability, fuel economy and
and functionality.
functionality.
Market leadership
Market leadership in
in individual
individual countries
countries in
in which
which we compete varies
we compete varies widely.
widely.
We present
We present both
both wholesale and total
wholesale and total vehicle sales data
vehicle sales data to
to assist
assist in
in the analysis of
the analysis of our
our revenue
revenue and
and our
our market share. Wholesale
market share. Wholesale
vehicle sales data
vehicle sales data consists
consists of
of sales
sales to
to GM's
GM's dealers
dealers and
and distributors
distributors as
as well as sales
well as sales to
to the
the U.S.
U.S. Government
Government andand excludes
excludes vehicles
vehicles
sold by our joint ventures. Wholesale vehicle sales data correlates to our revenue recognized from the sale of of vehicles, which is
the largest
the largest component
component ofof Automotive
Automotive net net sales
sales and
and revenue.
revenue. InIn the
the year ended December
year ended December 31,31, 2019, 34% of
2019, 34% of our
our wholesale vehicle
wholesale vehicle
sales volume
sales volume was generated outside
was generated outside the
the U.S. The following
U.S. The following table
table summarizes
summarizes wholesale
wholesale vehicle sales by
vehicle sales automotive segment
by automotive segment
(vehicles in thousands):
Years Ended
Years Ended December 31,
December 31,
2019
2019 2018
2018 2017
2017
GMNA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GMNA. 3,214 76.4% 3,555 75.5% 3,511
3,511 73.5%
GMI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 995 23.6% 1,152
1,152 24.5% 1,267
1,267 26.5%
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. 4,209
4,209 100.0%
100.0% 4,707
4,707 100.0%
100.0% 4,778
4,778 100.0%
100.0%
Discontinued operations
Discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — 696
696
Total vehicle
Total vehicle sales
sales data
data represents:
represents: (1)
(1) retail sales (i.e.,
retail sales (i.e., sales
sales to
to consumers
consumers who
who purchase
purchase new
new vehicles from dealers
vehicles from dealers or
or distributors);
distributors);
(2) fleet sales, such as sales to large and small businesses, governments, and daily rental car companies; and (3) vehicles used by
dealers in their businesses, including courtesy transportation vehicles. Total vehicle sales data includes all sales by joint ventures
on aa total
on total vehicle
vehicle basis,
basis, not
not based on our
based on our percentage ownership interest
percentage ownership interest in
in the
the joint venture. Certain
joint venture. Certain joint
joint venture agreements in
venture agreements in
China allow for the contractual right to report vehicle sales of 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 aa particular
recognize during particular period,
period, we believe it
we believe it is
is indicative
indicative ofof the
the underlying demand for
underlying demand for our
our vehicles.
vehicles. Total
Total vehicle sales data
vehicle sales data
represents management's good faith estimate based on sales reported by GM's dealers, distributors, and joint ventures, commercially
available data sources such as registration and insurance data, and internal estimates and forecasts when other data is not available.
11
The following
The following table
table summarizes
summarizes total industry vehicle
total industry vehicle sales
sales and
and our
our related
related competitive
competitive position
position by geographic region
by geographic region (vehicles
(vehicles
in thousands):
Years Ended
Years Ended December
December 31,
31,
2019
2019 2018
2018 2017
2017
Market
Market Market
Market Market
Market
Industry
Industry GM
GM Share
Share Industry
Industry GM
GM Share
Share Industry
Industry GM
GM Share
Share
North America
17,533
United States . . . . . . . . . . . . . . . . . . . 17,533 2,887 16.5% 17,721
16.5% 17,721 2,954 16.7% 17,570
16.7% 17,570 3,002 17.1%
17.1%
Other . . . . . . . . . . . . . . . . . . . . . . . . . 3,642
Other 3,642 480
480 13.2% 3,839
13.2% 3,839 536
536 14.0% 3,980
14.0% 3,980 574
574 14.4%
14.4%
Total North America . . . . . . . . . . . . . 21,175 3,367 15.9% 21,560
15.9% 3,490 16.2% 21,550
16.2% 3,576 16.6%
16.6%
Asia/Pacific, Middle East and
Africa
China(a) . . . . . . . . . . . . . . . . . . . . . . . 25,398
China(a) 25,398 3,094
3,094 12.2% 26,519
12.2% 26,519 3,645
3,645 13.7% 28,231
13.7% 28,231 4,041
4,041 14.3%
14.3%
Other(b) . . . . . . . . . . . . . . . . . . . . . . . 21,503 584 2.7% 22,258 557 2.5% 21,288 629 3.0%
Total Asia/Pacific,
Total Asia/Pacific, Middle
Middle East East andand
Africa . . . . . . . . . . . . . . . . . . . . . . . 46,901 3,678 7.8% 48,777 4,202 8.6% 49,519 4,670 9.4%
South America
South America
Brazil . . . . . . . . . . . . . . . . . . . . . . . . . 2,787 476 17.1%
17.1% 2,566 434 16.9%
16.9% 2,239 394 17.6%
17.6%
Other . . . . . . . . . . . . . . . . . . . . . . . . . 1,531
1,531 193
193 12.6%
12.6% 1,925
1,925 256 13.3%
13.3% 1,928
1,928 275 14.3%
14.3%
Total South
Total South America
America . . . . . . . . . . . . . 4,318
4,318 669
669 15.5%
15.5% 4,491
4,491 690
690 15.4%
15.4% 4,167
4,167 669
669 16.1%
16.1%
Total in GM markets . . . . . . . . . . . . 72,394 7,714 10.7% 74,828
10.7% 8,382 11.2% 75,236
11.2% 8,915 11.8%
11.8%
Total Europe . . . . . . . . . . . . . . . . . . . 18,876 4 -% 18,928
—% 18,928 4 -% 19,190
—% 19,190 685 3.6%
Total Worldwide(c)
Total Worldwide(c) . . . . . . . . . . . . . 91,270 91,270 7,718
7,718 8.5% 93,756
8.5% 93,756 8,386
8,386 8.9% 94,426
8.9% 94,426 9,600
9,600 10.2%
10.2%
United States
Cars . . . . . . . . . . . . . . . . . . . . . . . . . . 4,842
Cars 389 8.0% 5,389 560 10.4%
10.4% 6,145 709 11.5%
11.5%
Trucks(d) . . . . . . . . . . . . . . . . . . . . . . 4,496
4,496 1,332
1,332 29.6%
29.6% 4,215
4,215 1,360
1,360 32.3%
32.3% 4,004
4,004 1,328
1,328 33.2%
33.2%
Crossovers(d) . . . . . . . . . . . . . . . . . . 8,195
Crossovers(d). 1,166
1,166 14.2% 8,117
14.2% 1,034
1,034 12.7% 7,421
12.7% 7,421 965 13.0%
13.0%
Total United
Total United States
States . . . . . . . . . . . . . . 17,533
17,533 2,887 16.5% 17,721
16.5% 17,721 2,954 16.7% 17,570
16.7% 17,570 3,002 17.1%
17.1%
China(a)
China(a)
SGMS . . . . . . . . . . . . . . . . . . . . . . . .
SGMS 1,482 1,749
1,749 1,906
1,906
SGMW . . . . . . . . . . . . . . . . . . . . . . .
SGMW. 1,612 1,896
1,896 2,135
25,398
Total China . . . . . . . . . . . . . . . . . . . . 25,398 3,094
3,094 12.2% 26,519
12.2% 26,519 3,645
3,645 13.7% 28,231
13.7% 28,231 4,041
4,041 14.3%
14.3%
__________
(a) Includes
(a) Includes sales
sales by our Automotive
by our Automotive China
China Joint
Joint Ventures (Automotive China
Ventures (Automotive China JVs): SAIC General
JVs): SAIC General Motors Sales Co.,
Motors Sales Co., Ltd.
Ltd. (SGMS)
(SGMS) andand SAIC
SAIC
GM Wuling
GM Wuling Automobile
Automobile Co.,
Co., Ltd. (SGMW).
Ltd. (SGMW).
(b) Includes
(b) Includes Industry and GM
Industry and GM sales
sales in
in India
India and
and South
South Africa
Africa where
where we ceased vehicle
we ceased sales for
vehicle sales for those
those domestic
domestic markets
markets asas of
of December
December 31,
31,
2017.
2017.
(c) Cuba,
(c) Cuba, Iran,
Iran, North Korea, Sudan
North Korea, Sudan and
and Syria
Syria are
are subject
subject to
to broad
broad economic
economic sanctions
sanctions.. Accordingly
Accordingly these
these countries
countries are
are excluded
excluded from
from industry
industry
sales data
sales data and
and corresponding
corresponding calculation
calculation ofof market share.
market share.
(d) Certain
(d) Certain industry
industry vehicles have been
vehicles have reclassified between
been reclassified these vehicle
between these vehicle segments.
segments. GM
GM vehicles
vehicles were not impacted
were not impacted by
by this
this change.
change. The
The prior
prior
period has been
period has recast to
been recast to reflect
reflect the changes.
the changes.
In the year ended December 31,

31,2019,
2019, we estimate we were the market share leader in each of North America and South America,
and had
and the number
had the number four
four market
market share
share in
in the
the Asia/Pacific,
Asia/Pacific, Middle
Middle East
East and
and Africa
Africa region,
region, which
which included
included the
the number
number two
two market
market
share in China. Refer to the Overview in Management's Discussion and Analysis of of Financial Condition and Results of
of Operations
(MD&A) for discussion on changes in market share by region.
2
As discussed above,
As discussed above, total
total vehicle sales and
vehicle sales and market
market share
share data
data provided
provided in
in the table above
the table above includes
includes fleet
fleet vehicles. Certain fleet
vehicles. Certain fleet
transactions, particularly sales to daily rental car companies, are generally less profitable than retail sales to end customers. The
following table summarizes estimated fleet sales and those sales as a percentage of of total vehicle sales (vehicles in thousands):
Years Ended
December 31,
31,
2019
2019 2018
2018 2017
2017
GMNA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 741
741 740 691
691
GMI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GMI. 498 478 541
541
Total fleet
Total fleet sales
sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,239
1,239 1,218
1,218 1,232
1,232
Fleet sales as a percentage of total vehicle sales . . . . . . . . . . . . . . . . . 16.1%
16.1% 14.5% 13.8%
13.8%
Product Pricing Several methods are used to promote our products, including the use of dealer, retail and fleet incentives such
as customer
as customer rebates and finance
rebates and fmance rate
rate support.
support. The
The level
level of
of incentives
incentives is
is dependent
dependent upon
upon the level of
the level of competition
competition in
in the
the markets
markets in
in
which we operate and the level of demand for our products.
Cyclical and
Cyclical and Seasonal
Seasonal Nature
Nature ofof Business The market
Business The for vehicles
market for is cyclical
vehicles is cyclical and
and depends
depends in
in part on general
part on general economic
economic
conditions, credit availability and consumer spending. Vehicle markets are also seasonal. Production varies from month to month.
Vehicle model changeovers occur throughout the year as a result of new market entries.
Relationship with Dealers We market vehicles and automotive parts worldwide primarily through a network of independent
authorized retail dealers. These outlets include distributors, dealers and authorized sales, service and parts outlets. The number
m of
authorized dealerships
authorized dealerships were 4,743 in
were 4,743 in GMNA
GMNA andand 7,907
7,907 in
in GMI
GMI at
at December
December 31,
31, 2019.
2019.
We and our joint ventures enter into a contract with each authorized
t dealer agreeing to sell to the dealer one or more specifie
specified
d
product lines at
product lines at wholesale
wholesale prices and granting
prices and granting the
the dealer
dealer the
the right
right to sell those
to sell those vehicles to retail
vehicles to retail customers
customers from
from an
an approved
approved
location. Our dealers often offer more than one GM brand at a single dealership in a number of of our markets. Authorized dealers
offer parts, accessories, service and repairs for GM vehicles in the product lines that they sell using GM parts and accessories. Our
dealers are
dealers are authorized
authorized to service GM
to service GM vehicles
vehicles under our limited
under our limited warranty
warranty program, and those
program, and those repairs are made
repairs are made only
only with GM parts.
with GM parts.
Our dealers generally provide their customers with access to credit or lease financing,
fmancing, vehicle insurance and extended service
contracts provided by GM Financial and other financial
fmancial institutions.
The quality of GM dealerships and our relationship with our dealers and distributors are critical to our success given that dealers
maintain the primary sales and service interface with the end consumer of of our products. In addition to the terms of our contracts
with our dealers,
with our dealers, we are regulated
we are regulated by
by various country and
various country and state
state franchise
franchise laws
laws and
and regulations
regulations that
that may
may supersede
supersede those
those contractual
contractual
terms and impose specific regulatory requirements and standards for initiating dealer network changes, pursuing terminations for
cause and other contractual matters.
Research, Product and Business Development and Intellectual Property Costs for research, manufacturing engineering,
product engineering and design and development activities primarily relate to developing new products or services or improving
existing products
existing or services,
products or services, including
including activities
activities related to vehicle
related to and greenhouse
vehicle and greenhouse gas
gas (GHG)
(GHG) emissions
emissions control,
control, improved
improved fuel
fuel
economy, electrification, autonomous vehicles, the safety ofof drivers and passengers, and urban mobility. Research and development
expenses were $6.8 billion, $7.8 billion and $7.3 billion in the years ended December 31, 2019, 2018 and 2017.
Product Development The Product Development organization is responsible for designing and integrating vehicle and propulsion
components to maximize part sharing across multiple vehicle segments. Global teams in Design, Program Management, Component
& Subsystem
& Subsystem Engineering,
Engineering, Product
Product Integrity,
Integrity, Safety,
Safety, Propulsion
Propulsion Systems
Systems and
and Purchasing
Purchasing && Supply
Supply Chain
Chain collaborate
collaborate to
to meet
meet
customer requirements and maximize global economies of scale.
Our global
Our global vehicle
vehicle architecture
architecture development
development is
is headquartered
headquartered at
at our
our Global
Global Technical
Technical Center
Center in
in Warren,
Warren, Michigan. Cross-
Michigan. Cross-
segment part sharing is an essential enabler to optimize our current vehicle portfolio, as we expect that more than 75% of our
global sales volume will come from five vehicle architectures by mid-decade. We will continue to leverage our current architecture
t
portfolio to accommodate
portfolio to accommodate our
our customers
customers around
around the
the world while achieving
world while achieving our
our financial
fmancial goals.
goals.
Battery Electric Vehicles

Vehicles We have committed to an all-electric future and are investing in multiple technologies offering increasing
levels of
levels of vehicle
vehicle electrification
electrification with
with aa core
core focus
focus on
on zero emission battery
zero emission battery electric
electric vehicles as part
vehicles as part of
of our
our long-term
long-term strategy
strategy to
to
reduce petroleum consumption and GHG emissions. We currently offer the Chevrolet Bolt EV, which recently improved to 259
3
miles of range
miles of with the
range with 2020 model
the 2020 model year. We have
year. We have also
also announced
announced ourour all-new
all-new battery electric architecture
battery electric architecture that
that will launch on
will launch on aan
an
upcoming Cadillac model. The new platform will be flexible, allowing quick response to customer preferences with a relatively
short design and development lead time. It will be leveraged across multiple brands and vehicle sizes, styles and drive configurations.
u
We confirmed
We confirmed the GMC Hummer
the GMC Hummer EV,
EV, an
an upcoming battery electric
upcoming battery electric truck,
truck, will
will be built at
be built at Detroit-Hamtramck
Detroit-Hamtramck Assembly,
Assembly, which
which isis
being re-tooled into a fully-dedicated electric vehicle facility. In addition, we have announced plans to mass-produce battery cells
for future battery electric vehicles through an equally owned joint venture with LG Chem, Ltd.
To support mass market adoption of of electric vehicles, we are working to ensure that our customers will have access to a robust,
ubiquitous and seamless charging infrastructure. For personal vehicles, this means strategically addressing charging needs at home,
the workplace
the and in
workplace and in public locations. We
public locations. We have announced collaborative
have announced collaborative work with several
work with several charge
charge network operators to
network operators to provide
provide
real-time data on their respective networks and charge station health to filter into our Energy Assist feature within the myChevrolet
app, currently available to Chevrolet Bolt EV drivers. This collaboration will enable access to the largest collective electric vehicle
charging network
charging in the
network in the U.S.
U.S.
Car- and Ride-Sharing Maven is a shared vehicle marketplace that leverages a versatile software and operational platform to
provide
provide members
members with on-demand access
with on-demand access to vehicles through
to vehicles two primary
through two services, Maven
primary services, Gig and
Maven Gig and Maven
Maven Car
Car Sharing.
Sharing. Maven
Maven
Gig allows members to access vehicles that can be used in ride-sharing and delivery with companies such as Uber Technologies
Inc. and GrubHub Inc. Maven Car Sharing is a consumer service that provides on-demand access to Maven-owned and peer-owned
vehicles. Maven is
vehicles. Maven is available
available in
in 15
15 cities
cities in
in the
the U.S., Canada and
U.S., Canada and Australia at December
Australia at December 31,
31, 2019.
2019.
Autonomous Technology We expect autonomous technology to lead to a future of of zero crashes, zero emissions and zero
congestion. We
congestion. We are
are among
among the leaders in
the leaders in the
the industry
industry with significant global
with significant global real-world experience in
real-world experience in delivering
delivering connectivity
connectivity aand
and
advanced safety features that are the building blocks to more advanced automation features that are driving our leadership position
in the development of autonomous technology. An example of of our advanced technology is Super Cruise, a driver assistance feature
that enables
that enables hands-free
hands-free driving
driving on
on the
the highway,
highway, which
which will be expanded
will be expanded to all Cadillac
to all Cadillac models.
models. We
We are
are actively
actively testing
testing autonomous
autonomous
vehicles in the U.S. Gated by safety and regulation, we continue to make significant progress toward commercialization of a
network of on-demand autonomous vehicles in the U.S. The Cruise AV is our production-intent self-driving vehicle that was
engineered from
engineered from the start to
the start to operate
operate safely
safely on
on its
its own,
own, with
with no driver.
no driver.
Alternative Fuel Vehicles

Vehicles We believe alternative fuels offer significant potential to reduce petroleum consumption and resulting
GHG emissions
GHG emissions in
in the
the transportation
transportation sector.
sector. By leveraging experience
By leveraging experience and
and capability
capability developed
developed around
around these
these technologies
technologies in
in our
our
global operations, we continue to develop FlexFuel vehicles that can run on ethanol-gasoline blend fuels as well as technologies
that support compressed natural gas and liquefied petroleum gas. We offer several 2020 model year FlexFuel vehicles in the U.S.
and Canada
and Canada to
to retail and fleet
retail and fleet customers
customers capable
capable of
of operating
operating on
on gasoline,
gasoline, E85
E85 ethanol
ethanol or
or any
any combination
combination ofof the
the two.
two. We also
We also
support the development of biodiesel blend fuels, which are alternative diesel fuels produced from renewable sources.
Hydrogen
Hydrogen Fuel Cell Technology
Fuel Cell Technology Another
Another part of our
part of our long-term
long-term strategy
strategy to
to reduce
reduce petroleum consumption and
petroleum consumption and GHG
GHG emissions
emissions
is our commitment to the development of of our hydrogen fuel cell technology. Our Chevrolet Equinox fuel cell electric vehicle
demonstration programs, such as Project Driveway, have accumulated more than three million miles of real-world driving. These
programs are helping
programs are helping us identify consumer
us identify consumer and
and infrastructure
infrastructure needs
needs to
to understand
understand the
the business case for
business case for potential
potential production of
production of
vehicles with this technology. We are exploring non-traditional automotive uses for fuel cells in several areas, including
demonstrations with the U.S. Army and U.S. Navy. In addition, we signed a co-development agreement and established a
nonconsolidated
nonconsolidated joint
joint venture
venture with
with Honda Motor Co.,
Honda Motor Co., Ltd.
Ltd. (Honda)
(Honda) for
for aa next-generation fuel cell
next-generation fuel cell system
system and
and hydrogen storage
hydrogen storage
technologies, aiming for commercialization in the early 2020s.
OnStar and
OnStar and Vehicle
Vehicle Connectivity
Connectivity We We offer
offer OnStar
OnStar and
and connected
connected services
services to
to more
more than
than 22
22 million connected vehicles
million connected globally
vehicles globally
through subscription-based and complimentary services. OnStar provides safety and security services for retail and fleet customers,
including automatic crash response, emergency services, roadside assistance, crisis assist, stolen vehicle assistance and turn-by-
turn navigation.
turn We also
navigation. We also offer
offer aa variety of connected
variety of connected services,
services, including
including mobile applications for
mobile applications for owners
owners toto remotely control their
remotely control their
vehicles and electric vehicle owners to locate charging stations, on-demand vehicle diagnostics, GM Smart Driver, GM Marketplace
in-vehicle commerce, connected navigation, SiriusXM with 360L and 4G LTE wireless connectivity. Additionally, we have
announced plans
announced to integrate
plans to integrate an
an in-vehicle
in-vehicle Alexa experience through
Alexa experience through Amazon.com
Amazon.com to to millions of eligible
millions of eligible model
model year 2018 and
year 2018 and
newer vehicles in 2020, and integrate Google Voice Assistant, navigation and app ecosystem into GM infotainment systems
beginning in 2021.
Intellectual Property We are constantly innovating and hold a significant number of

of patents, copyrights, trade secrets and other
intellectual property that protect those innovations in numerous countries. While no single piece of of intellectual property is
4
individually material
individually material to our business
to our business as
as aa whole, our intellectual
whole, our intellectual property is important
property is important to
to our
our operations
operations and
and continued
continued technological
technological
development. Additionally, we hold a number of oftrademarks 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

ofraw
raw materials, 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
resins, copper, lead and
and platinum group metals.
platinum group We have
metals. We have not experienced any
not experienced any significant
significant shortages
shortages of
of raw
raw materials
materials and
and normally
normally
do not carry substantial inventories of
of such raw materials in excess of of levels reasonably required to meet our production
requirements. Costs are expected to remain elevated due to the price of
of commodities and the continuing existence of of tariffs.
In some instances, we purchase systems, components, parts and supplies from a single source and may be at an increased risk
for supply disruptions. The inability or unwillingness of these sources to supply us with parts and supplies could have a material
adverse effect
adverse effect on
on our
our production
production capacity.
capacity. Combined
Combined purchases from our
purchases from our two
two largest
largest suppliers
suppliers were 11% of
were 11% of our
our total
total purchases in
purchases in
the year ended December 31, 2019 and 12% 12% of
of our total purchases in each of the years ended December 31, 2018 and 2017. Refer
to Item 1A.
1A. Risk Factors for further discussion of
of these risks.
Environmental and Regulatory Matters
Automotive Criteria Emissions

Automotive Criteria Control Our
Emissions Control Our products
products are
are subject
subject to laws and
to laws and regulations
regulations globally
globally that
that require
require us
us to control
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 of
stricter standards
stricter standards and
and new
new diagnostic
diagnostic requirements that have
requirements that come into
have come into force
force in
in many
many markets around the
markets around the world,
world, often
often with
with very
very
little harmonization. While we believe all of
of our products are designed and manufactured in material compliance with substantially
all vehicle emissions requirements, regulatory authorities may conduct ongoing evaluations of of products from all manufacturers.
The U.S. 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
exhaust and evaporative
evaporative emission
emission standards.
standards. These
These emission
emission control
control standards
standards will likely increase
will likely increase the
the time and mileage
time and mileage periods
periods
over which manufacturers are responsible for a vehicle's emission performance. The Clean Air Act permits states that have areas
with air quality compliance issues to adopt California emission standards in lieu ofof federal requirements. Fourteen states and the
District of
District of Columbia
Columbia have adopted California
have adopted California emission
emission standards,
standards, and
and there
there is
is aa possibility
possibility that
that additional
additional U.S.
U.S. jurisdictions could
jurisdictions could
adopt California emission requirements in the future.
The Canadian
The Canadian federal
federal government's
government's current
current vehicle
vehicle pollutant emission requirements
pollutant emission are generally
requirements are generally aligned
aligned with those of
with those of the
the U.S.
U.S.
federal requirements.
Each model
Each year we
model year we must obtain certification
must obtain certification that our vehicles
that our and heavy-duty
vehicles and engines will
heavy-duty engines will meet emission requirements
meet emission of the
requirements of the
EPA before we can sell vehicles in the U.S. and Canada, and of of CARB before we can sell vehicles in California and other states
that have adopted the California emission requirements.
In 2019, certain areas within China began implementation of of the China 6 emission standard (China 6) requirements. China 6
combines elements of of both European Union (EU) and U.S. standards and increases the time and mileage periods over which
manufacturers are responsible
manufacturers are for aa vehicle's
responsible for emission performance.
vehicle's emission performance. Nationwide implementation of
Nationwide implementation of China
China 6a
6a for
for new
new registrations
registrations
is expected in July 2020, and the more stringent China 6b is expected to be implemented in July 2023. Localities can implement
China 6 requirements earlier than the nationwide deadlines if if certain enabling criteria are met. For additional information, refer
to Item
to 1A. Risk
Item 1A. Risk Factors.
Factors.
Brazil has recently approved a new set ofof national emissions standards named L7, to be implemented in 2022, and L8, to be
implemented in
implemented in 2025.
2025. L7
L7 standards
standards include
include exhaust,
exhaust, durability,
durability, evaporative
evaporative and
and noise limits, new
noise limits, OBD requirements
new OBD and aa phase-
requirements and phase-
in for onboard refueling vapor recovery systems. L8 standards include emission targets for real driving emissions and reduce
exhaust limits every two years until 2031. Many ofof the requirements are aligned with those of of the EPA.
As a result of the sale of

of the Opel/Vauxhall Business, GM’s
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 ofof the Opel/Vauxhall Business as well
as to
as to other
other vehicles
vehicles GMGM continues
continues to
to sell
sell in
in Europe.
Europe. In
In the
the EU, increased scrutiny
EU, increased scrutiny of
of compliance
compliance with emissions standards
with emissions standards may
may
result in changes to these standards, including implementation of real driving emissions tests, as well as stricter interpretations or
redefinition of these standards and more rigorous enforcement. For example, our former German subsidiary has participated in
5
continuing discussions
continuing discussions with German and
with German and European
European authorities
authorities concerning
concerning emissions
emissions control
control systems.
systems. For
For additional
additional information,
information,
refer to Note 22 to our consolidated financial statements.
Automotive
Automotive Fuel
Fuel Economy
Economy andand Greenhouse
Greenhouse Gas
Gas Emissions
Emissions InIn the
the U.S., the National
U.S., the Highway Traffic
National Highway Traffic Safety
Safety Administration
Administration
(NHTSA) promulgates and enforces Corporate Average Fuel Economy (CAFE) standards for three separate fleets: domestically
produced cars, imported cars and light-duty trucks. Manufacturers are subject to substantial civil penalties if if they fail to meet the
applicable CAFE
applicable CAFE standard
standard in
in any
any model
model year, after considering
year, after considering all
all available
available credits
credits for
for the
the preceding five model
preceding five model years, expected
years, expected
credits for the three succeeding model years and credits obtained from other manufacturers. The amount of of these civil penalties
of litigation currently pending in the U.S. Court of
is the subject of of Appeals for the Second Circuit. In addition to federal CAFE
standards, the
standards, the EPA
EPA promulgates
promulgates and
and enforces
enforces GHG
GHG emission
emission standards,
standards, which are effectively
which are effectively fuel
fuel economy
economy standards
standards because
because the
the
majority of
of vehicle GHG emissions are carbon dioxide emissions that are emitted in direct proportion to the amount of of fuel
consumed by a vehicle. The EPA and NHTSA also regulate the fuel efficiency and GHG emissions of of medium- and heavy-duty
vehicles, imposing more
vehicles, imposing more stringent
stringent standards
standards over
over time.
time.
In addition, CARB has asserted the right to promulgate and enforce its own state GHG standards for motor vehicles, and other
states have
states asserted the
have asserted the right
right to adopt CARB's
to adopt CARB's standards.
standards. CARB
CARB regulations
regulations previously stated that
previously stated that compliance
compliance with the EPA
with the EPA light-
light-
duty program is deemed compliance with CARB standards. However, on December 12, 12, 2018, CARB amended this regulation to
state that, in the event the EPA alters federal GHG stringency, compliance with the EPA's GHG emissions standards will no longer
be deemed compliance
be deemed compliance with CARB's separate
with CARB's separate requirements.
requirements. Likewise,
Likewise, NHTSA
NHTSA andand the
the EPA
EPA have
have recently issued aa rule
recently issued asserting
rule asserting
that California is preempted from regulating GHG emissions, which is currently being challenged through litigation. As a result,
depending on the outcome of the federal CAFE and GHG rulemaking and related litigation and the finality of of CARB's regulatory
amendment, in
amendment, in the
the future
future GM
GM might
might be
be required to meet
required to California GHG
meet California GHG standards
standards that are different
that are different than
than the
the EPA standards.
EPA standards.
CARB has also imposed the requirement that increasing percentages of Zero Emission Vehicles (ZEVs) must be sold in California.
The Clean
The Clean Air
Air Act
Act permits states to
permits states adopt California
to adopt California emission
emission standards,
standards, and
and 11
11 have adopted the
have adopted the ZEV
ZEV requirements. The EPA
requirements. The EPA has
has
recently revoked the waiver it had granted to California that permitted its ZEV program. Depending on the finality
fmality of
of that revocation,
there is a possibility that additional U.S. jurisdictions could adopt California ZEV requirements in the future.
In Canada, light- and heavy-duty GHG regulations are currently patterned after the EPA GHG emissions standards. However,
the Canadian government will be conducting a mid-term review of of its 2022 to 2025 model year light-duty GHG standards and
there is
there is an
an increased
increased risk that future
risk that future Canadian
Canadian light-duty
light-duty GHG
GHG regulations
regulations may
may not
not be aligned with
be aligned the EPA
with the EPAregulations.
regulations. In addition,
In addition,
the Canadian province of of Quebec has adopted ZEV requirements for the 2018 to 2025 model years largely based on California
program requirements. The province of of British Columbia also passed legislation in May 2019 to enable similar ZEV regulations
in the
in near term,
the near term, and
and governments
governments in in Canada
Canada could
could adopt
adopt additional
additional ZEV
ZEV requirements in the
requirements in future.
the future.
China has two fuel economy requirements for passenger vehicles: an individual vehicle pass-fail type approval requirement and
aa fleet
fleet average
average fuel
fuel consumption
consumption requirement. With aa focus
requirement. With focus on
on the
the fleet
fleet average
average program, the current
program, the current China
China Phase
Phase 44 fleet
fleet average
average
fuel consumption requirement, which went into effect in 2016, is based on curb weight with full compliance required by 2020.
China Phase 4 has continued subsidies for plug-in hybrid, battery electric and fuel cell vehicles, which are referred to as New
Energy Vehicles
Energy Vehicles (NEVs).
(NEVs). China
China Phase
Phase 55 has been developed
has been developed with
with aa planned start in
planned start in 2021
2021 and
and full
full compliance
compliance is
is required by 2025.
required by 2025.
In addition, China has established an NEV Mandate that will require passenger car manufacturers to produce a certain volume of of
NEVs to generate credits in 2019 and beyond to offset internal combustion engine vehicle production volume. The number of of
credits per
credits car is
per car is based on the
based on the level
level of
of electric
electric range and energy
range and energy efficiency,
efficiency, with the goal
with the goal of
of increasing
increasing NEV volume penetrations.
NEV volume penetrations.
Uncommitted NEV credits may be used to assist compliance with the fleet average fuel consumption requirement. China has set
forth NEV credit targets for 2019 and 2020 and is setting forth new NEV credit targets aiming at further increasing volumes of of
NEVs
NEVs between 2021 and
between 2021 and 2025.
2025.
In Brazil, the Secretary of

of Industry and Development promulgates and enforces CAFE standards and has recently enforced a
new CAFE program
new CAFE for the
program for the period October 2020
period October 2020 to September 2026
to September 2026 and
and October
October 2026
2026 to September 2032
to September 2032 for
for light-duty
light-duty and
and mid-
mid-
size trucks and sport utility vehicles (SUVs), including diesel vehicles, imposing more stringent standards for each period.
Regulators in
Regulators in other
other jurisdictions
jurisdictions have already adopted
have already adopted or
or are
are developing
developing fuel
fuel economy
economy oror carbon
carbon dioxide
dioxide regulations.
regulations. If
If regulators
regulators
in these jurisdictions seek to impose and enforce standards that are misaligned with market conditions, we may be forced to take
various actions to increase market support programs for certain vehicles and curtail production of of others in order to achieve
compliance. We
compliance. We regularly evaluate our
regularly evaluate our current
current and
and future
future product
product plans and strategies
plans and strategies for
for compliance
compliance with fuel economy
with fuel economy andand GHG
GHG
regulations.
6
Industrial Environmental Controll Our operations are subject to a wide range of of environmental protection laws including those
regulating air emissions,
regulating air emissions, water discharge, waste
water discharge, waste management and environmental
management and environmental cleanup.
cleanup. Certain
Certain environmental
environmental statutes
statutes require
require
that
that responsible
responsible parties fund remediation
parties fund actions regardless
remediation actions of fault,
regardless of fault, legality
legality of
of original
original disposal
disposal or
or ownership
ownership of
of aa disposal
disposal site.
site.
Under certain circumstances these laws impose joint and several liability as well as liability for related damages to natural resources.
To mitigate
To mitigate the
the effects
effects of
of our
our worldwide operations on
worldwide operations on the environment, we
the environment, are converting
we are converting as
as many of our
many of our worldwide operations
worldwide operations
as practicable to landfill-free operations, which reduces GHG emissions associated with waste disposal. At December 31, 2019,
58 (or
58 (or 45%)
45%) ofof our
our manufacturing
manufacturing operations
operations and
and 36
36 (or
(or 38%)
38%) ofof our
our non-manufacturing operations were
non-manufacturing operations landfill-free. At
were landfill-free. our
At our
landfill-free manufacturing
landfill-free operations, 90%
manufacturing operations, 90% ofof waste materials are
waste materials are composted,
composted, reused or recycled
reused or and 8%
recycled and 8% are
are converted
converted toto energy
energy
at waste-to-energy facilities. We estimate that our waste reduction program diverted 1.2 1.2 million metric tons of
of waste from landfills
in 2019,
in 2019, resulting in 5.6
resulting in 5.6 million
million metric
metric tons of GHG
tons of GHG emissions
emissions avoided
avoided in
in global
global manufacturing operations, including
manufacturing operations, including construction,
construction,
demolition and
demolition and remediation
remediation wastes.
wastes.
In addition
In addition to
to minimizing
minimizing our
our impact
impact on
on the environment, our
the environment, our landfill-free
landfill-free program and total
program and total waste
waste reduction
reduction commitments
commitments
generate income
generate income from
from the
the sale
sale of
of production
production by-products,
by-products, reduce our use
reduce our of material
use of and help
material and to reduce
help to the risks
reduce the risks and
and financial
financial
liabilities associated with waste disposal.
We continue
We continue our
our efforts
efforts to
to increase
increase ourour use
use ofof renewable energy, improve
renewable energy, improve our
our energy
energy efficiency
efficiency and
and work
work to drive growth
to drive growth and
and
scale of renewables. We are committed to meeting the electricity needs of our operations worldwide with renewable energy by
2040, pulling
2040, pulling forward
forward ourour previous commitment by
previous commitment 10 years.
by 10 Through December
years. Through December 31, 31, 2019,
2019, we we implemented
implemented projects and signed
projects and signed
renewable energy contracts
renewable energy contracts globally
globally that
that brought
brought ourour total
total renewable energy capacity
renewable energy capacity to over 400
to over 400 megawatts,
megawatts, which
which represents
represents
approximately 20% of of our global electricity use. In 2019, we executed our largest green tariff tariff to date with DTE Energy Company,
sourcing 300,000
sourcing 300,000 megawatt
megawatt hours of renewable
hours of energy that
renewable energy that will
will begin supplying us
begin supplying in early
us in early 2021.
2021. We continue to
We continue to seek
seek opportunities
opportunities
for aa diversified
for diversified renewable energy portfolio
renewable energy including wind,
portfolio including solar, and
wind, solar, and landfill
landfill gas.
gas. InIn 2019
2019 Energy
Energy Star
Star certified
certified one
one assembly
assembly
plant in Canada through Natural Resources Canada and eight buildings in the U.S. for superior energy management. We also met
the EPA
the EPA Energy
Energy Star
Star Challenge
Challenge forfor Industry
Industry (EPA
(EPA Challenge)
Challenge) atat two
two additional
additional sites
sites globally
globally by by reducing energy intensity
reducing energy intensity anan
average of
average of 11%
11% atat these
these sites
sites within
within two
two years. To meet
years. To meet the
the EPA
EPA Challenge,
Challenge, industrial
industrial sites
sites must
must reduce energy intensity
reduce energy intensity by
by 10%
10%
within a five year period. In total, 73 GM-owned manufacturing sites have met the EPA Challenge, with many sites achieving the
goal multiple
goal multiple times for aa total
times for total of
of 131
131 recognitions.
recognitions. Additionally,
Additionally, wewe received recognition from
received recognition from the
the U.S. Department of
U.S. Department of Energy
Energy
(DOE) of
(DOE) of 50001
50001 Ready status for
Ready status for 27 facilities. The
27 facilities. The U.S.
U.S. DOE 50001 Ready
DOE 50001 Ready program
program is is aa self-guided
self-guided approach
approach forfor facilities
facilities to
to
establish an energy management system and self-attest to the structure of ISO 50001, a voluntary global standard for energy
management systems in
management systems in industrial,
industrial, commercial
commercial and and institutional
institutional facilities.
facilities. These
These efforts
efforts minimize
minimize our our utility expenses and
utility expenses and are
are part
part
of our
of our approach
approach to address climate
to address climate change
change by setting aa GHG
by setting GHG emissions
emissions reduction
reduction target, collecting accurate
target, collecting accurate data,
data, following
following ourour
business plan to operate more efficiently and publicly reporting progress against our target.
Chemical Regulations
Chemical We continually
Regulations We continually monitor
monitor the implementation of
the implementation of chemical
chemical regulations
regulations to
to maintain compliance and
maintain compliance and evaluate
evaluate
their effect on our business, suppliers and the automotive industry.
Globally, governmental
Globally, governmental agencies
agencies continue
continue to
to introduce
introduce new
new legislation
legislation and
and regulations
regulations related
related to the selection
to the selection and
and use
use of
ofchemicals
chemicals
by mandating broad prohibitions or restrictions and implementing green chemistry, life cycle analysis and product stewardship
initiatives. These
initiatives. These initiatives
initiatives give
give broad regulatory authority
broad regulatory authority to
to ban or restrict
ban or the use
restrict the of certain
use of certain chemical
chemical substances
substances and
and potentially
potentially
affect automobile
affect automobile manufacturers'
manufacturers' responsibilities
responsibilities forfor vehicle components at
vehicle components at the end of
the end of aa vehicle's
vehicle's life,
life, as
as well as chemical
well as chemical selection
selection
for product development and manufacturing. Global treaties and initiatives such as the Stockholm, Basel and Rotterdam
Conventions on
Conventions on Chemicals
Chemicals and
and Waste and the
Waste and Minamata Convention
the Minamata Convention on on Mercury,
Mercury, are
are driving
driving chemical
chemical regulations across signatory
regulations across signatory
countries. In
countries. addition, more
In addition, global jurisdictions
more global are establishing
jurisdictions are establishing substance
substance standards
standards with regard to
with regard to Vehicle
Vehicle Interior
Interior Air Quality.
Air Quality.
Chemical regulations
Chemical regulations are
are increasing
increasing in
in North America. In
North America. In the U.S. the
the U.S. EPA is
the EPA is moving forward with
moving forward with risk analysis and
risk analysis and management
management
of high
of priority chemicals
high priority chemicals under the authority
under the authority of
of the
the 2016
2016 Lautenberg Chemical Safety
Lautenberg Chemical Safety for
for the
the 21st
21st Century
Century Act, and several
Act, and several U.S.
U.S.
states have chemical management regulations that can affect vehicle design such as the California and Washington laws banning
the use
the of copper
use of copper in
in brake friction material.
brake friction Chemical restrictions
material. Chemical in Canada
restrictions in Canada continue
continue to
to steadily
steadily progress
progress as
as aa result
result of
of Environment
Environment
and Climate
and Climate Change
Change Canada's
Canada's Chemical
Chemical Management Plan to
Management Plan to assess
assess existing
existing substances
substances and
and implement
implement risk management controls
risk management controls
on any chemical deemed toxic.
China prohibits
China the use
prohibits the of several
use of several chemical
chemical substances
substances in
in vehicles. There are
vehicles. There are also
also various
various regulations in China
regulations in China stipulating
stipulating the
the
requirements for chemical management. Among other things, these regulations restrict the use, import and export of various
chemical substances.
chemical substances. The
The failure
failure of
of our
our joint
joint venture partners or
venture partners or our
our suppliers
suppliers to
to comply
comply with these regulations
with these could disrupt
regulations could disrupt
production in China
production in China or
or prevent
prevent our
our joint venture partners
joint venture from selling
partners from selling the
the affected
affected products in the
products in the China
China market.
market.
7
These emerging
These emerging laws
laws and
and regulations will potentially
regulations will lead to
potentially lead increases in
to increases in costs
costs and
and supply
supply chain
chain complexity.
complexity. We
We believe that
believe that
we are materially in compliance with substantially all of
of these requirements or expect to be materially in compliance by the required
dates.
Safety In the U.S. the National Traffic and Motor Vehicle Safety Act of 19661966 prohibits the sale ofof any new vehicle or equipment
in the U.S. that does not conform to applicable vehicle safety standards established by NHTSA. If If we or NHTSA determine that
either aa vehicle
either or vehicle
vehicle or equipment does
vehicle equipment does not comply with
not comply with aa safety
safety standard
standard or
or if
if aa vehicle defect creates
vehicle defect creates an
an unreasonable safety
unreasonable safety
f
risk, the manufacturer is required to notify owners and provide a remedy. We are required to report certain information relating to
certain customer complaints, warranty claims, field reports and notices and claims involving property damage, injuries and fatalities
in the
in U.S. and
the U.S. and claims
claims involving
involving fatalities
fatalities outside
outside the
the U.S.
U.S. We
We are
are also
also required to report
required to certain information
report certain information concerning
concerning safety
safety
recalls and other safety campaigns outside the U.S.
Outside the
Outside the U.S. safety standards
U.S. safety standards and
and recall
recall regulations often have
regulations often the same
have the same purpose as the
purpose as the U.S. standards but
U.S. standards but may
may differ
differ in
in their
their
requirements and test procedures, adding complexity to regulatory compliance.
Automotive Financing -- GM
Automotive Financing GM Financial
Financial GM
GM Financial
Financial is
is our
our global
global captive
captive automotive
automotive finance
fmance company
company and
and our
our global
global provider
provider
of automobile finance
of fmance solutions. GM Financial conducts its business in North America, South America and through joint ventures
in Asia/Pacific.
GM Financial provides retail loan and lease lending across the credit spectrum. Additionally, GM Financial offers commercial
lending products to dealers including new and used vehicle inventory floorplan financing and dealer loans, which are loans to
finance improvements
finance improvements to dealership facilities,
to dealership facilities, to provide working
to provide working capital,
capital, and
and to
to purchase
purchase and/or
and/or finance
finance dealership
dealership real estate.
real estate.
Other commercial lending products include financing
fmancing for parts and accessories, dealer fleets and storage centers.
In North
In North America,
America, GMGM Financial offers aa sub-prime
Financial offers sub-prime lending
lending program.
program. The
The program is primarily
program is offered to
primarily offered consumers with
to consumers with aa
of less than 620 who have limited access to automobile financing through banks and credit unions
FICO score or its equivalent of
and is expected to sustain a higher level of
of credit losses than prime lending.
GM Financial generally seeks to fund its operations in each country through local sources to minimize currency and country
risk. GM Financial primarily finances its loan, lease and commercial origination volume through the use of of secured and unsecured
credit facilities,
credit facilities, through
through securitization
securitization transactions
transactions and
and through the issuance
through the issuance of
of unsecured debt in
unsecured debt in public markets.
public markets.
Employees At December 31, 2019 we employed approximately 95,000 (58%) hourly employees and approximately 69,000 69,000(42%)
(42%)
salaried employees.
salaried employees. At December 31,
At December 31, 2019
2019 approximately
approximately 48,000 (50%) of
48,000 (50%) of our
our U.S. employees were
U.S. employees were represented
represented by unions, aa
by unions,
majority of which were represented by the International Union, United Automobile, Aerospace and Agriculture Implement Workers
of America (UAW). The following table summarizes worldwide employment (in thousands):
of
December 31,
December 31, 2019
2019
GMNA(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 117
117
GMI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GMI 37
37
GM Financial
GM Financial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
10
Total Worldwide
Total Worldwide . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 164
164
U.S.
U.S. -- Salaried
Salaried . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
48
U.S.
U.S. -- Hourly
Hourly . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
48
__________
(a) Includes
(a) Includes Cruise.
Cruise.
8
of February 5, 2020 the names and ages of

Information About our Executive Officers As of of our executive officers and their
positions with GM
positions with GM are
are as
as follows:
follows:
Name (Age)
Name (Age) Present GM
Present GM Position
Position (Effective
(Effective Date)
Date) Positions Held
Positions Held During
During the
the Past
Past Five
Five Years (Effective Date)
Years (Effective Date)
Mary T. Barra
Mary T. (58)
Barra (58) Chairman and
Chairman and Chief
Chief Executive
Executive Chief Executive
Chief Officer and
Executive Officer and Member
Member of
of the
the Board
Board of
of Directors
Directors
Officer (2016)
Officer (2016) (2014)
(2014)
Barry L. Engle (56) Executive Vice President and Executive Vice President and President, The Americas (2019)
President, North America (2019) Executive Vice President and President, GM International (2018)
Executive Vice President and President, South America (2015)
Agility Fuel Systems, Chief
Chief Executive Officer (2011)
Craig_ B. Glidden (62)
Craig Executive Vice President and LyondellBasell, Executive Vice President and Chief
Chief Legal Officer
General Counsel (2015) (2009)
Christopher T.
Christopher T. Hatto
Hatt° (49)
(49) Vice President, Global
Vice President, Business
Global Business Vice
Vice President, Controller and
President, Controller and Chief
Chief Accounting Officer (2018)
Accounting Officer (2018)
Solutions and
Solutions and Chief
Chief Accounting
Accounting Chief Financial
Chief Officer, U.S.
Financial Officer, Sales Operations
U.S. Sales (2016)
Operations (2016)
Officer (2020)
Officer (2020) Chief Financial
Chief Officer, Customer
Financial Officer, Customer Care and Aftersales
Care and (2013)
Aftersales (2013)
Gerald Johnson (57) Executive Vice President, Global Vice President, North America Manufacturing and Labor Relations
Manufacturing (2019) (2017)
Vice
Vice President of Operational
President of Operational Excellence
Excellence (2014)
(2014)
Randall D. Mott (63) Executive Vice President, Global Senior Vice President, Global Information Technology and Chief
Chief
Information Technology and Chief
Chief Information Officer (2013)
Information Officer (2019)
Douglas L. Parks
Douglas L. Parks (58)
(58) Executive Vice
Executive Vice President, Global
President, Global Vice
Vice President,
President, Autonomous and Electric
Autonomous and Vehicles (2017)
Electric Vehicles (2017)
Product Development,
Product Development, Purchasing
Purchasing Vice
Vice President,
President, Autonomous Technology and
Autonomous Technology and Vehicle Execution
Vehicle Execution
and Supply Chain (2019) (2016)
Vice
Vice President, Global Product
President, Global Product Programs (2012)
Programs (2012)
Mark L. Reuss (56) President (2019) Executive Vice President and President, Global Product
Development Group and Cadillac (2018)
Executive Vice President, Global Product Development,
Purchasing & Supply Chain (2014)
Dhivya Suryadevara (40) Executive Vice President and Vice President, Corporate Finance (2017)
Chief Financial Officer (2018)
Chief Vice President, Finance and Treasurer (2015)
Chief Executive
Chief Officer, GM
Executive Officer, GM Asset Management (2013)
Asset Management (2013)
Matthew Tsien (59) Executive Vice President and
President, GM China (2014)
There are
There are no
no family
family relationships
relationships between any of
between any of the
the officers
officers named above and
named above and there
there is
is no arrangement or
no arrangement or understanding
understanding between
between
any of
any of the
the officers
officers named above and
named above and any
any other
other person
person pursuant
pursuant to
to which
which he or she
he or she was
was selected
selected as
as an
an officer.
officer. Each
Each of
of the officers
the officers
named above was elected by the Board of of Directors to hold office until his or her successor is elected and qualified or until his or
her earlier resignation
her earlier resignation or
or removal.
removal.
Website Access to Our Reports Our internet website address is www.gm.com. In addition to the information about us and our
subsidiaries contained
subsidiaries contained in
in this
this 2019
2019 Form
Form 10-K,
10-K, information
information about
about us can be
us can found on
be found on our
our website including information
website including information onon our
our
corporate governance
corporate governance principles and practices.
principles and Our Investor
practices. Our Relations website
Investor Relations website atat https://investor.gm.com contains aa significant
https://investor.gm.com contains significant
of information about us, including financial
amount of fmancial and other information for investors. We encourage investors to visit our website,
as we
as frequently update
we frequently and post
update and post new information about
new information about our
our company
company on on our
our website and it
website and it is
is possible
possible that this information
that this information could
could
be deemed to
be deemed to be
be material information. Our
material information. Our website and information
website and information included
included in
in or
or linked
linked to our website
to our are not
website are not part of this
part of this 2019
2019
10-K.
Form 10-K.
Our annual
Our annual reports on Form
reports on Form 10-K,
10-K, quarterly
quarterly reports
reports on
on Form
Form 10-Q,
10-Q, current
current reports on Form
reports on Form 8-K
8-K and
and amendments
amendments toto those
those reports
reports
filed or furnished pursuant to Section 13(a)
13(a) or 15(d)
15(d) of the Securities Exchange Act of of 1934,
1934, as amended (Exchange Act), are
available free
available free of
of charge
charge through
through our
our website as soon
website as soon as
as reasonably
reasonably practicable
practicable after
after they
they are
are electronically
electronically filed
filed with or furnished
with or furnished
to the
to Securities and
the Securities and Exchange
Exchange Commission
Commission (SEC).
(SEC).
** ** ** ** ** ** **
9
IA. Risk Factors

Item 1A.
We have
We have listed
listed below the most
below the significant risk
most significant risk factors
factors applicable
applicable to
to us. These risk
us. These risk factors
factors are
are not
not necessarily
necessarily in
in the
the order
order of
of
importance or probability of
of occurrence:
If we do
If we do not
not deliver
deliver new
new products, services and
products, services and customer
customer experiences
experiences in in response
response to to increased
increased competition
competition in the automotive
in the automotive
industry, our business could suffer. We believe that the automotive industry will continue to experience significant change in the
coming years.
coming years. InIn addition
addition to
to our
our traditional competitors, we
traditional competitors, must also
we must also be responsive to
be responsive to the entrance of
the entrance of non-traditional
non-traditional participants
participants
in the
in the automotive
automotive industry.
industry. Industry
Industry participants
participants areare disrupting
disrupting the
the historic
historic business model of
business model of our
our industry
industry through the introduction
through the introduction
d
of new technologies, products, services and methods of
of of travel and vehicle ownership. It is strategically significant that we succeed
in leading
in leading the the technological
technological disruption
disruption occurring
occurring in in our
our industry,
industry, including
including consumer
consumer adoption
adoption of of electric
electric vehicles and
vehicles and
commercialization of
commercialization of autonomous
autonomous vehicles
vehicles inin aa rideshare environment. To
rideshare environment. To successfully
successfully execute
execute our
our long-term
long-term strategy,
strategy, we
we must
must
continue to develop new products and services, including products and services that are outside of of our historically core business,
such as
such as autonomous
autonomous and and electric
electric vehicles,
vehicles, digital
digital services
services and
and transportation
transportation asas aa service.
service. The
The process
process of of designing
designing and
and developing
developing
new technology, products
new technology, and services
products and services is
is complex,
complex, costly
costly and
and uncertain and requires
uncertain and extensive capital
requires extensive capital investment
investment andand the ability
the ability
t
to retain and recruit talent. There can be no assurance that advances in technology will occur in a timely or feasible way, or that
others will
others not acquire
will not acquire similar
similar or
or superior
superior technologies
technologies sooner
sooner than
than we
we dodo or
or that we will
that we acquire technologies
will acquire technologies on on an
an exclusive
exclusive
basis or at
basis or at aa significant
significant price advantage. If
price advantage. If we do not
we do adequately prepare
not adequately for and
prepare for and respond
respond toto new
new kinds
kinds ofof technological
technological innovations,
innovations,
market developments and changing customer needs, our sales, profitability and long-term competitiveness may be harmed.
Our ability
Our ability to
to maintain
maintain profitability
profitability is dependent upon
is dependent upon our
our ability
ability to
to timely
timely fund and introduce
fund and introduce newnew and
and improved vehicle
improved vehicle
models that are able to attract a sufficient number of consumers. We operate in a very competitive industry with market
of consumers.
participants
participants routinely introducing new
routinely introducing and improved
new and improved vehicle
vehicle models and features
models and features designed
designed to to meet
meet rapidly evolving consumer
rapidly evolving consumer
expectations. Producing
expectations. Producing new and improved
new and improved vehicle models that
vehicle models that preserve our reputation
preserve our for designing,
reputation for designing, building
building and
and selling
selling safe,
safe,
high-quality cars and trucks is critical to our long-term profitability. Successful launches of of our new vehicles are critical to our
short-term profitability.
short-term profitability. It
It generally
generally takes
takes two
two years or more
years or more to to design
design and
and develop
develop aa new
new vehicle, and aa number
vehicle, and number ofof factors
factors may
may
lengthen that
lengthen that time
time period. Because of
period. Because of this
this product development cycle
product development cycle and
and the
the various
various elements
elements that
that may contribute to
may contribute consumers'
to consumers’
acceptance ofof new vehicle designs, including competitors’
competitors' product introductions, technological innovations, fuel prices, general
economic conditions
economic conditions and
and changes
changes in
in quality,
quality, safety,
safety, reliability and styling
reliability and styling demands
demands andand preferences,
preferences, an an initial
initial product conceptt or
product concept or
design may
design may not
not result in aa vehicle
result in vehicle that
that generates
generates sales
sales in
in sufficient
sufficient quantities
quantities and
and at
at high
high enough
enough prices
prices to
to be
be profitable. Our
profitable. Ouru high
high
proportion of
of fixed costs, both due to our significant investment in property, plant and equipment as well as other requirements of of
our collective
our collective bargaining agreements, which
bargaining agreements, limit our
which limit our flexibility
flexibility to
to adjust
adjust personnel costs to
personnel costs changes in
to changes in demands
demands forfor our
our products,
products,
may further exacerbate
may further exacerbate the
the risks associated with
risks associated with incorrectly
incorrectly assessing
assessing demand
demand forfor our
our vehicles.
vehicles.
Our profitability
Our profitability is dependent upon
is dependent upon the
the success
success ofof SUVs and full-size
SUVs and full-size pick-up trucks. While
pick-up trucks. While we offer aa portfolio
we offer of cars,
portfolio of cars,
crossovers, SUVs
crossovers, SUVs andand trucks,
trucks, we generally recognize
we generally recognize higher profit margins
higher profit margins onon our
our SUVs
SUVs and
and trucks.
trucks. Our
Our success
success isis dependent
dependent
upon our ability to sell higher margin vehicles in sufficient volumes. Any shift in consumer preferences toward smaller, more ffuel-
efficient vehicles,
efficient vehicles, whether as aa result
whether as result of
of increases
increases in
in the
the price of oil
price of oil or
or any
any sustained
sustained shortage
shortage of
of oil,
oil, including
including as
as aa result of global
result of global
political instability, or
political instability, or other
other reasons,
reasons, could
could weaken the demand
weaken the demand forfor our
our higher
higher margin vehicles. More
margin vehicles. More stringent
stringent fuel
fuel economy
economy
regulations could also impact our ability to sell these vehicles.
We may
We may continue
continue to to restructure our operations
restructure our operations in in the U.S. and
the U.S. and various
various other
other countries
countries and initiate additional
and initiate additional cost reduction
cost reduction
actions, but we may not succeed in doing so. so. Since 2017, we have undertaken restructuring actions to lower our operating costs
in response
in to difficult
response to difficult market and operating
market and operating conditions
conditions inin various parts of
various parts of the
the world, including the
world, including the U.S., Canada, Korea
U.S., Canada, Korea and
and Europe.
Europe.
As we continue
As we continue to assess our
to assess our performance
performance throughout
throughout ourour regions,
regions, we
we may take additional
may take additional restructuring actions to
restructuring actions to rationalize
rationalize ourour
u
operations, which may result in material asset write-downs or impairments and reduce our profitability in the periods incurred. In
addition, we
addition, are continuing
we are continuing to implement aa number
to implement number of of operating
operating effectiveness
effectiveness initiatives
initiatives to improve productivity
to improve and reduce
productivity and reduce costs.
costs.
For example,
For example, wewe are
are continuing
continuing to execute on
to execute on the
the transformation actions we
transformation actions announced in
we announced in 2018
2018 to
to drive
drive significant
significant cost
cost efficiencies
efficiencies
and realign our current manufacturing capacity with demand. While we have achieved significant cost savings, there is no guarantee
that we
that we will fully realize
will fully the anticipated
realize the anticipated savings
savings oror benefits from past
benefits from past or
or future
future restructuring and/or cost
restructuring and/or cost reduction actions within
reduction actions within
the time
the time periods
periods we expect or
we expect or at
at all.
all. In
In addition,
addition, these
these restructuring actions subject
restructuring actions subject us
us to increased risks
to increased risks of
of labor
labor unrest orr strikes,
unrest or strikes,
supplier, dealer, or other third-party litigation, regulator claims or proceedings, negative publicity and business disruption. Failure
to realize
to anticipated savings
realize anticipated savings or
or benefits
benefits from
from our
our restructuring and/or cost
restructuring and/or cost reduction actions could
reduction actions could have
have aa material adverse effect
material adverse effect
on our
on our business,
business, prospects, fmancial condition,
prospects, financial condition, liquidity,
liquidity, results of operations
results of operations and
and cash
cash flows.
flows.
Our electric
Our electric vehicle
vehicle strategy
strategy is
is dependent
dependent upon
upon our ability to
our ability to reduce
reduce the
the cost
cost of
of manufacturing
manufacturing electric
electric vehicles,
vehicles, as
as well
well as
as
increased consumer
increased adoption. We
consumer adoption. anticipate that
We anticipate that the
the production and profitable
production and sale of
profitable sale of electric
electric vehicles
vehicles will become increasingly
will become increasingly
10
10
important to
important to our
our business.
business. If
If we
we are
are unable
unable to reduce the
to reduce costs associated
the costs associated with the manufacture
with the of battery-electric
manufacture of battery-electric vehicles, it may
vehicles, it may
negatively impact our earnings and financial condition. Our ability to benefit from certain government and economic incentives
supporting the development and sale of of electric vehicles has been reduced and, in some jurisdictions, eliminated or exhausted,
which may negatively
which may affect our
negatively affect our ability
ability to
to profitably sell electric
profitably sell electric vehicles.
vehicles. In
In addition,
addition, our
our sale
sale of
of electric
electric vehicles is dependent
vehicles is dependent
on consumer adoption, which could be impacted by numerous factors, including perceptions about electric vehicle features, quality,
safety, performance and cost; perceptions about the range over which electric vehicles may be driven on a single battery charge;
high fuel-economy internal
high fuel-economy internal combustion
combustion engine
engine vehicles; volatility in
vehicles; volatility in the
the cost
cost of
of fuel;
fuel; government
government regulations
regulations and
and economic
economic
incentives; and access to charging facilities.
Our autonomous
Our autonomous vehicle
vehicle strategy
strategy isis dependent
dependent upon
upon our
our ability to successfully
ability to successfully mitigate
mitigate unique
unique technological,
technological, operational,
operational,
risks. In recent years, we announced significant investments in autonomous vehicle technologies, including in
and regulatory risks.
GM Cruise Holdings LLC (Cruise Holdings), our majority-owned subsidiary that is responsible for the development and
commercialization of
commercialization of autonomous
autonomous vehicle
vehicle technology. Our autonomous
technology. Our autonomous vehicle
vehicle operations
operations are
are capital
capital intensive
intensive and
and subject
subject to
to aa
variety of
of risks inherent with the development of ofnew
new technologies, including our ability to continue to develop self-driving software
and hardware, such as Light Detection and Ranging (LiDAR) sensors and other components; access to sufficient capital, including
with
with respect
respect to additional Softbank
to additional Softbank funding;
funding; risks
risks related
related to
to the
the manufacture
manufacture ofof purpose-built
purpose-built autonomous
autonomous vehicles; and significant
vehicles; and significant
competition from both established automotive companies and technology companies, some of of which may have more resources
and capital to devote to autonomous vehicle technologies than we do. In addition, we face risks related to the commercial deployment
of autonomous
of autonomous vehicles on our
vehicles on our targeted timeline or
targeted timeline or at
at all,
all, including
including consumer
consumer acceptance,
acceptance, achievement
achievement ofof adequate
adequate safety
safety and
and
other performance standards and compliance with uncertain, evolving and potentially conflicting federal and state or provincial
regulations. To the extent accidents, cybersecurity breaches or other adverse events associated with our autonomous driving systems
occur, we
occur, could be
we could subject to
be subject to liability,
liability, government
government scrutiny
scrutiny andand further
further regulation.
regulation. Any of the
Any of foregoing could
the foregoing could materially and
materially and
adversely affect our results ofof operations, financial condition and growth prospects.
Our business
Our business is
is highly
highly dependent
dependent upon
upon global
global automobile
automobile market
market sales volume, which
sales volume, which can
can be
be volatile.
volatile Because
Because wewe have
have aa
high proportion of relatively fixed structural costs, small changes in sales volume can have a disproportionately large effect on
our profitability. A number of economic and market conditions drive changes in vehicle sales, including real estate values, the
availability and
availability and prices of used
prices of vehicles, levels
used vehicles, levels of
of unemployment, availability of
unemployment, availability of affordable
affordable financing,
fmancing, fluctuations
fluctuations in
in the
the cost
cost of
of
fuel, consumer confidence, political unrest, the occurrence of a contagious disease or illness, such as the novel coronavirus, barriers
to trade and other global economic conditions. While we cannot predict future economic and market conditions with certainty, we
expect U.S.
expect and China
U.S. and China industry
industry sales
sales volumes to be
volumes to lower in
be lower in 2020
2020 relative
relative to 2019. For
to 2019. For aa discussion
discussion of
of economic
economic and
and market trends,
market trends,
see the Overview section of of the MD&A.
Our significant
Our significant business in China
business in China subjects
subjects us to unique
us to unique operational, competitive and
operational, competitive regulatory risks.
and regulatory risks. Maintaining
Maintaining aa strong
strong
position in the Chinese market is a key component of of our global growth strategy. Our business in China is subject to aggressive
competition from many of of the largest global manufacturers and numerous domestic manufacturers as well as non-traditional market
participants, such as
participants, such as domestic
domestic technology
technology companies.
companies. InIn addition,
addition, our
our success
success in
in China
China depends
depends upon
upon our
our ability
ability to
to adequately
adequately
address unique market and consumer preferences driven by advancements related to infotainment and other new technologies.
Increased competition, increased U.S.-China trade restrictions and weakening economic conditions in China, among other things,
may
may result in price
result in price reductions,
reductions, reduced sales, profitability
reduced sales, and margins,
profitability and and challenges
margins, and challenges to
to gain
gain or
or hold
hold market share. Chinese
market share. Chinese
regulators have implemented increasingly aggressive “green”
"green" policy initiatives and recommended quotas for the sale of of electric
vehicles, which have challenging lead times.
Certain risks and uncertainties of doing business in China are solely within the control of
of the Chinese government, and Chinese
law regulates the scope ofof our investments and business conducted within China. In order to maintain access to the Chinese market,
we
we may
may be
be required to comply
required to comply with significant technical
with significant technical and
and other
other regulatory
regulatory requirements that are
requirements that are unique to the
unique to Chinese market,
the Chinese market,
at times with challenging lead times to implement such requirements. These actions may increase the cost of of doing business in
China and reduce our profitability.
A significant amount of of our operations are conducted by jointjoint ventures that we cannot operate solely forfor our benefit. Many
of our operations, primarily in China and Korea, are carried out by joint ventures. In joint ventures we share ownership and
of
management
management of of aa company
company with one or
with one or more parties who
more parties who may
may not
not have
have the same goals,
the same goals, strategies,
strategies, priorities
priorities or
or resources as we
resources as do
we do
and may compete with us outside the joint venture. Joint ventures are intended to be operated for the equal benefit of all co-owners,
rather than for our exclusive benefit. Operating a business as a joint venture often requires additional organizational formalities
as well
as as time-consuming
well as time-consuming procedures
procedures forfor sharing
sharing information
information and
and making decisions that
making decisions that must further take
must further take into
into consideration
consideration our
our
partners' interests. In joint ventures we are required to foster our relationships with our co-owners as well as promote the overall
of the joint venture, and if
success of if a co-owner changes, relationships deteriorate or strategic objectives diverge, our success in the
11
11
joint
joint venture may be
venture may be materially adversely affected.
materially adversely affected. The
The benefits from aa successful
benefits from successful joint venture are
joint venture are shared
shared among
among the
the co-owners,
co-owners,
therefore we do not receive all the benefits from our successful joint ventures.
In addition,
In addition, because
because we share ownership
we share ownership andand management
management with one or
with one or more
more parties,
parties, we
we may
may have limited control
have limited control over
over the
the actions
actions
of a joint venture, particularly when we own a minority interest. As a result, we may be unable to prevent violations of
of of applicable
laws or other misconduct by a joint venture or the failure to satisfy contractual obligations by one or more parties. Moreover, a
joint venture may
joint venture may not follow the
not follow same requirements
the same requirements regarding compliance, internal
regarding compliance, internal controls
controls and
and internal
internal control
control over
over financial
financial
reporting that we follow. To the extent another party makes decisions that negatively impact the joint venture or internal control t
issues arise within the joint venture, we may have to take responsive or other actions or we may be subject to penalties, fines fmes or
other related
other actions for
related actions for these
these activities.
activities.
The international scale andfootprint

footprint ofofour operations expose us to additional risks. We manufacture, sell and service products
globally and
globally and rely
rely upon
upon anan integrated
integrated global
global supply
supply chain
chain to deliver the
to deliver the raw materials, components,
raw materials, components, systems
systems and
and parts
parts that
that we
we need
need
to manufacture our products. Our global operations subject us to extensive domestic and foreign legal and regulatory requirements,
and a variety ofof other political, economic and regulatory risks including: (1) changes in government leadership; (2) changes in
labor, employment,
labor, employment, tax,
tax, privacy, environmental and
privacy, environmental and other
other laws,
laws, regulations
regulations oror government
government policies impacting our
policies impacting our overall
overall business
business
model or practices or restricting our ability to manufacture, purchase or sell products consistent with market demand and our
business objectives; (3) political pressures to change any aspect of of our business model or practices or that impair our ability y to
source raw
source materials, services,
raw materials, services, components,
components, systems
systems and
and parts, or manufacture
parts, or manufacture products
products on
on competitive
competitive terms
terms in
in aa manner consistent
manner consistent
with our business objectives; (4) political instability, civil unrest or government controls over certain sectors; (5) political and
economic tensions between governments and changes in international trade policies, including restrictions on the repatriation of
dividends, especially
dividends, especially between China or
between China or Canada
Canada and
and the
the U.S.; (6) more
U.S.; (6) more detailed
detailed inspections
inspections oror new or higher
new or higher tariffs, for example,
tariffs, for example,
on products imported into or exported from the U.S., including under Section 232 of of the Trade Expansion Act of of 1962,
1962, Section
301 of the U.S. Trade Act of
301 of 1974,
1974, or other trade measures; (7) new barriers to entry or domestic preference procurement
requirements, including changes
requirements, including changes to,
to, withdrawals from or
withdrawals from or impediments
impediments to to implementing
implementing freefree trade
trade agreements
agreements (for (for example,
example, thethe
North American Free Trade Agreement or its successor, the United States-Mexico-Canada Agreement), or preferences of of foreign
nationals for domestically manufactured products; (8) changes in foreign currency exchange rates, particularly in Brazil and
Argentina,
Argentina, andand interest
interest rates; (9) economic
rates; (9) economic downturns
downturns in in foreign
foreign countries
countries oror geographic
geographic regions
regions where
where we have significant
we have significant
operations, or significant changes in conditions in the countries in which we operate; (10) differing local product preferences and
product requirements, including government certification requirements related to, among other things, fuel economy, vehicle
emissions and
emissions and safety;
safety; (11)
(11) impact
impact ofof compliance
compliance with
with U.S.
U.S. andand foreign
foreign countries’
countries' export
export controls
controls and
and economic
economic sanctions;
sanctions; (12)
(12)
liabilities resulting from U.S. and foreign laws and regulations, including, but not limited to, those related to the Foreign Corrupt
Practices Act and certain other anti-corruption laws; (13) differing labor regulations, requirements and union relationships; (14)
differing dealer
differing dealer and
and franchise
franchise regulations and relationships;
regulations and relationships; (15)
(15) difficulties
difficulties in
in obtaining
obtaining financing
fmancing inin foreign
foreign countries
countries for
forr local
local
operations; and (16) natural disasters, public health crises, including the occurrence of of a contagious disease or illness, such h as the
novel coronavirus, and other catastrophic events.
Any significant disruption at one of ofour

our manufacturingfacilities
facilities could disrupt ourproduction
production schedule. We assemble vehicles
at various facilities around the world. Our facilities are typically designed to produce particular models for particular geographic
markets.
markets. No single facility
No single facility is
is designed
designed to
to manufacture our full
manufacture our full range
range of
of vehicles. In some
vehicles. In some cases,
cases, certain
certain facilities
facilities produce
produce products,
products,
systems, components and parts that disproportionately contribute a greater degree to our profitability than others and create
significant interdependencies among manufacturing facilities around the world. Should these or other facilities become unavailable a
either temporarily
either temporarily oror permanently
permanently forfor any
any number of reasons,
number of including labor
reasons, including labor disruptions,
disruptions, the
the occurrence
occurrence ofof aa contagious
contagious disease
disease
or illness, such as the novel coronavirus, or catastrophic weather events, the inability to manufacture at the affected facility t may
result in harm to our reputation, increased costs, lower revenues and the loss of of customers. In particular, substantially all of of our
hourly employees are
hourly employees are represented
represented by
by unions and covered
unions and covered by collective bargaining
by collective agreements that
bargaining agreements that must be negotiated
must be from time-
negotiated from time-
to-time, often at the local facility level, which increases our risk of work stoppages. We may not be able to easily shift production d
to other facilities or to make up for lost production. Any new facility needed to replace an inoperable manufacturing facility would
need to comply
need to comply with the necessary
with the necessary regulatory
regulatory requirements,
requirements, need
need to satisfy our
to satisfy our specialized
specialized manufacturing
manufacturing requirements and require
requirements and require
specialized equipment.
Any disruption in
Any disruption in our
our suppliers’
suppliers' operations
operations could
could disrupt
disrupt our
our production
production schedule. Our automotive
schedule. Our automotive operations
operations are
are dependent
dependent
upon the continued ability ofof our suppliers to deliver the systems, components, raw materials and parts that we need to manufacture
our products. Our use of “just-in-time”
"just-in-time" manufacturing processes allows us to maintain minimal inventory. As a result, our ability
to maintain
to maintain production
production is
is dependent
dependent upon our suppliers
upon our suppliers delivering
delivering sufficient
sufficient quantities
quantities of
of systems,
systems, components,
components, raw
raw materials and
materials aand
parts on time to meet our production schedules. In some instances, we purchase systems, components, raw materials and parts that
are ultimately derived from a single source and may be at an increased risk for supply disruptions. Any number of of factors, including
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labor disruptions,
labor disruptions, catastrophic
catastrophic weather events, the
weather events, the occurrence
occurrence of of aa contagious
contagious disease
disease or
or illness,
illness, such
such as
as the
the novel coronavirus,
novel coronavirus,
contractual or other disputes, unfavorable economic or industry conditions, delivery delays or other performance problems or
fmancial difficulties or solvency problems, could disrupt our suppliers’
financial suppliers' operations and lead to uncertainty in our supply chain i or
cause supply
cause supply disruptions
disruptions for
for us, which could,
us, which could, in
in turn,
turn, disrupt
disrupt our
our operations,
operations, including
including the
the production of certain
production of certain higher
higher margin
margin
vehicles. In particular, if the current novel coronavirus outbreak continues and results in a prolonged period of travel, commercial
and other similar restrictions, we could experience global supply disruptions. If If we experience supply disruptions, we may not be
able to
able to develop
develop alternate
alternate sourcing
sourcing quickly.
quickly. Any disruption of
Any disruption of our
our production schedule caused
production schedule caused by
by an
an unexpected shortage of
unexpected shortage of systems,
systems,
components, raw materials or parts even for a relatively short period of of time could cause us to alter production schedules or suspend
production entirely, which could cause a loss of revenues, which would adversely affect our operations.
High prices ofraw materials or other inputs used by us and our suppliers could negatively impact our profitability.
prices of profitability. Increases
in prices for raw materials or other inputs that we and our suppliers use in manufacturing products, systems, components and parts,
such as
such as steel,
steel, precious
precious metals,
metals, or
or non-ferrous metals, including
non-ferrous metals, including aluminum,
aluminum, copper
copper and
and plastic,
plastic, may lead to
may lead to higher
higher production costs
production costs
for parts, components and vehicles. Changes in trade policies and tariffs, fluctuations in supply and demand and other economic
and political factors may continue to create pricing pressure for raw materials and other inputs. This could, in turn, negatively
impact our
impact our future
future profitability
profitability because
because we
we may
may not
not be able to
be able pass all
to pass all of
of those costs on
those costs on to
to our
our customers
customers oror require our suppliers
require our suppliers
to absorb such costs.
We operate
We operate in
in aa highly
highly competitive
competitive industry
industry that
that has
has excess
excess manufacturing
manufacturing capacity
capacity and
and attempts
attempts by
by our
our competitors
competitors toto sell
sell
more vehicles could have a significant negative effect on our vehicle pricing, pricing, market share and operating results.
results. The global
automotive industry is highly competitive in terms of of the quality, innovation, new technologies, pricing, fuel economy, reliability,
safety, customer
safety, customer service
service and
and financial
fmancial services
services offered.
offered. Additionally,
Additionally, overall
overall manufacturing capacity in
manufacturing capacity in the
the industry
industry far
far exceeds
exceeds
current demand. Many manufacturers, including GM, have relatively high fixed labor costs as well as limitations on their ability t
to close facilities and reduce fixed costs. In light of of such excess capacity and high fixed costs, many of our competitors have
attempted to
attempted to sell
sell more
more vehicles
vehicles by
by providing subsidized financing
providing subsidized fmancing oror leasing
leasing programs,
programs, offering
offering marketing incentives or
marketing incentives or reducing
reducing
vehicle prices. As a result, we may be required to offer similar incentives, which may not necessarily allow us to set vehicle prices
of adverse currency fluctuations. Our competitors may also seek to benefit from economies
that offset cost increases or the impact of
of scale
of scale by consolidating or
by consolidating or entering
entering into
into other
other strategic
strategic agreements
agreements such
such as
as alliances
alliances or
or joint
joint ventures intended to
ventures intended to enhance
enhance ttheir
their
competitiveness.
Manufacturers in
Manufacturers in countries
countries that
that have lower production
have lower costs, such
production costs, such as
as China
China and
and India,
India, have
have become competitors in
become competitors in key emerging
key emerging
markets and announced their intention to export their products to established markets as a low-cost alternative to established entry-
level automobiles. In addition, foreign governments may decide to implement tax and other policies that favor their domestic
manufacturers at the
manufacturers at the expense
expense of
of international
international manufacturers,
manufacturers, including
including GM
GM and
and its
its joint
joint venture
venture partners. These actions
partners. These actions have
have had,
had,
and are expected to continue to have, a significant negative effect on our vehicle pricing, market share and operating results.
Competitors may
Competitors independently develop
may independently develop products and services
products and services similar
similar toto ours,
ours, and
and there
there are
are no
no guarantees
guarantees that GM's
that GM’s
intellectual property
property rights would prevent
prevent competitors from
from independently developing or selling those productsproducts and services.
There may be instances where, notwithstanding our intellectual property position, competitive products or services may impact
the value
the of our
value of our brands and other
brands and other intangible
intangible assets,
assets, and
and our
our business may be
business may be adversely
adversely affected.
affected. Moreover,
Moreover, although
although GMGM takes
takes
reasonable steps to maintain the confidentiality of of GM proprietary information, there can be no assurance that such efforts will
completely deter or prevent misappropriation or improper use of our technology. We sometimes face attempts to gain unauthorized
access to
access to our
our information
information technology
technology networks and systems
networks and systems for
for the
the purpose
purpose ofof improperly
improperly acquiring
acquiring our
our trade
trade secrets
secrets or
or confidential
confidential
business information. The theft or unauthorized use or publication of of our trade secrets and other confidential business information
as a result of
of such an incident could adversely affect our competitive position. In addition, we may be the target of ofpatent
patent enforcement
actions by
actions third parties,
by third including aggressive
parties, including aggressive and
and opportunistic
opportunistic enforcement
enforcement claims
claims by
by non-practicing entities. Regardless
non-practicing entities. Regardless of
of tthe
the
merit of
of such claims, responding to infringement claims can be expensive and time-consuming. Although we have taken steps to
mitigate such risks, if we are found to have infringed any third-party rights, we could be required to pay substantial damages or
we could be
we could enjoined from
be enjoined from offering
offering some
some of
of our
our products
products and
and services.
services.
Security breaches and other disruptions to information technology systems and networked products, products, including connected
vehicles, owned
vehicles, owned oror maintained
maintained by
by us,
us, GM
GM Financial, or third-party
Financial, or third-party vendors
vendors oror suppliers on our
suppliers on our behalf,
behalf could
could interfere
interfere with
with our
our
operations and could compromise the confidentiality of of private
private customer data or our proprietary
proprietary information. We rely upon
information technology systems and manufacture networked products, some of which are managed by third parties, to process,
transmit and
transmit and store
store electronic
electronic information,
information, and
and to
to manage
manage oror support
support aa variety of our
variety of our business
business processes, activities and
processes, activities and products.
products.
Additionally, we and GM Financial collect and store sensitive data, including intellectual property and proprietary business
information (including that of our dealers and suppliers), as well as personally identifiable information of of our customers and
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13
employees, in
employees, in data
data centers
centers and
and onon information
information technology
technology networks (including networks
networks (including networks that
that may be controlled
may be controlled or
or maintained
maintained by by
third parties). The secure operation of of these systems and products, and the processing and maintenance of of the information processed
by these systems and products, is critical to our business operations and strategy. Further, customers using our systems rely on the
security of
security of our
our infrastructure,
infrastructure, including
including hardware and other
hardware and other elements
elements provided
provided by
by third
third parties, to ensure
parties, to ensure the
the reliability of our
reliability of our
products and the protection of of their data. Despite security measures and business continuity plans, these systems and products may
be vulnerable to damage, disruptions or shutdowns caused by attacks by hackers, computer viruses, malware (including
"ransomware"), phishing
“ransomware”), phishing attacks
attacks oror breaches due to
breaches due errors or
to errors or malfeasance
malfeasance by employees, contractors
by employees, contractors and
and others
others who
who have access
have access
to these systems and products. The occurrence of of any of
of these events could compromise the confidentiality, operational integrity t
and accessibility ofof these systems and products and the data that resides therein. Similarly, such an occurrence could result in the
compromise or
compromise or loss
loss of
of the
the information
information processed
processed by
by these systems and
these systems and products. Such events
products. Such events could
could result in, among
result in, among other
other things,
things,
the loss of proprietary data, interruptions or delays in our business operations and damage to our reputation. In addition, such
events could cause us to be non-compliant with applicable laws or regulations, subject us to legal claims or proceedings, liability
or regulatory
or regulatory penalties
penalties under laws protecting
under laws the privacy
protecting the privacy ofof personal
personal information;
information; disrupt
disrupt operations;
operations; oror reduce
reduce the competitive
the competitive
advantage we hope to derive from our investment in advanced technologies. We have experienced such events in the past and,
although past events were immaterial, future events may occur and may be material.
of our information technology systems also may experience interruptions, delays or cessations of
Portions of of service or produce
errors due to regular maintenance efforts, such as systems integration or migration work that takes place from time to time. We
may
may not
not be successful in
be successful in implementing
implementing new
new systems
systems and
and transitioning data, which
transitioning data, which could
could cause
cause business
business disruptions
disruptions and
and be
be more
more
expensive, time-consuming, disruptive and resource intensive. Such disruptions could adversely impact our ability to design,
manufacture and sell products and services, and interrupt other business processes.
Security breaches and other disruptions of of our in-vehicle systems could impact the safety of of our customers and reduce
confidence in GMGM and our products.
products. Our vehicles contain complex information technology systems. These systems control
various
various vehicle functions including
vehicle functions including engine,
engine, transmission,
transmission, safety,
safety, steering,
steering, navigation, acceleration, braking,
navigation, acceleration, window and
braking, window and door
door lock
lock
functions. We have designed, implemented and tested security measures intended to prevent unauthorized access to these systems.
However, hackers have reportedly attempted, and may attempt in the future, to gain unauthorized access to modify, alter and use
such systems
such systems to
to gain
gain control
control of,
of, or
or to
to change,
change, our
our vehicles' functionality, user
vehicles’ functionality, user interface
interface and
and performance characteristics, or
performance characteristics, or to gain
to gain
access to data stored in or generated by the vehicle. Any unauthorized access to or control of our vehicles or their system could
adversely impact the safety ofof our customers or result in legal claims or proceedings, liability or regulatory penalties. In addition,
regardless of their
regardless of their veracity,
veracity, reports of unauthorized
reports of unauthorized access
access to our vehicles
to our or their
vehicles or their systems
systems could
could negatively affect our
negatively affect our brand
brand and
d and
harm our business, prospects, financial
fmancial condition and operating results.
Our enterprise
Our data practices,
enterprise data including the
practices, including the collection,
collection, use,
use, sharing, and security
sharing, and security of the Personal
of the Personal Identifiable
Identifiable Information
Information
of our customers, employees, or suppliers are subject to increasingly complex, restrictive, and punitive
of punitive regulations in all key
market regions. Under these regulations, the failure to maintain compliant data practices could result in consumer complaints
and regulatory
and inquiry, resulting
regulatory inquiry, resulting in
in civil
civil or
or criminal
criminal penalties, as well
penalties, as well as
as brand impact or
brand impact or other
other harm
harm to our business.
to our In addition,
business. In addition,
increased consumer sensitivity to real or perceived failures in maintaining acceptable data practices could damage our reputation
and deter current and potential users or customers from using our products and services. Because many of of these laws are new,
there is
there is little
little clarity
clarity as
as to
to their interpretation, as
their interpretation, as well as aa lack
well as lack of
of precedent
precedent for
for the
the scope
scope ofof enforcement.
enforcement. The
The cost
cost of
of compliance
compliance
with these laws and regulations will be high and is likely to increase in the future. For example, in Europe, the General Data
Protection Regulation came into effect on May 25, 2018, and applies to all of of our ongoing operations in the EU as well as some
of our
of our operations
operations outside
outside of
of the
the EU
EU that
that involve
involve the
the processing
processing ofof EU
EU personal data. This
personal data. This regulation significantly increases
regulation significantly increases the
the
potential financial
fmancial penalties for noncompliance, including fines of of up to 4% of worldwide revenue. Similar regulations are coming
into effect in Brazil and China, and in the U.S., California has adopted, and several states and provinces in Canada are considering
adopting, laws
adopting, laws and
and regulations
regulations imposing
imposing obligations
obligations regarding
regarding personal data. In
personal data. In some
some cases,
cases, these
these laws
laws provide
provide aa private
private right
right of
of
action that would allow customers to bring suit directly against us for mishandling their data.
Our operations
Our operations and
and products are subject
products are to extensive
subject to extensive laws,
laws, regulations and policies,
regulations and including those
policies, including those related
related to
to vehicle
vehicle
emissions, fuel
fuel economy standards, and greenhouse gas emissions, that can significantly increase our costs and affect how we
business. We are significantly affected by governmental regulations on a global basis that can increase costs related to the
do business.
production of our
production of our vehicles and affect
vehicles and affect our
our product
product portfolio,
portfolio, particularly
particularly regulations relating to
regulations relating to emissions,
emissions, fuel
fuel economy
economy standards,
standards,
and greenhouse gas emissions. Meeting or exceeding many of of these regulations is costly and often technologically challenging,
especially because the standards are not harmonized across jurisdictions. We anticipate that the number and extent of these and
other regulations,
other regulations, laws
laws and
and policies, and the
policies, and the related costs and
related costs and changes
changes to our product
to our product portfolio,
portfolio, may increase significantly
may increase significantly in
in
n the
the
future, primarily out of concern for the environment (including concerns about global climate change and its impact). These
government regulatory requirements, among others, could significantly affect our plans for global product development and given
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14
the uncertainty
the surrounding enforcement
uncertainty surrounding enforcement and
and regulatory definitions and
regulatory definitions and interpretations,
interpretations, may
may result in substantial
result in substantial costs,
costs, including
including
civil or criminal penalties. In addition, an evolving but un-harmonized emissions and fuel economy regulatory framework may
of vehicles we sell and where we sell them, which can affect revenue. Refer to the “Environmental
limit or dictate the types of "Environmental and
Regulatory Matters”
Regulatory Matters" section
section of
of Item
Item 1.
1. Business
Business for
for further
further information
information on
on regulatory and environmental
regulatory and environmental requirements.
requirements.
We expect that to comply with fuel economy and emission control requirements we will be required to sell a significant volume
of electric
of electric vehicles,
vehicles, and
and potentially develop and
potentially develop and implement
implement new technologies for
new technologies for conventional
conventional internal
internal combustion
combustion engines,
engines, all
all at
at
increased costs. There are limits on our ability to achieve fuel economy improvements over a given time frame, however, primarily
relating to the cost and effectiveness of of available technologies, lack of of sufficient consumer acceptance of of new technologies and
of changes
of changes inin vehicle
vehicle mix, lack of
mix, lack of willingness
willingness of
of consumers
consumers to to absorb
absorb the
the additional
additional costs
costs of
of new technologies, the
new technologies, the appropriateness
appropriateness
(or lack thereof) ofof certain technologies for use in particular vehicles, the widespread availability (or lack thereof) of of supporting
infrastructure for new technologies, and the human, engineering, and financial fmancial resources necessary to deploy new technologies
across aa wide
across wide range of products
range of and powertrains
products and in aa short
powertrains in short time.
time. There
There is
is no
no assurance
assurance that
that we will be
we will able to
be able to produce and sell
produce and sell
vehicles that use such new technologies on a profitable basis or that our customers will purchase such vehicles in the quantities
necessary for us to comply with these regulatory programs.
In the current uncertain regulatory framework, environmental liabilities for which we may be responsible and that are not
reasonably estimable could be substantial. Alleged violations of
of safety, fuel economy or emissions standards could result in legal
proceedings, the recall
proceedings, the recall of
of one
one or
or more of our
more of our products,
products, negotiated
negotiated remedial actions, fines,
remedial actions, fmes, restricted
restricted product offerings or
product offerings or aa
combination ofof any of
of those items. Any of
of these actions could have a material adverse effect on our operations including facility
idling, reduced employment, increased costs and loss of revenue.
In addition, many of our advanced technologies, including autonomous vehicles, present novel issues with which domestic and
foreign regulators have only limited experience and will be subject to evolving regulatory frameworks. Any current or future
regulations in these
regulations in these areas
areas could
could impact
impact whether and how
whether and how these technologies are
these technologies are designed
designed and
and integrated
integrated into
into our
our products, and
products, and
may ultimately subject us to increased costs and uncertainty.
We could
We could be be materially
materially adversely
adversely affected
affected by unusual or
by unusual or significant litigation, governmental
significant litigation, investigations or
governmental investigations or other
other
proceedings.
proceedings. We are subject to legal proceedings involving various issues, including product liability lawsuits, class action
litigations alleging product defects, emissions litigation (both in the U.S. and elsewhere), stockholder litigation, labor and
employment litigation
employment litigation in
in various countries (including
various countries (including U.S.,
U.S., Canada,
Canada, Korea
Korea and
and Brazil),
Brazil), claims
claims and
and actions
actions arising
arising from
from divestitures
divestitures
t
of operations and assets and proceedings related to the Ignition Switch Recall. In addition, we are subject to governmental
of
proceedings and investigations. A negative outcome in one or more of of these legal proceedings could result in the imposition of of
damages, including
damages, including punitive damages, substantial
punitive damages, substantial fines,
fines, significant
significant reputational
reputational harm, civil lawsuits
harm, civil lawsuits and
and criminal
criminal penalties,
penalties,
interruptions of of business, modification ofof business practices, equitable remedies and other sanctions against us or our personnel
as well as significant legal and other costs. In addition, we may become obligated to issue additional shares (Adjustment Shares)
of up
of to 30
up to 30 million shares of
million shares of our
our common
common stock
stock (subject
(subject to
to adjustment
adjustment to take into
to take into account
account stock
stock dividends,
dividends, stock
stock splits
splits and
and other
other
t
transactions) to the Motors Liquidation Company (MLC) GUC Trust (GUC Trust) under a provision of of the Amended and Restated
Master Sale and Purchase Agreement between us and General Motors Corporation and certain of of its subsidiaries in the event that
allowed general
allowed general unsecured claims against
unsecured claims against the
the GUC
GUC Trust,
Trust, as
as estimated
estimated by
by the
the United States Bankruptcy
United States Bankruptcy Court
Court for
for the
the Southern
Southern
of New York (Bankruptcy Court), exceed $35.0 billion. The GUC Trust stated in public filings that allowed general
District of
unsecured claims were approximately $32.1 $32.1 billion as of
of September 30, 2019. For a further discussion of of these matters refer to
Note
Note 1616 to our consolidated
to our consolidated financial
fmancial statements.
statements.
The costs and effect on our reputation of ofproduct

product safety recalls and alleged defects in products
products and services could materially
adversely affect
adversely affect our
our business. Government safety
business. Government safety standards
standards require
require manufacturers
manufacturers toto remedy certain product
remedy certain product safety
safety defects
defects through
through
recall campaigns and vehicle repurchases. Under these standards, we could be subject to civil or criminal penalties or may incur u
various costs, including significant costs for repairs made at no cost to the consumer. At present, the costs we incur in connection
with these recalls
with these typically include
recalls typically include the cost of
the cost of the part being
the part being replaced and labor
replaced and labor to
to remove and replace
remove and the defective
replace the defective part. The costs
part. The costs
to complete a recall could be exacerbated to the extent that such action relates to a global platform. Concerns about the safety of
t of
our products, including advanced technologies like autonomous vehicles, whether raised internally or by regulators or consumer
advocates, and
advocates, and whether
whether oror not
not based
based on
on scientific
scientific evidence
evidence oror supported
supported by data, can
by data, can result in product
result in delays, recalls,
product delays, lost sales,
recalls, lost sales,
governmental investigations, regulatory action, private claims, lawsuits and settlements, and reputational damage. These
circumstances can also result in damage to brand image, brand equity and consumer trust in the Company’s Company's products and ability
to lead
to lead the
the disruption
disruption occurring
occurring in
in the
the automotive
automotive industry.
industry.
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15
We currently
We currently source
source aa variety
variety of
of systems,
systems, components,
components, raw materials and
raw materials and parts
parts from
from third
third parties. From time
parties. From time to
to time
time these
these items
items
may have performance or quality issues that could harm our reputation and cause us to incur significant costs, particularly if if the
affected items relate to global platforms or involve defects that are identified years after production. Our ability to recoverr costs
associated with
associated with recalls or other
recalls or other campaigns
campaigns caused
caused by
by parts or components
parts or components purchased from suppliers
purchased from suppliers may
may be limited by
be limited by the suppliers'
the suppliers’
financial condition or a number of of other reasons or defenses.
We may
We may incur additional tax
incur additional tax expense
expense or become subject
or become to additional
subject to tax exposure.
additional tax exposure. WeWe are
are subject
subject to
to the
the tax
tax laws
laws and
and regulations
regulations
of the U.S. and numerous other jurisdictions in which we do business. Many judgments are required in determining our worldwide
of
provision for income taxes and other tax liabilities, and we are regularly under audit by the U.S. Internal Revenue Service and
other tax
other tax authorities,
authorities, which
which may
may not agree with
not agree our tax
with our tax positions. In addition,
positions. In addition, our
our tax liabilities are
tax liabilities are subject
subject to
to other
other significant
significant
f
risks and uncertainties, including those arising from potential changes in laws and/or regulations in the countries in which we do
business, the possibility ofof adverse determinations with respect to the application of of existing laws, changes in our business or
structure and
structure and changes
changes inin the
the valuation
valuation of
of our
our deferred
deferred tax
tax assets
assets and
and liabilities.
liabilities. Any unfavorable resolution
Any unfavorable resolution ofof these
these and
and other
other
uncertainties may have a significant adverse impact on our tax rate and results of of operations. If
If our tax expense were to increase,
if the ultimate determination of
or if of our taxes owed is for an amount in excess of of amounts previously accrued, our operating results,
cash flows
cash flows and
and financial
fmancial condition
condition could
could be adversely affected.
be adversely affected.
We rely on GM Financial to provide

We provide financial
financial services to our customers and dealers in North America, South America and
Asia/Pacific. GM Financial
Asia/Pacific. GM Financial faces
faces aa number
number ofof business, economic and
business, economic and financial
fmancial risks that could
risks that could impair
impair its
its access
access to
to capital
capital and
and
negatively affect its business and operations, which in turn could impede its ability to provide leasing and financing to customers
and commercial lending to our dealers. Any reduction in GM Financial’s
Financial's ability to provide such financial services would negatively
affect our
affect our efforts
efforts to support additional
to support additional sales
sales of
of our
our vehicles and expand
vehicles and expand our
our market
market penetration among customers
penetration among customers and
and dealers.
dealers.
The primary factors that could adversely affect GM Financial’s

Financial's business and operations and reduce its ability to provide financing
fmancing
services at
services at competitive
competitive rates include the
rates include the sufficiency,
sufficiency, availability
availability and
and cost
cost of
of sources
sources of
of financing,
fmancing, including
including credit
credit facilities,
facilities,
securitization programs and secured and unsecured debt issuances; the performance of of loans and leases in its portfolio, which
could be materially affected by charge-offs, delinquencies and prepayments; wholesale auction values of used vehicles; higher
than expected
than expected vehicle return rates
vehicle return rates and
and the
the residual
residual value
value performance on vehicles
performance on GM Financial
vehicles GM leases to
Financial leases to customers;
customers; fluctuations
fluctuations
in interest rates and currencies; competition for customers from commercial banks, credit unions and other financing and leasing
companies; and changes to regulation, supervision, enforcement and licensing across various jurisdictions.
In addition, a substantial portion of of GM Financial’s

Financial's indebtedness bears interest at variable interest rates, primarily based on
USD-LIBOR. The U.K. Financial Conduct Authority, which regulates LIBOR, has announced that it will no longer persuade or
compel banks
compel banks to submit rates
to submit for the
rates for the calculation
calculation of
of LIBOR
LIBOR after
after 2021.
2021. It is unknown
It is unknown whether any banks
whether any banks will continue to
will continue to voluntarily
voluntarily
submit rates for the calculation of of LIBOR, or whether LIBOR will continue to be published by its administrator based on these
submissions or on any other basis, after 2021. At this time, it is not possible to predict the effect that these developments or any
discontinuance, modification
discontinuance, modification or or other
other reforms
reforms may
may have on LIBOR,
have on other benchmarks
LIBOR, other benchmarks oror floating–rate
floating—rate debt
debt instruments,
instruments, including
including
Financial's floating–rate
GM Financial’s floating—rate debt. Any such discontinuance, modification, alternative reference rates or other reforms may
materially adversely affect interest rates on GM Financial’s
Financial's current or future indebtedness. There is a risk that the discontinuation
n
of LIBOR
of LIBOR will
will impact
impact GMGM Financial's
Financial's ability
ability to
to manage interest rate
manage interest risk effectively
rate risk effectively without an adequate
without an adequate replacement.
replacement.
Further, as an entity operating in the financial

fmancial services sector, GM Financial is required to comply with a wide variety of of laws
and regulations
and that may
regulations that may be costly to
be costly to adhere
adhere to and may
to and affect our
may affect our consolidated
consolidated operating
operating results. Compliance with
results. Compliance with these laws aand
these laws and
regulations requires that GM Financial maintain forms, processes, procedures, controls and the infrastructure to support these
requirements and these laws and regulations often create operational constraints both on GM Financial’s Financial's ability to implement
servicing procedures
servicing and on
procedures and on pricing.
pricing. Laws
Laws inin the
the financial
financial services
services industry
industry are
are designed
designed primarily for the
primarily for the protection of consumers.
protection of consumers.
u
The failure to comply with these laws could result in significant statutory civil and criminal penalties, monetary damages, attorneys’
attorneys'
fees and costs, possible revocation ofof licenses and damage to reputation, brand and valued customer relationships.
Our defined benefit pension

pension plans
plans are currently underfunded and our pension pension funding
funding requirements could increase
significantly due to a reduction in funded
funded status as a result of
of a variety of
offactors,
factors, including weak performance
performance of of financial
financial
markets, declining
markets, declining interest rates, changes
interest rates, changes in
in laws
laws or
or regulations, changes in
regulations, changes assumptions or
in assumptions or investments
investments that
that do not achieve
do not achieve
returns. Our employee benefit plans currently hold a significant amount of
adequate returns. of equity and fixed income securities. A detailed
ofthe investment funds and strategies and our potential funding requirements are disclosed in Note 15
description of 15 to our consolidated
financial statements,
financial statements, which
which also
also describes
describes significant
significant concentrations
concentrations of
of risk to the
risk to the plan investments.
plan investments.
16
16
Our future
Our future funding
funding requirements for our
requirements for our defined
defmed benefit
benefit pension plans depend
pension plans depend upon
upon the
the future
future performance of assets
performance of assets placed
placed in
in
trusts for these plans, the level of
of interest rates used to determine funding levels, the level of
of benefits provided for by the plans
and any changes in laws and regulations. Future funding requirements generally increase if the discount rate decreases or if if actual
asset returns
asset returns are
are lower
lower than
than expected
expected asset
asset returns, assuming other
returns, assuming other factors
factors are
are held constant. We
held constant. We estimate
estimate future
future contributions
contributions to
to
these plans using assumptions with respect to these and other items. Changes to those assumptions could have a significant effect
on future contributions.
There are additional risks due to the complexity and magnitude of of our investments. Examples include implementation of of
significant changes in investment policy, insufficient market liquidity in particular asset classes and the inability to quickly rebalance
illiquid and
illiquid and long-term
long-term investments.
investments.
Factors that affect future funding requirements for our U.S. defined
defmed benefit plans generally affect the required funding for non-
U.S.
U.S. plans. Certain plans
plans. Certain outside the
plans outside the U.S. do not
U.S. do not have assets and
have assets and therefore
therefore the
the obligation
obligation is
is funded
funded as
as benefits are paid.
benefits are If local
paid. If local
legal authorities increase the minimum funding requirements for our non-U.S. plans, we could be required to contribute more
funds.
* * * * * * *
Item 1B.
Item 1B. Unresolved
Unresolved Staff
Staff Comments
Comments
None
* * * * * * *
Item 2.
Item 2. Properties
Properties
At December 31, 2019 we had over 100 locations in the U.S. (excluding our automotive financing
fmancing operations and dealerships),
which are primarily
which are for manufacturing,
primarily for assembly, distribution,
manufacturing, assembly, distribution, warehousing,
warehousing, engineering
engineering and
and testing. We, our
testing. We, our subsidiaries
subsidiaries or
or
associated companies in which we own an equity interest own most of
of these properties and/or lease a portion of
of these properties.
Leased properties are primarily composed of
of warehouses and administration, engineering and sales offices.
We have manufacturing, assembly, distribution, office or warehousing operations in 32 countries, including equity interests in
associated companies, which perform manufacturing, assembly or distribution operations. The major facilities outside the U.S.,
which are principally
which are principally vehicle
vehicle manufacturing and assembly
manufacturing and assembly operations,
operations, are
are located
located in
in Argentina, Brazil, Canada,
Argentina, Brazil, Canada, China,
China, Colombia,
Colombia,
Ecuador, Mexico, and South Korea.
GM Financial
GM Financial owns
owns or
or leases
leases facilities
facilities for
for administration
administration and
and regional credit centers.
regional credit centers. GM
GM Financial
Financial has
has 43 facilities, of
43 facilities, of which
which
28 are located in the U.S. The major facilities outside the U.S. are located in Brazil, Canada and Mexico.
* * * * * * *
Item 3. Legal Proceedings
The discussion under "Litigation-Related Liability and Tax Administrative Matters" in Note 16
16 to our consolidated financial
statements is incorporated by reference into this Part II - Item 3.
* * * * * * *
Item 4.
Item 4. Mine Safety Disclosures
Mine Safety Disclosures
Not applicable
* * * * * * *
17
17
PART II
Item 5.
Item 5. Market
Market for
for Registrant’s
Registrant's Common
Common Equity,
Equity, Related
Related Stockholder
Stockholder Matters
Matters and
and Issuer
Issuer Purchases
Purchases of
of Equity
Equity Securities
Securities
Market Information
Market Information Shares
Shares of
of our
our common
common stock
stock are
are publicly
publicly traded on the
traded on the New York Stock
New York Stock Exchange
Exchange under
under the symbol "GM".
the symbol "GM".
Holders At January 24, 2020 we had 1.4

1.4 billion issued and outstanding shares of
of common stock held by 488 holders of record.
Purchases of
Purchases of Equity
Equity Securities
Securities The
The following
following table
table summarizes
summarizes our
our purchases of common
purchases of common stock
stock in
in the
the three months ended
three months ended
December 31, 2019:
Approximate Dollar
Approximate Dollar
Weighted Total Number of Value of
Value of Shares
Shares That
That
Total Number
Total Number Average
Average Shares Purchased
Shares Purchased May Yet
May Yet be
be Purchased
Purchased
of Shares
of Shares Price Paid
Price Paid Under Announced
Under Announced Under Announced
Purchased(a)
Purchased(a) per Share
per Share Programs(b)
Programs(b) Programs
Programs
1, 2019 through October 31, 2019 . . . . . . . . . . . .
October 1, 23,723 $ 36.08 — $3.4 billion
November 1, 2019 through November 30, 2019 . . . . . . . . 3,480 $ 37.16 — $3.4 billion
December
December 1,1, 2019
2019 through
through December
December 31,
31, 2019
2019 . . . . . . . . . 29,090
29,090 $$ 36.28
36.28 — $3.4 billion
$3.4 billion
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. 56,293 $ 36.25 —
__________
(a) Shares purchased consist of shares delivered by employees or directors to us for the payment of taxes resulting from issuance of common
stock upon the vesting of
of Restricted Stock Units (RSUs), Performance
Perfonnance Stock Units (PSUs) and Restricted Stock Awards (RSAs) relating
to compensation plans. In June 2017 our shareholders approved the 2017 Long Term Tenn Incentive Plan, which authorizes awards of stock
options, stock appreciation rights, RSAs, RSUs, PSUs or other stock-based awards to selected employees, consultants, advisors, and non-
employee Directors of the Company. Refer to Note 23 to our consolidated financial statements for additional details on employee stock
incentive plans.
(b) In January 2017 we announced that our Board of Directors had authorized the purchase of up to an additional $5.0 billion off our common
stock with no expiration date.
* * * * * * *
18
18
Item 6. Selected Financial Data

At and for
At and for the
the Years
Ended December 31,
2019
2019 2018
2018 2017
2017 2016
2016 2015
2015
Income Statement
Income Statement Data:
Data:
Total net
Total net sales
sales and
and revenue
revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 137,237
137,237 $ 147,049
147,049 $ 145,588 $ 149,184
149,184 $ 135,725
135,725
Income from
Income from continuing
continuing operations(a)
operations(a) . . . . . . . . . . . . . . . . . . . . . . . . $ 6,667
6,667 $$ 8,075
8,075 $$ 330
330 $$ 9,269
9,269 $$ 9,590
9,590
Basic earnings
Basic earnings per common share
per common share - continuing operations(a)
– continuing operations(a) . . . . . . $ 4.62
4.62 $$ 5.66
5.66 $$ 0.23
0.23 $$ 6.12
6.12 $$ 6.09
6.09
Diluted earnings per common share -
– continuing operations(a) . . . . $$ 4.57
4.57 $$ 5.58
5.58 $$ 0.22
0.22 $$ 6.00
6.00 $$ 5.89
5.89
share . . . . . . . . . . . . . . . . . . . . . . . $
Dividends declared per common share. 1.52
1.52 $ 1.52
1.52 $ 1.52
1.52 $ 1.52
1.52 $ 1.38
1.38
Balance Sheet
Balance Sheet Data:
Data:
Total assets(b)
Total assets(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 228,037 $ 227,339 $ 212,482 $ 221,690 $ 194,338
194,338
Automotive notes
Automotive notes andand loans
loans payable
payable . . . . . . . . . . . . . . . . . . . . . . . . . $ 14,386
14,386 $ 13,963
13,963 $ 13,502
13,502 $ 10,560
10,560 $ 8,535
GM Financial
GM Financial notes
notes andand loans
loans payable
payable . . . . . . . . . . . . . . . . . . . . . . . . $$ 88,938
88,938 $$ 90,988
90,988 $$ 80,717
80,717 $$ 64,563
64,563 $$ 45,479
45,479
Total equity
Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 45,957
45,957 $$ 42,777
42,777 $$ 36,200
36,200 $$ 44,075
44,075 $$ 40,323
40,323
_________
(a) We estimate that the lost vehicle production volumes and parts sales due to the UAW strike had an unfavorable pre-tax impact of ofapproximately
$3.6 billion on our Income from continuing operations in the year ended December 31, 2019. In the year ended December 31, 2019 we
recorded: (1) pre-tax charges of
of $1.8 billion related to transformation activities including accelerated depreciation, supplier-related charges
and other charges; and (2) a pre-tax benefit of
of $1.4 billion related to the retrospective recoveries of
of indirect taxes in Brazil. In the year ended
December 31, 2018 we recorded: (1) pre-tax charges of of $1.3 billion related to transformation activities including employee separation,
a
accelerated depreciation and other charges; (2) pre-tax charges of of $1.1
$1.1 billion related to the closure of
of a facility and other restructuring
actions in Korea; (3) pre-tax charges of of $0.4 billion for ignition switch related legal matters; and (4) a non-recurring tax benefit of of $1.0
billion related to foreign earnings. In the year ended December 31, 2017 we recorded: (1) tax expense of of $7.3 billion related to U.S. tax
reform legislation; (2) $2.3 billion related to the establishment of of a valuation allowance against deferred tax assets that will no longer be
realizable as a result of
of the sale of
of the Opel/Vauxhall
OpelNauxhall Business; and (3) pre-tax charges of of $0.5 billion related to restructuring actions in
India and South Africa. In the year ended December 31, 2015 we recorded: (1) the reversal of of deferred tax asset valuation allowances of
$3.9 billion in Europe; and (2) pre-tax charges related to the Ignition Switch Recall Compensation Program and for various legal matters
of approximately $1.6 billion.
of
(b) Total assets included assets held for sale of
of $20.6 billion and $20.0 billion at December 31, 2016 and 2015.
* * * * * * *
Item 7. Management's
Management’s Discussion and Analysis of
of Financial Condition and Results of Operations
This MD&A should be read in conjunction with the accompanying audited consolidated financial statements and notes. Forward-
looking statements in this MD&A are not guarantees of of future performance and may involve risks and uncertainties that could
cause actual
cause actual results
results to differ materially
to differ from those
materially from those projected. Refer to
projected. Refer to the
the "Forward-Looking
"Forward-Looking Statements"
Statements" section
section of
of this MD&A
this MD&A
1A. Risk Factors for a discussion of
and Item 1A. of these risks and uncertainties. The discussion of
of our financial
fmancial condition and results
of operations for the year ended December 31, 2017 included in Item 7. Management's Discussion and Analysis of
of of Financial
Condition and
Condition and Results of Operations
Results of Operations inin our
our Annual
Annual Report
Report on
on Form
Form 10-K
10-K for
for the
year ended December 31,
31, 2018
2018 is
is incorporated
incorporated
by reference into this MD&A.
Non-GAAP Measures Unless otherwise indicated,

Unless otherwise indicated, our
our non-GAAP
non-GAAP measures discussed in
measures discussed in this
this MD&A
MD&A are are related
related to
to our
our continuing
continuing
operations and not our discontinued operations. Our non-GAAP measures include: earnings before interest and taxes (EBIT)-
adjusted, presented net of noncontrolling interests; earnings before income taxes (EBT)-adjusted for our GM Financial segment;
earnings per
earnings share (EPS)-diluted-adjusted;
per share (EPS)-diluted-adjusted; effective
effective tax
tax rate-adjusted (ETR-adjusted); return
rate-adjusted (ETR-adjusted); return onon invested
invested capital-adjusted
capital-adjusted (ROIC-
(ROIC-
adjusted) and adjusted automotive free cash flow. Our calculation of of these non-GAAP measures may not be comparable to similarly
titled measures ofof other companies due to potential differences between companies in the method of of calculation. As a result, the
use of these
use of these non-GAAP
non-GAAP measures
measures has limitations and
has limitations and should
should not
not be considered superior
be considered superior to,
to, in
in isolation
isolation from,
from, or
or as
as aa substitute
substitute for,
for,
related U.S. GAAP measures.
These non-GAAP
These non-GAAP measures allow management
measures allow management andand investors
investors to
to view operating trends,
view operating trends, perform analytical comparisons
perform analytical comparisons and
and
benchmark performance between periods and among geographic regions to understand operating performance without regard to
items we do not consider a component of
of our core operating performance. Furthermore, these non-GAAP measures allow investors
the opportunity
the opportunity to
to measure and monitor
measure and our performance
monitor our against our
performance against our externally
externally communicated
communicated targets
targets and
and evaluate
evaluate the
the investment
investment
19
19
decisions being
decisions made by
being made management to
by management to improve
improve ROIC-adjusted.
ROIC-adjusted. Management
Management uses
uses these
these measures in its
measures in its financial,
financial, investment
investment
and operational decision-making processes, for internal reporting and as part of
of its forecasting and budgeting processes. Further,
of Directors uses certain of these and other measures as key metrics to determine management performance under our
our Board of
performance-based compensation plans.
performance-based compensation plans. For these reasons
For these we believe
reasons we these non-GAAP
believe these measures are
non-GAAP measures are useful
useful for
for our
our investors.
investors.
EBIT-adjusted EBIT-adjusted is presented net of of noncontrolling interests and is used by management and can be used by
investors to
investors to review our consolidated
review our consolidated operating
operating results
results because it excludes
because it excludes automotive
automotive interest
interest income,
income, automotive
automotive interest
interest expense
expense
and income taxes as well as certain additional adjustments that are not considered part of of our core operations. Examples of of
adjustments to EBIT include but are not limited to impairment charges on long-lived assets and other exit costs resulting from
strategic shifts
strategic shifts in
in our
our operations
operations or
or discrete
discrete market and business
market and business conditions;
conditions; costs
costs arising
arising from
from the
the ignition
ignition switch
switch recall and related
recall and related
legal matters; and certain currency devaluations associated with hyperinflationary economies. For EBIT-adjusted and our other
non-GAAP measures, once we have made an adjustment in the current period for an item, we will also adjust the related non-
GAAP measure
GAAP measure in in any
any future
future periods
periods in
in which
which there is an
there is an impact
impact from
from the
the item.
item. Our
Our corresponding
corresponding measure
measure for
for our
our GM
GM Financial
Financial
segment is EBT-adjusted.
EPS-diluted-adjusted EPS-diluted-adjusted is
EPS-diluted-adjusted EPS-diluted-adjusted is used
used by
by management
management andand can
can be
be used by investors
used by investors to
to review our consolidated
review our consolidated
diluted EPS results on a consistent basis. EPS-diluted-adjusted is calculated as net income attributable to common stockholders-
diluted less income (loss) from discontinued operations on an after-tax basis, adjustments noted above for EBIT-adjusted and
certain income
certain income tax
tax adjustments
adjustments divided
divided by
by weighted-average common shares
weighted-average common shares outstanding-diluted.
outstanding-diluted. Examples
Examples ofof income
income tax
tax
adjustments include the establishment or reversal of
of significant deferred tax asset valuation allowances.
ETR-adjusted
ETR-adjusted ETR-adjusted
ETR-adjusted isis used by management
used by management and
and can
can be
be used
used by investors to
by investors to review
review the consolidated effective
the consolidated effective tax
tax rate
rate
for our core operations on a consistent basis. ETR-adjusted is calculated as Income tax expense less the income tax related to the
adjustments noted above for EBIT-adjusted and the income tax adjustments noted above for EPS-diluted-adjusted divided by
Income before
Income income taxes
before income taxes less
less adjustments.
adjustments. When
When we
we provide an expected
provide an expected adjusted
adjusted effective
effective tax
tax rate,
rate, we do not
we do not provide
provide anan
expected effective tax rate because the U.S. GAAP measure may include significant adjustments that are difficult to predict.
ROIC-adjusted ROIC-adjusted is
ROIC-adjustedd ROIC-adjusted is used
used byby management
management and and can
can be used by
be used by investors
investors to
to review our investment
review our investment andand capital
capital
defme ROIC-adjusted as EBIT-adjusted for the trailing four quarters divided by ROIC-adjusted average
allocation decisions. We define
net assets, which is considered to be the average equity balances adjusted for average automotive debt and interest liabilities,
exclusive of
exclusive of finance
finance leases;
leases; average
average automotive
automotive netnet pension and other
pension and other postretirement
postretirement benefits (OPEB) liabilities;
benefits (OPEB) liabilities; and
and average
average
automotive net income tax assets during the same period. Adjustments to the average equity balances exclude assets and liabilities
classified as either assets held for sale or liabilities held for sale.
Adjusted automotive free

free cash flow
flow Adjusted automotive free cash flow is used by management and can be used by investors
to review the liquidity of
of our automotive operations and to measure and monitor our performance against our capital allocation
program and evaluate
program and evaluate our
our automotive
automotive liquidity
liquidity against
against the
the substantial
substantial cash
cash requirements of our
requirements of our automotive
automotive operations.
operations. We
We measure
measure
adjusted automotive free cash flow as automotive operating cash flow from continuing operations less capital expenditures adjusted
for management actions. Management actions can include voluntary events such as discretionary contributions to employee benefit
plans or nonrecurring
plans or nonrecurring specific
specific events
events such
such as
as aa closure
closure of
of aa facility
facility that
that are
are considered
considered special
special for
for EBIT-adjusted purposes. Refer
EBIT-adjusted purposes. Refer
to the “Liquidity
"Liquidity and Capital Resources”
Resources" section of this MD&A for additional information.
20
The following
The following table
table reconciles
reconciles Net income (loss)
Net income (loss) attributable
attributable to stockholders under
to stockholders under U.S. GAAP to
U.S. GAAP EBIT-adjusted:
to EBIT-adjusted:
2019
2019 2018
2018 2017
2017
Net income (loss)
attributable to stockholders . . . . . . . . . . . . . . . . . . . . . . . . $$
to stockholders 6,732
6,732 $ 8,014
8,014 $$ (3,864)
(3,864)
Loss from discontinued operations, net of of tax
tax. . . . . . . . . . . . . . . . . . . . . . . . . — 70 4,212
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 769 474 11,533
11,533
Automotive interest expense
Automotive interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 782
782 655
655 575
Automotive interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (429) (335) (266)
Adjustments
Adjustments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transformation activities(a).
Transformation activities(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,735
1,735 1,327
1,327 —
GM Brazil indirect tax recoveries(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,360) — —
FAW-GM divestiture(c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 164
164 — —
GMI restructuring(d)
GMI restructuring(d) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 1,138
1,138 540
540
Ignition switch recall and related legal matters(e). matters(e) . . . . . . . . . . . . . . . . . . . — 440 114
114
adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total adjustments. 539 2,905 654
EBIT-adjusted
EBIT-adjusted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 8,393
8,393 $$ 11,783
11,783 $$ 12,844
12,844
________
(a) These
(a) These adjustments
adjustments were excluded because
were excluded because ofof aa strategic
strategic decision
decision to
to accelerate
accelerate our transformation for
our transformation for the
the future
future to
to strengthen
strengthen our
our core
core
business, capitalize on
business, capitalize on the future of
the future personal mobility,
of personal and drive
mobility, and drive significant
significant cost
cost efficiencies.
efficiencies. The adjustments primarily consist of
of accelerated
depreciation, supplier-related charges, pension and other curtailment charges and employee-related separation charges in the year ended
December 31, 2019 and primarily employee separation charges and accelerated depreciation in the year ended December 31, 2018.
(b) This adjustment was excluded because of of the unique events associated with decisions rendered by the Superior Judicial Courtt of of Brazil
resulting in retrospective recoveries of of indirect taxes.
(c) This adjustment was excluded because we divested our joint venture FAW-GM Light Duty Commercial Vehicle Co., Ltd. (FAW-GM), as
a result of a strategic decision by both shareholders, allowing us to focus our resources on opportunities expected to deliver higher returns.
(d) These adjustments were excluded because of of a strategic decision to rationalize our core operations by exiting or significantly reducing our
presence in various international markets to focus resources on opportunities expected to deliver higher returns. The adjustments primarily
consist of employee separation charges, asset impairments and supplier claims in the year ended December 31, 2018, all in Korea. The
adjustment in the year ended December 31, 2017 primarily consists of of asset impairments and other restructuring actions in India, South
Africa and Venezuela.
(e) These adjustments were excluded because of of the unique events associated with the ignition switch recall, which included included various
various
investigations, inquiries and complaints from constituents.
21
21
The following
The following table
table reconciles diluted earnings
reconciles diluted earnings (loss)
(loss) per
per common
common share
share under
under U.S. GAAP to
U.S. GAAP EPS-diluted-adjusted:
to EPS-diluted-adjusted:
2019
2019 2018
2018 2017
2017
Amount
Amount Per Share
Per Share Amount
Amount Per Share
Per Share Amount
Amount Per Share
Per Share
Diluted earnings (loss) per common share . . . . . . . . . . . . . . . . $ 6,581 6,581 $ 4.57 $ 7,916
7.916 $ 5.53 $ (3,880) $ (2.60)
Diluted loss per common share — – discontinued operations . . . — — 70 0.05 4,212 2.82
Adjustments(a)
Adjustments(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 539
539 0.38 2,905 2.03
2.03 654
654 0.44
0.44
Tax effect on adjustments(b) . . . . . . . . . . . . . . . . . . . . . . . . . . (188) (0.13) (416) (0.29) (208) (0.14)
Tax adjustments(c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — (1,111)
(1,111) (0.78) 9,099 6.10
EPS-diluted-adjusted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $S 6,932
EPS-diluted-adjusted 6.932 $ 6.54 $$ 9,877
S 4.82 $S 9,364 $S 6.54 9,877 $$ 6.62
________
(a) Refer to the reconciliation of
(a) of Net income (loss) attributable to stockholders under U.S. GAAP to EBIT-adjusted within this section of of the
MD&A for adjustment details.
(b) The tax effect of
(b) of each adjustment is determined based on the tax laws and valuation allowance status of of the jurisdiction to which the
adjustment relates.
(c) In the year ended December 31, 2018, the adjustment consists of: (1) a non-recurring tax benefit related to foreign earnings; and (2) tax
(c)
effects related to U.S. tax reform legislation. In the year ended December 31, 2017, the adjustment consisted of of the tax expense of of $7.3
billion related to U.S. tax reform legislation and the establishment of of a valuation allowance against deferred tax assets of of $2.3 billion that
are no longer realizable as a result of
of the sale of
of the Opel/Vauxhall Business, partially offset by tax benefits related to tax settlements.
settlements:These
These
adjustments were excluded because impacts of of tax legislation and valuation allowances are not considered part of our core operations.
The following
The following table
table reconciles our effective
reconciles our effective tax
tax rate
rate under
under U.S. GAAP to
U.S. GAAP to ETR-adjusted:
ETR-adjusted:
2019
2019 2018
2018 2017
2017
Income
Income Income
Income Income
Income Income
Income Income
Income Income
Income
before
before tax
tax Effective
Effective before
before tax
tax Effective
Effective before
before tax
tax Effective
Effective
income taxes
income taxes expense
expense tax rate
tax rate income taxes
expense tax rate
tax rate income taxes
expense tax rate
tax rate
Effective tax rate
Effective tax rate .. .. $$ 7,436
7,436 $$ 769
769 10.3% $$
10.3% 8,549
8,549 $$ 474
474 5.5% $$
5.5% 11,863
11,863 $$ 11,533
11,533 97.2%
97.2%
Adjustments(a) .. .. .. 545 188 2,946 416 654 208
Tax adjustments(b)
Tax adjustments(b) — 1,111
1,111 (9,099)
(9,099)
ETR-adjusted
ETR-adjusted. . . . . $$ 7.981
7,981 $ 957
957 12.0% $$
12.0% 11,495
11,495 $$ 2,001
2,001 17.4% $$
17.4% 12,517
12,517 $$ 2,642
2,642 21.1%
21.1%
__________
(a) Refer
(a) Refer to
to the reconciliation of
the reconciliation of Net income (loss)
attributable to
to stockholders
stockholders under
under U.S. GAAP to
U.S. GAAP to EBIT-adjusted
EBIT-adjusted within this section
within this section of
of the
the
MD&A
MD&A for for adjustment
adjustment details.
details. Net
Net income attributable to
income attributable noncontrolling interests
to noncontrolling interests for
for these
these adjustments
adjustments is
is included
included in
in the
the years ended
years ended
December 31,
December 31, 2019
2019 and
and 2018. The tax
2018. The tax effect
effect of
of each adjustment is
each adjustment is determined
determined based on the
based on the tax laws and
tax laws and valuation
valuation allowance
allowance status
status of the
of the
jurisdiction to which
jurisdiction to the adjustment
which the adjustment relates.
relates.
(b) Refer
(b) Refer to
to the
the reconciliation of diluted
reconciliation of diluted earnings
earnings (loss)
(loss) per
per common share under
common share under U.S.
U.S. GAAP
GAAP to to EPS-diluted-adjusted
EPS-diluted-adjusted within this section
within this section of
of the
the
MD&A
MD&A for for adjustment
adjustment details.
details.
We define return on equity (ROE) as Net income (loss) attributable to stockholders for the trailing four quarters divided by
average equity
average equity for
for the
the same
same period.
period. Management
Management uses average equity
uses average equity to
to provide comparable amounts
provide comparable amounts in
in the calculation of
the calculation of ROE.
ROE.
The following
The following table summarizes the
table summarizes the calculation
calculation of
of ROE (dollars in
ROE (dollars in billions):
billions):
Years Ended 31,
December 31,
2019
2019 2018
2018 2017
2017
Net income (loss)
attributable to to stockholders
stockholders . . . . . . . . . . . . . . . . . . . . . . . . $$ 6.7
6.7 $$ 8.0 $$ (3.9)
(3.9)
Average
Average equity(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
equity(a) 43.7
43.7 $$ 37.4
37.4 $$ 42.2
42.2
ROE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15.4%
15.4% 21.4% (9.2)%
_______
(a) Includes
(a) Includes equity of noncontrolling
equity of interests where
noncontrolling interests where the
the corresponding
corresponding earnings
earnings (loss)
(loss) are
are included
included in
in Net income (loss)
attributable to
to
stockholders.
stockholders.
22
The following
The following table
table summarizes
summarizes the
the calculation
calculation of
of ROTC -adjusted (dollars
ROIC-adjusted (dollars in
in billions):
billions):
2019
2019 2018
2018 2017
2017
EBIT-adjusted(a)
EBIT-adjusted(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 8.4
8.4 $$ 11.8
11.8 $$ 12.8
12.8
Average equity(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 43.7 $ 37.4 $ 42.2
Add: Average automotive debt and interest liabilities (excluding finance
leases) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
leases). 14.9
14.9 14.4
14.4 11.6
11.6
Add: Average automotive net pension & OPEB liability . . . . . . . . . . . . . . . . 16.7
16.7 18.3 21.0
Less: Average automotive net income tax asset . . . . . . . . . . . . . . . . . . . . . . . (23.5) (22.7) (29.3)
ROIC-adjusted average net
ROIC-adjusted average assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
net assets 51.8
51.8 $$ 47.4
47.4 $$ 45.5
45.5
ROIC-adjusted
ROIC-adjusted. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16.2%
16.2% 24.9% 28.2%
________
of Net income (loss) attributable to stockholders under U.S. GAAP to EBIT-adjusted within this section of
(a) Refer to the reconciliation of of the
MD&A.
of noncontrolling interests where the corresponding earnings (loss) are included in EBIT-adjusted.
(b) Includes equity of
Overview Our management team has adopted a strategic plan to transform GM into the world's most valued automotive company.
Our plan
Our includes several
plan includes several major initiatives that
major initiatives that we
we anticipate
anticipate will
will redefme the future
redefine the future of
of personal
personal mobility and advance
mobility and advance our
our vision
vision
of zero crashes, zero emissions, zero congestion while also strengthening the core of
of of our business: earning customers for life by
delivering winning vehicles, leading the industry in quality and safety and improving the customer ownership experience; leading
in technology
in technology and
and innovation,
innovation, including
including electrification,
electrification, autonomous
autonomous vehicles and data
vehicles and data connectivity;
connectivity; growing
growing our
our brands; making
brands; making
tough, strategic decisions about the markets and products in which we will invest and compete; building profitable adjacent
businesses; and targeting 10%
10% core margins on an EBIT-adjusted basis.
Our collective bargaining agreement with the UAW, which was ratified in November 2015, expired on September 14, 14, 2019. The
UAW went on strike on September 16, 16,2019,
2019, causing subsequent stoppages to most vehicle production and parts distribution across
our North
our North America facilities. On
America facilities. On October
October 25,
25, 2019,
2019, the
the UAW
UAW ratified
ratified aa new collectively bargained
new collectively labor agreement
bargained labor agreement (Labor
(Labor
Agreement). The Labor Agreement, which has a term of of four years, covers the wages, hours, benefits and other terms and conditions
of employment for our UAW-represented employees. The key terms and provisions of
of of the Labor Agreement are:
• Lump sum ratification bonus payments to eligible employees of of $11,000 and eligible temporary employees of
of $4,500 in
November 2019 totaling $0.5 billion;
•• Lump sum
Lump sum payments,
payments, equivalent
equivalent to
to 4%
4% ofof qualified
qualified earnings,
earnings, to eligible employees
to eligible employees in
in November 2019 and
November 2019 and October
October 2021,
2021,
totaling approximately $0.2 billion;
• Lump sum payments of of $1,000 to be made annually to eligible employees in June 2020 through June 2023, totaling
approximately $0.2
approximately $0.2 billion;
billion;
• Gross wage increases ofof 3% in 2020 and 2022 for eligible employees, totaling approximately $0.4 billion during the four-
year agreement;
•• Detroit Hamtramck
Detroit Hamtramck Assembly facility will
Assembly facility remain open
will remain open and
and receive
receive aa new
new product allocation. Lordstown
product allocation. Lordstown Assembly,
Assembly,
Baltimore Transmission and Warren Transmission facilities will close;
• Cash severance incentive programs to qualified employees based on employee interest, eligibility and management
approval; and
approval; and
• Additional manufacturing investments of of approximately $7.7 billion to create or retain more than 9,000 UAW jobs during
the period of the Labor Agreement.
Lump sum payments are amortized over the term of of the Labor Agreement. Restructuring charges for cash severance incentive
programs were recorded in the three months ended December 31,
31,2019
2019 upon receipt of
of both employee acceptance and management
approval. We
approval. expect to
We expect to offset
offset the Labor Agreement's
the Labor economics with
Agreement's economics with productivity over the
productivity over four-year contract
the four-year contract period.
period.
We estimate that the lost vehicle production volumes and parts sales due to the UAW strike had an unfavorable impact of of
approximately $3.6
approximately $3.6 billion
billion on
on our
our GMNA
GMNA EBIT-adjusted
EBIT-adjusted inin the
year ended December 31,31, 2019.
2019. In
In addition,
addition, we estimate an
we estimate an
unfavorable
unfavorable pre-tax impact to
pre-tax impact to Net cash provided
Net cash provided by operating activities
by operating activities in
in our
our consolidated
consolidated statement
statement of
of cash
cash flows
flows of
ofapproximately
approximately
$5.4 billion in the year ended December 31, 2019.
23
For the
For the year
year ending
ending December
December 31,31, 2020
2020 we expect EPS-diluted
we expect EPS-diluted and
and EPS-diluted-adjusted
EPS-diluted-adjusted of
of between $5.75 and
between $5.75 and $6.25.
$6.25. We
We do
do
not consider the potential future impact of
of adjustments on our expected financial
fmancial results.
We face
We face continuing
continuing market, operating and
market, operating and regulatory challenges in
regulatory challenges in aa number of countries
number of countries across
across the
the globe
globe due
due to,
to, among
among other
other
factors, weak economic conditions, competitive pressures, our product portfolio offerings, heightened emissions standards, labor
disruptions, foreign exchange volatility, rising material prices, evolving trade policy and political uncertainty. As a result of
of these
conditions, we
conditions, continue to
we continue to strategically
strategically assess
assess our
our performance
performance and
and ability
ability to
to achieve
achieve acceptable
acceptable returns
returns on
on our
our invested
invested capital,
capital,
as well as our cost structure in order to maintain a low breakeven point. Refer to Item 1A.1A. Risk Factors for a discussion on these
challenges.
In November 2018, we announced plans to accelerate steps to improve our overall business performance, including the
reorganization of
of global product development staffs, the realignment of of manufacturing capacity in response to market-related
volume declines in
volume declines in passenger cars and
passenger cars and aa reduction of our
reduction of our salaried
salaried workforce.
workforce. We expect these
We expect these transformation
transformation activities
activities to
to drive
drive
between $5.5 billion and $6.0 billion of annual cash savings by the end of of 2020, consisting ofof $4.0 billion to $4.5 billion in cost
savings resulting from reductions primarily in Automotive and other cost of of sales in our consolidated financial statements, with t
the remainder
the in reduced
remainder in capital expenditures.
reduced capital expenditures. We
We have achieved $3.3
have achieved $3.3 billion in cost
billion in cost savings
savings since
since inception
inception through
through staffing,
staffmg,
manufacturing and product initiatives. We are on track to reduce capital expenditures from approximately $8.5 billion to
approximately $7.0 billion and expect to meet our revised cost savings target by the end of of 2020. As we continue to assess our
performance and the
performance and the needs of our
needs of our evolving
evolving business,
business, additional
additional restructuring and rationalization
restructuring and actions could
rationalization actions could be
be required. These
required. These
additional actions could give rise to future asset impairments or other charges, which may have a material impact on our results
of operations. We have recorded charges of
of of $1.8 billion in 2019 and $3.1 billion cumulatively related to our 2018 transformation
plans,
plans, which were complete
which were complete at
at December
December 31,31, 2019.
2019. These
These charges
charges are
are primarily considered special
primarily considered special for
for EBIT-adjusted,
EBIT-adjusted, EPS
EPS diluted-
diluted-
adjusted and adjusted automotive free cash flow purposes.
GMNA Industry
GMNA sales in
Industry sales in North
North America
America were 21.2 million
were 21.2 million units in the
units in year ended
December 31,
31, 2019,
2019, representing
representing aa decrease
decrease
of 1.8%
of 1.8% compared to the corresponding period in 2018. U.S. industry sales were 17.517.5 million units in the year ended December
31, 2019, representing a decrease of
of 1.1%
1.1% compared to the corresponding period in 2018.
Our total vehicle sales in the U.S., our largest market in North America, totaled 2.9 million units for a market share of
of 16.5%
16.5%
in the year ended December 31, 2019, representing a decrease of of 0.2 percentage points compared to the corresponding period in
2018, primarily
2018, primarily related to the
related to the UAW strike. We
UAW strike. We continue
continue to
to lead
lead the
the U.S. industry in
U.S. industry in market share.
market share.
We estimate GMNA's breakeven point at the U.S. industry level to be in the range of
of 10.0
10.0 to 11.0
11.0 million units. We expect to
sustain aa strong
sustain strong EBIT-adjusted
EBIT-adjusted margin
margin in
in 2020
2020 on
on the
the relative strength of
relative strength of U.S. industry light
U.S. industry light vehicle sales and
vehicle sales and our
our recent
recent and
and
upcoming product launches, including our new full-size SUVs.
GMI Industry
GMI Industry sales
sales in
in China
China were
were 25.4 million units
25.4 million in the
units in the year ended December
year ended December 31,31, 2019,
2019, representing
decrease of
of 4.2%
4.2%
compared to the corresponding period in 2018. Our total vehicle sales in China were 3.1 3.1 million units for a market share of 12.2%
12.2%
in the year ended December 31, 2019, representing a decrease of of 1.6
1.6 percentage points compared to the corresponding period in
2018. Cadillac
2018. Cadillac achieved
achieved 3.9%
3.9% growth
growth in
in vehicle sales in
vehicle sales in the
year ended 31, 2019
December 31, 2019 compared
compared to the corresponding
to the corresponding period
period
in 2018. Buick, Chevrolet, Baojun and Wuling sales were softer amid a continued weak automotive industry since the second half half
of 2018. Additionally, Baojun and Wuling sales were impacted by unfavorable market shifts in vehicle segments. Our Automotive
of
China JVs
China JVs generated
generated equity
equity income
income of
of $1.1
$1.1 billion
billion in
in the
year ended 31, 2019.
December 31, 2019. In
In 2020
2020 we expect to
we expect to see
see continued
continued
weakness in the industry with a continuation of pricing pressures, a more challenging regulatory environment related to emissions,
fuel consumption and new energy vehicles, and continued weakness in the Chinese Yuan against the U.S. Dollar, which will
continue to
continue to put
put pressure on our
pressure on our operations
operations in
in China.
China. We
We will continue to
will continue to build
build upon our strong
upon our strong brands,
brands, network, and partnerships
network, and partnerships
in China as well as continue to drive improvements in vehicle mix and cost.
Outside of
Outside of China,
China, industry
industry sales
sales were 25.8 million
were 25.8 million units in the
units in the year ended December
31, 2019,
2019, representing
decrease of
of 3.5%
3.5%
compared to the corresponding period in 2018, primarily due to decreased sales in India and Argentina. Our total vehicle sales
were 1.3
1.3 million units for a market share of
of 4.9% in the year ended December 31, 2019, representing an increase ofof 0.2 percentage
points compared to
points compared to the
the corresponding
corresponding period in 2018.
period in 2018.
Cruise We are actively testing our autonomous vehicles in the U.S. Gated by safety and regulation, we continue to make
significant progress
significant towards commercialization
progress towards commercialization of
of aa network
network of
of on-demand
on-demand autonomous
autonomous vehicles in the
vehicles in the U.S.
U.S.
24
In 2019
In 2019 Cruise
Cruise Holdings entered into
Holdings entered into aa purchase agreement with
purchase agreement with existing
existing shareholders
shareholders and
and new
new third-party
third-party investors,
investors, pursuant
pursuant
to which Cruise Holdings received $1.2 billion in exchange for issuing Cruise Class F Preferred Shares, including $0.7 billion
from General Motors Holdings LLC. All proceeds are designated exclusively for working capital and general corporate purposes
of Cruise.
of Cruise. Refer
Refer to
to Note 20 to
Note 20 to our
our consolidated
financial statements
statements for
for further
further details.
details.
Corporate The ignition switch recall has led to various inquiries, investigations, subpoenas, requests for information and
complaints from
complaints from agencies
agencies oror other
other representatives of U.S.,
representatives of federal, state
U.S., federal, state and
and Canadian
Canadian governments.
governments. In
In addition
addition these
these and
and other
other
recalls have resulted in a number of claims and lawsuits. Such lawsuits and investigations could result in the imposition of
of material
damages, fines, civil consent orders, civil and criminal penalties or other remedies. Refer to Note 16
a
statements for
statements for additional
additional information.
information.
Contingently Issuable Shares Under the Amended and Restated Master Sale and Purchase Agreement between GM and MLC,
GM may
GM may be obligated to
be obligated to issue
issue Adjustment Shares of
Adjustment Shares of our
our common
common stock
stock if
if allowed
allowed general
general unsecured
unsecured claims
claims against
against the
the GUC
GUC
Trust, as estimated by the Bankruptcy Court, exceed $35.0 billion. Refer to Note 16
16 to our consolidated financial statements for
a description of the contingently issuable Adjustment Shares.
Automotive Financing - GM Financial Summary and Outlook We believe that offering a comprehensive suite of financing
products will generate incremental sales of of our vehicles, drive incremental GM Financial earnings and help support our sales
throughout various
throughout economic cycles.
various economic cycles. GM
GM Financial's
Financial's leasing
leasing program is exposed
program is exposed to residual values,
to residual values, which
which are
are heavily
heavily dependent
dependent
on used vehicle prices. Used vehicle prices decreased 3% in 2019 compared to 2018. We expect a decrease of of 3% to 4% in 2020
compared to 2019, primarily due to the elevated supply of used vehicles in the industry. The following table summarizes the
residual value
residual value as
as well
well as
as the
the number
number ofof units
units included
included in
in GM
GM Financial
Financial equipment
equipment on
on operating
operating leases,
leases, net
net by vehicle type
by vehicle type (units
(units
in thousands):
December 31,
December 31, 2019
2019 December 31,
December 31, 2018
2018
Residual Value Units Percentage Residual Value Units Percentage
Crossovers . . . . . . . . . . . . . . . . . . . $$
Crossovers 15,950
15,950 972
972 60.5% $$
60.5% 15,057
15,057 917
917 53.8%
53.8%
Trucks . . . . . . . . . . . . . . . . . . . . . .
Trucks. 7,256 288 18.0%
18.0% 7,299 296 17.4%
17.4%
SUVs . . . . . . . . . . . . . . . . . . . . . . .
SUVs 3,917
3,917 108
108 6.7%
6.7% 4,160
4,160 111
111 6.5%
6.5%
Cars . . . . . . . . . . . . . . . . . . . . . . . .
Cars. 3,276
3,276 238
238 14.8%
14.8% 4,884
4,884 379
379 22.3%
22.3%
Total . . . . . . . . . . . . . . . . . . . . . . . . $ 30,399 1,606
1,606 100.0% $
100.0% 31,400 1,703
1,703 100.0%
100.0%
GM Financial's
GM Financial's penetration of our
penetration of our retail sales in
retail sales in the
the U.S.
U.S. decreased
decreased to 43% in
to 43% in the year ended
2019 from
from 49% in
49% in
2018. Penetration levels vary depending on incentive financing programs available and competing third-party financing products
in the
in the market.
market. GM
GM Financial's
Financial's prime loan originations
prime loan originations as
as aa percentage of total
percentage of loan originations
total loan originations in
in North America decreased
North America decreased to
to
68% in
68% in 2019
2019 from
from 72%
72% in
in 2018.
2018. In
In the
the year
year ended
ended December
December 31,31, 2019,
2019, GM
GM Financial's revenue consisted
Financial's revenue consisted of
of leased
leased vehicle
vehicle income
income
of 69%, retail finance charge income of
of of 23%, and commercial finance charge income of of 5%.
Consolidated Results
Consolidated Results WeWe review
review changes
changes in
in our
our results
results of
of operations
operations under
under five
five categories:
categories: volume, mix, price,
volume, mix, cost and
price, cost and other.
other.
Volume measures the impact of of changes in wholesale vehicle volumes driven by industry volume, market share and changes in
dealer stock
dealer stock levels.
levels. Mix
Mix measures
measures thethe impact
impact of
of changes
changes to the regional
to the regional portfolio due to
portfolio due to product, model, trim,
product, model, trim, country
country and
and option
option
penetration in current
penetration in current year
year wholesale
wholesale vehicle
vehicle volumes.
volumes. Price
Price measures
measures the impact of
the impact of changes
changes related to Manufacturer’s
related to Manufacturer's Suggested
Suggested
Retail Price and various sales allowances. Cost primarily includes: (1) material and freight; (2) manufacturing, engineering,
advertising, administrative
advertising, administrative and
and selling
selling and
and warranty
warranty expense;
expense; and
and (3)
(3) non-vehicle
non-vehicle related
related activity.
activity. Other
Other primarily includes foreign
primarily includes foreign
exchange and
exchange and non-vehicle
non-vehicle related
related automotive
automotive revenues
revenues as
as well
well as
as equity
equity income
income or
or loss
loss from
from our
our nonconsolidated
nonconsolidated affiliates.
affiliates. Refer
Refer
to the regional sections of
of this MD&A for additional information.
25
Total Net Sales and Revenue

Years Ended
December 31,
31, Favorable/
Favorable/ Variance
Variance Due To
Due To
2019
2019 2018
2018 (Unfavorable))
((Unfavorable) % Volume
Volume Mix
Mix Price
Price Other
Other
(Dollars in billions)
GMNA . . . . . . . . . . . . . . . . . . . . $$ 106,366
GMNA. 106,366 $$ 113,792
113,792 $$ (7,426)
(7,426) (6.5)%
(6.5)% $ (10.0) $ 1.71.7 $$ 1.3 1.3 $$ (0.5)
(0.5)
GMI . . . . . . . . . . . . . . . . . . . . . . . 16,111
16,111 19,148
19,148 (3,037) (15.9)% $ (2.2) $ (0.3) $ 0.5 $ (1.1)
Corporate . . . . . . . . . . . . . . . . . . . 220 203 17
17 8.4 % $ —
Automotive . . . . . . . . . . . . . . . . .
Automotive 122,697
122,697 133,143
133,143 (10,446)
(10,446) (7.8)%
(7.8)% $$ (12.2)
(12.2) $$ 1.5
1.5 $$ 1.9
1.9 $$ (1.6)
(1.6)
Cruise . . . . . . . . . . . . . . . . . . . . .
Cruise. 100
100 — 100
100 n.m. 0.1
$ 0.1
Financial . . . . . . . . . . . . . . .
GM Financial. 14,554
14,554 14,016
14,016 538 3.8 % $$ 0.5
0.5
Eliminations/Reclassifications
Eliminations/Reclassifications . . (114)
(114) (110)
(110) (4)
(4) (3.6)%
(3.6)% $$ 0.1
0.1 $$ (0.1)
(0.1)
137,237
Total net sales and revenue . . . . . $ 137,237 147,049
$ 147,049 $ (9,812) (6.7)% $ (12.2) $ 1.5 $ 1.9
1.9 $ (1.0)
________
n.m. = not
11.111. = not meaningful
meaningful
Automotive and Other

Automotive and Other Cost
Cost of
of Sales
Sales
Years Ended
December 31,
31, Favorable/
Favorable/ Variance
Variance Due To
Due To
2019 2018 ((Unfavorable)) % Volume Mix Cost Other
(Dollars in
billions)
GMNA . . . . . . . . . . . . . . . . . . . . $
GMNA. 94,582 $ 99,445 $ 4,863 4.9 % $ 7.2 $ (1.7) $ (1.0) $ 0.3
GMI . . . . . . . . . . . . . . . . . . . . . . .
GMI 14,967
14,967 20,418
20,418 5,451
5,451 26.7 %
26.7 % $$ 1.9
1.9 $$ -— $$ 2.9
2.9 $$ 0.6
0.6
Corporate . . . . . . . . . . . . . . . . . . .
Corporate 81
81 178
178 97
97 54.5 %
54.5 % $$ -— $$ -— $$ 0.1
0.1
Cruise . . . . . . . . . . . . . . . . . . . . .
Cruise. 1,026 715 (311) (43.5)% $ (0.3)
Eliminations . . . . . . . . . . . . . . . .
Eliminations. (5)
(5) (100)
(100) (95)
(95) (95.0)%
(95.0)% $ -S
— $ -
—
Total automotive and other cost
of sales
of 110,651 $ 120,656
sales . . . . . . . . . . . . . . . . . . . $ 110,651 120,656 $ 10,005
10,005 8.3 % $ 9.1
9.1 $ (1.8) $ 1.6
1.6 $ 1.1
1.1
The most significant element of our Automotive and other cost of sales is material cost, which makes up approximately two-
thirds of
thirds of the
the total amount. The
total amount. The remaining
remaining portion includes labor
portion includes labor costs,
costs, depreciation
depreciation and
and amortization,
amortization, engineering,
engineering, freight
freight and
and
product warranty and recall campaigns.
Factors that
Factors that most
most significantly
significantly influence
influence aa region's
region's profitability are industry
profitability are industry volume,
volume, market share, and
market share, and the
the relative
relative mix
mix of
of vehicles
vehicles
(trucks, crossovers, cars) sold. Variable profit is a key indicator of product profitability. Variable profit is defined as revenue less
material cost, freight, the variable component of of manufacturing expense and warranty and recall-related costs. Vehicles with higher
selling prices
selling generally have
prices generally have higher
higher variable
variable profit.
profit. Refer
Refer to
to the regional sections
the regional sections of
of this
this MD&A
MD&A for for additional
additional information
information onon
volume and mix.
In the
In the year
year ended
ended December
December 31,
31, 2019,
2019, favorable
favorable Cost
Cost was
was primarily due to:
primarily due to: (1)
(1) decreased
decreased engineering,
engineering, manufacturing
manufacturing and and other
other
of $1.5 billion, primarily related to cost savings associated with transformation activities; (2) a benefit of
costs of of $1.4 billion related
to the retrospective recoveries ofof indirect taxes in Brazil; (3) charges of
of $1.1 billion primarily in employee separation charges and
asset impairments
asset impairments inin Korea
Korea in
in 2018;
2018; and
and (4)
(4) favorable
favorable material
material performance
performance ofof $0.8
$0.8 billion
billion related
related to
to carryover
carryover vehicles;
vehicles; partially
partially
offset by (5) increased material cost of $1.2 billion related to vehicles launched within the last twelve months incorporating
significant exterior and/or interior changes (Majors); (6) increase in large campaigns and other warranty-related costs of $1.0
billion; (7) increased
billion; (7) increased raw
raw material and freight
material and freight costs
costs related to carryover
related to carryover vehicles of $0.5
vehicles of $0.5 billion; and (8)
billion; and (8) aa net
net increase
increase in
in charges
charges
of $0.4 billion primarily in accelerated depreciation and supplier-related charges resulting from transformation activities. In
of n the
year ended December 31, 31,2019
2019 favorable Other was due to the foreign currency effect resulting from the weakening of of the Brazilian
Real, Korean
Real, Korean Won,
Won, Argentine
Argentine Peso
Peso and
and other
other currencies
currencies against
against the
the U.S.
U.S. Dollar.
Dollar.
26
Automotive and Other Selling, General and Administrative Expense

Year Ended
Year Ended
Years Ended
Years December 31,
Ended December 31, 2019 vs.
2019 vs. 2018
2018 Change
Change
g
Favorable/
Favorable/
2019 2018 2017 (Unfavorable) %
Automotive and other
Automotive and other selling,
selling, general
general and and administrative
administrative
expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
expense 8,491
8,491 $$ 9,650
9,650 $$ 9,570
9,570 $$ 1,159
1,159 12.0%
12.0%
In the
In the year ended December
year ended December 31,31, 2019,
2019, Automotive and other
selling, general
general and
and administrative
administrative expense
expense decreased
decreased primarily
primarily
due to charges of $0.4 billion for ignition switch related legal matters in 2018 and decreased other costs of $0.5 billion primarily
related
related to cost savings
to cost savings associated
associated with transformation activities.
with transformation activities.
Interest Income and Other Non-operating Income, net

Year Ended
Year Ended
Years Ended
December 31, 2019 vs.
2019 2018 Change
vs. 2018 Change
g
Favorable/
Favorable/
2019 2018 2017 (Unfavorable) %
Interest income and other non-operating income, net . . . . . $ 1,469
1,469 $ 2,596 $ 1,645
1,645 $ (1,127) (43.4)%
In the
31,2019, Interest income
2019, Interest income and
and other
other non-operating
non-operating income,
income, net decreased primarily
net decreased due to
primarily due to decreased
decreased
non-service pension income of $0.9 billion, losses related to our investment in Lyft, Inc. (Lyft) of $0.2 billion and losses related
to the FAW-GM divestiture of
of $0.2 billion.
The following table summarizes gains (losses) related to our investment in Lyft and PSA warrants:
Year Ended
Years
Ended December 31, 2019 vs.
2019 vs. 2018
2018 Change
Change
g
Favorable/
Favorable/
2019
2019 2018
2018 2017
2017 (Unfavorable)
(Unfavorable) cyo
%
Gains (losses) related to Lyft . . . . . . . . . . . . . . . . . . . . . . . . $$ (74) $$
(74) 142
142 $ — $$ (216)
(216) n.m.
Gains (losses)
Gains (losses) related to PSA
related to PSA warrants
warrants. . . . . . . . . . . . . . . . . 154
154 116
116 (56) 38
38 32.8 %
32.8 %
Total gains (losses) on investments . . . . . . . . . . . . . . . . . . . $ 80 $S 258 $S (56) $ (178) (69.0)%
________
n.m. = not
n.m. = not meaningful
meaningful
Income Tax
Tax Expense
Year Ended
Year Ended
Years Ended
December 31,
31, 2019 vs.
2019 vs. 2018
2018 Change
Change
g
Favorable/
Favorable/
2019 2018 2017 (Unfavorable) %
Income tax expense.
expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 769 $ 474 $ 11,533 $ (295) (62.2)%
In the
In the year
year ended
ended December
December 31,31, 2019,
2019, Income
Income tax expense increased
tax expense increased primarily
primarily due
due to
to the
the absence
absence of
of certain
certain tax
tax benefits
benefits related
related
to foreign dividends which occurred in 2018, partially offset by a decrease in 2019 pre-tax income, U.S. tax benefits from foreign
activity and tax benefits related to the release of
of valuation allowances.
In the year ended December 31, 2018, Income tax expense decreased primarily due to the absence of certain expense items
which occurred in 2017, including $7.3 billion of tax expense related to U.S. tax reform and $2.3 billion of
of tax expense related to
the recording of a valuation allowance on the sale of the Opel/Vauxhall Business, combined with the
the recording of a valuation allowance on the sale of the Opel/Vauxhall Business, combined with the impact impact of
of aa lower
lower U.S.
U.S.
statutory tax rate and pre-tax income in 2018.
For the
For the year ended December
year ended 31,2019
December 31, our ETR-adjusted
2019 our ETR-adjusted was 12.0%. We
was 12.0%. We expect
expect our
our adjusted
adjusted effective
effective tax
tax rate to be
rate to approximately
be approximately
20% for the year ending December 31, 2020, primarily due to certain 2019 tax items that will not reoccur.
Refer to
Refer to Note 17 to
Note 17 to our
our consolidated
fmancial statements
statements for
for additional
additional information
information related to Income
related to Income tax
tax expense.
expense.
27
GM North America
Years Ended December 31, Favorable/
Favorable/ Variance Due To
Variance Due To
2019
2019 2018
2018 (Unfavorable))
Volume Mix
Mix Price
Price Cost
Cost Other
Other
Total net
Total net sales
sales and
and revenue.
revenue. .. $$ 106,366
106,366 $$ 113,792
113,792 $$ (7,426)
(7,426) (6.5)%
(6.5)% 1.7
$(10.0) $ 1.7 $$ 1.3
1.3 $$ (0.5)
(0.5)
EBIT-adjusted . . . . . . . . . . . $ 8,204
EBIT-adjusted. 10,769
$ 10,769 $ (2,565) (23.8)% $ (2.8) $ — 1.3
$ 1.3 $ (1.2) $ —
EBIT-adjusted margin . . . . . 7.7% 9.5% (1.8)%
(Vehicles in
(Vehicles in thousands)
thousands)
Wholesale vehicle
Wholesale sales .. .. .. ..
vehicle sales 3,214
3,214 3,555
3,555 (341)
(341) (9.6)%
(9.6)%
GMNA Total
GMNA Total Net
Net Sales and Revenue
Sales and Revenue InIn the
year ended December 31, 31, 2019,
2019, Total
Total net sales and
net sales and revenue
revenue decreased
decreased primarily
primarily
due to: (1) decreased net wholesale volumes due to lost production resulting from the UAW strike, a decrease in sales of of passenger
cars, full-size SUVs and fleet vehicles, partially offset by an increase in sales of
of crossover vehicles and higher planned downtime
in 2018
in 2018 in
in preparation for the
preparation for the launch
launch of
of full-size
full-size pickup trucks; and
pickup trucks; and (2)
(2) unfavorable Other primarily
unfavorable Other due to
primarily due to the
the foreign
foreign currency
currency
effect resulting from the weakening ofof the Canadian Dollar against the U.S. Dollar; partially offset by (3) favorable mix associated
with a decrease in sales ofof passenger cars partially offset by a decrease in sales ofof full-size SUVs; and (4) favorable pricing for
Majors of
Majors of $1.3
$1.3 billion
billion associated
associated with
with the
the launch
launch of
of our
our new
new full-size
full-size pickup
pickup trucks.
trucks.
GMNA EBIT-Adjusted The most significant factors that influence profitability are industry volume and market share. While
not as
not as significant
significant as
as industry
industry volume
volume and
and market share, another
market share, another factor
factor affecting
affecting profitability
profitability is
is the
the relative
relative mix
mix of
of vehicles sold.
vehicles sold.
Trucks, crossovers and cars sold currently have a variable profit of
of approximately 170%,
170%, 60% and 30% of of our GMNA portfolio
on a weighted-average basis.
In the year ended December 31, 2019, EBIT-adjusted decreased primarily due to: (1) decreased net wholesale volumes; and (2)
unfavorable Cost due to increased vehicle content for Majors of $1.1 $1.1 billion, an increase in large campaigns and other warranty-
related cost
related cost of
of $1.1
$1.1 billion, decreased non-service
billion, decreased non-service pension income of
pension income of $0.7
$0.7 billion, increased raw
billion, increased material and
raw material and freight
freight costs
costs of
off $0.4
$0.4
billion related to carryover vehicles, increased depreciation and amortization expense of $0.3 billion; partially offset by engineering,
manufacturing and administrative cost savings of of $1.8 billion primarily related to transformation activities and favorable materials
performance
performance of of $0.7
$0.7 billion
billion related to carryover
related to carryover vehicles;
vehicles; partially offset by
partially offset (3) favorable
by (3) favorable pricing.
pricing.
GM International
Years
Ended December 31, Favorable/
Favorable/ Variance Due
Variance Due To
To
2019
2019 2018
2018 (Unfavorable))
Volume Mix
Mix Price
Price Cost
Cost Other
Other
(Dollars in
billions)
Total net sales and revenue. . $ 16,11116,111 19,148
$ 19,148 $ (3,037) (15.9)% $ (2.2) $ (0.3) $ 0.5 $ (1.1)
EBIT (loss)-adjusted . . . . . . $$ (202)
EBIT (loss)-adjusted. (202) $$ 423
423 $$ (625)
(625) n.m.
n.m. $$ (0.3)
(0.3) $$ (0.3)
(0.3) $$ 0.5
0.5 $$ 0.5
0.5 $$ (1.1)
(1.1)
EBIT (loss)-adjusted
EBIT (loss)-adjusted margin
margin (1.3)%
(1.3)% 2.2%
2.2% (3.5)%
(3.5)%
Equity income —
Automotive China . . . . . . . $$ 1,132
Automotive China 1,132 $$ 1,981
1,981 $$ (849)
(849) (42.9)%
(42.9)%
EBIT (loss) -adjusted —
EBIT (loss)-adjusted —
excluding Equity income.
income . $ (1,334) $ (1,558) $ 224 14.4 %
(Vehicles in
(Vehicles in thousands)
thousands)
Wholesale vehicle
Wholesale vehicle sales
sales .. .. .. .. 995
995 1,152
1,152 (157)
(157) (13.6)%
(13.6)%
________
11.111. = not meaningful
n.m.
of our Automotive China JVs are not recorded in Total net sales and revenue. The results of
The vehicle sales of of our joint ventures
are recorded in Equity income, which is included in EBIT-adjusted above.
GMI Total Net Sales and Revenue In the year ended December 31, 2019, Total net sales and revenue decreased primarily due
to: (1) decreased wholesale volumes in Asia/Pacific and Argentina primarily driven by lower industry volumes, partially offset by
to:
increased volumes
increased volumes in
in Brazil
Brazil primarily due to
primarily due to increased
increased sales
sales of
of the Chevrolet Onix;
the Chevrolet Onix; (2)
(2) unfavorable mix in
unfavorable mix in Asia/Pacific
Asia/Pacific and
and in
in
Brazil, primarily due to increased sales of the Chevrolet Onix; and (3) unfavorable Other primarily due to the foreign currency
28
effect resulting
effect from the
resulting from the weakening of the
weakening of the Argentine
Argentine Peso and Brazilian
Peso and Brazilian Real against the
Real against the U.S.
U.S. Dollar;
Dollar: partially
partially offset
offset by
by (4)
(4) ffavorable
favorable
pricing related to carryover vehicles in Argentina and Brazil.
GMI EBIT
GMI (loss)-Adjusted In
EBIT (loss)-Adjusted the year
In the ended December
31, 2019,
2019, EBIT
EBIT (loss)-adjusted
(loss)-adjusted increased
increased primarily due to:
primarily due to: (1)
(1)
unfavorable mix in Asia/Pacific and the Middle East; (2) unfavorable volume; and (3) unfavorable Other primarily due to decreased
equity income and the foreign currency effect resulting from the weakening of
of the Argentine Peso against the U.S. Dollar; partially
offset by
offset (4) favorable
by (4) favorable fixed
fixed cost
cost in
in Australia,
Australia, Korea
Korea and
and Argentina;
Argentina; and
and (5)
(5) favorable
favorable pricing.
pricing.
We view the Chinese market as important to our global growth strategy and are employing a multi-brand strategy led by our
Buick, Chevrolet
Buick, Chevrolet and
and Cadillac
Cadillac brands. In the
brands. In the coming
coming years
years we
we plan to leverage
plan to leverage our
our global
global architectures
architectures to
to increase
increase the
the number of
number of
product offerings under the Buick, Chevrolet and Cadillac brands in China and continue to grow our business under the local
Baojun and Wuling brands, with Baojun focusing its expansion in less developed cities and markets. We operate in the Chinese
market through aa number
market through of joint
number of joint ventures and maintaining
ventures and maintaining strong
strong relationships
relationships with our joint
with our joint venture partners is
venture partners is an
an important
important
part of
of our China growth strategy.
The following
The following table
table summarizes
summarizes certain
certain key operational and
key operational and financial
fmancial data
data for
for the
the Automotive China JVs
Automotive China JVs (vehicles
(vehicles in
in thousands):
thousands):
2019
2019 2018
2018 2017
2017
Wholesale vehicle sales including vehicles exported to markets outside of China . . . 3,244 4,030 4,140
Total net sales and revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 39,123 $ 50,316 $ 50,065
Net income.
income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,258 $ 3,992 $ 3,984
December 31,
December 31, 2019
2019 December 31,
December 2018
31, 2018
Cash and
Cash and cash
cash equivalents.
equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $S 6.257
6,257 $$ 8,609
8,609
Debt
Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $S 109
109 $$ 496
496
Cruise
Cruise
Years Ended December 31, 2019 vs. 2018 Change
Favorable/
Favorable/
2019
2019 2018
2018 2017
2017 (Unfavorable)
(Unfavorable) %
Total net
Total sales and
net sales and revenue(a)
revenue(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 100
100 $S — $ — $ 100
100 n.m.
n.m.
(loss)-adjusted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (1,004)
EBIT (loss)-adjusted. (1.004) $ (728) $ (613) $ (276) (37.9)%
________
n.m. = not
n.m. = not meaningful
meaningful
(a) Reclassified to Interest income and other non-operating income, net in our consolidated income statement in the year ended December 31, 2019.
Cruise EBIT (Loss)-Adjusted In the year ended December 31, 2019, EBIT (loss)-adjusted increased primarily due to increased
engineering costs as we progress towards the commercialization of autonomous vehicles.
GNI Financial
GM
Years Ended December 31, 2019 vs. 2018 Change
2019
2019 2018
2018 2017
2017 Amount
Amount %
%
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $14,554 $14,016 $12,151 $ 538 3.8%
Provision for loan
Provision for loan losses.
losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 726 726 $$ 642
642 $$ 757
757 $$ 84
84 13.1%
13.1%
EBT-adjusted
EBT-adjusted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 2,104
2,104 $$ 1,893
1,893 $$ 1,196
1,196 $$ 211
211 11.1%
11.1%
Average debt outstanding (dollars in billions) . . . . . . . . . . . . . . . . . $ 91.2 85.1
$ 85.1 $ 74.9 $ 6.1
6.1 7.2%
Effective
Effective rate of interest
rate of interest paid
paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.0%
4.0% 3.8%
3.8% 3.4%
3.4% 0.2%
0.2%
GM Financial Revenue In the year ended December 31, 2019, Total revenue increased primarily due to increased finance fmance
of $0.4 billion due to growth in the retail and commercial finance
charge income of fmance receivables portfolios and increased leased vehicle
income of
income of $0.1
$0.1 billion.
billion.
29
GM Financial EBT-Adjusted In the year ended December 31, 2019, EBT-adjusted increased primarily due to: (1) increased
finance charge
finance charge income
income ofof $0.4
$0.4 billion
billion due
due to growth in
to growth in the
the retail and commercial
retail and commercial finance
fmance receivables
receivables portfolios; (2) increased
portfolios; (2) increased
leased vehicle
leased income net
vehicle income of leased
net of leased vehicle
vehicle expenses
expenses of
of $0.3
$0.3 billion
billion primarily due to
primarily due to gains
gains on
on aa higher
higher volume of lease
volume of lease terminations;
terminations;
partially offset by (3) increased interest expense of $0.4 billion due to an increase in average debt outstanding resulting from
growth in
growth in earning
earning assets
assets and
and an
an increase
increase in
in the
the effective
effective rate of interest
rate of interest on
on debt.
debt.
Liquidity and Capital Resources We believe that our current level of of cash and cash equivalents, marketable debt securities and
availability under
availability our revolving
under our revolving credit
credit facilities
facilities will be sufficient
will be sufficient to
to meet our liquidity
meet our liquidity needs. We expect
needs. We expect toto have
have substantial
substantial cash
cash
requirements going forward,
requirements going forward, which
which we
we plan to fund
plan to fund through
through total
total available
available liquidity
liquidity and
and cash
cash flows
flows generated
generated from
from operations
operations and
and
future debt issuances. We also maintain access to the capital markets and may issue debt or equity securities from time to time,
which
which may
may provide an additional
provide an additional source
source of
of liquidity.
liquidity. Our
Our future
future uses of cash,
uses of cash, which
which may
may vary from time
vary from time to
to time
time based on market
based on market
conditions and
conditions and other
other factors,
factors, are
are focused
focused onon the
the three
three objectives
objectives of
of our
our capital
capital allocation
allocation program: (1) reinvest
program: (1) reinvest inin our
our business at
business at
an average target ROIC-adjusted rate of of 20% or greater; (2) maintain a strong investment-grade balance sheet, including a target
average automotive
average automotive cash
cash balance of $18
balance of $18 billion;
billion; and
and (3)
(3) return
return available
available cash
cash to shareholders. Our
to shareholders. Our senior
senior management evaluates
management evaluates
our capital
our capital allocation
allocation program
program onon an
an ongoing
ongoing basis and recommends
basis and recommends anyany modifications
modifications to the program
to the program toto our
our Board
Board of
of Directors,
Directors,
not less than once annually.
Our known
Our current and
known current and future
future material
material uses of cash
uses of cash include,
include, among
among other
other possible demands: (1)
possible demands: (1) capital
capital expenditures
expenditures ofof
approximately $7.0 billion in 2020 in addition to payments for engineering and product development activities; (2) payments
associated with
associated previously announced
with previously announced vehicle recalls, the
vehicle recalls, settlements of
the settlements of the
the multi-district litigation and
multi-district litigation and any
any other
other recall-related
recall-related
contingencies; (3)
contingencies; (3) payments
payments to service debt
to service debt and
and other
other long-term
long-term obligations,
obligations, including
including discretionary
discretionary andand mandatory contributions
mandatory contributions
to our pension plans; (4) dividend payments on our common stock that are declared by our Board of of Directors; and (5) payments
to purchase
to shares of
purchase shares of our
our common
common stock
stock authorized
authorized by our Board
by our Board of
of Directors.
Directors.
Our liquidity plans are subject to a number of

of risks and uncertainties, including those described in the "Forward-Looking
"Forward-Looking,
Statements" section
Statements" section of
of this
this MD&A
MD&A and
and Item
Item 1A.
1A. Risk Factors, some
Risk Factors, some of
of which are outside
which are outside of
of our
our control.
control.
We continue to monitor and evaluate opportunities to strengthen our competitive position over the long term while maintaining
aa strong
strong investment-grade
investment-grade balance sheet. These
balance sheet. These actions
actions may include opportunistic
may include opportunistic payments
payments toto reduce our long-term
reduce our long-term obligations,
obligations,
as well
as as the
well as possibility of
the possibility of acquisitions,
acquisitions, dispositions,
dispositions, investments
investments with
with joint
joint venture partners and
venture partners and strategic
strategic alliances
alliances that
that we
we believe
believe
would generate significant advantages and substantially strengthen our business.
In January
In January 2017
2017 we announced that
we announced that our
our Board of Directors
Board of Directors had authorized the
had authorized the purchase
purchase of
of up
up to
to $5.0
$5.0 billion
billion of
of our
our common
common
stock with no expiration date, as part of
of our common stock repurchase program. We have completed $1.6 billion of the $5.0 billion
program through December
program through December 31,
31, 2019.
2019.
Cash flows occur amongst our Automotive, Cruise and GM Financial operations that are eliminated when we consolidate our
cash flows.
cash flows. Such
Such eliminations
eliminations include,
include, among
among other
other things, collections by
things, collections by Automotive
Automotive onon wholesale
wholesale accounts
accounts receivables fmanced
receivables financed
by dealers through
by dealers through GM
GM Financial,
Financial, payments
payments between
between Automotive
Automotive andand GM
GM Financial
Financial for
for accounts
accounts receivables
receivables transferred
transferred by
by
Automotive to GM Financial, dividends issued by GM Financial to Automotive and Automotive cash injections in Cruise. The
presentation of Automotive
presentation of Automotive liquidity,
liquidity, Cruise
Cruise liquidity
liquidity and
and GM
GM Financial
Financial liquidity
liquidity presented
presented below includes the
below includes impact of
the impact of cash
cash
transactions amongst
transactions amongst the sectors that
the sectors are ultimately
that are eliminated in
ultimately eliminated in consolidation.
consolidation.
Automotive
Automotive Liquidity Total available
Liquidity Total available liquidity
liquidity includes
includes cash,
cash, cash
cash equivalents,
equivalents, marketable
marketable debt
debt securities
securities and
and funds
funds available
available
under credit facilities.
under credit facilities. The
The amount
amount of
of available
available liquidity
liquidity is
is subject
subject to
to seasonal
seasonal fluctuations
fluctuations and
and includes
includes balances
balances held
held by various
by various
a
business units and subsidiaries worldwide that are needed to fund their operations.
We manage
We manage our
our liquidity
liquidity primarily at our
primarily at our treasury centers as
treasury centers as well as at
well as at certain
certain of
of our
our significant
significant consolidated
consolidated overseas
overseas subsidiaries.
subsidiaries.
Approximately 90% of of our cash and marketable debt securities were managed within North America and at our regional treasury
centers at
centers at December
December 31,
31, 2019.
2019. We
We have
have used and will
used and continue to
will continue to use other methods
use other methods including
including intercompany
intercompany loans
loans to
to utilize
utilize these
these
funds across
funds across our
our global
global operations
operations as
as needed.
needed.
Our cash
Our cash equivalents
equivalents and
and marketable debt securities
marketable debt securities balances are primarily
balances are denominated in
primarily denominated in U.S.
U.S. Dollars
Dollars and
and include
include investments
investments
in U.S.
in government and
U.S. government and agency
agency obligations,
obligations, foreign
foreign government
government securities,
securities, time
time deposits,
deposits, corporate
corporate debt
debt securities
securities and
and mortgage
mortgage
and asset-backed securities. Our investment guidelines, which we may change from time to time, prescribe certain minimum credit
worthiness
worthiness thresholds and limit
thresholds and limit our
our exposures
exposures to
to any
any particular sector, asset
particular sector, asset class,
class, issuance
issuance or
or security
security type. The majority
type. The off our
majority of our
current investments
current investments in
in debt
debt securities
securities are
are with
with A/A2
A/A2 oror better
better rated issuers.
rated issuers.
30
We use
We credit facilities
use credit facilities as
as aa mechanism
mechanism to to provide additional flexibility
provide additional flexibility in
in managing
managing ourour global
global liquidity.
liquidity. At December 31,
2018
the total size of our credit facilities was $16.5 billion, which consisted principally of three primary revolving credit facilities. In
January 2019, we entered into a fourth facility, increasing our aggregate borrowing capacity from $16.5 billion to $19.5 billion.
These facilities
These facilities consist
consist of
of aa three-year,
three-year, $4.0
$4.0 billion facility, aa five-year,
billion facility, five-year, $10.5
$10.5 billion facility, aa 364-day,
billion facility, 364-day, $2.0
$2.0 billion facility and
billion ffacility and aa
three-year, $3.0 billion facility. The three-year, $4.0 billion facility allows for borrowings in U.S. Dollars and other currencies and
includes a letter ofof credit sub-facility ofof $1.1
$1.1 billion. The five-year, $10.5 billion facility allows for borrowings in U.S. Dollars
and other
and other currencies.
currencies. GMGM Financial
Financial has exclusive use
has exclusive of our
use of our 364-day,
364-day, $2.0
$2.0 billion credit facility,
billion credit facility, which allows for
which allows for borrowing
borrowing in in
U.S. Dollars only and was renewed in April 2019 for an additional 364-day term. The new three-year unsecured revolving credit
facility has an initial borrowing capacity of $3.0 billion, reducing to $2.0 billion in July 2020. The facility provides additional
fmancial flexibility
financial flexibility and
and was
was used in 2019
used in 2019 to
to fund
fund transformation
transformation activities
activities announced
announced in in November
November 20182018 for
for $0.7
$0.7 billion,
billion, which
which
we repaid in full in 2019. Total automotive borrowing capacity under the credit facility was $17.5 billion and $14.5 billion at
December 31, 2019 and 2018. We did not have any borrowings against our other primary facilities at December 31, 2019 and
2018. We
2018. We had letters of
had letters of credit
credit outstanding
outstanding under our sub-facility
under our sub-facility ofof $0.2
$0.2 billion and $0.3
billion and $0.3 billion
billion at
at December
December 31, 31, 2019
2019 and
and 2018.
2018.
GM Financial had access to our revolving credit facilities, except for the $3.0 billion facility executed in January 2019, butt did
not
not have
have borrowings outstanding against
borrowings outstanding against them
them at
at December
December 31,
31, 2019.
2019. Refer to Note
Refer to 13 to
Note 13 to our
our consolidated
statements
for additional information on credit facilities. We had intercompany loans from GM Financial of of $0.5 billion and $0.6 billion at
31,2019
December 31, 2019 and 2018, which primarily consisted of
ofcommercial loans to dealers we consolidate, and we had no intercompany
loans to
loans GM Financial.
to GM Financial. Refer
Refer to
to Note
Note 55 of
of our
our consolidated
fmancial statements
statements for
for additional
additional information.
information.
GM Financial's Board of of Directors declared and paid dividends of

of $0.4 billion on its common stock in October 2019 and 2018.
Future dividends
Future dividends from
from GMGM Financial
Financial will depend on
will depend on aa number
number of
of factors
factors including
including business and economic
business and economic conditions,
conditions, its
its financial
financial
condition, earnings, liquidity requirements and leverage ratio.
The following
The following table
table summarizes
summarizes our
our available
available liquidity
liquidity (dollars
(dollars in
in billions):
billions):
December 31, 2019 December 31, 2018
Automotive cash and
Automotive cash and cash
cash equivalents
equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 13.4
13.4 $$ 13.7
13.7
Marketable debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3.9 6.0
Automotive cash, cash
Automotive cash, cash equivalents
equivalents and and marketable
marketable debt debt securities(a)(b).
securities(a)(b) . . . . . . . . . . . . . 17.3
17.3 19.6
19.6
Cruise cash
Cruise cash and
and cash
cash equivalents(c)
equivalents(c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.3
2.3 7.3
2.3
Cruise marketable debt securities(c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.3
0.3 —
Available liquidity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Available liquidity. 19.9
19.9 21.9
21.9
Available under credit
Available under credit facilities
facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17.3
17.3 14.2
14.2
Total available liquidity(a)(d) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 37.2 $ 36.1
36.1
__________
(a) Amounts may not sum due to rounding.
(b) Includes $0.2 billion and $0.6 billion that is designated exclusively to fund capital expenditures in GM Korea Company (GM Korea) at
December 31, 2019 and 2018. Refer to Note 20 to our consolidated financial statements for further details.
(c) Amounts are designated exclusively for the use ofof Cruise. Refer to Note 20 to our consolidated financial statements for further details.
(d) Excludes our remaining investment in Lyft, which had a fair value of of $0.5 billion at December 31, 2019.
In the
year ended 31, 2019,
December 31, 2019, we estimate that
we estimate that lost
lost production
production volumes and parts
volumes and sales due
parts sales due to
to the
the UAW strike had
UAW strike an
had an
unfavorable pre-tax impact to Net cash provided by operating activities of
of approximately $5.4 billion, which materially impacted
our available
our available liquidity
liquidity at
at December
December 31,
31, 2019.
2019.
31
31
The following
The following table
table summarizes
summarizes the
the changes
changes in
in our
our Automotive
Automotive available
available liquidity
liquidity (excluding
(excluding Cruise,
Cruise, dollars
dollars in
in billions):
billions):
Year Ended
December 31,
December 2019
31, 2019
Operating cash
Operating cash flow
flow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 7.4
7.4
Capital expenditures.
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (7.5)
Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2.2)
GM investment
GM investment in
in Cruise
Cruise . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (0.7)
(0.7)
Other non-operating(a)
Other non-operating(a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.7
0.7
Increase in available credit facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3.1
3.1
Total change
Total change in
in automotive
automotive available
available liquidity
liquidity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.8
0.8
__________
(a) Amount
(a) Amount includes
includes $0.3
$0.3 billion
billion of
of proceeds
proceeds from
from the
the sale
sale of
of aa portion of our
portion of our Lyft
Lyft shares.
shares.
Automotive Cash Flow (Dollars in billions)

Years Ended
December 31,
31,
2019 vs. 2018
2019
2019 2018
2018 2017
2017 Change
Change
Operating Activities
Operating Activities
Income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . $ 5.8 $ 7.1 $
7.1 (0.2) $ (1.3)
Depreciation, amortization and impairment charges . . . . . . . . . . . . . . . . 6.7 6.1
6.1 5.7 0.6
Pension and OPEB
Pension and OPEB activities
activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1.5)
(1.5) (3.4)
(3.4) (2.6)
(2.6) 1.9
1.9
Working capital.
capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2.2) 0.7 1.8
1.8 (2.9)
Accrued and other liabilities and income taxes . . . . . . . . . . . . . . . . . . . . (1.5)
(1.5) 1.9
1.9 8.5 (3.4)
(3.4)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other 0.1
0.1 (0.7)
(0.7) 1.2
1.2 0.8
0.8
Net automotive cash provided by operating activities . . . . . . . . . . . . . . . $ 7.4 $ 11.7
11.7 $S 14.4
14.4 $ (4.3)
In the
31, 2019,
2019, the
the decrease
decrease in
in Net automotive cash
Net automotive cash provided
provided by operating activities
by operating activities was primarily due
was primarily due
to the unfavorable pre-tax impact of lost production volumes and parts sales due to the UAW strike ofof approximately $5.4 billion,
partially offset by favorable pension contributions of $1.1
$1.1 billion primarily made to our U.K., Canada and Korea pension plans in
2018.
2018.
2019 vs. 2018
2019
2019 2018
2018 2017
2017 Change
Change
Investing Activities
Investing Activities
Capital expenditures.
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ (7.5) $$ (8.7) $$ (8.3) $$ 1.2
1.2
Acquisitions and liquidations of of marketable securities, net(a) . . . . . . . . . 2.4 2.3 3.5 0.1
0.1
GM investment
GM investment in
in Cruise
Cruise . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (0.7)
(0.7) (1.1)
(1.1) — 0.4
0.4
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other 0.2
0.2 (0.2) (0.4) 0.4
0.4
Net automotive cash used in investing activities . . . . . . . . . . . . . . . . . . . . $ (5.6) $ (7.7) $ (5.2) $S 2.1
2.1
__________
(a) Amount
(a) includes $0.3
Amount includes $0.3 billion of proceeds
billion of proceeds from
from the
the sale
sale of
of aa portion of our
portion of our Lyft
Lyft shares
shares in
in the
31, 2019.
2019.
32
Years Ended
December 31,
31,
2019 vs. 2018
2019
2019 2018
2018 2017
2017 Change
Change
Financing
Financing Activities
Activities
Issuance of
of senior unsecured notes
notes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ — $ 2.1 $
2.1 3.0 $ (2.1)
Net proceeds (payments) on short-term debt . . . . . . . . . . . . . . . . . . . . . . 0.5 (1.4) (0.1) 1.9
1.9
Payments
Payments to
to purchase common stock
purchase common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (0.1)
(0.1) (4.5)
(4.5) 0.1
0.1
Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2.2) (2.2) (2.2) —
Proceeds from KDB investment in GM Korea. Korea . . . . . . . . . . . . . . . . . . . . — 0.7 — (0.7)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other (0.4)
(0.4) (0.6)
(0.6) (0.4)
(0.4) 0.2
0.2
Net automotive cash used in financing activities . . . . . . . . . . . . . . . . . . . $ (2.1) $ (1.5) $ (4.2) $ (0.6)
Adjusted
Adjusted Automotive
Automotive Free Cash Flow
Free Cash Flow We measure adjusted
We measure adjusted automotive
automotive free
free cash
cash flow
flow as
as automotive
automotive operating
operating cash
cash flow
flow from
from
continuing operations less capital expenditures adjusted for management actions. For the year ended December 31, 2019, net
automotive cash provided by operating activities under U.S. GAAP was $7.4 billion, capital expenditures were $7.5 billion and
adjustments for management
adjustments for actions, primarily
management actions, primarily related to transformation
related to transformation activities,
activities, were $1.2 billion.
were $1.2 billion. For the year
For the ended December
year ended December
m
31,2018,
31, 2018, net automotive cash provided by operating activities under U.S. GAAP was $11.7 billion, capital expenditures were $8.7
billion and an adjustment for management actions related to restructuring in Korea was $0.8 billion.
Status of
of Credit Ratings We receive ratings from four independent credit rating agencies: DBRS Limited, Fitch Ratings (Fitch),
Moody's Investor Service (Moody's) and Standard & Poor's (S&P). All four credit rating agencies currently rate our corporate
credit at
credit at investment
investment grade.
grade. The
The following
following table
table summarizes
summarizes our
our credit
credit ratings
ratings at
at January
January 24,
24, 2020:
2020:
Revolving Credit
Revolving Credit
Corporate
Corporate Facilities
Facilities Senior Unsecured
Senior Unsecured Outlook
Outlook
DBRS Limited.
Limited . . . . . . . . . . . . . . . . . . . . . . . . BBB (high) BBB (high) N/A Stable
Fitch . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BBB BBB BBB Stable
Moody's Investment Grade
Moody's. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Investment Grade Baa2
Baa2 Baa3
Baa3 Stable
Stable
S&P . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S&P BBB
BBB BBB
BBB BBB
BBB Stable
Stable
In April
In April 2019
2019 DBRS
DBRS Limited upgraded our
Limited upgraded our corporate
corporate rating and revolving
rating and revolving credit
credit facilities
facilities rating
rating to
to BBB
BBB (high)
(high) from
from BBB
BBB and
and
revised their outlook to Stable from Positive. All other credit ratings remained unchanged from January 1, 1,2019
2019 through January
y 24,
2020.
Cruise Liquidity
The following
The following table
table summarizes
summarizes the changes in
the changes in our
our Cruise
Cruise available
available liquidity
liquidity (dollars
(dollars in
in billions):
billions):
Year
Year Ended
Ended
December 31,
December 2019
31, 2019
Operating cash flow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (0.8)
(0.8)
Issuance of Cruise
Issuance of Cruise Preferred Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Preferred Shares. 0.5
0.5
GM investment in Cruise . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.7
Other non-operating . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (0.1)
(0.1)
Total change
Total change in
in Cruise
Cruise available
available liquidity
liquidity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.3
0.3
When Cruise's
When Cruise's autonomous
autonomous vehicles
vehicles are
are ready
ready for
for commercial
commercial deployment,
deployment, Softbank
Softbank Vision Fund (AIV
Vision Fund (MV M2),
M2), L.P.
L.P. (The
(The Vision
Vision
Fund) is obligated to purchase additional Cruise Preferred Shares for $1.35 billion.
33
Cruise Cash
Cruise Cash Flow (Dollars in
Flow (Dollars in billions)
billions)
2019 vs. 2018
2019
2019 2018
2018 2017
2017 Change
Change
Net cash used
Net cash in operating
used in operating activities.
activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ (0.8) $$
(0.8) (0.6) $$
(0.6) (0.5) $$
(0.5) (0.2)
(0.2)
Net cash used in investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (0.3) $ (0.1) $ (0.1) $ (0.2)
Net cash provided by financing
fmancing activities . . . . . . . . . . . . . . . . . . . . . . . . . $ 1.1 $
1.1 3.0 $ 0.6 $ (1.9)
(1.9)
In the year ended December 31, 2019 Net cash provided by financing
fmancing activities decreased primarily due to a reduction in the
issuance of
issuance of preferred and common
preferred and common shares.
shares.
Automotive Financing - GM Financial Liquidity GM Financial's primary sources of

– GM of cash are finance
fmance charge income, leasing
income and
income and proceeds from the
proceeds from the sale
sale of
of terminated
terminated leased
leased vehicles,
vehicles, net distributions from
net distributions from credit
credit facilities,
facilities, securitizations,
securitizations, secured
secured
and unsecured borrowings and collections and recoveries on financefmance receivables. GM Financial's primary uses of of cash are purchases
ofretail
of retail finance receivables and leased vehicles, the funding ofofcommercial finance
fmance receivables, repayment of of secured and unsecured
debt, funding
debt, funding credit
credit enhancement
enhancement requirements
requirements inin connection
connection with securitizations and
with securitizations and secured
secured credit
credit facilities,
facilities, interest
interest costs,
costs, and
and
operating expenses. In 2018 GM Financial issued $0.5 billion of of Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock,
$0.01 par value, with a liquidation preference of $1,000 per share. The following table summarizes GM Financial's
Series B, $0.01
available liquidity
available liquidity (dollars
(dollars in
in billions):
billions):
December
December 31, 2019
31, 2019 December 31,
December 2018
31, 2018
equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Cash and cash equivalents. 3.3
3.3 $$ 4.9
Borrowing capacity on unpledged eligible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17.5
17.5 18.0
18.0
Borrowing capacity on committed unsecured lines of credit . . . . . . . . . . . . . . . . . . . . . . . 0.3
0.3 0.3
Borrowing capacity on revolving credit facility, exclusive to GM Financial Financial. . . . . . . . . . . 2.0 2.0
Total GM
Total GM Financial
Financial available
available liquidity
liquidity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $S 23.1
23.1 $ 25.2
25.2
In the
In the year
year ended
ended December
December 31, 31, 2019,
2019, available
available liquidity
liquidity decreased
decreased primarily due to
primarily due to aa decrease
decrease in
in cash
cash and
and cash
cash equivalents
equivalents
and increased credit facility utilization, resulting from a decrease in issuances of securitizations and unsecured debt. At December 31,
2019, available
2019, available liquidity
liquidity was
was inin line
line with our liquidity
with our liquidity targets.
targets.
GM Financial has access to $16.5 billion of of our revolving credit facilities with exclusive access to the 364-day, $2.0 billion
facility. Refer
facility. to the
Refer to the Automotive
Automotive Liquidity section of
Liquidity section of this
this MD&A
MD&A for for additional
additional details.
details. We
We have
have aa support
support agreement
agreement with GM
with GM
Financial which,
Financial among other
which, among other things,
things, establishes
establishes commitments
commitments of of funding
funding from
from us to GM
us to GM Financial.
Financial. This
This agreement
agreement also
also provides
provides
that we will continue to own all of of GM Financial’s
Financial's outstanding voting shares so long as any unsecured debt securities remain
outstanding at
outstanding at GM
GM Financial.
Financial. In addition we
In addition we are
are required to use
required to our commercially
use our commercially reasonable
reasonable efforts
efforts to ensure GM
to ensure GM Financial
Financial
remains
remains aa subsidiary
subsidiary borrower
borrower under our corporate
under our corporate revolving credit facilities.
revolving credit facilities.
Credit Facilities
Credit Facilities InIn the
the normal course of
normal course of business, in addition
business, in addition to
to using its available
using its available cash,
cash, GM
GM Financial
Financial utilizes
utilizes borrowings
borrowings
under its credit
under its credit facilities,
facilities, which
which may
may be secured or
be secured or unsecured, and GM
unsecured, and GM Financial repays these
Financial repays these borrowings as appropriate
borrowings as appropriate under its
under its
cash management strategy. At December 31, 2019 secured, committed unsecured and uncommitted unsecured credit facilities
totaled $26.7
totaled $26.7 billion,
billion, $0.4
billion and $1.8 billion with advances
billion with advances outstanding
outstanding of
of $6.2
$6.2 billion,
billion, an
an insignificant
insignificant amount
amount and
and $1.8
$1.8
billion.
billion.
GM Financial
GM Cash Flow
Financial Cash (Dollars in
Flow (Dollars in billions)
billions)
/019 vs.
2019 vs. 2018
2018
2019 2018 2017 Change
Net cash provided
Net cash provided by operating activities.
by operating activities . . . . . . . . . . . . . . . . . . . . . . . . $$ 8.1 $$
8.1 7.4 $$
7.4 6.5 $$
6.5 0.7
0.7
Net cash used in investing activities.
activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (5.0) $ (17.5) $ (21.9) $ 12.5
12.5
Net cash provided
Net cash provided by (used in)
by (used in) financing
financing activities
activities . . . . . . . . . . . . . . . . . $$ (3.5) $$
(3.5) 11.1 $$
11.1 16.1 $$
16.1 (14.6)
(14.6)
In the year ended December 31, 2019, Net cash provided by operating activities increased primarily due to a decrease in net
collateral posted
collateral for derivative
posted for derivative positions of $0.8
positions of $0.8 billion as aa result
billion as of favorable
result of favorable changes
changes in
in interest
interest rates on GM
rates on GM Financial's
Financial’s
collateralized derivative
collateralized derivative portfolio.
portfolio.
34
In the
31, 2019,
2019, Net cash used
Net cash used in
in investing
investing activities
activities decreased
decreased primarily
primarily due
due to: (1) increased
to: (1) increased collections
collections
fmance receivables of
and recoveries on finance of $6.2 billion; (2) decreased purchases of of finance
fmance receivables of
of $3.6 billion; (3) increased
proceeds from the termination of
of leased vehicles of
of $2.4 billion; and (4) decreased purchases of
of leased vehicles ofof $0.3 billion.
In the year ended December 31, 2019, Net cash used in financing
fmancing activities increased primarily due to an increase in debt
repayments of of $9.2 billion, a decrease in borrowings of $4.8 billion and a decrease in proceeds from issuance of
of preferred stock
of $0.5
of $0.5 billion.
billion.
Off-Balance Sheet Arrangements We do not currently utilize off-balance sheet securitization arrangements. All trade or finance
fmance
receivables and related
receivables and related obligations
obligations subject
subject to securitization programs
to securitization programs are
are recorded
recorded on
on our
our consolidated
consolidated balance
balance sheets
sheets at
at
December 31, 2019 and 2018.
Contractual Obligations
Contractual Obligations and
and Other
Other Long-Term
Long-Term Liabilities
Liabilities We
We have
have minimum commitments under
minimum commitments contractual obligations,
under contractual obligations,
including purchase obligations. A purchase obligation is defined
defmed as an agreement to purchase goods or services that is enforceable a
and legally binding on us and that specifies all significant terms, including fixed or minimum quantities to be purchased or fixed
minimum price provisions
minimum price provisions and
and the
the approximate
approximate timing
timing of
of the transaction. Based
the transaction. Based on
on these
these definitions,
defmitions, the
the following
following table includes
table includes
only those contracts that include fixed or minimum obligations. The majority of our purchases are not included in the table as they
are made under purchase orders that are requirements-based and accordingly do not specify minimum quantities. The following
table summarizes
table summarizes aggregated
aggregated information
information about
about our
our outstanding
outstanding contractual
contractual obligations
obligations and
and other
other long-term
long-term liabilities
liabilities at
at
December 31, 2019:
Payments Due
Payments Due by Period
by Period
2020
2020 2021-2022
2021-2022 2023-2024
2023-2024 2025 and
2025 and after
after Total
Total
Automotive debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,803 $ 519 $ 1,570
1,570 $ 10,659
10,659 $ 14,551
14,551
Automotive Financing debt.
Automotive Financing debt . . . . . . . . . . . . . . . . . . . . . . 35,587
35,587 32,453
32,453 12,833
12,833 8,160
8,160 89,033
89,033
Finance lease obligations . . . . . . . . . . . . . . . . . . . . . . . . 109
109 80 19
19 102
102 310
Automotive interest payments(a) . . . . . . . . . . . . . . . . . . 774 1,375
1,375 1,258
1,258 9,065 12,472
12,472
Automotive Financing interest
Automotive Financing interest payments(b)
payments(b). . . . . . . . . . 2,485
2,485 2,555
2,555 1,138
1,138 477
477 6,655
6,655
Postretirement benefits(c) . . . . . . . . . . . . . . . . . . . . . . . . 252 464 231
231 — 947
Operating lease obligations . . . . . . . . . . . . . . . . . . . . . . . 272 433 303 468 1,476
1,476
Other contractual
Other contractual commitments:
commitments: . . . . . . . . . . . . . . . . . . .
Material . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,751 497 100
100 21
21 2.369
2,369
Marketing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 664 209 15
15 3 891
891
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other 956
956 1,325
1,325 654
654 239
239 3,174
3,174
Total contractual commitments(d) . . . . . . . . . . . . . . . . . $ 44,653 $ 39,910 $ 18,121
18,121 $ 29,194 131,878
$ 131,878
Non-contractual
Non-contractual benefits(e)
benefits(e). . . . . . . . . . . . . . . . . . . . . . . $$ 295
295 $$ 529
529 $$ 708
708 $$ 9,945
9,945 $$ 11,477
11,477
__________
(a) Amounts
(a) Amounts include
include automotive
automotive interest
interest payments
payments based on contractual
based on contractual terms
terms and
and current interest rates
current interest on our
rates on our debt
debt and
and finance
fmance lease
lease obligations.
obligations.
Automotive interest payments
Automotive interest payments based
based onon variable interest rates
variable interest were determined
rates were determined using the interest
using the interest rate in effect
rate in at December
effect at December 31,31, 2019.
2019.
(b) GM
(b) GM Financial
Financial interest
interest payments
payments werewere determined
determined using the interest
using the interest rate in effect
rate in effect at
at December
December 31, 31, 2019
2019 for
for floating
floating rate debt and
rate debt and the
the
contractual rates
contractual rates for
for fixed
fixed rate debt. GM
rate debt. Financial interest
GM Financial interest payments
payments on floating rate
on floating tranches of
rate tranches the securitization
of the securitization notes
notes payable were
payable were
converted to
converted to aa fixed
fixed rate based on
rate based on the floating rate
the floating plus any
rate plus any expected
expected hedge
hedge payments.
payments.
(c) Amounts
(c) include OPEB
Amounts include OPEB payments
payments under the current
under the current U.S. contractual labor
U.S. contractual labor agreements
agreements through
through 2023
2023 and
and Canada
Canada labor
labor agreements
agreements through
through
2021. These
2021. agreements are
These agreements are generally
generally renegotiated
renegotiated inin the
the year of expiration.
year of expiration. Amounts
Amounts do do not include pension
not include funding obligations,
pension funding obligations, which
which
are discussed
are discussed in in Note
Note 1515 to our consolidated
to our consolidated financial
financial statements.
statements.
(d) Amounts
(d) Amounts do do not include future
not include future cash
cash payments
payments forfor purchase
purchase obligations
obligations and
and certain
certain other accrued expenditures
other accrued expenditures (unless
(unless specifically
specifically listed
listed in
in
the table
the table above),
above), which
which were recorded in
were recorded in Accounts
Accounts payable,
payable, Accrued liabilities and
Accrued liabilities and Other liabilities at
Other liabilities at December
December 31,31, 2019.
2019.
(e) Amounts
(e) include all
Amounts include all expected future payments
expected future payments for for both current and
both current and expected future service
expected future service at at December
December 31, 31, 2019
2019 for
for OPEB
OPEB obligations
obligations
for salaried
for salaried and
and hourly
hourly employees extending beyond
employees extending beyond the current North
the current North American union contract
American union contract agreements,
agreements, workers'
workers' compensation
compensation andand
extended disability benefits. Amounts do not include pension funding obligations, which are discussed in Note 15 15 to our consolidated
The table above does not reflect product warranty and related liabilities, certified pre-owned, extended warranty and free
maintenance
maintenance ofof $8.6
$8.6 billion and unrecognized
billion and unrecognized tax benefits of
tax benefits of $0.8
$0.8 billion due to
billion due to the
the uncertainty
uncertainty regarding the future
regarding the future cash
cash outflows
outflows
f
potentially associated with these amounts. In addition, future cash outflows related to transformation activities announced in
35
November 2018 are

November 2018 are not
not included
included in
in the table above.
the table above. Refer
Refer to
to Note 18 of
Note 18 of our
our consolidated
statements for
for additional
additional
information.
Critical Accounting
Critical Estimates The
Accounting Estimates The consolidated
statements are
are prepared in conformity
prepared in conformity with
with U.S.
U.S. GAAP,
GAAP, which
which requires
requires
the use of
ofestimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of
of contingent
of the financial
assets and liabilities at the date of fmancial statements and the reported amounts of of revenues and expenses in the periods
presented. We believe
presented. We the accounting
believe the accounting estimates
estimates employed
employed are
are appropriate
appropriate and
and the
the resulting balances are
resulting balances are reasonable;
reasonable; however, due
however, due
to the inherent uncertainties in developing estimates, actual results could differ from the original estimates, requiring adjustments
to these balances in future periods. Refer to Note 2 to our consolidated financial statements for our significant accounting policies
related
related to our critical
to our critical accounting
accounting estimates.
estimates.
Product Warranty
Warranty and Recall Campaigns The estimates related to product warranties are established using historical information
on the
on the nature, frequency and
nature, frequency and average
average cost
cost of
of claims
claims of
of each
each vehicle line or
vehicle line or each
each model
model year of the
year of the vehicle line and
vehicle line and assumptions
assumptions
about future activity and events. When little or no claims experience exists for a model year or a vehicle line, the estimate is based
on comparable models.
We accrue the costs related to product warranty at the time of

of vehicle sale and we accrue the estimated cost of
of recall campaigns
when they are probable and estimable, which is generally at the time of
of sale.
The estimates related to recall campaigns accrued at the time of of vehicle sale are established by applying a paid loss approach
that considers the number of historical recall campaigns and the estimated cost for each recall campaign. These estimates consider
the nature,
the nature, frequency
frequency and
and magnitude
magnitude ofof historical
historical recall campaigns, and
recall campaigns, and use
use key assumptions including
key assumptions including the
the number of historical
number of historical
periods and the weighting ofof historical data in the reserve studies. Costs associated with recall campaigns not accrued at the time
of vehicle sale are estimated based on the estimated cost of
of of repairs and the estimated vehicles to be repaired. Depending on parta
availability and
availability and time
time to
to complete
complete repairs we may,
repairs we may, from
from time
time to time, offer
to time, offer courtesy
courtesy transportation at no
transportation at no cost
cost to
to our
our customers.
customers.
These estimates are re-evaluated on an ongoing basis and based on the best available information. Revisions are made when
necessary based on changes in these factors.
The estimated amount accrued for recall campaigns at the time of of vehicle sale is most sensitive to the estimated number of
of recall
events, the number of of vehicles per recall event, the assumed number of of vehicles that will be brought in by customers for repair
(take rate),
(take and the
rate), and the cost
cost per
per vehicle for each
vehicle for each recall event. The
recall event. The estimated
estimated cost
cost of
of aa recall campaign that
recall campaign that is
is accrued
accrued on
on an
an individual
individual
basis is most sensitive to our estimated assumed take rate that is primarily developed based on our historical take rate experience.
A 10%
10% increase in the estimated take rate for all recall campaigns would increase the estimated cost by approximately $0.3 billion.
Actual experience could differ from the amounts estimated requiring adjustments to these liabilities in future periods. Due to
the uncertainty and potential volatility of
of the factors contributing to developing estimates, changes in our assumptions could
materially affect our
materially affect our results
results of
of operations.
operations.
Sales Incentives The estimated effect of of sales incentives offered to dealers and end customers is recorded as a reduction of of
Automotive
Automotive net sales and
revenue at
at the
the time of sale.
time of sale. There
There may be numerous
may be types of
numerous types of incentives
incentives available
available at
at any
any particular
particular time.
time.
Incentive programs are generally specific to brand, model or sales region and are for specified time periods, which may be extended.
Significant factors used in estimating the cost of incentives include forecasted sales volume, product mix, and the rate of of customer
acceptance of
acceptance of incentive
incentive programs,
programs, all
all of
of which are estimated
which are estimated based on historical
based on historical experience
experience and
and assumptions
assumptions concerning
concerning future
future
customer behavior and market conditions. A change in any of these factors affecting the estimate could have a significant effect
on recorded sales incentives. Subsequent adjustments to incentive estimates are possible as facts and circumstances change over
time, which
time, which could
could affect
affect the revenue previously
the revenue previously recognized in Automotive
recognized in Automotive net sales and
net sales and revenue.
revenue.
Valuation of
of GM Financial Equipment on Operating Leases Assets and Residuals GM Financial has investments in leased
vehicles
vehicles recorded
recorded as as operating
operating leases,
leases, which
which relate
relate to
to vehicle leases to
vehicle leases to retail customers with
retail customers lease terms
with lease that typically
terms that range from
typically range from
two to five years. At the beginning of the lease an estimate is made of of the expected residual value at the end of the lease term. r The
expected residual value is based on third-party data that considers various data points and assumptions, including, but not limited
to, recent
to, recent auction
auction values, the expected
values, the expected future
future volume
volume ofof returning leased vehicles,
returning leased vehicles, used
used vehicle
vehicle prices,
prices, manufacturer incentive
manufacturer incentive
programs and fuel prices. Realization of the residual values is dependent on the future ability to market the vehicles under prevailing
market conditions. The customer is obligated to make payments during the term of of the lease for the difference between the purchase
price and the
price and the contract
contract residual
residual value
value plus
plus aa money factor. Since
money factor. Since the
the customer
customer is is not
not obligated
obligated to
to purchase the vehicle
purchase the at the
vehicle at end of
the end of
the contract, we are exposed to a risk of of loss to the extent the customer returns the vehicle prior to or at the end of of the lease term
and the value ofof the vehicle is below the expected residual value estimated at the inception of of the lease.
36
The following
The following, table
table summarizes
summarizes vehicles included in
vehicles included in GM
GM Financial
Financial equipment
equipment on
on operating
operating leases,
leases, net (vehicles in
net (vehicles in thousands):
thousands):
December 31,
December 2019
31, 2019 December 31, 2018
December 31, 2018
Crossovers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 972 917
Trucks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trucks. 288 296
SUVs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SUVs 108
108 111
111
Cars . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cars. 238 379
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.606
1,606 1,703
1,703
At December 31, 2019, the estimated residual value of of our leased assets at the end of the lease term was $30.4 billion. We
periodically
periodically review the adequacy
review the adequacy ofof the
the depreciation
depreciation rates.
rates. If
If we
we believe that the
believe that expected residual
the expected residual values of the
values of leased assets
the leased assets have
have
changed, we revise the depreciation rate to ensure the net investment in the operating leases reflects the revised estimate of of expected
residual value at the end of the lease term. Such adjustments to the depreciation rate would result in a change in depreciation
expense on
expense on leased
leased assets
assets which is recorded
which is recorded prospectively on aa straight-line
prospectively on straight-line basis.
basis. The
The following
following table
table illustrates
illustrates the
the effect
effect of
of aa 1%
1%
change in the estimated residual values at December 31, 2019, which would increase or decrease depreciation expense over the
remaining term ofof our operating lease portfolio, holding all other assumptions constant (dollars in millions):
Impact to
Impact to
Depreciation Expense
Crossovers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 159
159
Trucks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trucks. 73
SUVs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SUVs 39
39
Cars . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cars. 33
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 304
We also evaluate the carrying value of the operating leases aggregated by vehicle make, year and model into leased asset groups,
check for
check for indicators
indicators of
of impairment
impairment and
and test
test for
for impairment
impairment to
to the
the extent
extent necessary in accordance
necessary in accordance with applicable accounting
with applicable accounting
standards. We believe no impairment indicators existed during 2019, 2018 or 2017.
Pension and OPEB

Pension and OPEB Plans Our defined
Plans Our defmed benefit
benefit pension
pension plans are accounted
plans are accounted for
for on
on an
an actuarial
actuarial basis,
basis, which
which requires the selection
requires the selection
of various assumptions, including an expected long-term rate of
of of return on plan assets, a discount rate, mortality rates of participants
and expectation ofof mortality improvement. Our pension obligations include Korean statutory pension payments that are valued
on aa walk
on away basis.
walk away The expected
basis. The expected long-term
long-term rate of return
rate of on U.S.
return on U.S. plan assets that
plan assets that is
is utilized in determining
utilized in determining pension expense is
pension expense is
derived from periodic studies, which include a review of asset allocation strategies, anticipated future long-term performance of
individual asset classes, risks using standard deviations and correlations ofof returns among the asset classes that comprise the plans'
asset mix.
asset mix. While
While the studies give
the studies give appropriate
appropriate consideration
consideration toto recent
recent plan
plan performance
performance and and historical
historical returns,
returns, the assumptions are
the assumptions are
primarily long-term, prospective rates ofof return.
In December
In December 2019
2019 an
an investment
investment policy study was
policy study completed for
was completed for the
the U.S.
U.S. pension plans. As
pension plans. As aa result of changes
result of changes to
to our
our capital
capital
market assumptions the weighted-average long-term rate of of return on assets decreased from 6.4% at December 31, 2018 to 5.9%
at December 31, 2019. The expected long-term rate of of return on plan assets used in determining pension expense for non-U.S.
plans is determined
plans is determined in
in aa similar
similar manner to the
manner to the U.S.
U.S. plans.
plans.
Another key assumption in determining net pension and OPEB expense is the assumed discount rate used to discount plan
obligations. We
obligations. estimate the
We estimate the assumed
assumed discount
discount rate for U.S.
rate for U.S. plans using aa cash
plans using cash flow
flow matching approach, which
matching approach, which uses projected cash
uses projected cash
flows matched to spot rates along a high quality corporate bond yield curve to determine the weighted-average discount rate for
the calculation of
of the present value of
of cash flows. We apply the individual annual yield curve rates instead of of the assumed discount
rate
rate to determine the
to determine the service
service cost
cost and
and interest
interest cost,
cost, which
which more specifically links
more specifically links the
the cash
cash flows
flows related to service
related to service cost
cost and
and interest
interest
cost to bonds maturing in their year ofof payment.
The Society
The Society of
ofActuaries (SOA) issued
Actuaries (SOA) issued mortality improvement tables
mortality improvement tables in
in the
the three
three months ended December
months ended December 31,
31,2019. We reviewed
2019. We reviewed
our recent mortality experience and we determined our current mortality assumptions are appropriate to measure our December
31, 2019 U.S. pension and OPEB plans obligations.
37
Significant differences
Significant differences in
in actual
actual experience
experience or
or significant
significant changes
changes in
in assumptions
assumptions may
may materially affect the
materially affect the pension obligations.
pension obligations.
of actual results differing from assumptions and the changing of
The effects of of assumptions are included in unamortized net actuarial
gains and losses that are subject to amortization to pension expense over future periods. The unamortized pre-tax actuarial loss on
our pension
our pension plans
plans was $6.7 billion
was $6.7 and $4.7
billion and $4.7 billion at December
billion at December 31,31, 2019
2019 and
and 2018.
2018. The
The year-over-year change is
year-over-year change is primarily due
primarily due
to a decrease in discount rates partially offset by higher than expected asset returns. At December 31, 2019, $3.0 billion of of tthe
unamortized pre-tax actuarial loss is outside the corridor (primarily 10% 10% ofof the projected benefit obligation (PBO) and subjectt to
amortization. The
amortization. The weighted-average amortization period
weighted-average amortization for the
period for the pension obligation is
pension obligation is approximately
approximately 16 16 years
years resulting
resulting inin
amortization expense of of $0.2 billion in 2020.
The underfunded
The underfunded status
status of
of the
the U.S.
U.S. pension plans increased
pension plans increased by $0.4 billion
by $0.4 in the
billion in the year ended December
31, 2019
2019 to $5.4 billion
to $5.4 billion
primarily due to: (1) the unfavorable effect of
of a decrease in discount rates of $6.4 billion; and (2) service and interest costs of
of $2.4
billion; partially offset by (3) a favorable effect of
of actual returns on plan assets of
of $8.5 billion.
The following table illustrates the sensitivity to a change in certain assumptions for the pension plans, holding all other assumptions
constant:
U.S. Plans(a)
U.S. Plans(a) Non-U.S. Plans(a)
Non-U.S. Plans(a)
Effect on 2020
Effect on 2020 Effect on
Effect on Effect on 2020
Effect on 2020 Effect on
Effect on
Pension December 31, Pension December 31,
Expense
Expense 2019 PBO
2019 PBO Expense
Expense 2019
2019 PBO
PBO
25 basis
25 basis point decrease in
point decrease in discount
discount rate
rate . . . . . . . . . . . . . . . . . . . . . . . -$99
-$99 +$1,637
+$1,637 +$2
+$2 +$664
25 basis point increase in discount rate . . . . . . . . . . . . . . . . . . . . . . . . +$93 -$1,567 +$4 -$629
25 basis point decrease in expected rate of return on assets . . . . . . . . +$139 N/A +$35 N/A
25 basis
25 basis point increase in
point increase in expected
expected rate of return
rate of return on
on assets
assets . . . . . . . . -$139
-$139 N/A
N/A -$35
-$35 N/A
N/A
__________
(a) The
(a) The sensitivity
sensitivity does
does not include the
not include the effects of the
effects of the individual
individual annual
annual yield curve rates
yield curve applied for
rates applied for the
the calculation of the
calculation of the service
service and
and interest
interest
cost.
cost.
Refer to Note 15
fmancial statements for additional information on pension contributions, investment
strategies, assumptions,
strategies, assumptions, the
the change
change in
in benefit
benefit obligations
obligations and
and related
related plan assets, pension
plan assets, pension funding
funding requirements and future
requirements and future net
net
benefit payments. Refer to Note 2 to our consolidated financial statements for a discussion of the inputs used to determine fair
value for each significant asset class or category.
Valuation of
of Deferred Tax Assets The ability to realize deferred tax assets depends on the ability to generate sufficient taxable
income within the carryback or carryforward periods provided for in the tax law for each applicable tax jurisdiction. The assessment
regarding
regarding whether
whether aa valuation allowance is
valuation allowance is required
required or
or should
should be
be adjusted
adjusted is
is based on an
based on an evaluation
evaluation of
of possible sources of
possible sources of taxable
taxable
a
income and also considers all available positive and negative evidence factors. Our accounting for the valuation of deferred tax
assets represents our best estimate ofof future events. Changes in our current estimates, due to unanticipated market conditions,
governmental legislative
governmental legislative actions
actions or
or events,
events, could
could have
have aa material effect on
material effect on our
our ability
ability to
to utilize deferred tax
utilize deferred tax assets.
assets. Refer to Note
Refer to Note
17 fmancial statements for additional information on the composition of these valuation allowances.
Forward-Looking Statements
Forward-Looking Statements ThisThis report and the
report and other reports
the other filed by
reports filed us with
by us the SEC
with the SEC from
from time to time,
time to as well
time, as as statements
well as statements
incorporated by reference herein and related comments by our management, may include "forward-looking statements" within the
meaning ofof the U.S. federal securities laws. Forward-looking statements are any statements other than statements of of historical
fact. Forward-looking
fact. Forward-looking statements
statements represent our current
represent our current judgment about possible
judgment about future events
possible future events and
and are
are often
often identified
identified by
by words
words
"aim," “anticipate,”
like “aim,” "anticipate," “appears,”
"appears," “approximately,”
"approximately," “believe,”
"believe," “continue,”
"continue," “could,”
"could," “designed,”
"designed," “effect,”
"effect," “estimate,”
"estimate," “evaluate,”
"evaluate,"
a
"expect," “forecast,”
“expect,” "forecast," “goal,”
"goal," “initiative,”
"initiative," “intend,”
"intend," “may,”
"may," “objective,”
"objective," “outlook,”
"outlook," “plan,”
"plan," “potential,”
"potential," “priorities,”
"priorities," “project,”
"project,"
"pursue," “seek,”
“pursue,” "seek," “should,”
"should," “target,”
"target," “when,”
"when," “will,”
"will," “would,”
"would," or or the
the negative of any
negative of any of
of those
those words or similar
words or similar expressions.
expressions. In In
making these statements, we rely on assumptions and analysis based on our experience and perception of of historical trends, current
conditions and expected future developments as well as other factors we consider appropriate under the circumstances. We believe
these judgments
these are reasonable,
judgments are reasonable, but these statements
but these statements are
are not
not guarantees
guarantees ofof any
any events
events oror financial
fmancial results, and our
results, and our actual
actual results
results
may differ materially due to a variety of of important factors, both positive and negative. These factors, which may be revised or
supplemented in subsequent reports we file with the SEC, include, among others, the following: (1) our ability to deliver new
products, services and
products, services and customer
customer experiences
experiences in in response
response to increased competition
to increased competition inin the
the automotive
automotive industry;
industry; (2)
(2) our
our ability
ability to
to
timely fund and introduce new and improved vehicle models that are able to attract a sufficient number of of consumers; (3) the
success of our crossovers, SUVs and full-size pickup trucks; (4) our ability to successfully and cost-effectively restructure our
operations in
operations in the
the U.S. and various
U.S. and various other
other countries
countries and
and initiate
initiate additional
additional cost
cost reduction actions with
reduction actions with minimal disruption; (5)
minimal disruption; (5) our
our
38
ability to
ability to reduce
reduce the
the cost
cost of
of manufacturing electric vehicles
manufacturing electric vehicles and
and drive
drive increased
increased consumer
consumer adoption;
adoption; (6)
(6) the
the unique technological,
unique technological,
operational, regulatory and competitive risks related to the timing and commercialization of of autonomous vehicles; (7) global
automobile market sales volume, which can be volatile; (8) our significant business in China, which is subject to unique operational,
competitive, regulatory
competitive, regulatory andand economic
economic risks; (9) our
risks; (9) our joint ventures, which
joint ventures, which we cannot operate
we cannot operate solely
solely for
for our
our benefit and over
benefit and over which
which
we may have limited control; (10) the international scale and footprint of of our operations, which exposes us to a variety of of unique
political, economic, competitive and regulatory risks, including the risk of of changes in government leadership and laws (including
labor, tax
labor, and other
tax and other laws),
laws), political instability and
political instability and economic
economic tensions
tensions between governments and
between governments and changes
changes in
in international
international trade
trade
policies, new barriers to entry and changes to or withdrawals from free trade agreements, public health crises, including the
occurrence of a contagious disease or illness, such as the novel coronavirus, changes in foreign exchange rates and interest rates, a
economic downturns
economic downturns in in foreign
foreign countries,
countries, differing
differing local
local product preferences and
product preferences and product
product requirements, compliance with
requirements, compliance with U.S. and
U.S. and
foreign countries' export controls and economic sanctions, differing labor regulations, requirements and union relationships,
differing dealer and franchise regulations and relationships, and difficulties in obtaining financing fmancing in foreign countries; (11) any
significant disruption,
significant disruption, including
including any
any work stoppages, at
work stoppages, at any
any of
of our
our manufacturing facilities; (12)
manufacturing facilities; (12) the ability of
the ability of our
our suppliers
suppliers to to
deliver parts, systems and components without disruption and at such times to allow us to meet production schedules; (13) prices
of raw materials used by us and our suppliers; (14) our highly competitive industry, which is characterized by excess manufacturing
of u
capacity and
capacity and the
the use of incentives,
use of incentives, and
and the
the introduction
introduction of of new and improved
new and improved vehicle
vehicle models
models by our competitors;
by our competitors; (15)
(15) the
the possibility
possibility
that competitors may independently develop products and services similar to ours, or that our intellectual property rights are not
sufficient to prevent competitors from developing or selling those products or services; (16) our ability to manage risks related to
security breaches
security breaches andand other
other disruptions
disruptions to our information
to our information technology
technology systems
systems and
and networked
networked products, including connected
products, including connected
vehicles and in-vehicle systems; (17) our ability to comply with increasingly complex, restrictive and punitive regulations relating
to our enterprise data practices, including the collection, use, sharing and security of of the Personal Identifiable Information of of our
customers, employees,
customers, employees, or or suppliers;
suppliers; (18)
(18) our
our ability
ability to comply with
to comply extensive laws,
with extensive laws, regulations and policies
regulations and applicable to
policies applicable to our
our
operations and products, including those relating to fuel economy and emissions and autonomous vehicles; (19) costs and risks
associated with litigation and government investigations; (20) the costs and effect on our reputation of product safety recalls and
alleged defects
alleged defects in
in products
products and
and services;
services; (21)
(21) any
any additional
additional tax
tax expense
expense oror exposure;
exposure; (22)
(22) our
our continued
continued ability
ability to develop captive
to develop captive
a
financing capability through GM Financial; and (23) any significant increase in our pension funding requirements. For a further
discussion of these and other risks and uncertainties, refer to Item 1A. 1A. Risk Factors.
We caution readers not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of of
the date they are made, and we undertake no obligation to update publicly or otherwise revise any forward-looking statements,
whether as aa result
whether as of new
result of information, future
new information, future events
events or
or other
other factors,
factors, except
except where
where we are expressly
we are expressly required
required to do so
to do so by law.
by law.
** ** ** ** ** ** **
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
The overall
The overall financial
financial risk
risk management program is
management program is under
under the
the responsibility of the
responsibility of the Chief
Chief Financial Officer with
Financial Officer support from
with support from the
the
Financial Risk Council, which reviews and, where appropriate, approves strategies to be pursued to mitigate these risks. The
Financial Risk Council comprises members of of our management and functions under the oversight of of the Audit Committee and
Finance Committee
Finance Committee of of the
the Board
Board of
of Directors.
Directors. The
The Audit Committee and
Audit Committee and Finance
Finance Committee
Committee assist
assist and
and guide
guide the
the Board
Board of
of Directors
Directors
fmancial and risk management strategies. A risk management control framework is utilized to monitor the
in its oversight of our financial
strategies, risks and related hedge positions in accordance with the policies and procedures approved by the Financial Risk Council.
u
Our financial
Our fmancial risk management policy
risk management is designed
policy is designed to
to protect
protect against
against risk arising from
risk arising from extreme
extreme adverse
adverse market
market movements on our
movements on our
key exposures.
Automotive
Automotive The The following
following analyses
analyses provide
provide quantitative
quantitative information
information regarding exposure to
regarding exposure to foreign
foreign currency
currency exchange
exchange rate
rate risk,
risk,
interest rate risk and equity price risk. Sensitivity analysis is used to measure the potential loss in the fair value of of financial
instruments with exposure to market risk. The models used assume instantaneous, parallel shifts in exchange rates and interest
rate
rate yield curves. For
yield curves. options and
For options and other
other instruments
instruments with
with nonlinear
nonlinear returns, models appropriate
returns, models appropriate to
to these types of
these types of instruments
instruments aare
are
utilized to determine the effect ofof market shifts. There are certain shortcomings inherent in the sensitivity analyses presented,
primarily due to the assumption that interest rates change in a parallel fashion and that spot exchange rates change instantaneously.
In addition,
In addition, the
the analyses
analyses are
are unable
unable to
to reflect the complex
reflect the complex market reactions that
market reactions that normally
normally would arise from
would arise from the
the market shifts
market shifts
modeled and do not contemplate the effects of of correlations between foreign currency exposures and offsetting long-short positions
in currency or other exposures, such as interest rates, which may significantly reduce the potential loss in value.
Foreign Currency Exchange Rate Risk We have foreign currency exposures related to buying, selling and financing in currencies
other than the functional currencies of our operations. At December 31, 2019 our most significant foreign currency exposures were
39
between
between the
the U.S. Dollar and
U.S. Dollar and the
the Canadian
Canadian Dollar,
Dollar, Korean
Korean Won, Euro, Brazilian
Won, Euro, Brazilian Real,
Real, Australian Dollar, Mexican
Australian Dollar, Mexican Peso
Peso and
and Chinese
Chinese
Yuan. Derivative instruments such as foreign currency forwards, swaps and options are primarily used to hedge exposures with
respect to forecasted revenues, costs and commitments denominated in foreign currencies. Such contracts had remaining maturities
of up
of to 12
up to 12 months at December
months at December 31,
31, 2019.
2019.
The net fair value liability of

of financial
fmancial instruments with exposure to foreign currency risk was $1.4 billion and $0.9 billion at
December 31,
December 31, 2019
2019 and
and 2018.
2018. These
These amounts
amounts are
are calculated
calculated utilizing
utilizing aa population of foreign
population of foreign currency
currency exchange
exchange derivatives
derivatives and
and
foreign currency denominated debt and exclude the offsetting effect of foreign currency cash, cash equivalents and other assets.
The potential loss in fair value for such financial
fmancial instruments from a 10% 10% adverse change in all quoted foreign currency exchange
rates would have
rates would have been $0.2 billion
been $0.2 and $0.1
billion at
at December
2019 and
and 2018.
2018.
We are exposed to foreign currency risk due to the translation and remeasurement of of the results of
of certain international operations
into U.S.
into U.S. Dollars as part
Dollars as of the
part of the consolidation
consolidation process. We had
process. We foreign currency
had foreign currency derivatives
derivatives with notional amounts
with notional amounts ofof $5.1
$5.1 billion
billion
and $2.7 billion at December 31, 2019 and 2018. The fair value of of these derivative financial
fmancial instruments was insignificant.
Fluctuations in foreign currency exchange rates can therefore create volatility in the results of
of operations and may adversely affect
our financial
our fmancial condition.
condition.
of automotive foreign currency translation and transaction and remeasurement

The following table summarizes the amounts of
(gains) losses:
(gains) losses:
2019
2019 2018
2018
Translation losses
Translation losses recorded in Accumulated
recorded in Accumulated other
other comprehensive
comprehensive loss
loss . . . . . . . . . . . . . . . $ 32 $$
32 353
353
Transaction and remeasurement (gains) losses recorded in earnings . . . . . . . . . . . . . . . . . $ (77) $ 156
156
Interest
Interest Rate
Rate Risk We are
Risk We are subject
subject to
to market risk from
market risk from exposure
exposure to changes in
to changes in interest
interest rates related to
rates related to certain
certain financial
financial instruments,
instruments,
primarily debt, finance
fmance lease obligations and certain marketable debt securities. We did not have any interest rate swap positions
to manage interest rate exposures in our automotive operations at December 31, 2019 and 2018. The fair value liability of debt
and finance
and fmance leases
leases was
was $15.9
billion at December 31,31, 2019
2019 and
and 2018.
2018. The
The potential
potential increase
increase in
in fair
fair value
value resulting
resulting
10% decrease in quoted interest rates would have been $0.6 billion and $0.8 billion at December 31, 2019 and 2018.
from a 10%
We had
We had marketable debt securities
marketable debt securities of
of $4.2
billion and $6.0 billion classified as
billion classified as available-for-sale
available-for-sale at
at December 31, 2019
December 31, 2019 and
and
2018. The potential decrease in fair value from a 50 basis point increase in interest rates would have had an insignificant effect
f at
December 31, 2019 and 2018.
Equity Price Risk We are subject to equity price risk due to market price volatility related to our investment in Lyft and PSA
warrants. The fair value of investments with exposure to equity price risk was $1.5 billion at December 31, 2019. In March 2019
Lyft filed
Lyft filed for
for an
an initial
initial public offering, which
public offering, which significantly
significantly increased
increased the
the volatility in the
volatility in the fair
fair value of our
value of our investment
investment in
in Lyft.
Lyft. Our
Our
investment in Lyft is valued based on the quoted market price, and our investment in PSA warrants is valued based on a Black-
Scholes formula. We estimate that a 10% 10% adverse change in quoted security prices in Lyft and PSA Group would impact our
investments by
investments $0.1 billion.
by $0.1 billion.
Automotive Financing - GM Financial
InterestRate
Interest Rate Risk k Fluctuations in market interest rates can affect GM Financial's gross interest rate spread, which is the difference
between interest earned on finance
fmance receivables and interest paid on debt. GM Financial is exposed to interest rate risks as financial
assets and
assets and liabilities
liabilities have
have different
different characteristics
characteristics that
that may
may impact
impact financial
financial performance. These differences
performance. These differences may include tenor,
may include tenor,
yield, re-pricing timing, and prepayment expectations. Typically retail finance
fmance receivables and leases purchased by GM Financial
earn fixed interest and commercial finance receivables originated by GM Financial earn variable interest. GM Financial funds its
business
business with variable or
with variable or fixed
fixed rate debt. The
rate debt. The variable
variable rate debt is
rate debt is subject
subject to adjustments to
to adjustments to reflect
reflect prevailing market interest
prevailing market interest rates.
rates.
To help mitigate interest rate risk or mismatched funding, GM Financial may employ hedging.
Quantitative Disclosure
Quantitative Disclosure GMGM Financial
Financial measures the sensitivity
measures the sensitivity of
of its
its net interest income
net interest income to changes in
to changes in interest
interest rates by using
rates by using
interest rate scenarios that assume a hypothetical, instantaneous parallel shift of one hundred basis points in all interest rates across
all maturities, as well as a base case that assumes that rates perform at the current market forward curve. However, interest rate
changes are
changes are rarely instantaneous or
rarely instantaneous or parallel and rates
parallel and could move
rates could move more
more oror less
less than
than the
the one
one percentage
percentage point assumed in
point assumed in our
our
40
analysis. Therefore,
analysis. Therefore, the actual impact
the actual impact to net interest
to net interest income
income could
could be higher or
be higher or lower
lower than
than the
the results detailed in
results detailed in the
the table
table below.
below.
These interest rate scenarios are purely hypothetical and do not represent our view of
of future interest rate movements.
At
At December
December 31,31, 2019,
2019, GM
GM Financial
Financial was liability-sensitive, meaning
was liability-sensitive, meaning that
that more liabilities than
more liabilities than assets
assets were
were expected
expected toto re-price
re-price
within the next twelve months. During a period of rising interest rates, the interest paid on liabilities would increase more tthan the
interest earned on assets, which would initially decrease net interest income. During a period of of falling interest rates, net interest
income would
income would be expected to
be expected to initially
initially increase.
increase. At December 31,
At December 31, 2018,
2018, GM
GM Financial
Financial was
was asset-sensitive,
asset-sensitive, meaning
meaning thatthat more
more
assets than liabilities were expected to re-price within the next twelve months. During a period of of rising interest rates, the interest
earned on assets would increase more than the interest paid on debt, which would initially increase net interest income. During a
period of falling
period of falling interest
interest rates,
rates, net interest income
net interest income would be expected
would be expected to
to initially
initially decrease.
decrease.
GM Financial's net interest income sensitivity continued to decrease in 2019 from 2018 primarily due to GM Financial's strategy
of hedging
of hedging fixed-rate
fixed-rate asset
asset originations
originations with
with pay-fixed interest rate
pay-fixed interest swaps. The
rate swaps. The following
following table
table presents GM Financial's
presents GM Financial's net interest
net interest
income sensitivity to interest rate movement:
Years
Years Ended
Ended December 31,
December 31,
2019
2019 2018
2018
One hundred basis points instantaneous increase in interest rates . . . . . . . . . . . . . . . . . . . $S (4.6) $ 10.7
10.7
One hundred basis points instantaneous decrease in interest rates(a).
rates(a) . . . . . . . . . . . . . . . . $S 4.6 $ (10.7)
(10.7)
__________
(a) Net
(a) interest income
Net interest income sensitivity
sensitivity given
given aa one hundred basis
one hundred basis point decrease in
point decrease in interest
interest rates requires an
rates requires an assumption
assumption of
of negative interest rates
negative interest rates
in markets
in markets where existing interest
where existing interest rates are below
rates are one percent.
below one percent.
Additional ModelAssumptions The sensitivity analysis presented is GM Financial's best estimate of the effect of the hypothetical
interest rate scenarios; however, actual results could differ. The estimates are also based on assumptions including the amortization
and prepayment
and prepayment of of the
the finance
finance receivable
receivable portfolio, originations of
portfolio, originations of finance
finance receivables and leases,
receivables and leases, refmancing of maturing
refinancing of debt,
maturing debt,
replacement of of maturing derivatives and exercise of of options embedded in debt and derivatives. The prepayment projections are
based on historical experience. If If interest rates or other factors change, actual prepayment experience could be different than
projected.
projected.
Foreign Currency Exchange Rate Risk GM Financial is exposed to foreign currency risk due to the translation and
remeasurement
remeasurement of of the
the results of certain
results of certain international
international operations
operations into
into U.S.
U.S. Dollars
Dollars as
as part of the
part of the consolidation
consolidation process.
process. Fluctuations
Fluctuations
in foreign currency exchange rates can therefore create volatility in the results of operations and may adversely affect GM Financial's
financial condition.
GM Financial primarily finances

fmances its receivables and leased assets with debt in the same currency. When a different currency is
used GM Financial
used GM Financial may
may use foreign currency
use foreign currency swaps
swaps to
to convert
convert substantially
substantially all
all of
of its
its foreign
foreign currency
currency debt
debt obligations
obligations to the local
to the local
of the receivables and lease assets to minimize any impact to earnings.
currency of
GM Financial
GM Financial had
had foreign
foreign currency
currency swaps
swaps with
with notional amounts of
notional amounts of $6.2
billion at 31, 2019
and
2018. The fair value of these derivative financial
fmancial instruments was insignificant at December 31, 2019 and 2018.
The following
The following table
table summarizes
summarizes GM
GM Financial's foreign currency
Financial's foreign currency translation and transaction
translation and transaction and
and remeasurement (gains) losses:
remeasurement (gains) losses:
2019
2019 2018
2018
Translation (gains)
Translation (gains) losses
losses recorded in Accumulated
recorded in Accumulated other
other comprehensive
comprehensive loss
loss . . . . . . . . . $ (5) $ 291
291
Transaction and remeasurement (gains) losses, net recorded in earnings.
earnings . . . . . . . . . . . . . $ (8) $ 12
12
** ** ** ** ** ** **
41
41
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the
To the Shareholders
Shareholders and
and the
the Board
Board of
of Directors
Directors of
of General
General Motors
Motors Company
Company
Opinion on
Opinion on the
the Financial
Financial Statements
Statements
We have audited the accompanying consolidated balance sheets of of General Motors Company and subsidiaries (the Company) as
of December
of December 31, 31, 2019
2019 and
and 2018,
2018, the
the related consolidated statements
related consolidated statements ofof income,
income, comprehensive
comprehensive income,
income, cash
cash flows,
flows, and
and equity
equity
for the
for the two
two years in the
years in the period ended December
period ended December 31,31, 2019,
2019, and
and the
the related
related notes (collectively referred
notes (collectively to as
referred to as the
the “financial
"financial statements”).
statements").
fmancial statements present fairly, in all material respects, the financial position of the Company at December
In our opinion, the financial
31, 2019
31, 2019 and
and 2018,
2018, andand the
the results of its
results of its operations
operations and
and its
its cash
cash flows
flows for
for each
each of
of the
the two
two years
years in
in the
the period ended December
period ended December 31,31,
2019, in
2019, in conformity
conformity with
with U.S. generally accepted
U.S. generally accepted accounting
accounting principles.
principles.
We also
We also have audited, in
have audited, in accordance
accordance with the standards
with the standards of
of the
the Public Company Accounting
Public Company Oversight Board
Accounting Oversight Board (United
(United States)
States)
(PCAOB), the
(PCAOB), the Company's
Company's internal
internal control
control over
over financial
fmancial reporting
reporting as
as of
of December
December 31,
31, 2019,
2019, based on criteria
based on criteria established
established in
in
Internal Control - Integrated Framework issued by the Committee of of Sponsoring Organizations of of the Treadway Commission
(2013 framework)
(2013 framework) and
and our
our report dated February
report dated February 5,5, 2020 expressed an
2020 expressed an unqualified opinion thereon.
unqualified opinion thereon.
Adoption of Accounting Standards Update (ASU) No. 2014-09
As discussed
As discussed in
in Note
Note 22 to
to the fmancial statements,
the financial statements, the Company changed
the Company changed its
its method
method of
of accounting
accounting for
for revenue from contracts
revenue from contracts
with customers in 2018 due to the adoption ofof ASU No. 2014-09, "Revenue from Contracts with Customers," as amended.
Basis for
Basis for Opinion
Opinion
These financial
These fmancial statements
statements are
are the
responsibility of Company's management.
the Company's management. Our
Our responsibility is to
responsibility is to express
express an
an opinion
opinion on
on
the Company’s
the Company's financial
statements based
based on
on our
our audits.
audits. We
We are
are aa public accounting firm
public accounting firm registered with the
registered with the PCAOB
PCAOB and
and are
are
required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable
rules and
rules and regulations
regulations of
of the
the Securities
Securities and
and Exchange
Exchange Commission
Commission and
and the
the PCAOB.
PCAOB.
We conducted our audits in accordance with the standards of of the PCAOB. Those standards require that we plan and perform the
audit to
audit to obtain
obtain reasonable assurance about
reasonable assurance about whether the financial
whether the financial statements
statements are
are free
free of
of material misstatement, whether
material misstatement, due to
whether due to error
error
or fraud.
or fraud. Our
Our audits
audits included
included performing
performing procedures to assess
procedures to assess the
the risks of material
risks of material misstatement
misstatement ofof the
the financial
fmancial statements,
statements, whether
whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis,
evidence regarding
evidence regarding the amounts and
the amounts and disclosures
disclosures in
in the financial statements.
the financial statements. Our
Our audits
audits also
also included
included evaluating
evaluating the
the accounting
accounting
principles used
principles and significant
used and significant estimates
estimates made
made by
by management,
management, as as well as evaluating
well as evaluating the
the overall
overall presentation
presentation ofof the
the financial
financial
statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit
Critical Audit Matters
Matters
The critical
The critical audit
audit matters communicated below
matters communicated below are
are matters
matters arising
arising from
from the
the current
current period audit of
period audit of the
the financial
statements that
that
were communicated
were communicated or or required
required toto be communicated to
be communicated to the audit committee
the audit committee and
and that: (1) relate
that: (1) relate to accounts or
to accounts or disclosures
disclosures that
that are
are
fmancial statements and (2) involved our especially challenging, subjective or complex judgments. The
material to the financial
communication of
communication of critical
critical audit
audit matters does not
matters does not alter
alter in
in any
any way our opinion
way our opinion on
on the
the financial
financial statements,
statements, taken as aa whole,
taken as and
whole, and
we are
we are not,
not, by communicating the
by communicating the critical
critical audit
audit matters
matters below, providing separate
below, providing separate opinions
opinions onon the
the critical
critical audit
audit matters or on
matters or on the
the
accounts or disclosures to which they relate.
Product warranty and recall campaigns

Description of
of the matter As discussed in
As discussed in Note 12 to
Note 12 the financial
to the financial statements,
statements, the liabilities for
the liabilities for product warranty and
product warranty and recall
recall
campaigns amount to $7.8 billion at December 31, 2019. The Company accrues for costs related
to
to product
product warranty at the
warranty at time of
the time of vehicle
vehicle sale
sale and
and accrues
accrues the
the estimated
estimated cost
cost of
of recall campaigns
recall campaigns
when they are
when they are probable and estimable,
probable and estimable, which
which isis generally
generally at
at the
the time of sale.
time of sale.
42
Auditing these liabilities is complex and involves a high degree of of subjectivity in evaluating
management's
management’s estimates, due to the size, uncertainties, and potential volatility related to the
estimated liabilities.
estimated liabilities. Management’s
Management's estimates
estimates consider
consider historical claims experience,
historical claims experience, including
including thethe
nature, frequency, and average cost of of claims of each vehicle line or each model year of of the vehicle
line, and the key assumptions of of historical data being predictive of of future activity and events, in
particular,
particular, thethe number
number of of historical
historical periods
periods used and the
used and the weighing
weighing of of historical
historical data
data inin the
the reserve
reserve
studies.
How we addressed the We evaluated the design and tested the operating effectiveness of of internal controls over the
matter in our audit Company's product
Company’s product warranty
warranty and and recall campaign processes.
recall campaign processes. We We tested internal controls
tested internal controls over over
management's
management’s review of of the valuation models and significant assumptions for product warranty
and recall including the warranty claims forecasted based on the frequency and average cost per
warranty claim for
warranty claim for product
product warranty,
warranty, andand the
the cost
cost estimates
estimates related to recall
related to campaigns. Our
recall campaigns. Our audit
audit
also included the evaluation of of controls that address the completeness and accuracy of the data
utilized in the valuation models.
Our audit
Our audit procedures
procedures related to product
related to product warranty
warranty andand recall campaigns also
recall campaigns also included,
included, among
among others,
others,
evaluating the
evaluating the Company’s
Company's estimation
estimation methodology,
methodology, the the related significant assumptions
related significant assumptions and and
underlying data, and performing analytical procedures to corroborate cost per vehicle based on
historical claims data.
historical claims data. Furthermore,
Furthermore, we we performed
performed sensitivity
sensitivity analyses
analyses to to evaluate
evaluate the
the significant
significant
judgments
judgments made made by by management, including cost
management, including cost estimates
estimates to evaluate the
to evaluate impact on
the impact on reserves
reserves fromfrom
changes in assumptions. We performed analysis over the vehicle lines and model years that had
little or
little or no claims experience
no claims experience to to ensure
ensure the
the vehicle and model
vehicle and substitutions are
model substitutions are comparable.
comparable. We We
also involved
also involved actuarial
actuarial specialists
specialists to evaluate the
to evaluate the methodologies
methodologies and and assumptions,
assumptions, and and toto test the
test the
actuarial calculations used by the Company.
Sales incentives
Sales incentives
Description of the
Description of the matter
matter Automotive sales and revenue represents the amount of of consideration to which the Company
expects to
expects to be entitled in
be entitled in exchange
exchange for for transferring goods or
transferring goods or providing services, which
providing services, which is is net of
net of
dealer and
dealer and customer
customer sales
sales incentives
incentives the Company expects
the Company expects to to pay.
pay. As discussed in
As discussed in Note
Note 22 to the
to the
fmancial statements, provisions for dealer and customer incentives are recorded as a reduction to
financial
Automotive
Automotive net net sales
sales and
and revenue
revenue at at the
the time
time ofof vehicle sale. The
vehicle sale. The liabilities
liabilities for
for dealer
dealer and
and customer
customer
allowances, claims
allowances, claims andand discounts
discounts amount
amount to to $10.4
$10.4 billion at December
billion at December 31, 31, 2019.
2019.
Auditing
Auditing the the estimate
estimate ofof sales
sales incentives
incentives involved
involved aa high degree of
high degree of judgment. Significant factors
judgment. Significant factors
used by the Company in estimating its liability for retail incentives include forecasted sales
volumes, product mix, and the rate of of customer acceptance of incentive programs, all of of which
are estimated
are estimated based
based on on historical experience and
historical experience and assumptions
assumptions concerning
concerning future
future customer
customer behavior
behavior
and market conditions. The Company’s Company's estimation model reflects the best estimate of of the total
incentive amount that the Company reasonably expects to pay at the time of of sale. The estimated
cost of
cost of incentives
incentives is is forward-looking,
forward-looking, and and could
could bebe materially affected by
materially affected future economic
by future economic and and
market conditions.
How we addressed the We evaluated
We evaluated thethe design
design and
and tested
tested the
the operating
effectiveness of
of internal
internal controls
controls over
over the
the
matter in our
matter in our audit
audit Company's sales
Company’s sales incentive
incentive process, including management's
process, including management’s review of the
review of the estimation
estimation model, the
model, the
significant assumptions (e.g., incentive cost per unit, customer take rate, and market conditions),
and the
and the data
data inputs
inputs used in the
used in the model.
model.
Our audit
Our audit procedures
procedures included,
included, among
among others,
others, the
the performance
performance of of analytical
analytical procedures
procedures toto develop
develop
an independent range of of the liability for retail incentives as of the balance sheet date. Our
independent range
independent range was developed for
was developed for comparison
comparison to to the
the Company’s
Company's recorded
recorded accrual,
accrual, and
and is
is based
based
on historical
on claims, forecasted
historical claims, forecasted spend,
spend, and
and the specific vehicle
the specific mix of
vehicle mix of current
current dealer
dealer stock.
stock. In
In
addition, we performed sensitivity analyses over the cost per unit assumption developed by
management
management to evaluate the
to evaluate impact on
the impact on the liability resulting
the liability from aa change
resulting from change inin the
the assumption.
assumption.
Lastly, we
Lastly, assessed management's
we assessed forecasting process
management’s forecasting process by performing quarterly
by performing quarterly hindsight analyses
hindsight analyses
to assess the adequacy of of prior forecasts.
43
Valuation ofof GM Financial Equipment on Operating Leases
Description of the
Description of the matter
matter GM Financial has recorded investments in vehicles leased to retail customers under operating
leases. As
leases. discussed in
As discussed in Note
Note 22 to
to the
the financial
fmancial statements,
statements, at
at the
the beginning
beginning of
of the
the lease,
lease, management
management
establishes an expected residual value for each vehicle at the end of of the lease term. The Company’s
Company's
estimated residual value of leased vehicles at the end of
oflease term was $30.4 billion as of of December
31, 2019.
31, 2019.
Auditing management's
management’s estimate of of the residual value of leased vehicles involved a high degree
of judgment.
of Management's estimate
judgment. Management’s estimate is
is based, in part,
based, in on third-party
part, on third-party data
data which considers inputs
which considers inputs
including recent auction values and significant assumptions regarding the expected future volume
of leased vehicles that will be returned to the Company, used car prices, manufacturer incentive
programs and fuel
programs and fuel prices. Realization of
prices. Realization of the
the residual
residual values is dependent
values is dependent on
on the
the future
future ability
ability to
to
market the vehicles under future prevailing market conditions.
How we addressed
How we the
addressed the We obtained
We obtained an
an understanding,
understanding, evaluated
evaluated the
the design
design and
and tested
tested the
the operating
effectiveness of
of the
the
matter in our
matter in our audit
audit Company's controls over the lease residual estimation process, including controls over
Company’s
management's
management’s review of of residual value estimates obtained from the Company’s Company's third-party
provider and other
provider and other significant
significant assumptions.
assumptions.
Our procedures also included, among others, independently recalculating depreciation related to
equipment on operating lease and performing sensitivity analyses related to significant
assumptions. We
assumptions. We also
also performed
performed hindsight analyses to
hindsight analyses assess the
to assess the propriety of management's
propriety of management’s
estimate of residual values, as well as tested the completeness and accuracy of of data from underlying
systems and data warehouses that are used in the estimation models.
Is/
/s/ ERNST & YOUNG LLP
We
We have served as
have served as the
the Company's
Company's auditor
auditor since
since 2017.
2017.
Detroit, Michigan
February 5,
February 5, 2020
2020
44
To the
To the Shareholders
Shareholders and
and the
the Board
Board of
of Directors
Directors of
of General
General Motors
Motors Company
Company
Opinion on
Opinion on Internal
Internal Control
Control over
over Financial
Financial Reporting
Reporting
subsidiaries' internal control over financial reporting as of

We have audited General Motors Company and subsidiaries’ of December 31, 2019,
based on
based on criteria
criteria established
established in
in Internal Control -- Integrated
Internal Control Framework issued
Integrated Framework issued by the Committee
by the Committee of
of Sponsoring
Sponsoring Organizations
Organizations ofof
the Treadway
the Treadway Commission
Commission (2013
(2013 framework)
framework) (the
(the COSO
COSO criteria).
criteria). In
In our
our opinion,
opinion, General
General Motors
Motors Company
Company andand subsidiaries
subsidiaries (the
(the
Company) maintained, in all material respects, effective internal control over financial
fmancial reporting as of
of December 31, 2019, based
on the
on the COSO
COSO criteria.
criteria.
We also have audited, in accordance with the standards of of the Public Company Accounting Oversight Board (United States)
(PCAOB), the
(PCAOB), consolidated balance
the consolidated sheets of
balance sheets of the
the Company
Company asas of
of December
December 31,
31, 2019
2019 and
and 2018,
2018, the
the related consolidated statements
related consolidated statements
of income,
of income, comprehensive
comprehensive income,
income, cash
cash flows
flows and
and equity
equity for
for the two years
the two in the
years in period ended
the period ended December
December 31,31, 2019,
2019, and
and the
the related
related
notes and our report dated February 5, 2020 expressed an unqualified opinion thereon.
Basis for
Basis for Opinion
Opinion
The Company’s
The Company's management
management is is responsible for maintaining
responsible for effective internal
maintaining effective internal control
control over
over financial
fmancial reporting and for
reporting and for its
its assessment
assessment
of the
of the effectiveness
effectiveness of
of internal
internal control
control over
over financial
financial reporting included in
reporting included in the accompanying Management’s
the accompanying Management's Report
Report on on Internal
Internal
Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s Company's internal control over financial
reporting based
reporting on our
based on our audit.
audit. We
We are
are aa public accounting firm
public accounting firm registered
registered with the PCAOB
with the PCAOB andand are
are required to be
required to independent with
be independent with
respect to
respect the Company
to the Company inin accordance
accordance with the U.S.
with the federal securities
U.S. federal securities laws
laws and
and the
the applicable
applicable rules and regulations
rules and of the
regulations of the Securities
Securities
u
and Exchange Commission and the PCAOB.
We conducted
We conducted ourour audit
audit in
in accordance
accordance with
the standards of the
the PCAOB.
PCAOB. Those
Those standards
standards require that we
require that we plan and perform
plan and the
perform the
audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material
respects.
respects.
Our audit included obtaining an understanding of internal control over financial

fmancial reporting, assessing the risk that a material weakness
exists, testing
exists, and evaluating
testing and evaluating the
the design
design and
and operating
effectiveness of
of internal
internal control
control based on the
based on assessed risk,
the assessed and performing
risk, and performing
such other
such other procedures
procedures as
as we considered necessary
we considered necessary in
in the
the circumstances.
circumstances. We
We believe that our
believe that our audit
audit provides
provides aa reasonable
reasonable basis for
basis for
our opinion.
Definition and
Definition and Limitations
Limitations of
of Internal
Internal Control
Control Over
Over Financial
Financial Reporting
Reporting
company's internal control over financial

A company’s fmancial reporting is a process designed to provide reasonable assurance regarding the reliability a
of financial
of fmancial reporting and the
reporting and the preparation
preparation of of financial
fmancial statements
statements for
for external
external purposes
purposes inin accordance
accordance with generally accepted
with generally accepted
accounting principles.
accounting principles. A company's internal
A company’s internal control
control over
over financial
fmancial reporting includes those
reporting includes policies and
those policies and procedures
procedures that (1) pertain
that (1) pertain
to the maintenance of of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of of the assets
of the
of the company;
company; (2)(2) provide
provide reasonable assurance that
reasonable assurance that transactions
transactions are
are recorded
recorded asas necessary
necessary toto permit
permit preparation of financial
preparation of financial
statements in
statements in accordance
accordance with generally accepted
with generally accepted accounting
accounting principles, and that
principles, and that receipts and expenditures
receipts and expenditures of
of the company are
the company are
being made only in accordance with authorizations of of management and directors of of the company; and (3) provide reasonable
assurance regarding
assurance prevention or
regarding prevention or timely detection of
timely detection of unauthorized acquisition, use,
unauthorized acquisition, or disposition
use, or disposition of
of the
the company’s
company's assets
assets that
that
could have
could have aa material effect on
material effect on the
the financial
statements.
Because of
Because of its
its inherent
inherent limitations,
limitations, internal
internal control
control over
over financial
financial reporting may not
reporting may prevent or
not prevent or detect
detect misstatements.
misstatements. Also,
Also,
projections of
projections of any
any evaluation
evaluation of
of effectiveness
effectiveness to
to future
future periods
periods are
are subject
subject to
to the
the risk that controls
risk that controls may
may become inadequate because
become inadequate because
of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
of
Is/
/s/ ERNST & YOUNG LLP
Detroit, Michigan
Detroit, Michigan
February 5,
5,2020
2020
45
To the
To the shareholders
shareholders and
and the
the Board
Board of
of Directors
Directors of
of General
General Motors
Motors Company:
Company:
Opinion on
Opinion on the
the Financial
Financial Statements
Statements
We have audited the accompanying Consolidated Statements of Income, Comprehensive Income, Cash Flows, and Equity of of
General Motors
General Company and
Motors Company and subsidiaries
subsidiaries (the
(the "Company")
"Company") for for the
year ended 31, 2017,
December 31, 2017, and
and the
the related notes
related notes
(collectively referred
(collectively to as
referred to as the
the "financial
"financial statements").
statements"). In our opinion,
In our opinion, the
the 2017
2017 financial
statements present fairly, in
present fairly, in all
all material
material
respects, the results of
of the Company's operations and its cash flows for the year ended December 31, 2017, in conformity with
accounting principles
accounting generally accepted
principles generally accepted in
in the
the United States of
United States of America.
America.
Basis for Opinion
These financial
These financial statements
statements are
are the
responsibility of Company's management.
the Company's management. Our Our responsibility
responsibility isis to
to express
express an
an opinion
opinion on
on
the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company
Accounting Oversight
Accounting Oversight Board
Board (United
(United States)
States) (PCAOB)
(PCAOB) andand are
are required to be
required to independent with
be independent with respect
respect toto the
the Company
Company in in
accordance with
accordance the U.S.
with the U.S. federal
federal securities
securities laws
laws and
and the
the applicable
applicable rules and regulations
rules and ofthe
regulations of the Securities
Securities and
and Exchange
Exchange Commission
Commission
and the PCAOB.
We conducted
We conducted our
our audit
audit in
in accordance
accordance with
the standards of the
the PCAOB.
PCAOB. Those
Those standards
standards require that we
require that we plan and perform
plan and the
perform the
audit to obtain reasonable assurance about whether the financial statements are free of of material misstatement, whether due to error
or fraud.
or fraud. Our
Our audit
audit included
included performing
performing procedures
procedures to assess the
to assess the risks of material
risks of material misstatement
misstatement of of the financial statements,
the financial statements, whether
whether
due to
due error or
to error or fraud,
fraud, and
and performing
performing procedures that respond
procedures that to those
respond to risks. Such
those risks. Such procedures included examining,
procedures included examining, onon aa test
test basis,
basis,
evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting
principles used
principles and significant
used and significant estimates
estimates made
made by by management,
management, as as well as evaluating
well as evaluating the
the overall
overall presentation of the
presentation of the financial
financial
statements. We
statements. We believe
believe that our audit
that our audit provide
provide aa reasonable
reasonable basis for our
basis for our opinion.
opinion.
/ls/
s/ Deloitte & Touche LLP
Detroit, Michigan
February 6, 2018
February 6, (July 25,
2018 (July 2018 as
25, 2018 as to
to Note 25, Segment
Note 25, Segment Reporting)
Reporting)
g
We began serving as the Company's auditor in 1918. In 2018 we became the predecessor auditor.
46
Item 8. Financial Statements and Supplementary Data
CONSOLIDATED INCOME STATEMENTS

(In millions, except per share amounts)
Years Ended
December 31,
31,
2019
2019 2018
2018 2017
2017
Net sales and
Net sales and revenue
revenue
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 122,697 $ 133,045 $ 133,449
GM Financial
GM Financial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14,540
14,540 14,004
14,004 12,139
12,139
Total net
Total sales and
revenue (Note (Note 3) 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 137,237
137,237 147,049
147,049 145,588
145,588
Costs and
Costs and expenses
expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Automotive and
other cost
cost of of sales
sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 110,651
110,651 120,656
120,656 116,229
116,229
GM Financial
GM Financial interest,
interest, operating
operating and and other
other expenses
expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12,614
12,614 12,298
12,298 11,128
11,128
Automotive and other selling, general and administrative expense . . . . . . . . . . . . . . . . . . . . 8,491
8,491 9,650 9,570
Total costs
Total costs and
and expenses
expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 131,756
131,756 142,604
142,604 136,927
136,927
Operating income
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,481
5,481 4,445
4,445 8,661
8,661
Automotive interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 782 655 575
Interest income and
Interest income and other
other non-operating
non-operating income, income, net net (Note
(Note 19) 19) . . . . . . . . . . . . . . . . . . . . . . . . 1,469
1,469 2,596
2,596 1,645
1,645
Equity income (Note
Equity income (Note 8)
8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,268
1,268 2,163
2,163 2,132
2,132
Income before income taxes. taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7,436 8,549 11,863
11,863
Income
Income taxtax expense
expense (Note
(Note 17) 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 769
769 474
474 11,533
11,533
Income from continuing operations
operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,667
6,667 8,075
8,075 330
330
Loss from discontinued operations, net of tax (Note 22) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 70 4,212
Net income (loss).
(loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,667
6,667 8,005
8,005 (3,882)
(3,882)
Net loss attributable
Net loss attributable to
to noncontrolling
noncontrolling interests.interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 65
65 99 18
18
Net income (loss)
attributable to to stockholders.
stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,732 $ 8,014 $ ((3,864))
Net income (loss)

attributable to
to common
common stockholders.
stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,581
6,581 $ 7,916 $ (3,880)
Earnings per share

Earnings per share (Note
(Note 21)
21)
Basic earnings
per common share - continuing operations
– continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4.62 $ 5.66 $ 0.23
Basic loss
Basic loss per
per common
common share
share –- discontinued
discontinued operations.
operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ — $$ 0.05
0.05 $$ 2.88
2.88
Basic earnings
Basic earnings (loss)
(loss) per common share
per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 4.62
4.62 $$ 5.61
5.61 $$ (2.65)
(2.65)
Weighted-average common shares outstanding –- basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,424 1,411
1,411 1,465
Diluted earnings per common share – - continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . $$ 4.57
4.57 $$ 5.58
5.58 $$ 0.22
0.22
Diluted loss
Diluted loss per common share
per common share - discontinued operations
– discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ — $$ 0.05
0.05 $$ 2.82
2.82
Diluted earnings (loss) per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4.57 $ 5.53 $ (2.60)
Weighted-average common
Weighted-average common shares
shares outstanding
outstanding –- diluted
diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,439
1,439 1,431
1,431 1,492
1,492
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)
Years Ended
December 31,
31,
2019
2019 2018
2018 2017
2017
Net income (loss)
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,667 $ 8,005 $ (3,882)
Other comprehensive
Other comprehensive income
income (loss),
(loss), netnet ofof tax
tax (Note
(Note 20) 20)
Foreign currency
Foreign currency translation
translation adjustments
adjustments and and other.
other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (6)
(6) (715)
(715) 747
747
Defined benefit
Defined benefit plans
plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,122)
(2,122) (221)
(221) 570
570
Other comprehensive
income (loss),
(loss), netnet ofof tax.
tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,128)
(2,128) (936)
(936) 1,317
1,317
Comprehensive income
Comprehensive income (loss).
(loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,539
4,539 7,069
7,069 (2,565)
(2,565)
Comprehensive loss attributable to noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . 76
76 15
15 20
20
Comprehensive income
Comprehensive income (loss)
(loss) attributable
attributable to
to stockholders.
stockholders . . . . . . . . . . . . . . . . . . . . . . . . $ 4,615 $ 7,084 $ (2,545)
Reference should be made to the notes to consolidated financial statements.
47
GENERAL MOTORS
GENERAL COMPANY AND
MOTORS COMPANY SUBSIDIARIES
AND SUBSIDIARIES
CONSOLIDATED BALANCE
CONSOLIDATED BALANCE SHEETS
SHEETS
(In millions, except per share amounts)
December
December 31, 2019
31, 2019 December 31, 2018
December 31, 2018
ASSETS
ASSETS
Current Assets
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 19,069
19,069 $ 20,844
Marketable debt securities
Marketable debt securities (Note(Note 4) 4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,174
4,174 5,966
5,966
Accounts and notes receivable (net of of allowance of of $201
$201 and $211) . . . . . . . . . . . . . . . . . . . . . . . . 6,797 6,549
GM Financial receivables,
GM Financial receivables, net net (Note
(Note 5; 5; Note
Note 11 11 atat VIEs).
VIEs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26,601
26,601 26,850
26,850
Inventories (Note 6).
Inventories (Note 6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10,398
10,398 9,816
9,816
Other current assets
Other current assets (Note
(Note 4; 4; Note
Note 11 11 at
at VIEs)
VIEs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7,953
7,953 5,268
5,268
Total current assets
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74,992
74,992 75,293
75,293
Non-current Assets
Non-current Assets
GM Financial receivables,
GM Financial receivables, net net (Note
(Note 5; 5; Note
VIEs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26,355
26,355 25,083
25,083
Equity in net assets of of nonconsolidated affiliates (Note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8,562 9,215
Property, net (Note
Property, net (Note 9) 9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38,750
38,750 38,758
38,758
Goodwill and intangible assets, net (Note 10). 10) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,337 5,579
Equipment
Equipment on operating leases,
on operating leases, net (Note 7;
net (Note 7; Note
VIEs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42,055
42,055 43,559
43,559
Deferred income taxes
Deferred income (Note 17)
taxes (Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24,640
24,640 24,082
24,082
Other assets (Note
Other assets (Note 4; 4; Note
Note 11 11 atat VIEs)
VIEs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7,346
7,346 5,770
5,770
Total
Total non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
non-current assets. 153,045
153,045 152,046
152,046
Total Assets
Total Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 228,037 $ 227,339
LIABILITIES AND EQUITY
Current Liabilities
Current Liabilities
Accounts payable (principally
Accounts payable trade) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
(principally trade). 21,018
21,018 $$ 22,297
22,297
Short-term debt and current portion of of long-term debt (Note 13). 13) . . . . . . . . . . . . . . . . . . . . . . . . . .
Automotive
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,897
1,897 935
GM Financial (Note 11 11 at VIEs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35,503 30,956
Accrued liabilities (Note
Accrued liabilities (Note 12)12) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26,487
26,487 28,049
28,049
Total current liabilities.
Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84,905
84,905 82,237
82,237
Non-current Liabilities
Non-current Liabffities
Long-term debt (Note
Long-term debt (Note 13)13)
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12,489
12,489 13,028
13,028
GM Financial (Note
GM Financial (Note 11 11 atat VIEs)
VIEs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53,435
53,435 60,032
60,032
Postretirement benefits other than pensions (Note 15) 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,935 5,370
Pensions (Note 15)
Pensions (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12,170
12,170 11,538
11,538
Other liabilities (Note 12) 12) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13,146
13,146 12,357
12,357
Total
Total non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
non-current liabilities 97,175
97,175 102,325
102,325
Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Liabilities. 182,080
182,080 184,562
184,562
Commitments and
Commitments and contingencies
contingencies (Note (Note 16) 16)
Equity (Note 20)
Common stock, $0.01$0.01 par value
value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
14 14
14
Additional paid-in
Additional paid-in capital
capital. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26,074
26,074 25,563
25,563
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26,860 22,322
Accumulated other
Accumulated other comprehensive
comprehensive loss. loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (11,156))
((11,156) (9,039))
((9,039)
Total stockholders’
Total stockholders' equity
equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41,792
41,792 38,860
38,860
Noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling interests 4,165
4,165 3,917
3,917
Total Equity
Total Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45,957 42,777
Total Liabilities
Total Liabilities and
and Equity
Equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 228,037 $$
228,037 227,339
227,339
Reference should be made to the notes to consolidated financial

48
48
GENERAL MOTORS
GENERAL COMPANY AND
MOTORS COMPANY SUBSIDIARIES
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS
CONSOLIDATED STATEMENTS OF OF CASH
CASH FLOWS
FLOWS
(In millions)
Years Ended
December 31,
31,
2019
2019 2018
2018 2017
2017
Cash flows from operating activities
Income from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,667 $ 8,075 $ 330
Depreciation
Depreciation and and impairment
impairment of of Equipment
Equipment on on operating leases, net
operating leases, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7,332
7,332 7,604
7,604 6,805
6,805
Depreciation, amortization and impairment charges on Property, net net. . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,786 6,065 5,456
Foreign currency remeasurement
Foreign currency remeasurement and and transaction (gains) losses.
transaction (gains) losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (85)
(85) 168
168 52
52
Undistributed earnings of of nonconsolidated affiliates, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 585 (141) (132)
Pension
Pension contributions
contributions andand OPEB
OPEB payments
payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (985)
(985) (2,069)
(2,069) (1,636)
(1,636)
Pension
Pension and OPEB income,
and OPEB income, netnet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (484)
(484) (1,280)
(1,280) (934)
(934)
Provision (benefit) for
Provision (benefit) for deferred
deferred taxes
taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (133)
(133) (112)
(112) 10,880
10,880
Change
Change in in other
other operating
operating assets
assets andand liabilities
liabilities (Note
(Note 26) 26) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (3,789)
(3,789) (1,376)
(1,376) (3,015)
(3,015)
Other operating activities.
activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (873) (1,678) (468)
Net cash provided
Net cash provided by operating activities
by operating activities - – continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
continuing operations 15,021
15,021 15.256
15,256 17,338
17,338
Net cash used in operating activities - – discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — (10)
Net cash
Net cash provided
provided by by operating
operating activities.
activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15,021
15,021 15,256
15,256 17,328
17,328
Cash flows
Cash flows from
from investing activities
Expenditures
Expenditures for for property
property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (7,592)
(7,592) (8,761)
(8,761) (8,453)
(8,453)
Available-for-sale
Available-for-sale marketable securities, acquisitions.
marketable securities, acquisitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (4,075)
(4,075) (2,820)
(2,820) (5,503)
(5,503)
Available-for-sale
Available-for-sale marketable securities, liquidations
marketable securities, liquidations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,265
6,265 5,108
5,108 9,007
9,007
Purchases
Purchases of of finance
finance receivables,
receivables, net net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (24,538)
(24,538) (25,671)
(25,671) (19,325)
(19,325)
Principal collections and recoveries on finance receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22,005 17,048
17,048 12,578
12,578
Purchases
Purchases of of leased
leased vehicles,
vehicles, net
net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (16,404)
(16,404) (16,736)
(16,736) (19,180)
(19,180)
Proceeds from termination of of leased vehicles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13,302
13,302 10,864
10,864 6,667
Other investing activities
Other investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
138 39
39 137
137
Net cash used in investing activities - – continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (10,899) (20,929) (24,072)
Net cash provided
by (used in) investing activities -
investing activities discontinued operations
– discontinued operations (Note (Note 22).22) . . . . . . . . . . . . — 166
166 (3,500)
(3,500)
Net cash
Net cash used
used inin investing
activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (10,899)
(10,899) (20,763)
(20,763) (27,572)
(27,572)
Cash flows
Cash flows from financing activities
from financing activities
Net increase (decrease)
Net increase (decrease) in in short-term
short-term debt. debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (312)
(312) 1,186
1,186 (140)
(140)
Proceeds from issuance of debt (original maturities greater than three months). months) . . . . . . . . . . . . . . . . . . . 36,937 43,801 52,187
Payments
Payments on debt (original
on debt (original maturities
maturities greater
greater than
than three
three months)
months) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (39,156)
(39,156) (33,323)
(33,323) (33,592)
(33,592)
Payments to purchase common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (190) (4,492)
Proceeds from issuance
Proceeds from issuance of of subsidiary
subsidiary preferred
preferred and and common
common stock stock (Note
(Note 20) 20). . . . . . . . . . . . . . . . . . . . . 457
457 2,862
2,862 985
985
Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,350) (2,242) (2,233)
Other financing activities.
Other financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (253)
(253) (640)
(640) (305)
(305)
Net cash provided
Net cash provided by financing activities
by financing activities - – continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
continuing operations (4,677)
(4,677) 11,454
11,454 12,410
12,410
Net cash provided
Net cash provided by financing activities
by financing activities - – discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . .
discontinued operations — — 174
174
Net cash provided by (used in) financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (4,677)
(4,677) 11,454
11,454 12,584
12,584
Effect of
of exchange rate changes on cash, cash equivalents and restricted cash . . . . . . . . . . . . . . . . . . . . 2 (299) 348
Net increase (decrease)
Net increase (decrease) in in cash,
cash, cash
cash equivalents
equivalents and and restricted
restricted cash cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . (553)
(553) 5,648
5,648 2,688
2,688
Cash, cash equivalents and restricted cash at beginning of of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23,496 17,848
17,848 15,160
15,160
Cash, cash
Cash, cash equivalents
equivalents and and restricted
restricted cash cash at at end
end of of period
period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 22,943 $
22,943 23,496 $
23,496 17,848
17,848
Cash, cash
Cash, cash equivalents and restricted
equivalents and cash -
restricted cash continuing operations
– continuing operations at at end
end of of period (Note 4)
period (Note 4) . . . . . . . . . . $$ 22,943
22,943 $ 23,496
23,496 $ 17.848
17,848
Significant Non-cash Investing and Financing Activity
Non-cash property additions -– continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,837 $ 3,813 $ 1996
3,996
Non-cash
Non-cash proceeds on sale
proceeds on sale of
of discontinued
discontinued operations
operations (Note
(Note 22)
22) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ -
— $$ -
— $$ 808
808
Reference should be made to the notes to consolidated financial

49
49
GENERAL MOTORS
GENERAL COMPANY AND
MOTORS COMPANY AND SUBSIDIARIES
SUBSIDIARIES
CONSOLIDATED STATEMENTS
CONSOLIDATED STATEMENTS OF
OF EQUITY
EQUITY
(In millions)
Common Stockholders’
Common Stockholders'
Accumulated
Accumulated
Additional
Additional Other
Other
Common
Common Paid -in
Paid-in Retained
Retained Comprehensive
Comprehensive Noncontrolling
Noncontrolling
Stock
Stock Capital
Capital Earnings
Earnings Loss
Loss Interests
Interests Total Equity
Total Equity
Balance at January 1, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 15 $$ 26,983
15 26,983 $26,168
$26,168 $$ (9,330) $$
(9,330) 239 $$
239 44,075
44,075
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net loss — —
— (3,864)
(3,864) — (18)
(18) (3,882)
(3,882)
Other comprehensive
Other comprehensive income income . . . . . . . . . . . . . . . . . . . . . . . . . . — — — 1,319
1,319 (2)
(2) 1,317
1,317
Purchase of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1) (2,063) (2,428) — — (4,492)
Exercise ofof common stock warrants . . . . . . . . . . . . . . . . . . . . . — 43 — — — 43
Issuance ofof subsidiary preferred stock (Note 20) . . . . . . . . . . . — — — — 985 985
Stock based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 468 (34) — — 434
Cash dividends
Cash dividends paid paid on on common
common stock. stock . . . . . . . . . . . . . . . . . . — —
— (2,215)
(2,215) — — (2,215)
(2,215)
Dividends
Dividends to noncontrolling interests
to noncontrolling interests . . . . . . . . . . . . . . . . . . . . — — — — (18)
(18) (18)
(18)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other — (60)
(60) — — 13
13 (47)
(47)
Balance at
Balance at December
December 31, 31, 2017
2017 . . . . . . . . . . . . . . . . . . . . . . . . 14
14 25,371
25,371 17,627
17,627 (8,011)
(8,011) 1,199
1,199 36,200
36,200
Adoption
Adoption of of accounting
accounting standards.
standards . . . . . . . . . . . . . . . . . . . . . . — — (1,046)
(1,046) (98)
(98) — (1,144)
(1,144)
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — 8,014 — (9)
(9) 8,005
Other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — — (930) (6) (936)
Purchase of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (91) (99) — — (190)
Issuance ofof subsidiary preferred and common stock (Note 20) — — — — 2,862 2,862
Stock based
Stock compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . .
based compensation — 287
287 — — — 287
287
Cash dividends
— (2,144)
(2,144) — — (2,144)
(2,144)
Dividends
(169) (169)
(169)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other — (4)
(4) (30)
(30) — 40
40 66
Balance at
Balance at December
December 31, 31, 2018
2018 . . . . . . . . . . . . . . . . . . . . . . . . 14
14 25,563
25,563 22,322
22,322 (9,039)
(9,039) 3,917
3,917 42,777
42,777
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — 6,732 — (65) 6,667
Other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — — (2,117) (11) (2,128)
Issuance ofof subsidiary preferred stock (Note 20) . . . . . . . . . . . — — — — 457 457
Stock based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 409 (34) — — 375
Cash dividends
— (2,165)
(2,165) — — (2,165)
(2,165)
Dividends
(166) (166)
(166)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other — 102
102 55 — 33
33 140
140
Balance at
Balance at December
December 31, 31, 2019
2019 . . . . . . . . . . . . . . . . . . . . . . . . $$ 14 $$ 26,074
14 26,074 $26,860
$26,860 $$ (11,156) $$
(11,156) 4,165 $$
4,165 45,957
45,957
Reference should
Reference should be made to
be made to the
the notes to consolidated
notes to consolidated financial
statements.
50
50
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Nature of Operations and Basis of Presentation
General Motors Company was incorporated as a Delaware corporation in 2009. We design, build and sell trucks, crossovers,
cars and automobile parts worldwide and are investing in and growing an autonomous vehicle business. We also provide automotive
financing services
financing services through
through GM
GM Financial.
Financial. We
We analyze
analyze the
the results of our
results of our continuing
continuing operations
operations through the following
through the following operating
operating
segments: GMNA, GM International Operations (GMIO), GM South America (GMSA), Cruise and GM Financial. Our GMSA
and GMIO operating segments are reported as one, combined international segment, GMI. Cruise, formerly GM Cruise, is our
global segment
global segment responsible for the
development and
and commercialization
commercialization ofof autonomous
autonomous vehicle technology. Nonsegment
vehicle technology. operations
Nonsegment operations
and Maven, our ride- and car-sharing business, are classified as Corporate. Corporate includes certain centrally recorded income
and costs such as interest, income taxes, corporate expenditures and certain nonsegment-specific revenues and expenses.
On July 31, 2017 we closed the sale of of the Opel/Vauxhall Business to PSA Group. On October 31, 2017 we closed the sale of
PSAFinance
the Fincos to Banque PSA Finance S.A. and BNP Paribas Personal Finance S.A. The European Business is presented as discontinued
operations in
operations in our
our consolidated
fmancial statements
statements for
for all
all periods presented. Unless
periods presented. Unless otherwise
otherwise indicated,
indicated, information
information in
in this
this report
report
relates to our continuing operations. Refer to Note 22 for additional information on our discontinued operations.
In 2019
In 2019 we changed the
we changed the presentation
presentation of
ofour
our consolidated
consolidated balance sheets to
balance sheets to reclassify the current
reclassify the current portion ofEquipment
portion of Equipment on
on operating
operating
leases, net to Other current assets. We have made corresponding reclassifications to the comparable information for all periods
presented.
fmancial statements are prepared in conformity with U.S. GAAP. All intercompany
Principles of Consolidation The consolidated financial
balances and transactions have been eliminated in consolidation. Except for per share amounts or as otherwise specified, amounts
presented within tables
presented within tables are
are stated
stated in
in millions.
millions.
We consolidate entities that we control due to ownership ofof a majority voting interest and we consolidate variable interest entities
(V1Es) when
(VIEs) when we are the
we are primary beneficiary.
the primary beneficiary. Our
Our share
share of
of earnings
earnings or
or losses
losses of
of nonconsolidated
nonconsolidated affiliates
affiliates is
is included
included in
in our
our
consolidated operating results using the equity method of of accounting when we are able to exercise significant influence over the
fmancial decisions of
operating and financial of the affiliate.
of Estimates in the Preparation of the Financial Statements Accounting estimates are an integral part of
Use of of the consolidated
financial statements. These estimates require the use ofof judgments and assumptions that affect the reported amounts of assets aand
liabilities, the
liabilities, disclosure of
the disclosure of contingent
contingent assets
assets and
and liabilities
liabilities at
at the date of
the date of the
the financial
statements and
and the
the reported amounts of
reported amounts of
revenues and expenses in the periods presented. We believe that the accounting estimates employed are appropriate and the resulting
balances are reasonable; however, due to the inherent uncertainties in making estimates, actual results could differ from the original
estimates, requiring
estimates, requiring adjustments
adjustments to these balances
to these in future
balances in future periods.
periods.
GM Financial The amounts presented for GM Financial have been adjusted to include the effect of our tax attributes on GM
Financial's deferred
Financial's deferred tax
tax positions and provision
positions and for income
provision for income taxes,
taxes, which are not
which are applicable to
not applicable to GM
GM Financial on aa stand-alone
Financial on stand-alone basis,
basis,
and to eliminate the effect of transactions between GM Financial and the other members of of the consolidated group. Accordingly,
the amounts presented will differ from those presented by GM Financial on a stand-alone basis.
Note 2. Significant Accounting Policies

financing. and Cruise operations, unless otherwise
The accounting policies that follow are utilized by our automotive, automotive financing
indicated.
Revenue Recognition We adopted Accounting Standards Update (ASU) 2014-09 "Revenue from Contracts with Customers" on
1, 2018, which requires us to recognize revenue when a customer obtains control rather than when we have transferred
January 1,
substantially all
substantially all risks and rewards
risks and of aa good
rewards of good or
or service,
service, by applying the
by applying the modified
modified retrospective
retrospective method to all
method to all noncompleted contracts
noncompleted contracts
of the date of
as of of adoption. The comparative information has not been restated and continues to be reported under the accounting
standards in effect for those periods. The following accounting policies became effective on January 1, 1, 2018:
Automotive Automotive net sales and revenue represents the amount of consideration to which we expect to be entitled in
exchange for vehicle, parts and accessories and services and other sales. The consideration recognized represents the amount
received, typically shortly
received, typically shortly after
after the sale to
the sale to aa customer,
customer, net of estimated
net of estimated dealer
dealer and
and customer
customer sales
sales incentives
incentives we
we reasonably expect
reasonably expect
to pay. Significant factors in determining our estimates of of incentives include forecasted sales volume, product mix, and the rate
ofcustomer acceptance of incentive programs, all of
of ofwhich
which are estimated based on historical experience and assumptions concerning
51
51
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS —

– (Continued)
future customer
future customer behavior and market
behavior and conditions. Subsequent
market conditions. Subsequent adjustments
adjustments to incentive estimates
to incentive estimates are
are possible
possible as
as facts
facts and
and
circumstances change
circumstances change over
over time.
time. A
A portion of the
portion of the consideration
consideration received is deferred
received is deferred for
for separate
separate performance obligations, such
performance obligations, such as
as
maintenance and vehicle connectivity, that will be provided to our customers at a future date. Taxes assessed by various government
entities, such
entities, such as
as sales,
sales, use and value-added
use and value-added taxes, collected at
taxes, collected at the time of
the time of the
the vehicle sale are
vehicle sale are excluded
excluded from
from Automotive
Automotive net sales
net sales
and revenue.
and Costs for
revenue. Costs for shipping
shipping and
and handling
handling activities
activities that occur after
that occur after control
control of
of the
the vehicle transfers to
vehicle transfers the dealer
to the dealer are
are recognized
recognized
of sale and presented in Automotive and other cost of
at the time of of sales.
VVehicle,
ehicle, Parts and Accessories For the majority of of vehicle and accessories sales our customers obtain control and we recognize
revenue when the vehicle transfers to the dealer, which generally occurs
revenue when the vehicle transfers to the dealer, which generally occurs when the vehicle
when the is released
vehicle is to the
released to carrier responsible
the carrier responsible for
for
transporting it to a dealer. Revenue, net of estimated returns, is recognized on the sale of parts upon delivery to the customer.
transporting it to a dealer. Revenue, net of estimated returns, is recognized on the sale of parts upon delivery to the customer. WhenWhen
our customers have a right to return eligible parts and accessories, we consider the returns in our estimation of the transaction
price.
price.
Certain transfers to daily rental companies are accounted for as sales, with revenue recognized at the time of of transfer. At the
time of transfer, we defer revenue for remarketing obligations, record a residual value guarantee and reflect a deposit
time of transfer, we defer revenue for remarketing obligations, record a residual value guarantee and reflect a deposit liability liability for
for
amounts expected to be returned once the remarketing services are complete. Deferred revenue is recognized
amounts expected to be returned once the remarketing services are complete. Deferred revenue is recognized in earnings upon in earnings upon
completion of the remarketing service. Transfers that occurred prior to January 1, 1,2018
2018 and future transfers containing a substantive
repurchase
repurchase obligation are accounted for as operating leases and rental income is recognized
obligation are accounted for as operating leases and rental income is over the
recognized over the estimated
estimated term
term ofof the lease.
the lease.
Our total exposure to vehicle repurchase obligations would be reduced to the extent vehicles are able to be resold to a
Our total exposure to vehicle repurchase obligations would be reduced to the extent vehicles are able to be resold to a third party. third party.
Used Vehicles
Used Vehicles Proceeds
Proceeds from
from the
the auction
auction of
of vehicles
vehicles returned from daily
returned from daily rental
rental car
car companies
companies and
and vehicles
vehicles utilized
utilized by our
by our
employees are recognized in Automotive net sales and revenue upon transfer of control of the vehicle to the customer and the
employees are recognized in Automotive net sales and revenue upon transfer of control of the vehicle to the customer and the
related vehicle carrying value is recognized in Automotive and other cost of of sales.
Services and Other

Services and Otherr Services
Services and
and other
other revenue primarily consists
revenue primarily consists of
of revenue from vehicle-related
revenue from service arrangements
vehicle-related service arrangements and
and
after-sale services such as maintenance, vehicle connectivity and extended service warranties. For those service arrangements tthat
are bundled
are bundled with
with aa vehicle sale, aa portion
vehicle sale, portion ofof the
the revenue from the
revenue from the sale
sale is
is allocated
allocated to the service
to the service component
component and
and recognized
recognized as
as
deferred revenue within Accrued liabilities or Other liabilities. We recognize revenue for bundled services and
deferred revenue within Accrued liabilities or Other liabilities. We recognize revenue for bundled services and services sold services sold
separately as services are performed, typically over a period of of less than three years.
Automotive
Automotive Financing
Financing -- GM GM Financial Finance charge
Financial Finance charge income
income earned
earned on
on receivables
receivables is is recognized using the
recognized using the effective
effective interest
interest
method. Fees and commissions (including incentive payments) received and direct costs of of originating loans are deferred and
amortized over
amortized over the
the term
term ofof the
the related
related finance
finance receivables
receivables using
using the effective interest
the effective interest method
method and and are
are removed from the
removed from the consolidated
consolidated
balance sheets when the related fmance receivables are fully charged off or paid in full. Accrual of fmance
balance sheets when the related finance receivables are fully charged off or paid in full. Accrual of finance charge income on charge income on retail
retail
finance receivables is generally suspended on accounts that are more than 60 days delinquent, accounts in bankruptcy and accounts
in repossession.
in Payments received
repossession. Payments received onon nonaccrual loans are
nonaccrual loans are first
first applied
applied toto any
any fees
fees due,
due, then
then to any interest
to any interest due
due and
and then
then any
any
remaining amounts are applied to principal. Interest accrual generally resumes once an account has received
remaining amounts are applied to principal. Interest accrual generally resumes once an account has received payments bringing payments bringing
the delinquency to less than 60 days past due. Accrual of of finance charge income on commercial finance fmance receivables is generally
suspended on accounts that are more than 90 days delinquent, upon receipt of a bankruptcy
suspended on accounts that are more than 90 days delinquent, upon receipt of a bankruptcy notice from notice from aa borrower,
borrower, oror where
where
reasonable doubt exists about the full collectability of contractually agreed upon principal and interest.
reasonable doubt exists about the full collectability of contractually agreed upon principal and interest. Payments received on Payments received on
nonaccrual loans are first applied to principal. Interest accrual resumes once an account has received payments bringing the account
fully current
fully current and
and collection
collection ofof contractual
contractual principal and interest
principal and interest is
is reasonably
reasonably assured
assured (including
(including amounts
amounts previously charged off).
previously charged off).
Income from operating lease assets, which includes lease origination fees, net of lease origination costs, is recorded as operating
lease revenue on
lease revenue on aa straight-line
straight-line basis over the
basis over the term
term of
of the
the lease
lease agreement.
agreement.
Advertising and Promotion Expenditures Advertising and promotion expenditures, which are expensed as incurred in
selling, general
general and
and administrative
administrative expense,
expense, were $3.7 billion,
were $3.7 $4.0 billion
billion, $4.0 and $4.3
billion and $4.3 billion in the
billion in the years
years
ended December 31, 2019, 2018 and 2017.
Research and
Research and Development Expenditures Research
Development Expenditures Research and
and development
development expenditures,
expenditures, which
which are
are expensed
expensed as
as incurred
incurred in
in
Automotive and other cost of sales, were $6.8 billion, $7.8 billion and $7.3 billion in the years ended December 31, 2019,
Automotive and other cost of sales, were $6.8 billion, $7.8 billion and $7.3 billion in the years ended December 31, 2019, 2018 2018
and 2017. We enter into cost sharing arrangements with third parties or nonconsolidated affiliates for product-related research,
engineering, design
engineering, design and
and development
development activities.
activities. Cost
Cost sharing
sharing payments and fees
payments and fees related
related to
to these
these arrangements
arrangements are
are presented in
presented in
Automotive and other cost of sales.
Automotive and other cost of sales.
52

– (Continued)
Cash Equivalents and Restricted Cash Cash equivalents are defined defmed as short-term, highly-liquid investments with original
maturities of
of 90 days or less. We are required to post cash as collateral as part of
of certain agreements that we enter into as part ofof
our operations.
our operations. Cash
Cash and
and cash
cash equivalents
equivalents subject
subject to
to contractual
contractual restrictions and not
restrictions and not readily available are
readily available are classified
classified as
as restricted
restricted
cash. Restricted cash is invested in accordance with the terms of the underlying agreements and include amounts related to various
deposits, escrows and other cash collateral. Restricted cash is included in Other current assets and Other assets in the consolidated
balance sheets.
balance sheets.
Fair Value Measurements A three-level valuation hierarchy, based upon observable and unobservable inputs, is used for fair
value measurements. Observable
value measurements. Observable inputs
inputs reflect market data
reflect market data obtained
obtained from
from independent
independent sources,
sources, while
while unobservable
unobservable inputs
inputs reflect
reflect
market assumptions based on the best evidence available. These two types of of inputs create the following fair value hierarchy:
Level 11 —
– Quoted prices for identical instruments in active markets; Level 2 — – Quoted prices for similar instruments in active
markets, quoted prices
markets, quoted for identical
prices for identical or
or similar
similar instruments
instruments in
in markets
markets that
that are
are not
not active
active and
and model-derived
model-derived valuations
valuations whose
whose
significant inputs are observable; and Level 3 — – Instruments whose significant inputs are unobservable.
Marketable
Marketable Debt Securities We
Debt Securities We classify
classify marketable debt securities
marketable debt securities as
as either
either available-for-sale
available-for-sale or
or trading. Various factors,
trading. Various factors,
including turnover ofof holdings and investment guidelines, are considered in determining the classification of of securities. Available-
for-sale debt securities are recorded at fair value with unrealized gains and losses recorded net of
ofrelated
related income taxes in Accumulated
other comprehensive
other comprehensive lossloss until
until realized. Trading debt
realized. Trading debt securities
securities are
are recorded at fair
recorded at fair value
value with changes in
with changes in fair
fair value
value recorded
recorded in
d in
Interest income and other non-operating income, net. We determine realized gains and losses for all debt securities using the specific
identification method.
We measure the fair value ofof our marketable debt securities using a market approach where identical or comparable prices are
available and an income approach in other cases. IfIf quoted market prices are not available, fair values of securities are determined
r
using
using prices from aa pricing
prices from service, pricing
pricing service, pricing models, quoted prices
models, quoted prices of
of securities
securities with similar characteristics
with similar characteristics or
or discounted
discounted cash
cash flow
flow
models. These prices represent non-binding quotes. Our pricing service utilizes industry-standard pricing models that consider
various inputs. We conduct an annual review of our pricing service and believe the prices received from our pricing service are a
reliable representation of
reliable representation of exit
exit prices.
prices.
An evaluation is made quarterly to determine if unrealized losses related to non-trading investments in debt securities are other-
than-temporary. Factors
than-temporary. Factors considered
considered include
include the
the length
length of
of time and extent
time and extent to
to which
which the
the fair
fair value
value has
has been
been below cost, the
below cost, financial
the financial
of the issuer and the intent to sell or likelihood to be forced to sell the debt security before
condition and near-term prospects of f any
anticipated recovery.
Accounts and Notes Receivable Accounts and notes receivable primarily consists of amounts that are due and payable from our
of vehicles, parts, and accessories. We evaluate the collectability of receivables each reporting period
customers for the sale of d and
record an allowance
record an allowance for
for doubtful
doubtful accounts
accounts representing our estimate
representing our estimate of
of probable losses. Additions
probable losses. to the
Additions to the allowance
allowance are
are charged
charged to
to
bad debt expense reported in Automotive and other selling, general and administrative expense and were insignificant in the yearsa
GM Financial Receivables Finance receivables are carried at amortized cost, net of of allowance for loan losses. GM Financial
uses forecasting models to determine the collective allowance for loan losses based on factors including historical delinquency
migration
migration to loss, probability
to loss, probability of
of default
default and
and loss
loss given
given default.
default. The
The loss
loss confirmation
confirmation period is aa key
period is assumption within
key assumption within the
the models
models
and represents the average amount of of time from when a loss event first occurs to when the receivable is charged off. GM Financial
also considers an evaluation ofof overall portfolio credit quality based on various indicators.
fmance receivables that become classified as troubled debt restructurings (TDRs) are separately assessed for impairment.
Retail finance
A specific allowance is estimated based on the present value ofof the expected future cash flows of the receivables discounted att the
original weighted
original average effective
weighted average effective interest
interest rate. Finance charge
rate. Finance charge income
income from
from loans
loans classified
classified as
as TDRs
TDRs isis accounted
accounted for
for in
in the
the
same manner as other accruing loans. Cash collections on these loans are allocated according to the same payment hierarchy
methodology applied to loans that are not classified as TDRs.
fmance receivables are generally charged off

Retail finance off in the month in which the account becomes 120
120 days contractually delinquent
if GM Financial has not yet recorded a repossession charge-off. A repossession charge-off
charge-off generally represents the difference
between
between the estimated net
the estimated sales proceeds
net sales and the
proceeds and the unpaid
unpaid balance of the
balance of the contract,
contract, including
including accrued
accrued interest.
interest.
53

– (Continued)
Inventories Inventories are stated at the lower of cost or net realizable value. Net realizable value is the estimated selling price
in the ordinary course ofof business less cost to sell, and considers general market and economic conditions, periodic reviews of of
current profitability
current of vehicles,
profitability of vehicles, product
product warranty costs and
warranty costs and the effect of
the effect of estimated
estimated sales
sales incentives.
incentives. Net
Net realizable
realizable value for off-
value for off-
lease and other vehicles is current auction sales proceeds less disposal and warranty costs. Productive material, supplies, work r in
process and service parts are reviewed to determine if if inventory quantities are in excess of
of forecasted usage or if
if they have become
obsolete.
obsolete.
Equipment on Operating Leases Equipment on operating leases, net consists of of vehicle leases to retail customers with lease
terms of
terms of two
two to
to five
five years and vehicle
years and sales to
vehicle sales to rental car companies
rental car companies that
that are
are expected
expected toto be
be repurchased
repurchased in in an
an average
average ofof seven
seven
months. We are exposed to changes in the residual values of of these assets. The residual values represent estimates of of the values of
the leased vehicles at the end of of the lease contracts and are determined based on forecasted auction proceeds when there is a reliable
basis
basis to
to make such aa determination.
make such determination. Realization
Realization of of the
the residual values is
residual values is dependent
dependent onon the
the future
future ability
ability to
to market the vehicles
market the vehicles
under prevailing market conditions. The estimate of of the residual value is evaluated over the life of the arrangement and adjustments t
may be made to the extent the expected value of of the vehicle changes. Adjustments may be in the form of of revisions to the depreciation
rate or recognition
rate or of an
recognition of an impairment
impairment charge.
charge. AA lease
lease vehicle asset group
vehicle asset group is is determined
determined to be impaired
to be impaired ifif an
an impairment
impairment indicator
indicator
exists and the expected future cash flows, which include estimated residual values, are lower than the carrying amount of of the
vehicle asset group. If If the carrying amount is considered impaired an impairment charge is recorded for the amount by which the
carrying amount
carrying amount exceeds
exceeds fair
fair value
value of
of the
the vehicle asset group.
vehicle asset group. Fair value is
Fair value is determined
determined primarily
primarily using
using the anticipated cash
the anticipated cash flows,
flows,
including estimated residual values. In our automotive operations when a vehicle that is accounted for as a lease is returned tthe
asset is reclassified from Equipment on operating leases, net to Inventories at the lower of of cost or net realizable value. Upon
disposition, proceeds
disposition, proceeds areare recorded
recorded in in Automotive
revenue andand costs
costs are
are recorded
recorded in in Automotive
Automotive and and other
other cost
cost ofof
sales. In our automotive finance operations when a leased vehicle is returned or repossessed the asset is recorded in Other assets
of amortized cost or net realizable value. Upon disposition a gain or loss is recorded in GM Financial interest, operating
at the lower of
and other
and other expenses
expenses for
for any
any difference
difference between
between thethe net
net book
book value of the
value of leased asset
the leased asset and
and the
the proceeds
proceeds from
from the disposition of
the disposition of tthe
the
asset.
Equity Investments
Equity Investments When
When events
events and
and circumstances
circumstances warrant,
warrant, equity
equity investments
investments accounted
accounted for
for under
under the equity method
the equity method of
of
accounting are evaluated for impairment. An impairment charge is recorded whenever a decline in value of of an equity investment
below its carrying amount is determined to be other-than-temporary. Impairment charges related to equity method investments are
recorded in Equity
recorded in Equity income.
income. Equity
Equity investments
investments that
that are
are not accounted for
not accounted for under
under the
the equity
equity method of accounting
method of accounting are
are measured at
measured at
fair value with changes in fair value recorded in Interest income and other non-operating income, net.
Property, net
Property, net Property,
Property, plant and equipment,
plant and equipment, including
including internal
internal use
use software,
software, is
is recorded at cost.
recorded at cost. Major
Major improvements
improvements that
that extend
extend
the useful life or add functionality are capitalized. The gross amount of of assets under finance leases, prior to 2019, capital leases,
is included in property, plant and equipment. Expenditures for repairs and maintenance are charged to expense as incurred. We
depreciate depreciable
depreciate depreciable property
property using
using the straight-line method.
the straight-line Leasehold improvements
method. Leasehold improvements areare amortized
amortized over
over the
the period of lease
period of lease or
or
of the asset, whichever is shorter. The amortization of
the life of of the assets under finance leases, prior to 2019, capital leases, is
included in depreciation expense. Upon retirement or disposition of of property, plant and equipment, the cost and related accumulated
depreciation are
depreciation are eliminated
eliminated and
and any
any resulting
resulting gain
gain or
or loss
loss is
is recorded
recorded inin earnings.
earnings. Impairment
Impairment charges
charges related
related to
to property are
property are
recorded in Automotive and other cost of of sales, Automotive and other selling, general and administrative expense or GM Financial
interest, operating and other expenses.
Special Tools Special tools represent product-specific propulsion and non-propulsion related tools, dies, molds and other items
used in the vehicle manufacturing process. Expenditures for special tools are recorded at cost and are capitalized. We amortize
special tools
special over their
tools over their estimated
estimated useful lives using
useful lives using the
the straight-line
straight-line method or an
method or an accelerated
accelerated amortization
amortization method
method based on ttheir
based on their
historical and estimated production volume. Impairment charges related to special tools are recorded in Automotive and other cost
of sales.
of
Goodwill Goodwill is not amortized but rather tested for impairment annually on October 11 or when events occur or circumstances
change that would trigger such a review. The impairment test entails an assessment of of qualitative factors to determine whether it
is more
is likely than
more likely than not
not that
that an
an impairment
impairment exists.
exists. If
If it
it is
is more likely than
not that
that an
an impairment
impairment exists,
exists, then
then aa quantitative
quantitative impairment
impairment
test is performed. Impairment exists when the carrying amount of of a reporting unit exceeds its fair value.
Intangible Assets,
Intangible net Intangible
Assets, net assets, excluding
Intangible assets, excluding goodwill,
goodwill, primarily include brand
primarily include brand names,
names, technology
technology and
and intellectual
intellectual property,
property,
customer relationships and dealer networks. Intangible assets are amortized on a straight-line or an accelerated method of of
amortization over their estimated useful lives. An accelerated amortization method reflecting the pattern in which the asset will
54

– (Continued)
be consumed is
be consumed is utilized if that
utilized if that pattern can be
pattern can be reliably determined. We
reliably determined. We consider
consider the
the period of expected
period of expected cash
cash flows
flows and
and underlying
underlying
data used
data to measure
used to measure the
the fair
fair value of the
value of the intangible
intangible assets
assets when selecting aa useful
when selecting life. Amortization
useful life. of developed
Amortization of developed technology
technology and
y and
intellectual property is recorded in Automotive and other cost of sales. Amortization of of brand names, customer relationships and
our dealer
our dealer networks
networks is is recorded
recorded inin Automotive
Automotive andand other
other selling,
selling, general
general and
and administrative
administrative expense
expense or
or GM
GM Financial
Financial interest,
interest,
operating and
operating and other
other expenses.
expenses. Impairment
Impairment charges,
charges, if
if any,
any, related to intangible
related to intangible assets
assets are
are recorded in Automotive
recorded in Automotive and
and other
other selling,
selling,
general and administrative expense or Automotive and other cost of of sales.
Valuation
Valuation ofof Long-Lived
Long-Lived Assets The carrying
Assets The carrying amount
amount ofof long-lived
long-lived assets
assets and
and finite-lived
finite-lived intangible
intangible assets
assets to
to be
be held and used
held and used
in the business is evaluated for impairment when events and circumstances warrant. If If the carrying amount of of a long-lived asset
group is
group is considered
considered impaired,
impaired, aa loss
loss is
is recorded
recorded based on the
based on the amount
amount by
by which
which the carrying amount
the carrying amount exceeds
exceeds fair
fair value. Product-
value. Product-
specific long-lived
specific long-lived asset
asset groups
groups and
and non-product specific long-lived
non-product specific long-lived assets
assets are
are separately
separately tested for impairment
tested for impairment on on an
an asset
asset group
group
basis. Fair value is determined using either the market or sales comparison approach, cost approach or anticipated cash flows
discounted at
discounted at aa rate commensurate with
rate commensurate the risk
with the risk involved.
involved. Long-lived assets to
Long-lived assets to be disposed of
be disposed of other
other than by sale
than by sale are
are considered
considered
held for use
held for use until disposition.
until disposition.
Pension and
Pension and OPEB
OPEB Plans
Plans
Attribution, Methods and Assumptions The cost of of benefits provided by defined benefit pension plans is recorded in the period
employees provide
employees service. The
provide service. The cost
cost of
of pension plan amendments
pension plan amendments that
that provide for benefits
provide for already earned
benefits already earned by
by plan participants is
plan participants is
amortized over
amortized over the
the expected
expected period of benefit
period of benefit which
which may
may be the duration
be the duration of
of the
the applicable
applicable collective
collective bargaining agreement specific
bargaining agreement specific
to the plan, the expected future working lifetime or the life expectancy of of the plan participants.
The cost
The cost of
of medical, dental, legal
medical, dental, legal service
service and
and life
life insurance
insurance benefits
benefits provided through postretirement
provided through benefit plans
postretirement benefit plans isis recorded
recorded
in the period employees provide service. The cost of postretirement plan amendments that provide for benefits already earned by
plan
plan participants is amortized
participants is amortized over
over the
the expected
expected period
period of
of benefit
benefit which may be
which may the average
be the average period to full
period to full eligibility
eligibility or
or the average
the aaverage
life expectancy
life expectancy of
of the
the plan
plan participants.
participants.
An expected return
An expected return on
on plan asset methodology
plan asset methodology is is utilized
utilized to
to calculate
calculate future
future pension expense for
pension expense for certain
certain significant
significant funded
funded
benefit
benefit plans.
plans. A
A market-related
market-related value of plan
value of assets methodology
plan assets methodology is is also
also utilized that averages
utilized that averages gains
gains and
and losses
losses on
on the
the plan assets
plan assets
over a period of
of years to determine future pension expense. The methodology recognizes 60% of of the difference between the fair
value of assets
value of assets and
and the
the expected
expected calculated
calculated value
value in
in the
the first
first year and 10%
year and 10% ofof that
that difference
difference over
over each
each of
of the
the next four years.
next four years.
The discount rate assumption is established for each of of the retirement-related benefit plans at their respective measurement dates.
In the
In the U.S.
U.S. we
we use
use aa cash
cash flow
flow matching
matching approach
approach that
that uses
uses projected cash flows
projected cash flows matched
matched to spot rates
to spot rates along
along aa high-quality
high-quality corporate
corporate
bond
bond yield curve to
yield curve to determine
determine the
the present
present value of cash
value of cash flows
flows to
to calculate
calculate aa single
single equivalent
equivalent discount
discount rate. We apply
rate. We apply individual
individual
annual yield curve rates to determine the service cost and interest cost for our pension and OPEB plans to more specifically link
the cash
the cash flows
flows related to service
related to service cost
cost and
and interest
interest cost
cost to
to bonds
bonds maturing in their
maturing in their year of payment.
year of payment.
The benefit obligation for pension plans in Canada, the U.K. and Germany represents 93% of of the non-U.S. pension benefit
obligation at
obligation at December 31, 2019.
December 31, 2019. The
The discount
discount rates for plans
rates for plans in
in Canada,
Canada, the
the U.K. and Germany
U.K. and Germany are
are determined
determined using
using, aa cash
cash flow
flow
matching approach like
matching approach like the
the U.S.
U.S.
Plan
Plan Asset Valuation Due
Asset Valuation Due to the lack
to the lack of
of timely
timely available
available market
market information
information for
for certain
certain investments
investments in
in the
the asset
asset classes
classes described
described
below as well
below as as the
well as the inherent
inherent uncertainty
uncertainty ofof valuation,
valuation, reported fair values
reported fair values may differ from
may differ from fair
fair values that would
values that would have
have been
been used
used
had timely available market information been available.
Common and
Common and Preferred
Preferred Stock Common and
Stock Common and preferred stock for
preferred stock for which
which market
market prices are readily
prices are available at
readily available at the
the measurement
measurement
date are valued at the last reported sale price or official closing price on the primary market or exchange on which they are actively
traded and
traded and are
are classified
classified in
in Level
Level 1.
1. Such
Such equity
equity securities
securities for
for which the market
which the market is is not considered to
not considered to be active are
be active are valued viaa the
valued via the
use of observable
use of observable inputs,
inputs, which
which may include the
may include the use of adjusted
use of adjusted market prices last
market prices last available,
available, bids or last
bids or last available
available sales
sales prices and/
prices and/
or other observable inputs and are classified in Level 2. Common and preferred stock classified in Level 3 are privately issued
securities or
securities or other
other issues
issues that
that are
are valued
valued via the use
via the of valuation
use of valuation models
models using significant unobservable
using significant unobservable inputs
inputs that
that generally
generally
consider aged
consider aged (stale)
(stale) pricing, earnings multiples,
pricing, earnings multiples, discounted
discounted cash
cash flows
flows and/or
and/or other
other qualitative
qualitative and
and quantitative
quantitative factors.
factors.
Debt Securities Valuations

Debt Securities for debt
Valuations for debt securities
securities are
are based on quotations
based on quotations received from independent
received from independent pricing
pricing services
services or
or from
from dealers
dealers
who
who make markets in
make markets in such
such securities.
securities. Debt securities priced
Debt securities priced via
via pricing services that
pricing services that utilize
utilize matrix
matrix pricing which considers
pricing which considers readily
readily
55

– (Continued)
observable inputs
observable inputs such
such as
as the
the yield or price
yield or price of
of bonds of comparable
bonds of comparable quality,
quality, coupon,
coupon, maturity and type
maturity and as well
type as as dealer
well as dealer supplied
supplied
prices, are classified
prices, are classified in
in Level
Level 2.
2. Debt
Debt securities
securities that
that are
are typically
typically priced by dealers
priced by dealers and
and pricing services via
pricing services via the
the use of proprietary
use of proprietary
pricing models which incorporate significant unobservable inputs are classified in Level 3. These inputs primarily consist of of yield
and credit
and credit spread
spread assumptions,
assumptions, discount
discount rates, prepayment curves,
rates, prepayment curves, default
default assumptions
assumptions and
and recovery
recovery rates.
rates.
Investment Funds, Private Equity and Debt Investments and Real Estate Investments Investment funds, private equity and debt
investments and
investments and real
real estate
estate investments
investments are
are valued
valued based on the
based on the Net Asset Value
Net Asset (NAV) per
Value (NAV) Share (or
per Share (or its
its equivalent)
equivalent) as
as aa practical
practical
expedient to
expedient to estimate
estimate fair
fair value due to
value due to the
the absence
absence of
of readily available market
readily available market prices.
prices.
NAV's are provided

NAV's are provided by the respective
by the respective investment
investment sponsors
sponsors oror investment
investment advisers
advisers and
and are
are subsequently
subsequently reviewed
reviewed and
and approved
approved
by management. In
by management. In the
the event
event management concludes aa reported
management concludes reported NAV does not
NAV does not reflect fair value
reflect fair value or
or is
is not determined as
not determined as of
of the
the
financial reporting measurement date, we will consider whether and when deemed necessary to make an adjustment at the balance
sheet date.
sheet date. In
In determining
determining whether an adjustment
whether an adjustment to
to the
the external
external valuation is required,
valuation is required, we
we will
will review
review material factors that
material factors that could
could
affect the
affect the valuation, such as
valuation, such as changes
changes in
in the composition or
the composition or performance
performance of of the
the underlying
underlying investments
investments oror comparable
comparable investments,
investments,
overall market conditions, expected sale prices for private investments which are probable of of being sold in the short-term and other
economic factors
economic factors that
that may
may possibly
possibly have
have aa favorable
favorable or
or unfavorable effect on
unfavorable effect on the
the reported external valuation.
reported external valuation.
Stock Incentive Plans Our stock incentive plans include RSUs, RSAs, PSUs, stock options and awards that may be settled in
our stock,
our stock, the
the stock
stock of
of our
our subsidiaries
subsidiaries oror in
in cash.
cash. We
We measure
measure andand record
record compensation
compensation expense
expense based
based on
on the fair value
the fair value of
of GM
GM
or Cruise's
or Cruise's common
common stock
stock onon the
the date
date of
of grant
grant for
for RSUs,
RSUs, RSAs
RSAs and and PSUs
PSUs and
and the
the grant
grant date
date fair
fair value, determined utilizing
value, determined utilizing aa
lattice model or the Black-Scholes formula, for stock options and PSUs. RSUs granted in stock of of Cruise vest upon satisfaction
of both
of both aa service
service condition
condition andand aa liquidity
liquidity condition,
condition, defined
defined as
as aa change
change in
in control
control transaction
transaction or
or the consummation of
the consummation of an
an initial
initial
public offering. Compensation
public offering. Compensation cost cost for
for awards
awards that
that do
do not
not have
have anan established
established accounting
accounting grant
grant date,
date, but
but for
for which
which the service
the service
inception date has been established, or are settled in cash is based on the fair value of of GM or Cruise's common stock at the end of
each reporting
each reporting period.
period. We
We record compensation cost
record compensation cost for
for service-based
service-based RSUs, RSAs, PSUs
RSUs, RSAs, PSUs and
and service-based
service-based stock
stock options
options onon aa
straight-line basis
straight-line over the
basis over the entire
entire vesting
vesting period, or for
period, or for retirement eligible employees
retirement eligible employees over
over the
the requisite service period.
requisite service Compensation
period. Compensation
m
costs for RSUs granted in stock of of Cruise will be recorded when the liquidity condition described above is met. We use the graded
vesting method to
vesting method to record compensation cost
record compensation cost for
for stock
stock options
options with
with market conditions over
market conditions over the
the lesser
lesser of
of the
the vesting
vesting period or the
period or the
time period an
time period an employee
employee becomes
becomes eligible
eligible to
to retain
retain the award at
the award at retirement.
retirement.
Product Warranty
Product Warranty andand Recall Campaigns The
Recall Campaigns The estimated
estimated costs
costs related to product
related to warranties are
product warranties are accrued
accrued at
at the
the time
time products
products
are sold
are sold and
and are
are charged
charged to
to Automotive
Automotive and
and other
other cost
cost of
of sales.
sales. These
These estimates
estimates are
are established
established using
using historical information on
historical information on the
n the
nature, frequency and average cost ofof claims of each vehicle line or each model year of of the vehicle line and assumptions about
future activity
future activity and
and events.
events. Revisions are made
Revisions are made when
when necessary
necessary andand are
are based on changes
based on changes in
in these
these factors.
factors.
The estimated costs related to recall campaigns are accrued when probable and estimable, which is generally at the time of of
vehicle sale. In
vehicle sale. In GMNA,
GMNA, we estimate the
we estimate the costs
costs related to recall
related to campaigns by
recall campaigns applying aa paid
by applying loss approach
paid loss approach that
that considers
considers the
the
number
number ofof historical
historical recall campaigns and
recall campaigns and the estimated cost
the estimated cost for
for each
each recall campaign. The
recall campaign. The estimated
estimated costs
costs associated
associated with
with recall
recall
campaigns in other geographical regions are determined using the estimated costs of repairs and the estimated number of of vehicles
to be
to be repaired. Costs associated
repaired. Costs associated with
with recall campaigns are
recall campaigns are charged
charged to
to Automotive and other
Automotive and other cost
cost of
of sales.
sales. Revisions
Revisions are
are made
made when
when
necessary
necessary based on changes
based on changes inin these
these factors.
factors.
Income Taxes
Income Taxes TheThe liability
liability method is used
method is in accounting
used in accounting forfor income
income taxes.
taxes. Deferred
Deferred tax
tax assets
assets and
and liabilities
liabilities are
are recorded for
recorded for
temporary differences
temporary differences between
between the
the tax
tax basis of assets
basis of assets and
and liabilities
liabilities and
and their
their reported amounts in
reported amounts in the
the consolidated
financial
statements using the statutory tax rates in effect for the year in which the differences are expected to reverse. The effect on n deferred
tax assets
tax assets and
and liabilities
liabilities of
of aa change
change in
in tax
tax laws
laws or
or rates is recorded
rates is recorded inin the
the results of operations
results of operations in
in the
the period that includes
period that includes the
the
enactment date
enactment date under
under the law.
the law.
Deferred income
Deferred income tax assets are
tax assets are evaluated
evaluated quarterly
quarterly to determine if
to determine if valuation allowances are
valuation allowances are required or should
required or should be adjusted. We
be adjusted. We
establish valuation
establish allowances for
valuation allowances for deferred
deferred tax assets based
tax assets based onon aa more likely than
not standard.
standard. The
The ability
ability to
to realize deferred tax
realize deferred tax
assets depends on the ability to generate sufficient taxable income within the carryback or carryforward periods provided for in
the tax
the law for
tax law for each
each applicable
applicable tax
tax jurisdiction. The assessment
jurisdiction. The assessment regarding
regarding whether
whether aa valuation allowance is
valuation allowance is required
required or
or should
should be
be
adjusted also
adjusted also considers
considers all
all available
available positive and negative
positive and evidence factors.
negative evidence factors. It is difficult
It is difficult to conclude aa valuation
to conclude allowance is
valuation allowance is not
not
required when there is significant objective and verifiable negative evidence, such as cumulative losses in recent years. We utilize
aa rolling
rolling three
three years of actual
years of actual and
and current
current year
year results
results as
as the
the primary
primary measure
measure of of cumulative
cumulative losses
losses in
in recent years.
recent years.
56

– (Continued)
Income tax
Income expense (benefit)
tax expense (benefit) for
for the
the year
year is
is allocated
allocated between continuing operations
between continuing operations and
and other
other categories
categories of
of income
income such
such as
as
Other comprehensive
income (loss).
(loss). In
In periods in which
periods in there is
which there is aa pre-tax
pre-tax loss
loss from
from continuing
operations and
and pre-tax
pre-tax income
income in
in
another income category, the tax benefit allocated to continuing operations is determined by taking into account the pre-tax income
of other
of other categories.
categories. We
We record
record Global
Global Intangible
Intangible Low
Low Tax
Tax Income
Income (GILTI)
(GILTI) as
as aa current
current period expense when
period expense incurred.
when incurred.
We record uncertain tax positions on the basis of of a two-step process whereby we determine whether it is more likely than not
that the
that the tax
tax positions
positions will
will be sustained based
be sustained on the
based on the technical
technical merits of the
merits of the position,
position, and
and for
for those
those tax
tax positions that meet
positions that meet tthe
the more
more
likely than
likely than not
not criteria,
criteria, we
we recognize
recognize the largest amount
the largest amount of
of tax
tax benefit
benefit that is greater
that is greater than
than 50%
50% likely
likely to
to be
be realized upon ultimate
realized upon ultimate
settlement with the related tax authority. We record interest and penalties on uncertain tax positions in Income tax expense (benefit).
Foreign Currency
Foreign Currency Transactions
Transactions and
and Translation
Translation The The assets
assets and
and liabilities
liabilities of
of foreign
foreign subsidiaries
subsidiaries that
that use the local
use the local currency
currency asas
their functional currency are translated to U.S. Dollars based on the current exchange rate prevailing at each balance sheet date
and any
and any resulting translation adjustments
resulting translation adjustments are
are included
included in in Accumulated
Accumulated other
other comprehensive
comprehensive loss.
loss. The
The assets
assets and
and liabilities
liabilities of
of
foreign subsidiaries whose local currency
whose local currency is
is not their functional
not their functional currency
currency are
are remeasured from their
remeasured from their local
local currency
currency to
to their
their functional
functional
u
currency and then translated to U.S. Dollars. Revenues and expenses are translated into U.S. Dollars using the average exchange
rates
rates prevailing for each
prevailing for each period presented. The
period presented. The financial
fmancial statements
statements of
of any
any foreign
foreign subsidiary
subsidiary that
that has been identified
has been identified as
as having
having aa
highly inflationary economy
highly inflationary economy are
are remeasured
remeasured asas if
if the
the functional
functional currency
currency were the U.S.
were the Dollar.
U.S. Dollar.
Gains and
Gains and losses
losses arising
arising from
from foreign
foreign currency
currency transactions
transactions and
and the
the effects
effects of
of remeasurements discussed in
remeasurements discussed in the
the preceding
preceding
paragraph are recorded
paragraph are in Automotive
recorded in and other
cost of
of sales
sales and
and GM
GM Financial
Financial interest,
interest, operating
operating and
and other
other expenses
expenses unless
unless
related to Automotive debt, which are recorded in Interest income and other non-operating income, net. Foreign currency transaction
and remeasurement
and gains were
remeasurement gains $85 million
were $85 and losses
million and losses were $168 million
were $168 and $52
million and $52 million
million in
in the
the years ended December
years ended December 31,31, 2019,
2019,
2018 and
2018 and 2017.
2017.
Derivative Financial
Derivative Financial Instruments
Instruments Derivative
Derivative financial
fmancial instruments
instruments are
are recognized as either
recognized as either assets
assets or
or liabilities
liabilities at
at fair
fair value. The
value. The
accounting for
accounting for changes
changes in
in the
the fair
fair value of each
value of each derivative
derivative financial
financial instrument
instrument depends
depends onon whether
whether itit has
has been designated and
been designated and
qualifies as an accounting hedge, as well as the type ofof hedging relationship identified. Derivative instruments are not used ffor
trading or
trading or speculative
speculative purposes.
purposes.
Automotive We utilize options, swaps and forward contracts to manage foreign currency and commodity price risk. The change
in fair
in fair value
value of
of option
option and
and forward
forward contracts
contracts not
not designated
designated as
as hedges
hedges isis recorded
recorded inin Interest
Interest income
income and
and other
other non-operating
non-operating
income, net.
income, Cash flows
net. Cash flows for
for all
all derivative
fmancial instruments
instruments are
are classified
classified in
in cash
cash flows
flows from
from operating
operating activities.
activities.
We estimate
We estimate the
the fair
fair value of the
value of PSA warrants
the PSA warrants using
using aa Black-Scholes
Black-Scholes formula.
formula. The
The significant
significant inputs
inputs to
to the
the model include the
model include the
PSA stock
PSA stock price and the
price and estimated dividend
the estimated dividend yield. We are
yield. We are entitled
entitled to
to receive any dividends
receive any dividends declared
declared by PSA through
by PSA through the
the conversion
conversion
date upon exercise of of the warrants. Gains or losses as a result of
of the change in the fair value of the PSA warrants are recorded in
Interest income
Interest income and
and other
other non-operating income, net.
non-operating income, net.
Automotive Financing - GM Financiall GM Financial utilizes interest rate derivative instruments to manage interest rate risk
and foreign
and foreign currency
currency derivative
derivative instruments
instruments to
to manage foreign currency
manage foreign currency risk. The change
risk. The change in
in fair
fair value of the
value of derivative instruments
the derivative instruments
not designated as
not designated as hedges
hedges is
is recorded in GM
recorded in GM Financial
Financial interest,
interest, operating
operating and
and other
other expenses.
expenses. Cash
Cash flows
flows for
for all
all derivative
financial
a
instruments are classified in cash flows from operating activities.
Certain interest
Certain interest rate and foreign
rate and foreign currency
currency swap
swap agreements
agreements have been designated
have been designated asas fair
fair value
value hedges. The risk
hedges. The risk being
being hedged is
hedged is
the risk of changes in the fair value ofof the hedged debt attributable to changes in the benchmark interest rate or the risk of of changes
in fair
in fair value
value attributable
attributable to
to changes
changes in
in foreign
foreign currency
currency exchange
exchange rates. If the
rates. If the swap
swap has
has been designated as
been designated as aa fair
fair value
value hedge, the
hedge, the
changes in
changes in the fair value
the fair of the
value of the hedged item are
hedged item are recorded
recorded in
in GM
GM Financial interest, operating
Financial interest, operating and
and other
other expenses.
expenses. TheThe change
change in
in
fair value of the related hedge is also recorded in GM Financial interest, operating and other expenses.
Certain interest
Certain interest rate
rate swap
swap and
and foreign
foreign currency
currency swap
swap agreements
agreements have
have been designated as
been designated as cash
cash flow
flow hedges. The risk
hedges. The risk being
being
hedged is the interest rate and foreign currency risk related to forecasted transactions. If the contract has been designated as a cash
flow hedge,
flow hedge, the change in
the change in the
the fair
fair value of the
value of the cash
cash flow
flow hedge is deferred
hedge is deferred in
in Accumulated
Accumulated other
other comprehensive
comprehensive loss
loss and
and is
is
recognized
recognized in in GM
GM Financial
Financial interest,
interest, operating
operating and
and other
other expenses
expenses along
along with
with the earnings effect
the earnings effect of
of the
the hedged item when
hedged item when the
the
hedged item affects earnings. Changes in the fair value of of amounts excluded from the assessment of of effectiveness are recorded
currently in
currently in earnings
earnings and
and are
are presented
presented inin the
the same
same income
income statement
statement line
line as
as the earnings effect
the earnings effect of
of the
the hedged
hedged item.
item.
57

– (Continued)
Recently Adopted Accounting Standards Effective January 1, 1, 2019, we adopted ASU 2016-02, "Leases" (ASU 2016-02) using
the modified retrospective method, resulting in a cumulative-effect adjustment to the opening balance of of Retained earnings for an
insignificant amount.
insignificant amount. We recognized $1.0
We recognized $1.0 billion of right
billion of of use
right of use assets
assets and
and lease
lease obligations
obligations included
included in
in Other
Other assets,
assets, Accrued
Accrued
liabilities and Other liabilities on our consolidated balance sheet for our existing operating lease portfolio at January 1, 1, 2019. We
elected to apply the practical expedient related to land easements, as well as the package of of practical expedients permitted under
the transition
the guidance in
transition guidance in the
the new standard, which
new standard, allowed us
which allowed us to carry forward
to carry forward our
our historical
historical lease
lease classification.
classification. The
The accounting
accounting
fmance leases and leases where we are the lessor remained substantially unchanged. The application of
for our finance of ASU 2016-02 had
no impact on our consolidated income statement or consolidated statement of of cash flows.
The following table summarizes our minimum commitments under noncancelable operating leases having initial terms in excess
of one year, primarily for property, at December 31, 2018 as disclosed in our 2018 Form 10-K:
of 10-K:
Years Ending
Years Ending December 31,
December 31,
2019 2020 2021 2022 2023 Thereafter Total
Minimum commitments(a) . . . . . . . . . . . . . . . $$
Minimum commitments(a) 296 $$
296 286 $S
286 247 $$
247 180 $$
180 146 $$
146 582 $$ 1,737
582 1,737
Sublease income . . . . . . . . . . . . . . . . . . . . . . . (61) (51) (44) (38) (33) (129) (356)
Net minimum commitments . . . . . . . . . . . . . . $ 235 $ 235 $ 203 $ 142
142 $ 113
113 $ 453 $ 1,381
1,381
_________
(a) Certain
(a) Certain leases
leases contain
contain escalation clauses and
escalation clauses and renewal or purchase
renewal or options.
purchase options.
Refer to Note 16
16 for information on our operating leases at December 31, 2019.
Accounting Standards Not

Accounting Standards Not Yet
Yet Adopted
Adopted In In June
June 2016
2016 the Financial Accounting
the Financial Standards Board
Accounting Standards Board issued
issued ASU 2016-13, "Financial
ASU 2016-13, "Financial
Instruments — – Credit Losses (Topic 326): Measurement of of Credit Losses on Financial Instruments" (ASU 2016-13), which requires
entities to
entities to use
use aa new
new impairment
impairment model
model based on Current
based on Current Expected
Expected Credit
Credit Losses
Losses (CECL)
(CECL) rather than incurred
rather than incurred losses.
losses. We
We adopted
adopted
ASU
ASU 2016-13
2016-13 on on January
January 1,
1, 2020
2020 onon aa modified retrospective basis.
modified retrospective basis. Upon adoption, estimated
Upon adoption, estimated credit
credit losses
losses under
under CECL
CECL consider
consider
relevant information about past events, current conditions and reasonable and supportable forecasts that affect the collectibility of of
the reported
the reported amount,
amount, resulting
resulting in
in recognition
recognition of
of lifetime
lifetime expected
expected credit
credit losses
losses upon
upon loan
loan origination.
origination. The
The adoption
adoption impact
impact ofofASU
ASU
2016-13 will
2016-13 increase our
will increase our allowance
allowance forfor credit
credit losses
losses by approximately $800
by approximately $800 million,
million, with an after-tax
with an after-tax reduction
reduction to Retained
to Retained
earnings ofof approximately $600 million.
Note 3.
Note 3. Revenue
Revenue
following, table disaggregates our revenue by major source for revenue generating segments
The following segments::
Year Ended
Year Ended December
December 31, 2019
31, 2019
Total
Total GM
GM Eliminations/
Eliminations/
GMNA GMI Corporate Automotive Cruise Financial Reclassifications Total
Vehicle, parts and accessories.
accessories . . . . . . . $101,346 $14,931
$14,931 $ — 116,277
$ 116,277 $ — $ — $ — $116,277
Used
Used vehicles
vehicles . . . . . . . . . . . . . . . . . . . . 1,896
1,896 123
123 — 2,019
2,019 — — —
— 2,019
2,019
Services and
Services and other
other . . . . . . . . . . . . . . . . . 3,124
3,124 1.057
1,057 220
220 4,401
4,401 100
100 — (100)
(100) 4,401
4,401
Automotive net sales and revenue . . . 106,366 16.111
16,111 220 122,697
122,697 100
100 — 122,697
(100) 122,697
Leased
Leased vehicle income . . . . . . . . . . . . .
vehicle income — — — — — 10,032
10,032 —
— 10,032
10,032
Finance charge income
Finance charge income . . . . . . . . . . . . . — — — — — 4,071
4,071 (7)
(7) 4,064
4,064
Other income.
income . . . . . . . . . . . . . . . . . . . . — — — — — 451
451 (7)
(7) 444
GM Financial
GM Financial net sales and
revenue. . — — — — — 14,554
14,554 (14)
(14) 14,540
14,540
Net sales and
Net sales a.nd revenue $106,366
revenue . . . . . . . . . . . . . . $106,366 $16.111
$16,111 $S 220
220 $$ 122,697
122,697 $$ 100
100 $$ 14,554
14,554 $$ (114)) $137,237
((114) $137,237
58
58

– (Continued)
Year Ended
Year Ended December
December 31, 2018
31, 2018
Total
Total GM
GM
GMNA
GMNA GMI
GMI C orporate
Corporate Automotive
Automotive Financial
Financial Eliminations
Eliminations Total
Total
Vehicle, parts and
Vehicle, parts and accessories.
accessories . . . . . . . $$ 107,217
107,217 $$ 17,980
17,980 $$ 70
20 $$ 125,217
125,217 $$ —
— $$ (62) $$
(62) 125,155
125,155
Used vehicles . . . . . . . . . . . . . . . . . . . . 3,215 175
175 — 3,390 — (36) 3,354
Services and
Services and other
other . . . . . . . . . . . . . . . . . 3,360
3,360 993
993 183
183 4,536
4,536 — — 4,536
4,536
Automotive
revenue .. .. . 113,792
113,792 19,148
19,148 703
203 133,143
133,143 — (98)
(98) 133,045
133,045
Leased vehicle income . . . . . . . . . . . . . — — — — 9,963 — 9,963
Finance charge income
Finance charge income . . . . . . . . . . . . . — — — — 3,629
3,629 (8)
(8) 3,621
3,621
Other income . . . . . . . . . . . . . . . . . . . .
Other income. — — — — 424
424 (4)
(4) 420
420
GM Financial net sales and revenue revenue. . — — — — 14,016
14,016 (12) 14,004
Net sales and
revenue . . . . . . . . . . . . . . $$ 113,792
113,792 $$ 19,148
19,148 $$ 203
203 $$ 133,143
133,143 $$ 14,016
14,016 $$ (110)) $$
((110) 147,049
147,049
Revenue is measured as the amount of of consideration we expect to receive in exchange for transferring goods or providing
services. Adjustments to sales incentives for previously recognized sales were insignificant during the years ended December 31,
2019 and
2019 and 2018.
2018.
Contract liabilities in our Automotive segments primarily consist of of maintenance, extended warranty and other service contracts.
We recognized
We recognized revenue
revenue of of $1.5
billion related
related to contract liabilities
to contract liabilities during
during the
years ended December 31,
31, 2019
2019
and 2018. We expect to recognize revenue of $1.1$1.1 billion, $487 million and $658 million in the years ending December 31, 2020,
2021 and thereafter related to contract liabilities as of
2021 of December 31, 2019.
59

– (Continued)
Note 4.
Note 4. Marketable and Other
Marketable and Other Securities
Securities
The following
table summarizes the fair
fair value of cash
value of cash equivalents
equivalents and
and marketable debt and
marketable debt and equity
equity securities,
securities, which
which approximates
approximates
cost:
Fair Value
Fair Value
Level
Level December 31, 2019
December 31, 2018
Cash and cash equivalents
Cash and
Cash and time
time deposits(a)
deposits(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,828
6,828 $$ 7,254
7,254
Available-for-sale debt securities
U.S. government and
U.S. government and agencies
agencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 1,484
1,484 4,656
4,656
Corporate debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 5,863 3,791
3,791
Sovereign debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 2,123 1,976
1,976
Total available-for-sale
Total available-for-sale debt
debt securities
securities — cash equivalents
– cash equivalents . . . . . . . . . . . . . . . . . 9,470 10,423
10,423
Money market funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 2,771
2,771 3,167
Total cash and cash equivalents(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 19,069
19,069 $ 20,844
U.S. government and agencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 $ 226 $ 1,230
1,230
Corporate debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 2,932 3,478
Mortgage and asset-backed
Mortgage and asset-backed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 681
681 695
695
Sovereign debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 335 563
563
debt securities
securities — – marketable securities(c) . . . . . . . . . . .
marketable securities(c) $ 4,174
4,174 $$ 5.966
5,966
Restricted cash
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 292 $ 260
Money
Money market funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
market funds 11 3,582
3,582 2,392
2,392
Total restricted cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3,874 $ 2,652
Available-for-sale debt securities included above with contractual
maturities(d)
Due in one year or less.
less . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 10,213
10,213
Due
Due between one and
between one and five
five years
years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,750
2,750
debt securities
securities with contractual maturities.
with contractual maturities . . . . . . . . . . $ 12,963
12,963
__________
(a) Includes $248 million and $616 million that is designated exclusively to fund capital expenditures in GM Korea at December 31,31. 2019
and 2018. Refer to Note 20 for additional information.
(b) Includes $2.3 billion in Cruise at December 31, 2019 and 2018. Refer to Note 20 for additional information.
(c) Includes $266 million in Cruise at December 31, 2019.
(d) Excludes mortgage- and asset-backed securities of
of $681
$681 million at December 31, 2019 as these securities are not due at a single maturity
date.
Proceeds from
Proceeds from the
the sale
sale of
of available-for-sale
available-for-sale debt
debt investments
investments sold
sold prior to maturity
prior to maturity were $4.5 billion,
were $4.5 $4.3 billion
billion, $4.3 and $5.6
billion and $5.6
billion in the years ended December 31, 2019, 2018 and 2017. Net unrealized gains and losses on available-for-sale debt securities
were insignificant in
were insignificant in the
years ended 31, 2019,
December 31, 2019, 2018
2018 and
and 2017.
2017. Cumulative
Cumulative unrealized gains and
unrealized gains and losses
losses on
on available-
available-
for-sale debt
for-sale debt securities
securities were insignificant at
were insignificant at December 31, 2019
and 2018.
2018.
Our remaining investment in Lyft was measured at fair value at December 31, 2019 using Lyft’s Lyft's quoted market price, a Level
11 input.
input. Prior
Prior to
to Lyft's initial public offering, our investment in Lyft was measured at fair value using
Lyft's initial public offering, our investment in Lyft was measured at fair value Level 33 inputs
using Level inputs at
at December
December
31, 2018. The fair value of this investment was $535 million included in Other current assets and $884 million included
31, 2018. The fair value of this investment was $535 million included in Other current assets and $884 million included in in Other
Other
assets at December 31, 2019 and 2018. We recorded an insignificant unrealized loss and an unrealized gain of $142 million in
Interest income
Interest income and
and other
other non-operating income, net
non-operating income, in the
net in the years ended December
31, 2019 and 2018.
2019 and 2018.
60

– (Continued)
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated
balance sheets that sum to the total of
of the same amounts shown in the consolidated statements of
of cash flows:
Cash and cash equivalents.
equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 19,069
19,069 $ 20,844
Restricted cash included in Other current assets. assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,352 2,083
Restricted cash included
Restricted cash included in
in Other
Other assets
assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 522
522 569
569
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $S
Total. 22,943 $ 23,496
Note 5.
Note 5. GM
GM Financial
Financial Receivables
Receivables and
and Transactions
Transactions
December 31, 2019
December 31, 2019 December
December 31, 2018
31, 2018
Retail Commercial(a) Total Retail Commercial(a) Total
Finance receivables,
Finance receivables, collectively
collectively evaluated
evaluated for for
impairment, net
impairment, net of
of fees
fees . . . . . . . . . . . . . . . . . . . $$ 39,851
39,851 $$ 11,595
11,595 $$ 51,446
51,446 $$ 38,220
38,220 $$ 12,235
12,235 $$ 50,455
50,455
Finance receivables, individually evaluated for
impairment, net ofof fees(b) . . . . . . . . . . . . . . . . . 2,378 76 2,454 2,348 41
41 2,389
GM Financial
GM Financial receivables
receivables . . . . . . . . . . . . . . . . . . . 42,229
42,229 11.671
11,671 53,900
53,900 40,568
40,568 12.276
12,276 52,844
52,844
losses . . . . . . . . . . . . . .
Less: allowance for loan losses. (866) (78) (944) (844) (67) (911)
GM Financial receivables, net . . . . . . . . . . . . . . . $ 41,363 $ 11,593
11,593 $ 52,956 $ 39,724 $ 12.209
12,209 $ 51,933
Fair value of
of GM Financial receivables utilizing
Level 2 inputs . . . . . . . . . . . . . . . . . . . . . . . . . . 11,593
$ 11,593 12,209
$ 12,209
Fair value of
of GM Financial receivables utilizing
Level 33 inputs
Level inputs . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 41,973
41,973 $$ 39,430
39,430
__________
(a) Net
(a) of dealer
Net of dealer cash
cash management
management balances of $1.2
balances of $1.2 billion
billion and
and $922
$922 million
million at
at December
December 31,31, 2019 and 2018.
2019 and 2018. Under the cash
Under the cash management
management
program, subject to
program, subject certain conditions,
to certain conditions, aa dealer
dealer may choose to
may choose to reduce the amount
reduce the amount ofof interest
interest on
on their
their floorplan
fioorplan line
line by
by making
making principal
principal
payments to GM
payments to GM Financial
Financial inin advance.
advance.
(b) The
(b) The allowance
allowance for
for loan
loan losses
losses included
included $330
$330 million and $321
million and $321 million of specific
million of specific allowances
allowances onon retail
retail receivables at December
receivables at December 31,
31, 2019
2019
and 2018.
and 2018.
Years Ended
December 31,
31,
2019
2019 2018
2018 2017
2017
Allowance for loan
Allowance for loan losses
losses at
at beginning
beginning of of period
period . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 911
911 $$ 942
942 $$ 805
805
Provision for loan
Provision for loan losses
losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 726
726 642
642 757
Charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,246) (1,199) (1,173)
Recoveries
Recoveries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 551
551 536
536 552
552
Effect of foreign
Effect of foreign currency
currency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 (10) 11
Allowance for loan losses at end of of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 944 $ 911 $
911 942
The allowance for loan losses on retail and commercial finance receivables included a collective allowance of
of $596 million,
million.
$611 million and a specific allowance of
$586 million and $611 of $348 million, $325 million and $331
$331 million at December 31, 2019,
2019.
2018 and
2018 and 2017.
2017. Refer
Refer to
to Note
Note 22 for
for expected
expected impact
impact of
of adoption
adoption of
of ASU
ASU 2016-13.
2016-13.
Retail Finance Receivables We use proprietary scoring systems in the underwriting process that measure the credit quality of of
retail finance receivables
retail finance receivables using several factors,
using several factors, such
such as
as credit
credit bureau information, consumer
bureau information, consumer credit
credit risk scores (e.g.
risk scores (e.g. FICO
FICO score
score or
or
its equivalent) and contract characteristics. We also consider other factors such as employment history, financial stability and
capacity to pay. Subsequent to origination we review the credit quality of of retail finance receivables based on customer payment
activity. At
activity. December 31,
2019 and
and 2018
2018 24% and 25%
24% and 25% of
of retail fmance receivables
retail finance were from
receivables were from consumers
consumers with sub-prime credit
with sub-prime credit
defmed as a FICO score or its equivalent of
scores, which are defined of less than 620 at the time of loan origination.
61
61

– (Continued)
We purchase retail finance contracts from automobile dealers without recourse, and accordingly, the dealer has no liability to
GM Financial if if the consumer defaults on the contract. Finance receivables are collateralized by vehicle titles and GM Financial
has the right
has the to repossess
right to the vehicle
repossess the in the
vehicle in the event
event the
the consumer
consumer defaults
defaults on
on the
the payment
payment terms of the
terms of the contract.
contract.
An account is considered delinquent ifif a substantial portion of

of a scheduled payment has not been received by the date the payment
was contractually due.
was contractually due. The
The accrual
accrual of
of finance
fmance charge
charge income
income had
had been suspended on
been suspended on delinquent
delinquent retail fmance receivables
retail finance receivables with
with
contractual amounts due ofof $875 million and $888 million at December 31, 2019 and 2018. The following table summarizes the
contractual amount of delinquent retail finance
fmance receivables, which is not significantly different than the recorded investment of of
the retail
the finance receivables:
retail finance receivables:
December 31, 2019
December 31, 2019 December 31,
December 31, 2018
2018
Percent of
Percent of Percent of
Percent of
Contractual
Contractual Contractual
Contractual
Amount
Amount Amount
Amount Due
Due Amount
Amount Amount
Amount Due
Due
31 -to-60 days delinquent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,354
31-to-60 1,354 1,349
3.2% $ 1,349 3.3%
Greater-than-60 days delinquent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 542 1.3%
1.3% 547 1.4%
1.4%
Total finance
Total fmance receivables
receivables more more thanthan 30 30 days
days delinquent
delinquent . . . . . . . . . . . . . . . . . . 1,896
1,896 4.5%
4.5% 1,896
1,896 4.7%
4.7%
In repossession . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 0.1% 44 0.1%
fmance receivables more than 30 days delinquent or in repossession . . . $ 1,940
Total finance 1,940 4.6% $ 1,940
1,940 4.8%
Commercial Finance Receivables Our commercial finance receivables consist of of dealer financings,
fmancings, primarily for inventory
purchases. Proprietary models
purchases. Proprietary models are
are used to assign
used to assign aa risk
risk rating to each
rating to each dealer.
dealer. We
We perform periodic credit
perform periodic credit reviews of each
reviews of each dealership
dealership
and adjust
and adjust the
the dealership's
dealership's risk
risk rating, if necessary.
rating, if Dealers in
necessary. Dealers in Group
Group VI are subject
VI are subject to
to additional
additional restrictions on funding,
restrictions on funding, including
including
of credit and liquidation of
suspension of lines of of assets. The commercial finance
fmance receivables on nonaccrual status were insignificant
at December
at December 31,
31, 2019
2019 and
and 2018.
2018. The
The following
following table
table summarizes
summarizes thethe credit
credit risk
risk profile
profile by dealer risk
by dealer risk rating of the
rating of commercial
the commercial
finance receivables:
finance receivables:
Group I —
– Dealers with superior financial metrics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,942
1,942 $ 2,192
Group II —
– Dealers with strong financial
fmancial metrics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,552 4,399
Group III —
– Dealers with fair financial
fmancial metrics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,711
3,711 4,064
Group IV — Dealers with
– Dealers weak financial
with weak financial metrics
metrics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 968 1,116
1,116
Group V — Dealers warranting
– Dealers special mention
warranting special mention due
due to elevated risks
to elevated risks . . . . . . . . . . . . . . . 370
370 422
422
Group VI
Group VI — Dealers with
– Dealers loans classified
with loans classified as
as substandard,
substandard, doubtful
doubtful or or impaired
impaired . . . . . . . 128
128 83
83
$$ 11,671
11,671 $ 12,276
12,276
Transactions with
Transactions with GM
GM Financial
Financial The
The following
following table shows transactions
table shows transactions between
between our
our Automotive segments and
Automotive segments and GM
GM Financial.
Financial.
These amounts are presented in GM Financial's consolidated balance sheets and statements of
of income. All balance sheet amounts
in the table below are eliminated.
62

– (Continued)
December
December 31, 2019
31, 2019 December 31,
December 2018
31, 2018
Consolidated Balance Sheets(a)
Commercial finance receivables, net due from GM consolidated dealers . . . . . . . . . . . . . $$ 478 $ 445
Direct-fmancing lease receivables
Direct-financing lease from GM
receivables from GM subsidiaries
subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . $$ 39
39 $$ 134
134
Subvention receivable(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 676 $ 727
Commercial loan funding payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 74 $ 61
61
Years Ended
December 31,
31,
2019
2019 2018
2018 2017
2017
Consolidated Statements of of Income
Interest subvention earned
Interest subvention earned on
on finance
finance receivables
receivables . . . . . . . . . . . . . . . . . . . . . $$ 588
588 $S 554
554 $$ 492
492
Leased
Leased vehicle subvention earned
vehicle subvention earned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 3,273
3,273 $$ 3,274
3,274 $$ 3,046
3,046
__________
(a) All
(a) All balance sheet amounts
balance sheet amounts are
are eliminated
eliminated upon consolidation.
upon consolidation.
(b) Our
(b) Our Automotive segments made
Automotive segments cash payments
made cash to GM
payments to GM Financial
Financial for
for subvention
subvention of
of $4.1
$4.1 billion, $3.8 billion,
billion, $3.8 billion. and
and $4.3
$4.3 billion
billion in
in the years
the years
ended December
ended December 31,
31, 2019,
2019, 2018
2018 and
and 2017.
2017.
GM Financial's
GM Financial's Board of Directors
Board of Directors declared
declared and
and paid dividends of
paid dividends of $400
million and $375 million
million on
on its
its common
common stock
stock in
in October
October
2019 and 2018.
Note 6.
Note 6. Inventories
Inventories
December 31,
December 31, 2019
2019 December 31,
December 31, 2018
2018
Total productive
Total productive material, supplies and
material, supplies and work
work in in process
process . . . . . . . . . . . . . . . . . . . . . . . . . . $S 4,713
4,713 $$ 4,274
4,274
Finished product,
Finished including service
product, including service parts
parts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,685
5,685 5,542
5,542
Total inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 10,398
10,398 $ 9,816
Note 7. Equipment on Operating Leases

Equipment on operating leases primarily consists ofof leases to retail customers of
of GM Financial. The current portion of
of net
equipment on
equipment on operating
operating leases
leases is
is included
included in
in Other
Other current
current assets.
assets.
December 31, 2019
December 31, 2018
Equipment on
Equipment on operating
operating leases
leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 53,081 $$
53,081 55,282
55,282
Less: accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (10,989) (11,476)
Equipment on operating leases, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 42,092 $ 43,806
At December 31, 2019, the estimated residual value of

of our leased assets at the end of
of the lease term was $30.4 billion.
Depreciation expense related to Equipment on operating leases, net was $7.3 billion, $7.5 billion and $6.7 billion in the years
The following table summarizes lease payments due to GM Financial on leases to retail customers:
Years Ending December 31,

2020
2020 2021
2021 2022
2022 2023
2023 2024
2024 Total
Total
Lease receipts under operating leases . . . . . . . . . . . . . . . . . . . . . $ 6,517 $ 4,080 1,607
$ 1,607 $ 137
137 $ 4 $12,345
Note 8. Equity in Net Assets of

of Nonconsolidated Affiliates
Nonconsolidated affiliates are entities in which we maintain an equity ownership interest and for which we use the equity method
of accounting
of accounting due
due to our ability
to our ability to exert significant
to exert significant influence
influence over
over decisions
decisions relating to their
relating to their operating
operating and
and financial
fmancial affairs.
affairs. Revenue
Revenue
63

– (Continued)
and expenses
and expenses of
of our
our joint ventures are
joint ventures are not consolidated into
not consolidated into our
our financial
financial statements;
statements; rather,
rather, our
our proportionate share of
proportionate share of the
the earnings
earnings
of each
of each joint venture is
joint venture is reflected as Equity
reflected as income.
Equity income.
31,
2019
2019 2018
2018 2017
2017
Automotive China equity
Automotive China equity income
income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,132
1,132 $$ 1,981
1,981 $$ 1,976
1,976
Other joint
Other joint ventures equity income
ventures equity income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 136
136 182
182 156
156
Total Equity income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,268
1,268 $ 2,163 $ 2,132
Investments in Nonconsolidated
Investments in Nonconsolidated Affiliates
Affiliates
December 31,
December 2019
31, 2019 December 31,
December 31, 2018
2018
Automotive China carrying
Automotive China carrying amount
amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 7,044
7,044 $$ 7,779
7,779
Other investments carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,518
1,518 1,436
1,436
of nonconsolidated affiliates.
Total equity in net assets of affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 8,562 $ 9,215
The carrying amount ofof our investments in certain joint ventures exceeded our share of the underlying net assets by $4.2 billion
and $4.4
and $4.4 billion at December
billion at December 31,
31, 2019
2019 and
and 2018
2018 primarily due to
primarily due to goodwill
goodwill from
from the
the application
application of
of fresh-start
fresh-start reporting
reporting and
and the
the
purchase of additional interests in nonconsolidated affiliates.
The following
The following table
table summarizes
summarizes our
our direct
direct ownership
ownership interests
interests in
in our
our China
China JVs:
JVs:
December 31,
December 2019
31, 2019 December 31,
December 31, 2018
2018
Automotive China JVs
Automotive China JVs
SAIC General Motors Corp., Ltd. (SGM) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50% 50%
Pan Asia Technical Automotive Center Co., Ltd Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50% 50%
SAIC General
SAIC General Motors Sales Co.,
Motors Sales Co., Ltd.
Ltd.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49%
49% 49%
49%
SAIC GM Wuling Automobile Co., Ltd. (SGMW) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44% 44%
Shanghai OnStar Telematics Co., Ltd. (Shanghai OnStar) . . . . . . . . . . . . . . . . . . . . . . . . . 40% 40%
SAIC GM
SAIC GM (Shenyang)
(Shenyang) Norsom
Norsom Motors
Motors Co.,
Co., Ltd.
Ltd. (SGM
(SGM Norsom)
Norsom). . . . . . . . . . . . . . . . . . . 25%
25% 25%
25%
SAIC GM Dong Yue Motors Co., Ltd. (SGM DY) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25% 25%
SAIC GM Dong Yue Powertrain Co., Ltd. (SGM DYPT) . . . . . . . . . . . . . . . . . . . . . . . . . 25% 25%
FAW-GM Light Duty
FAW-GM Light Duty Commercial
Commercial Vehicle
Vehicle Co.,
Co., Ltd.
Ltd. (FAW-GM)(a)
(FAW-GM)(a) . . . . . . . . . . . . . . . . . —%
—% 50%
50%
Other joint ventures
SAIC-GMAC Automotive Finance Company Limited (SAIC-GMAC) . . . . . . . . . . . . . . 35% 35%
SAIC-GMF Leasing
SAIC-GMF Leasing Co.,
Co., Ltd..
Ltd . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35% 35%
________
(a) In
(a) In 2019,
2019, we divested our
we divested our joint
joint venture FAW-GM.
venture FAW-GM.
SGM is a joint venture we established with Shanghai Automotive Industry Corporation (SAIC) (50%). SGM has interests in
three other joint ventures in China: SGM Norsom, SGM DY and SGM DYPT. These three joint ventures are jointly held by SGM
(50%), SAIC
(50%), SAIC (25%)
(25%) and
and ourselves.
ourselves. These
These four
four joint
joint ventures are engaged
ventures are engaged in
in the
the production,
production, import
import and
and sale
sale of
of aa range
range of
of products
products
under the Buick, Chevrolet and Cadillac brands. SGM also has interests in Shanghai OnStar (20%), SAIC-GMAC (20%) and
SAIC-GMF Leasing Co., Ltd. (20%). Shanghai Automotive Group Finance Company Ltd., a subsidiary of of SAIC, owns 45% of
SAIC-GMAC. SAIC
SAIC-GMAC. SAIC Financial
Financial Holdings
Holdings Company,
Company, aa subsidiary
subsidiary of
of SAIC,
SAIC, owns
owns 45%
45% of
of SAIC-GMF
SAIC-GMF Leasing
Leasing Co.,
Co., Ltd.
Ltd.
64
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -

– (Continued)
Summarized Financial Data of
of Nonconsolidated Affiliates
December 31,
December 31, 2019
2019 Decembet 31,
December 31, 2018
2018
Automotive
Automotive Automotive
Automotive
China JVs Others Total China A's
JVs Others Total
Summarized Balance
Summarized Balance Sheet Sheet DataData
Current assets . . . . . . . . . . . . . . . . . . . . $ 14,035
14,035 $ 13,319
13,319 $ 27,354 $ 16,506
16,506 $ 16,234
16,234 $ 32,740
Non-current assets . . . . . . . . . . . . . . . . 14,484
14,484 6,680 21,164 14,012
14,012 3,870 17,882
17,882
Total assets
Total assets . . . . . . . . . . . . . . . . . . . . . . $$ 28,519
28,519 $$ 19,999
19,999 $$ 48,518
48,518 $S 30,518
30,518 $$ 20,104
20,104 $$ 50,622
50,622
Current liabilities . . . . . . . . . . . . . . . . . $ 21,256 $ 11,588
11,588 $ 32,844 $ 21,574 $ 13,985
13,985 $ 35,559
Non-current liabilities . . . . . . . . . . . . . 968 5,017 5,985 1,689
1,689 2,826 4,515
Total liabilities
Total liabilities . . . . . . . . . . . . . . . . . . . $$ 22,224
22,224 $$ 16,605
16,605 $$ 38,829
38,829 $$ 23,263
23,263 $$ 16,811
16,811 $$ 40,074
40,074
Noncontrolling interests . . . . . . . . . . . . $S
Noncontrolling interests 847
847 $$ 11 $$ 848
848 $$ 865
865 $$ 11 $$ 866
866

Years Ended 31,
December 31,
2019
2019 2018
2018 2017
2017
Summarized Operating Data
Automotive China JVs' net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 39,123 $ 50,316 $ 50,065
Others' net
Others' sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
net sales 1,815
1,815 1,721
1,721 2,542
2,542
Total net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 40,938 $ 52,037 $ 52,607
Automotive China JVs' net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $5 2,258 $ 3,992 $ 3,984
Others' net
Others' income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
net income 477
477 536
536 648
648
Total net
Total income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
net income 2,735
2,735 $$ 4,528
4,528 $$ 4,632
4,632
Transactions with
Transactions with NonconsolidatedAffiliates Our nonconsolidated
Nonconsolidated Affiliates Our nonconsolidated affiliates
affiliates are
are involved
involved in
in various
various aspects
aspects of
of the
the development,
development,
production and marketing of of trucks, crossovers, cars and automobile parts. We enter into transactions with certain nonconsolidated
affiliates to purchase and sell component parts and vehicles. The following tables summarize transactions with and balances related
to our nonconsolidated
to our affiliates:
nonconsolidated affiliates:
Years Ended 31,
December 31,
2019
2019 2018
2018 2017
2017
Automotive sales and
Automotive sales and revenue.
revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 199
199 $$ 406
406 $$ 923
923
Automotive purchases, net
Automotive purchases, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 1,065
1,065 $$ 1,155
1,155 $$ 674
674
Dividends received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,852
1,852 $ 2,022 $ 2,000
Operating cash
Operating cash flows
flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 913
913 $$ 657
657 $$ 2,321
2,321

Accounts and notes receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,007
1,007 $ 979
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 369 $ 163
163
Undistributed earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
Undistributed earnings 2,118
2,118 $$ 2,331
2,331
65

– (Continued)
Note 9. Property
Estimated
Estimated
Useful Lives
Useful Lives in
in
Years December 31, 2019 December 31, 2018
Land
Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 1,302
1,302 $$ 1,349
1,349
Buildings and improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5-40 9,705 9,173
Machinery
Machinery and and equipment
equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3-27
3-27 29,814
29,814 26,453
26,453
Special tools
Special tools . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1-13
1-13 23,586
23,586 23,828
23,828
Construction in progress
progress. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,042 4,680
Total property
Total property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67,449
67,449 65,483
65,483
Less: accumulated depreciation
Less: accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (28,699) (26,725)
Total property, net.
net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 38,750 $ 38,758
of capitalized software included in Property, net was $1.3 billion and $1.1
The amount of $1.1 billion at December 31, 2019 and 2018.
The amount
The amount of
of interest
interest capitalized
capitalized and
and excluded
excluded from
from Automotive interest expense
Automotive interest expense related
related to
to Property,
Property, net
net was insignificant in
was insignificant in the
the
years ended December 31, 2019, 2018 and 2017.
Years Ended 31,
December 31,
2019
2019 2018
2018 2017
2017
Depreciation and amortization expense.
expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,541
6,541 $ 5,347 $ 4.966
4,966
Impairment charges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
Impairment charges 77 $$ 466
466 $$ 199
199
Capitalized software
Capitalized software amortization
amortization expense(a).
expense(a) . . . . . . . . . . . . . . . . . . . . . . . . $$ 452
452 $$ 424
424 $$ 459
459
__________
(a) Included
(a) Included in
in depreciation
depreciation and
and amortization
amortization expense.
expense.
Note 10.
Note 10. Goodwill
Goodwill and
and Intangible
Intangible Assets
Assets
Goodwill of
Goodwill of $1.9
$1.9 billion consisted of
billion consisted of $1.4
$1.4 billion
billion recorded
recorded in
in GM
GM Financial
Financial and
and $504
$504 million included in
million included in Cruise
Cruise at
at December
December 31,
31,
2019 and 2018.
Gross
Gross Net
Net Gross
Gross Net
Net
Carrying
Carrying Accumulated
Accumulated Carrying
Carrying Carrying
Carrying Accumulated
Accumulated Carrying
Carrying
Amount
Amount Amortization
Amortization Amount
Amount Amount
Amount Amortization
Amortization Amount
Amount
Technology and
Technology and intellectual
intellectual property
property. . . . . . . . . . . . $$ 734
734 $$ 533
533 $$ 201
201 $$ 734
734 $$ 457
457 $$ 277
277
Brands
Brands . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.298
4,298 1,285
1,285 3,013
3,013 4,299
4,299 1,165
1,165 3,134
3,134
Dealer network, customer relationships and other. other . 966 702 264 968 661
661 307
Total intangible assets . . . . . . . . . . . . . . . . . . . . . . . $ 5,998 $S 2.520
2,520 $S 3,478
3.478 $ 6,001
6,001 $ 2.283
2,283 $ 3,718
Our amortization expense related to intangible assets was $202 million, $247 million, and $278 million in the years ended
December 31, 2019,2018
2019, 2018 and 2017.
Amortization expense related to intangible assets is estimated to be approximately $160 million in each of the next five years.
66

– (Continued)
Note 11. Variable Interest Entities
GM Financial uses special purpose entities (SPEs) that are considered VIEs to issue variable funding notes to third party bank-
sponsored warehouse facilities or asset-backed securities to investors in securitization transactions. The debt issued by these VIEs
is backed
is backed by fmance receivables
by finance and leasing
receivables and leasing related assets transferred
related assets to the
transferred to the VIEs (Securitized Assets).
VIEs (Securitized GM Financial
Assets). GM Financial determined
determined
that it is the primary beneficiary of the SPEs because the servicing responsibilities for the Securitized Assets give GM Financial
the power to direct the activities that most significantly impact the performance of of the VIEs and the variable interests in the VIEs
give GM
give GM Financial
Financial the
the obligation
obligation to
to absorb
absorb losses
losses and
and the
the right
right to receive residual
to receive residual returns that could
returns that could potentially
potentially be significant.
be significant.
a
The assets serve as the sole source of repayment for the debt issued by these entities. Investors in the notes issued by the VIEs do
not have recourse to GM Financial or its other assets, with the exception of customary representation and warranty repurchase
provisions and indemnities
provisions and indemnities that
that GM
GM Financial
Financial provides as the
provides as servicer. GM
the servicer. GM Financial is not
Financial is not required and does
required and does not
not currently
currently intend
intend
to provide additional financial
fmancial support to these SPEs. While these subsidiaries are included in GM Financial's consolidated financial
fmancial
statements, they are separate legal entities and their assets are legally owned by them and are not available to GM Financial's
creditors.
creditors.
The following table summarizes the assets and liabilities related to GM Financial's consolidated VIEs:
Restricted cash -
Restricted cash current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
– current $ 2,202 $ 1,876
1,876
Restricted cash -
– non-current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 441
441 $ 504
GM Financial receivables, net of of fees - – current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 19,081
19,081 $$ 18,304
18,304
GM Financial
GM Financial receivables, net of
receivables, net of fees
fees - – non-current
non-current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 15,921
15,921 $ 14,008
14,008
GM Financial equipment on operating leases, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 14,464
14,464 $ 21,781
21,781
GM Financial
GM Financial short-term
short-term debt
debt and
and current
current portion
portion of of long-term
long-term debt debt . . . . . . . . . . . . . . . . $$ 23,952
23,952 $$ 21,087
21,087
GM Financial long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 15,819
15,819 $ 21,417
GM Financial
GM Financial recognizes finance charge,
recognizes finance charge, leased
leased vehicle and fee
vehicle and fee income
income on
on the
the Securitized
Securitized Assets
Assets and
and interest
interest expense
expense on
on the
the
secured debt issued in a securitization transaction and records a provision for loan losses to recognize probable loan losses inherent
in the finance receivables.
Note 12. Accrued and Other Liabilities

December
December 31, 2019
31, 2019 December 31,
December 2018
31, 2018
Accrued liabilities
Dealer and
Dealer and customer
customer allowances,
allowances, claims claims and and discounts
discounts . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 10,402
10,402 $$ 11,611
11,611
Deferred revenue
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,234
3,234 3,504
3,504
Product warranty and related liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,987 2,788
Payrolls and
Payrolls and employee
employee benefits
benefits excluding
excluding postemployment
postemployment benefits benefits . . . . . . . . . . . . . . . . 1,969
1,969 2,233
2,233
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other 7,895
7,895 7,913
7,913
liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Total accrued liabilities. 26,487 $ 28,049
Other liabilities
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,962 $ 2,959
Product warranty and related liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,811
4,811 4,802
4,802
Operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,010
1,010 —
Employee benefits
Employee excluding postemployment
benefits excluding postemployment benefits benefits . . . . . . . . . . . . . . . . . . . . . . . . . . 704 658
Postemployment benefits including facility idling reserves. reserves . . . . . . . . . . . . . . . . . . . . . . . 633
633 875
875
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,026 3,063
Total other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 13,146
13,146 $ 12,357
12,357
67

– (Continued)

2019
2019 2018
2018 2017
2017
Product Warranty
Product Warranty and and Related
Related Liabilities
Liabilities
Warranty balance
Warranty at beginning
balance at of period
beginning of period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 7.590
7,590 $ 8,332
8,332 $$ 9,069
9,069
Warranties issued and assumed in period — – recall campaigns.
campaigns . . . . . . . . . . . . 745 665 678
Warranties issued and assumed in period — warranty . . . . . . . . . . . .
– product warranty. 2.001
2,001 2,143 2,123
Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments (3.012)
(3,012) (2,903)
(2,903) (3,129)
(3,129)
Adjustments to pre-existing warranties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 455 (464) (495)
Effect of foreign currency and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
19 (183) 86
Warranty balance
Warranty at end
balance at end of
of period
period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 7,798
7,798 $$ 7,590 $$
7,590 8,332
8,332
We estimate our reasonably possible loss in excess of

of amounts accrued for recall campaigns to be insignificant at December 31,
2019. Refer to Note 16
16 for reasonably possible losses on Takata matters.
Note 13. Debt
Automotive The following

Automotive The following table
table presents debt in
presents debt in our
our automotive
automotive operations:
operations:
December 31, 2019
December 31, 2018
Secured debt
Secured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 167
167 $$ 143
143
Unsecured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13,909
13,909 13,292
13,292
liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finance lease liabilities. 310 528
Total automotive
Total automotive debt(a).
debt(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 14,386
14,386 $ 13,963
13,963
Fair value utilizing Level 11 inputs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 13,628
13,628 $ 11,693
11,693
Fair value utilizing Level 2 inputs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,300 1,838
1,838
Fair value
Fair of automotive
value of automotive debt
debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 15,928
15,928 $$ 13,531
13,531
Available
Available under credit facility
under credit facility agreements
agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 17,285
17,285 $$ 14,167
14,167
Weighted-average interest rate on outstanding short-term debt(b). debt(b) . . . . . . . . . . . . . . . . . . 4.9% 6.6%
Weighted-average interest
Weighted-average interest rate on outstanding
rate on outstanding long-term
long-term debt(b)debt(b) . . . . . . . . . . . . . . . . . . . 5.4%
5.4% 5.2%
5.2%
__________
(a) Includes
(a) Includes net discount and
net discount and debt
debt issuance
issuance costs
costs of $540 million
of $540 and $499
million and $499 million at December
million at December 31,31, 2019 and 2018.
(b) Includes
(b) Includes coupon
coupon rates on debt
rates on debt denominated
denominated in
in various foreign currencies
various foreign currencies and
and interest
interest free
free loans.
loans.
Finance lease assets in Property, net were $327 million at December 31, 2019. Finance lease costs were $170 million in the year
ended December 31, 2019. Finance lease right of of use assets obtained in exchange for lease obligations were $196 million in the
year ended December
year ended 31,2019.
December 31, 2019. Undiscounted future lease
Undiscounted future lease obligations
obligations related to finance
related to finance leases
leases are
are $129
$129 million for the
million for the year 2020,
year 2020,
$156 million in aggregate for the years 20212021 to 2024 and $354 million thereafter, with imputed interest of of $329 million at
December 31, 2019. The weighted-average discount rate on finance
fmance leases was 10.9%
10.9% and the weighted-average remaining lease
term was
term 13.7 years
was 13.7 at December
years at 31, 2019.
December 31, 2019. Payments for finance
Payments for fmance leases
leases included
included in
in Net cash provided
by (used in) financing
financing
activities were $183 million at December 31, 2019.
In January
In January 2019
2019 we executed aa new
we executed new three-year
three-year committed
committed unsecured revolving credit
unsecured revolving credit facility
facility with
with an
an initial
initial borrowing capacity
borrowing capacity
of $3.0 billion, reducing to $2.0 billion in July 2020. The facility provides additional financial
of fmancial flexibility and was used in 2019 to
fund transformation activities announced in November 2018 for $700 million, which we repaid in full in 2019. In April 2019 we
renewed our 364-day
renewed our 364-day $2.0
$2.0 billion credit facility
billion credit facility for
for an
an additional
additional 364-day
364-day term. This facility
term. This facility has
has been
been allocated
allocated for
for exclusive
exclusive use
use
by GM Financial since April 2018.
68

– (Continued)
GM Financial
GM The following
Financial The following table
table presents
presents debt
debt of
of GM
GM Financial:
Financial:
December 31,
December 2019
31, 2019 December 31,
December 31, 2018
2018
Carrying
Carrying Carrying
Carrying
Amount
Amount Fair Value
Fair Value Amount
Amount Fair Value
Fair Value
Secured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 39,959 $ 40,160 $ 42,835 $ 42,835
Unsecured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unsecured debt 48,979
48,979 50,239
50,239 48,153
48,153 47,556
47,556
Total GM Financial debt.debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 88,938 $ 90,399 $ 90,988 $ 90,391
90,391
Fair value utilizing Level 2 inputs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 88,481
88,481 $ 88,305
Fair value utilizing
Fair value utilizing Level
Level 33 inputs
inputs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 1,918
1,918 $$ 2,086
2,086
of revolving credit facilities and securitization notes payable. Most of

Secured debt consists of of the secured debt was issued by VIEs
and is repayable only from proceeds related to the underlying pledged Securitized Assets. Refer to Note 11 11 for additional information
r
on GM
on GM Financial's
Financial's involvement
involvement with
with VIEs.
VIEs. GM
GM Financial
Financial is
is required to hold
required to certain funds
hold certain funds in
in restricted cash accounts
restricted cash accounts to provide
to provide
additional collateral for borrowings under certain secured credit facilities. The weighted-average interest rate on secured debt was
2.95% at December 31, 2019. The revolving credit facilities have maturity dates ranging from 2020 to 2025 and securitization
notes
notes payable
payable have
have maturity dates ranging
maturity dates from 2020
ranging from 2020 to
to 2027.
2027. At the end
At the end of
of the
the revolving
revolving period, if not
period, if not renewed,
renewed, the debt of
the debt of
revolving credit facilities will amortize over a defined period. In the year ended December 31, 2019 GM Financial entered into
new or renewed credit facilities with a total net additional borrowing capacity of of $225 million, which had substantially the same
terms as existing
terms as existing debt
debt and
and GM
GM Financial
Financial issued
issued $16.2
$16.2 billion
billion in
in aggregate
aggregate principal amount of
principal amount of securitization
securitization notes
notes payable
payable with
with
an initial weighted average interest rate of
of 2.75% and maturity dates ranging from 2022 to 2027.
Unsecured debt consists

Unsecured debt consists of
of senior
senior notes, credit facilities
notes, credit facilities and
and other
other unsecured debt. Senior
unsecured debt. Senior notes outstanding at
notes outstanding at December
December 31,
31,
2019 are due beginning in 2020 through 2029 and have a weighted-average interest rate of of 3.42%. In the year ended December
31, 2019 GM Financial issued $6.9 billion in aggregate principal amount of of senior notes with an initial weighted average interest
rate of 3.63%
rate of 3.63% and
and maturity
maturity dates
dates ranging
ranging from
from 2021
2021 to 2029.
to 2029.
In January 2020 GM Financial issued $1.25 billion in senior notes with an interest rate of
of 2.90% due in 2025.
Each ofof the revolving credit facilities and the indentures governing
governinv, GM Financial's notes contain terms and covenants including
limitations on GM Financial's ability to incur certain liens.
Unsecured credit facilities and other unsecured debt have original maturities of
of up to four years. The weighted-average interest
rate on these credit facilities and other unsecured debt was 4.73% at December 31, 2019.
Years Ended 31,
December 31,
2019 2018 2017
Automotive interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 782 $ 655 $ 575
Automotive Financing - GM Financial interest expense. expense . . . . . . . . . . . . . . . . 3,641
3,641 3,225 2,566
Total interest
Total interest expense
expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4,423
4,423 $$ 3,880
3,880 $$ 3,141
3,141
69

– (Continued)
The following table summarizes contractual maturities including finance
fmance leases at December 31, 2019:
2019:
Automotive
Automotive
Automotive Fivauciug(a)
Financing(a) Total
Total
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,912
1,912 $ 35,587 $5 37,499
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 535
535 20,690
20,690 21,225
21,225
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70 11,763
11,763 11,833
11,833
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,546
1,546 7,038 8,584
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 48
48 5,795
5,795 5,843
5,843
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10.807
10,807 8,160 18,967
18,967
$ 14.918
14,918 $ 89,033 $ 103,951
103,951
________
(a) Secured
(a) Secured debt,
debt, credit facilities and other unsecured debt are based on expected payoff date. Senior notes principal amounts are based on
maturity.
Compliance with
Compliance with Debt Covenants Several
Debt Covenants Several of
of our
our loan
loan facilities,
facilities, including
including our
our revolving credit facilities,
revolving credit facilities, require compliance
require compliance
with certain financial
fmancial and operational covenants as well as regular reporting to lenders, including providing certain subsidiary r
Financial's secured debt agreements also contain various covenants, including maintaining
financial statements. Certain of GM Financial’s
portfolio performance ratios
portfolio performance as well
ratios as as limits
well as limits on
on deferment
deferment levels.
levels. GM
GM Financial’s
Financial's unsecured debt obligations
unsecured debt obligations contain
contain covenants
covenants
including limitations on GM Financial's ability to incur certain liens. Failure to meet certain of of these requirements may result in
a covenant violation or an event of
of default depending on the terms of of the agreement. An event of default may allow lenders to
declare amounts
declare amounts outstanding
outstanding under
under these
these agreements
agreements immediately
immediately due due and
and payable, to enforce
payable, to enforce their interests against
their interests against collateral
collateral
pledged under these agreements or restrict our ability or GM Financial's ability to obtain additional borrowings. No technical
defaults or covenant violations existed at December 31, 2019.
Note 14. Derivative Financial Instruments

Automotive The following table presents the notional amounts of derivative financial
fmancial instruments in our automotive operations:
Fair Value
Fair Value
Level
December 31, 2018
Derivatives not designated as hedges(a)
Foreign currency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 $ 5,075 $ 2.710
2,710
Commodity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 806 658
PSA Warrants(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 45 45
fmancial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total derivative financial $ 5,926 $ 3,413
__________
(a) The
(a) The fair
fair value
value of
of these
these derivative
instruments atat December
December 31,
31, 2019
2019 and
and 2018
2018 and
and the gains/losses included
the gains/losses included in
in our consolidated income
our consolidated income
statements for
statements for the
years ended December 31, 31, 2019,
2019, 2018
2018 and
and 2017
2017 were insignificant, unless
were insignificant, otherwise noted.
unless otherwise noted.
(b) The
(b) The fair
fair value of the
value of the PSA
PSA warrants located in
warrants located in Other
Other assets
assets was
was $964
million and $827 million at December
million at December 31,31,2019 and 2018.
2019 and 2018. We
We recorded
recorded
gains in
gains in Interest
Interest income
income and
and other
other non-operating income, net
non-operating income, of $154
net of $154 million
million and
and $116
$116 million
million for
for the
the years
ended December 31,2019 and
2019 and
2018, and
2018, and an
an insignificant
amount for
for the year ended
December 31, 31, 2017.
2017.
70

– (Continued)
GM Financial
GM The following
Financiall The following table
table presents the notional
presents the amounts of
notional amounts of GM
GM Financial's
Financial's derivative
financial instruments:
instruments:
Fair Value
Fair Value
Level
December 31, 2018
Fair Value
Fair Value Fair Value
Fair Value
Notional
Notional of Assets
of Assets of Liabilities
of Liabilities Notional
Notional of Assets
of Assets of Liabilities
of Liabilities
Derivatives designated as hedges(a)
Fair value
Fair value hedges
hedges
Interest rate
Interest rate swaps(b)
swaps(b) . . . . . . . . . . . . . . 22 $ 9,458
$ 234
$ 23
$ 9,533
$ 42
$ 231

Foreign currency swaps . . . . . . . . . . . . 2 1,796
22
71
1,829
37
60

Cash flow
Cash flow hedges
hedges
Interest rate
Interest rate swaps.
swaps . . . . . . . . . . . . . . . . 22 590
² 6 768
8 ²
Foreign currency swaps . . . . . . . . . . . . 2 4,429
40
119
2,075
43
58

Derivatives not
Derivatives not designated
designated as as hedges(a)
Interest rate
Interest contracts . . . . . . . . . . . . . . . .
rate contracts. 22 92,400
340
300
99,666
372
520

Total derivative financial
fmancial instruments(c). .. $108,673
$ 636 $ 519
$113,871
$ 502
$ 869
__________
(a) The
(a) The gains/losses
gains/losses included
included in
in our
our consolidated income statements
consolidated income statements and
and statements
statements of of comprehensive
comprehensive income
income for
for the
the years
years ended
ended December
December 31,
31,
2019,, 2018 and 2017 were insignificant, unless otherwise noted. Amounts accrued for interest payments in a net receivable position are
2019
included in Other assets. Amounts accrued for interest payments in a net payable position are included in Other liabilities.
(b) The gains included in GM Financial interest, operating, and other expenses were $355 million and an insignificant amount for the years
ended December 31, 2019 and 2018.
(c) GM Financial held $210 million and an insignificant amount of of collateral from counterparties available for netting against GM Financial's
asset positions, and posted an insignificant amount and $451
$451 million of
of collateral to counterparties available for netting against GM Financial's
liability positions at December 31, 2019 and 2018.
The fair value for Level 2 instruments was derived using the market approach based on observable market inputs including
quoted prices
quoted of similar
prices of similar instruments
instruments and
and foreign
foreign exchange
exchange and
and interest
interest rate forward curves.
rate forward curves.
The following amounts were recorded in the consolidated balance sheets related to items designated and qualifying as hedged
items in
items in fair
fair value hedging relationships:
value hedging relationships:
December 31,
December 31, 2019
2019 December
December 31, 2018
31, 2018
Cumulative Amount of Cumulative Amount of
Carrying Amount of Fair Value
Fair Hedging
Value Hedging Carrying Amount of Fair Value
Fair Value Hedging
Hedging
Hedged Items
Hedged Items Adjustments(a)
Adjustments(a) Hedged Items
Hedged Items Adjustments(a)
Adjustments(a)
GM Financial
GM Financial long-term
long-term debt(b)
debt(b) $$ 20,397
20,397 $$ (77) $$
(77) 17,923
17,923 $$ 459
459
__________
(a) Includes
(a) Includes an
an insignificant
amount and
and $247
$247 million of amortization
million of amortization remaining
remaining on
on hedged
hedged items
items for
for which
which hedge
hedge accounting
accounting has
has been
been
discontinued at
discontinued at December
2019 and
and 2018.
2018.
(b) The
(b) The gains/losses
gains/losses for
for hedged items —
hedged items interest rate
– interest swaps included
rate swaps included in
in GM Financial interest,
GM Financial interest, operating, and other
operating, and other expenses
expenses were
were aa loss
loss of
of
$569 million
$569 million and
and an
an insignificant
amount for
for the
the years
years ended
ended December 31, 2019
and 2018.
2018.
Note 15. Pensions and Other Postretirement Benefits

Employee Pension and Other Postretirement Benefit Plans
Defined
Defined Benefit
Benefit Pension
Pension Plans Defmed benefit
Plans Defined pension plans
benefit pension covering eligible
plans covering eligible U.S.
U.S. hourly employees (hired
hourly employees (hired prior to October
prior to October
2007) and Canadian hourly employees (hired prior to October 2016) generally provide benefits of of negotiated, stated amounts for
of service and supplemental benefits for employees who retire with 30 years of
each year of of service before normal retirement age.
The benefits
The benefits provided
provided by the defined
by the defmed benefit pension plans
benefit pension plans covering
covering eligible
eligible U.S.
U.S. (hired
(hired prior
prior to January 1,
to January 1, 2001)
2001) and
and Canadian
Canadian
salaried employees and employees in certain other non-U.S. locations are generally based on years of of service and compensation
history. Accrual of
of defined
defmed pension benefits ceased in 2012 for U.S. and Canadian salaried employees. There is also an unfunded
nonqualified pension plan
nonqualified pension primarily covering
plan primarily covering U.S. executives for
U.S. executives for service
service prior to January
prior to January 1,1, 2007
2007 and
and it
it is
is based on an
based on an “excess
"excess
plan"
plan” for service after that date.
71
71

– (Continued)
The funding
The funding policy for qualified
policy for qualified defined
defined benefit
benefit pension plans is
pension plans is to
to contribute
contribute annually
annually not less than
not less than the
the minimum required by
minimum required by
applicable laws
applicable laws and
and regulations
regulations or
or to
to directly
directly pay
pay benefit payments where
benefit payments where appropriate.
appropriate. In
In the year ended
December 31,
31, 2019
2019 all
all
legal funding requirements were met. The following table summarizes contributions made to the defined benefit pension plans:
Years Ended 31,
December 31,
2019
2019 2018
2018 2017
2017
U.S. hourly and salaried . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $S 83 $ 76 $ 77
Non-U.S
Non-U.S. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 532
532 1,624
1,624 1,153
1,153
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $S
Total 615
615 $$ 1,700
1,700 $$ 1,230
1,230
We expect
We expect to
to contribute
contribute approximately
approximately $70
$70 million
million to
to our
our U.S.
U.S. non-qualified
non-qualified plans and approximately
plans and approximately $500
$500 million
million to
to our
our non-
non-
U.S. pension plans in 2020.
Based on
Based on our
our current
current assumptions,
assumptions, over
over the
the next
next five
five years we expect
years we expect no
no significant
significant mandatory
mandatory contributions
contributions to our U.S.
to our U.S. qualified
qualified
pension plans and mandatory contributions totaling $368 million to our U.K. and Canada pension plans.
Other Postretirement
Other Postretirement Benefit
Benefit Plans Certain hourly
Plans Certain hourly and
and salaried
salaried defined
defined benefit
benefit plans provide postretirement
plans provide medical, dental,
postretirement medical, dental,
legal service and life insurance to eligible U.S. and Canadian retirees and their eligible dependents. Certain other non-U.S.
subsidiaries have
subsidiaries have postretirement benefit plans,
postretirement benefit although most
plans, although most non-U.S.
non-U.S. employees
employees areare covered
covered by government sponsored
by government sponsored oror
administered programs.
administered programs. We made contributions
We made contributions to
to the
the U.S.
U.S. OPEB
OPEB plans
plans of
of $326
$326 million,
million, $325
million and $323 million in the
million in the
years ended December 31, 2019, 2018 and 2017. Plan participants' contributions were insignificant in the years ended December 31,
2019, 2018
2019, 2018 and
and 2017.
2017.
Defined Contribution Plans We have defined contribution plans for eligible U.S. salaried and hourly employees that provide
discretionary matching
discretionary matching contributions.
contributions. Contributions
Contributions are
are also
also made
made to certain non-U.S.
to certain non-U.S. defined
defined contribution
contribution plans.
plans. We
We made
made
contributions to
contributions to our
our defined
defined contribution
contribution plans of $537
plans of $537 million,
million, $617
$617 million
million and
and $650
$650 million
million in
in the
years ended 31,
December 31,
2019, 2018 and 2017.
Significant Plan
Significant Plan Amendments,
Amendments, Benefit
Benefit Modifications and Related
Modifications and Related Events
Events
Other Remeasurements
Other Remeasurements The The SOA
SOA issued
issued mortality improvement tables
mortality improvement in the
tables in the three
three months
months ended
ended December
December 31,
31, 2019.
2019. We
We
determined our
determined our current
current mortality
mortality improvement
improvement assumptions
assumptions are
are appropriate
appropriate to
to measure our December
measure our December 31,
31, 2019
2019 U.S. pension and
U.S. pension and
OPEB plans obligations. In 2018 we reviewed our mortality experience and updated our base mortality assumptions in the U.S.
This change
This change in
in assumption
assumption decreased
decreased the
the December
December 31,
31, 2018
2018 U.S.
U.S. pension and OPEB
pension and OPEB plans' obligations by
plans' obligations $264 million.
by $264 million.
72

– (Continued)
Pension and OPEB Obligations and Plan Assets
Year Ended
Year Ended December 31, 2019
December 31, 2019 Year Ended
Year Ended December 31, 2018
December 31, 2018
Pension Benefits
Pension Benefits Global
Global Pension Benefits
Pension Benefits Global
Global
OPEB
OPEB OPEB
OPEB
U.S.
U.S. Non-U.S.
Non-U.S. Plans
Plans U.S.
U.S. Non-U.S.
Non-U.S. Plans
Plans
Change in
Change in benefit
benefit obligations
obligations
Beginning benefit obligation
Beginning benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 61,190
61,190 19,904
$ 19,904 $$ 5,744
5,744 $$ 68,450
68,450 $$ 22,789
22,789 $$ 6,374
6,374
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 179
179 120
120 17
17 209 149
149 20
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost 2,264
2,264 456
456 220
220 2,050
2,050 464
464 195
195
Actuarial (gains) losses
Actuarial (gains) losses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,444
6,444 1,653
1,653 641
641 (4,449)
(4,449) (272)
(272) (389)
(389)
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (4,753) (1,234) (395) (4,898) (1,595) (388)
Foreign
Foreign currency translation adjustments
currency translation adjustments . . . . . . . . . . . . . . . . . . . . — 561
561 54
54 — (1,452)
(1,452) (106)
(106)
Curtailments, settlements and
Curtailments, settlements and other
other . . . . . . . . . . . . . . . . . . . . . . . . (640)
(640) (62)
(62) 23
23 (172)
(172) (179)
(179) 38
38
Ending benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 64.684
64,684 21,398 6,304 61.190
61,190 19,904
19,904 5,744
Change in
Change in plan
plan assets
assets
Beginning fair value
Beginning fair of plan
value of plan assets
assets . . . . . . . . . . . . . . . . . . . . . . . . . 56,102
56,102 13,528
13,528 — 62,639
62,639 14,495
14,495 —
Actual return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8,454 1,669
1,669 — (1,419) 301
301 —
Employer contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employer contributions. 83
83 532
532 370
370 76
76 1,624
1,624 369
369
Benefits
Benefits paid
paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (4,753)
(4,753) (1,234)
(1,234) (395)
(395) (4,898)
(4,898) (1,595)
(1,595) (388)
(388)
Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . — 668 — — (1,106) —
Settlements and
Settlements and other
other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (647)
(647) (202)
(202) 25
25 (296)
(296) (191)
(191) 19
19
Ending fair value
Ending fair of plan
value of assets . . . . . . . . . . . . . . . . . . . . . . . . . . .
plan assets 59,239
59,239 14,961
14,961 — 56,102
56,102 13,528
13,528 —
Ending funded status.
status . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (5,445) $ (6,437) $ (6,304) $ (5,088) $ (6,376) $ (5,744)
Amounts recorded in
Amounts recorded in the consolidated balance
the consolidated balance sheets
sheets
Non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
Non-current assets. -
— $$ 698
698 $$ -
— $$ -
— $$ 496
496 $$ -
—
Current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (68) (342) (369) (73) (349) (374)
Non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-current liabilities (5,377)
(5,377) (6,793)
(6,793) (5,935)
(5,935) (5,015)
(5,015) (6,523)
(6,523) (5,370)
(5,370)
Net amount recorded
Net amount recorded. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ (5,445) $$
(5,445) (6,437) $$ (6,304)
(6,437) (6,304) $$ (5,088) $$
(5,088) (6,376) $$ (5,744)
(6,376) (5,744)
Amounts recorded in
Amounts recorded Accumulated other
in Accumulated other comprehensive
comprehensive loss
loss
Net actuarial loss.
loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (1,980) $ (4,688) $ (1,364) $ (752) $ (3,983) $ (752)
Net
Net prior service (cost)
prior service (cost) credit
credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
14 (78)
(78) 27
27 19
19 (64)
(64) 34
34
Total
Total recorded
recorded in
in Accumulated
Accumulated other comprehensive loss
other comprehensive loss . . . . . . . $$ (1.966) $$
(1,966) (4,766) $$ (1,337)
(4,766) (1,337) $$ (733) $$
(733) (4,047) $$
(4,047) (718)
(718)
The following table summarizes the total accumulated benefit obligations (ABO), the ABO and fair value of of plan assets for
defmed benefit pension plans with ABO in excess of plan assets, and the PBO and fair value of
defined of plan assets for defined
defmed benefit
pension plans with
pension plans PBO in
with PBO in excess
excess of
of plan
plan assets:
assets:
December 31, 2019
December 31, 2018
U.S.
U.S. Non-U.S.
Non-U.S. U.S.
U.S. Non-U.S.
Non-U.S.
ABO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 64,669
64,669 $$ 21,319
21,319 $$ 61,177
61,177 $$ 19,822
19,822
Plans with
Plans with ABOABO in in excess
excess of plan assets assets
ABO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 64,669 $ 10,996
10,996 $ 61,177 $ 10,289
10,289
Fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 59,239 $ 3,940 $ 56,102 $ 3,485
Plans with
Plans with PBOPBO in in excess
excess of of plan
plan assets
assets
PBO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
PBO 64,684
64,684 $$ 11,079
11,079 $$ 61,190
61,190 $$ 10,356
10,356
Fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 59,239 $ 3,940 $ 56,102 $ 3,485
73

– (Continued)
The following
The following table
table summarizes
summarizes the components of
the components of net
net periodic
periodic pension and OPEB
pension and OPEB expense
expense along
along with
with the assumptions used
the assumptions used
to determine
to determine benefit obligations:
benefit obligations:
Year Ended December 31, 2019 Year Ended December 31, 2018 Year Ended December 31, 2017
Pension Benefits Global Pension Benefits Global Pension Benefits Global
OPEB OPEB OPEB
U.S. Non-U.S. Plans U.S. Non-U.S. Plans U.S. Non-U.S. Plans
Components of
Components of expense
expense
Service cost
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 393 $ 132
132 $$ 17
17 $$ 330
330 $$ 163
163 $$ 20
20 $$ 315
315 $$ 199
199 $$ 19
19
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost 2,264
2,264 456
456 220
220 2,050
2,050 464
464 195
195 2,145
2,145 473
473 202
202
Expected
Expected return on plan
return on plan assets
assets . . . . . . . . . . . . . . . . . . . . (3,483)
(3,483) (786)
(786) — (3,890)
(3,890) (825)
(825) — (3,677)
(3,677) (750)
(750) —
Amortization of net
Amortization of actuarial (gains)
net actuarial (gains) losses
losses . . . . . . . . . . 11
11 122
122 30
30 10
10 144
144 54
54 (6)
(6) 157
157 23
23
Curtailments, settlements
Curtailments, settlements and
and other
other . . . . . . . . . . . . . . . . 21
21 142
142 (23)
(23) (19)
(19) 43
43 (19)
(19) (37)
(37) 88 (5)
Net periodic pension and OPEB (income) expense .. .. .. . $ (794) $ 66 $ 244 $(1,519) $ (11) $ 250 $(1,260) $ 87 $ 239
Weighted-average assumptions used
Weighted-average assumptions used to
to determine
determine
benefit obligations(a)
Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Discount rate 3.20%
3.20% 2.16%
2.16% 3.24%
3.24% 4.22%
4.22% 2.86%
2.86% 4.19%
4.19% 3.53%
3.53% 2.66%
2.66% 3.52%
3.52%
Weighted-average assumptions used
Weighted-average assumptions used to to determine
determine
net expense(a)
net expense(a)
Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Discount rate 3.92%
3.92% 3.36%
3.36% 4.07%
4.07% 3.19%
3.19% 2.99%
2.99% 3.29%
3.29% 3.35%
3.35% 2.94%
2.94% 3.39%
3.39%
Expected
Expected rate of return
rate of on plan
return on assets . . . . . . . . . . . . . .
plan assets. 6.37%
6.37% 5.76%
5.76% N/A
N/A 6.61%
6.61% 6.09%
6.09% N/A
N/A 6.23%
6.23% 5.82%
5.82% N/A
N/A
_________
(a) The
(a) The rate
rate of
of compensation
compensation increase
increase does
does not
not have
have aa significant
significant effect
effect on
on our
our U.S. pension and
U.S. pension and OPEB
OPEB plans.
plans.
The non-service cost components ofof the net periodic pension and OPEB income are presented in Interest income and other non-
operating income, net. Refer to Note 19
19 for additional information.
U.S. pension
U.S. plan service
pension plan service cost
cost includes
includes administrative
administrative expenses
expenses and
and Pension
Pension Benefit
Benefit Guarantee
Guarantee Corporation
Corporation premiums
premiums of
of $214
$214
$121 million for the years ended December 31, 2019 and 2018. Weighted-average assumptions used to determine net
million and $121
expense are determined at the beginning of the period and updated for remeasurements. Non-U.S. pension plan administrative
expenses included
expenses included in
in service
service cost
cost were insignificant in
the years
years ended
ended December
December 31,
31, 2019
2019 and
and 2018.
2018.
Estimated amounts to be amortized from Accumulated other comprehensive loss into net periodic benefit cost in the year ending
December 31,
December 31, 2020
2020 based on December
based on December 31,
31, 2019
2019 plan
plan measurements
measurements are
are $258
$258 million,
million, primarily consisting of
primarily consisting of amortization
amortization of
of the
the
net actuarial loss in the non-U.S. pension plans.
Assumptions
Investment
Investment Strategies and Long-Term
Strategies and Long-Term Rate ofReturn
Rate of Detailed periodic
Return Detailed studies are
periodic studies are conducted
conducted by our internal
by our internal asset
asset management
management
group as well as outside actuaries and are used to determine the long-term strategic mix among asset classes, risk mitigation
strategies and
strategies and the
the expected
expected long-term
long-term return on asset
return on asset assumptions
assumptions for
for the U.S. pension
the U.S. pension plans. The U.S.
plans. The U.S. study
study includes
includes aa review
review of
of
alternative asset
alternative asset allocation
allocation and
and risk
risk mitigation strategies, anticipated
mitigation strategies, anticipated future
future long-term
long-term performance and risk
performance and risk of
of the
the individual
individual asset
asset
classes that comprise the plans' asset mix. Similar studies are performed for the significant non-U.S. pension plans with the
assistance of
assistance of outside
outside actuaries
actuaries and
and asset
asset managers. While the
managers. While the studies
studies incorporate
incorporate data
data from
from recent plan performance
recent plan performance andand historical
historical
returns, the
returns, the expected
expected rate of return
rate of return on
on plan
plan assets
assets represents
represents our
our estimate
estimate of
of long-term
long-term prospective rates of
prospective rates of return.
return.
We continue
We continue to
to pursue various options
pursue various options to
to fund
fund and
and de-risk
de-risk our
our pension
pension plans, including continued
plans, including continued changes
changes to the pension
to the asset
pension asset
portfolio mix to
portfolio mix to reduce
reduce funded
funded status
status volatility. The strategic
volatility. The strategic asset
asset mix and risk
mix and risk mitigation strategies for
mitigation strategies for the
the plans are tailored
plans are tailored
specifically for each plan. Individual plans have distinct liabilities, liquidity needs and regulatory requirements. Consequently
there are
there are different
different investment
investment policies set by
policies set by individual
individual plan
plan fiduciaries.
fiduciaries. Although
Although investment
investment policies and risk
policies and risk mitigation strategies
mitigation strategies
t
may differ
may differ among
among plans, each investment
plans, each investment strategy
strategy is
is considered
considered to
to be appropriate in
be appropriate in the
the context
context of
of the
the specific
specific factors
factors affecting
affecting
each plan.
In setting
In setting new
new strategic
strategic asset
asset mixes,
mixes, consideration
consideration is
is given
given to
to the
the likelihood
likelihood that
that the
the selected
selected asset
asset mixes will effectively
mixes will effectively ffund
fund
the projected pension plan liabilities, while aligning with the risk tolerance of the plans' fiduciaries. The strategic asset mixes for
U.S. defined
U.S. defined benefit
benefit pension
pension plans are increasingly
plans are increasingly designed
designed to
to satisfy
satisfy the
the competing
competing objectives
objectives of
of improving
improving funded
funded positions
positions
74

– (Continued)
(market value
(market value of
of assets
assets equal
equal to
to or
or greater
greater than
than the
the present
present value of the
value of the liabilities)
liabilities) and
and mitigating
mitigating the
the possibility of aa deterioration
possibility of deterioration
in funded
in funded status.
status.
Derivatives may
Derivatives may be used to
be used to provide cost effective
provide cost effective solutions
solutions for
for rebalancing
rebalancing investment
investment portfolios, increasing or
portfolios, increasing or decreasing
decreasing
exposure to
exposure to various asset classes
various asset classes and
and for
for mitigating
mitigating risks,
risks, primarily
primarily interest
interest rate,
rate, equity
equity and
and currency
currency risks.
risks. Equity
Equity and
and fixed
fixed income
income
managers are permitted to utilize derivatives as efficient substitutes for traditional securities. Interest rate derivatives may a be used
to adjust
to adjust portfolio duration to
portfolio duration to align
align with
with aa plan's
plan's targeted investment policy
targeted investment and equity
policy and equity derivatives
derivatives may
may bebe used to protect
used to equity
protect equity
q
positions from downside
positions from downside market
market losses.
losses. Alternative
Alternative investment
investment managers
managers areare permitted to employ
permitted to employ leverage,
leverage, including
including through
through the
the
use of
of derivatives, which may alter economic exposure.
In December
In December 2019,
2019, an
an investment
investment policy study was
policy study was completed
completed for
for the
the U.S.
U.S. pension plans. As
pension plans. As aa result of changes
result of changes to
to our
our capital
capital
market assumptions, the weighted-average long-term rate of of return on assets decreased from 6.4% at December 31, 2018 to 5.9%
at December
at December 31,31, 2019.
2019. The
The expected
expected long-term
long-term rate
rate of
of return
return on
on plan assets used
plan assets used in
in determining
determining pension expense for
pension expense for non-U.S.
non-U.S.
plans is determined
plans is determined in
in aa similar
similar manner
manner to
to the
the U.S.
U.S. plans.
plans.
Target Allocation
Target Allocation Percentages The following
Percentages The following table
table summarizes
summarizes the
the target
target allocations
allocations by asset category
by asset category for
for U.S.
U.S. and
and non-U.S.
non-U.S.
defined benefit
defined benefit pension
pension plans:
plans:
December 31,
December 31, 2019
2019 December 31,
December 31, 2018
2018
U.S.
U.S. Non-U.S.
Non-U.S. U.S.
U.S. Non-U.S.
Non-U.S.
Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity 12%
12% 14%
14% 12%
12% 14%
14%
Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt 64%
64% 67%
67% 64%
64% 66%
66%
Other(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24% 19% 24% 20%
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. 100%
100% 100%
100% 100%
100% 100%
100%
__________
(a) Primarily
(a) Primarily includes
includes private
private equity,
equity, real
real estate
estate and
and absolute
absolute return
return strategies
strategies which mainly consist
which mainly consist of
of hedge funds.
hedge funds.
75

– (Continued)
Assets and Fair Value
Value Measurements The following tables summarize the fair value of
of U.S. and non-U.S. defined benefit
pension plan assets by asset class:
December 31,
December 2019
31, 2019 December 31, 2018
December 31, 2018
Level 11
Level Level 22
Level Level
Level 33 Total
Total Level 11
Level Level
Level 22 Level 33
Level Total
Total
U.S.
U.S. Pension Plan Assets
Pension Plan Assets
Common
Common and and preferred stocks . . . . . . . . . . . . . . . . . . . . . . $$ 6,232
preferred stocks. 6,232 $$ 19
19 $$ 11 $$ 6,252
6,252 $$ 4,914
4,914 $$ 18
18 $$ 22 $$ 4,934
4,934
Government
Government and and agency
agency debt debt securities(a)
securities(a) . . . . . . . . . . . . . -
— 13,843
13,843 -
— 13,843
13,843 -
— 12,077
12,077 -
— 12,077
12,077
Corporate and other
Corporate and other debt
debt securities
securities . . . . . . . . . . . . . . . . . . . — 24,809
24,809 -
— 24,809
24,809 — 24,645
24,645 — 24,645
24,645
Other investments, net(b)
Other investments, net(b) . . . . . . . . . . . . . . . . . . . . . . . . . . (47)
(47) 25
25 401
401 379
379 350
350 80
80 371
371 801
801
Net
Net plan assets subject
plan assets subject to leveling . . . . . . . . . . . . . . . . . . . $$ 6,185
to leveling. 6,185 $$ 38,696
38,696 $$ 402
402 45,283
45,283 $$ 5,264
5,264 $$ 36,820
36,820 $$ 373
373 42,457
42,457
Plan assets measured
Plan assets measured at at net
net asset
asset value
value
Investment funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment funds 7,031
7,031 6,465
6,465
Private equity and
Private equity and debt
debt investments
investments . . . . . . . . . . . . . . . . . . 2,951
2,951 3,021
3,021
Real estate investments
Real estate investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,484
3,484 3,504
3,504
Total
Total plan assets measured
plan assets measured at at net
net asset
asset value
value . . . . . . . . . . . 13,466
13,466 12,990
12,990
Other
Other plan assets, net(c)
plan assets, net(c). . . . . . . . . . . . . . . . . . . . . . . . . . . . 490
490 655
655
Net
Net plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
plan assets 59,239
$$ 59,239 56,102
$$ 56,102
December 31,
December 2019
31, 2019 December 31, 2018
December 31, 2018
Level 11
Level Level 22
Level Level
Level 33 Total
Total Level 11
Level Level
Level 22 Level 33
Level Total
Total
Non-U.S.
Non-U.S. Pension Plan Assets
Pension Plan Assets
Common
Common and and preferred stocks . . . . . . . . . . . . . . . . . . . . . . $$
preferred stocks. 489
489 $$ 11 $$ — $$ 490
490 $$ 441
441 $$ 11 $$ 55 $$ 447
447
Government
Government and and agency
agency debt debt securities(a)
securities(a) . . . . . . . . . . . . . -
— 3,927
3,927 — 3,927
3,927 — 3,640
3,640 — 3,640
3,640
Corporate and other
Corporate and other debt
debt securities
securities . . . . . . . . . . . . . . . . . . . — 3,230
3,230 — 3,230
3,230 — 2,589
2,589 11 2,590
2,590
Other investments, net(b)(d)
Other investments, net(b)(d) . . . . . . . . . . . . . . . . . . . . . . . . (5)
(5) (107)
(107) 248
248 136
136 59
59 128
128 242
242 429
429
Net
Net plan assets subject
plan assets subject to to leveling.
leveling . . . . . . . . . . . . . . . . . . . $$ 484 $$ 7,051
484 7,051 $$ 248
248 7,783
7,783 $$ 500
500 $$ 6,358
6,358 $$ 248
248 7,106
7,106
Plan assets measured
Plan assets measured at at net
net asset
asset value
value
Investment funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment funds 5,608
5,608 5,081
5,081
Private equity and
Private equity and debt
debt investments
investments . . . . . . . . . . . . . . . . . . 511
511 526
526
Real estate investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . 982
982 980
980
Total
Total plan assets measured
plan assets measured at at net
net asset
asset value
value . . . . . . . . . . . 7,101
7,101 6,587
6,587
Other
Other plan assets (liabilities),
plan assets (liabilities), net(c)
net(c) . . . . . . . . . . . . . . . . . . 77
77 (165)
(165)
Net
Net plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
plan assets 14,961
$$ 14,961 13,528
$$ 13,528
__________
(a) Includes
(a) Includes U.S.
U.S. and sovereign government
and sovereign government and
and agency
agency issues.
issues.
(b) Includes
(b) Includes net derivative assets
net derivative assets (liabilities).
(liabilities).
(c) Cash
(c) Cash held
held by the plans,
by the plans, net of amounts
net of amounts receivable/payable for unsettled
receivable/payable for security transactions
unsettled security transactions and
and payables
payables for
for investment manager fees,
investment manager fees,
custody fees
custody fees and
and other
other expenses.
expenses.
(d) Level
(d) Level 22 Other
Other investments,
investments, net includes Canadian
net includes reverse repurchase
Canadian reverse agreements.
repurchase agreements.
The activity attributable to U.S. and non-U.S. Level 3 defined benefit pension plan investments was insignificant in the years
ended December 31, 2019 and 2018.
Investment Fund Strategies Investment funds include hedge funds, funds of of hedge funds, equity funds and fixed income funds.
Hedge funds and funds of of hedge funds managers typically seek to achieve their objectives by allocating capital across a broad
array of
array of funds
funds and/or
and/or investment
investment managers. Equity funds
managers. Equity funds invest
invest in
in U.S. common and
U.S. common and preferred stocks as
preferred stocks as well as similar
well as similar equity
equity
securities issued by companies incorporated, listed or domiciled in developed and/or emerging market countries. Fixed income
funds include investments in high quality funds and, to a lesser extent, high yield funds. High quality fixed income funds invest
in government
in government securities,
securities, investment-grade
investment-grade corporate
corporate bonds and mortgage
bonds and and asset-backed
mortgage and asset-backed securities.
securities. High
High yield fixed income
yield fixed income
funds invest in high yield fixed income securities issued by corporations which are rated below investment grade. Other investment
funds also included in this category primarily represent multi-strategy funds that invest in broadly diversified portfolios of equity,
fixed income
fixed income and
and derivative
derivative instruments.
instruments.
76

– (Continued)
Private equity
Private equity and
and debt
debt investments
investments primarily
primarily consist
consist of
of investments
investments inin private equity and
private equity and debt
debt funds.
funds. These
These investments
investments provide
provide
exposure to
exposure to and
and benefit
benefit from
from long-term
long-term equity
equity investments
investments inin private companies, including
private companies, including leveraged
leveraged buy-outs,
buy-outs, venture capital
venture capital
and distressed debt strategies.
Real estate
investments include
include funds
funds that
that invest
invest in
in entities
entities which are primarily
which are primarily engaged
engaged inin the ownership, acquisition,
the ownership, acquisition,
fmancing, sale and/or management of
development, financing, of income-producing real estate properties, both commercial and residential.
These funds
These funds typically
typically seek
seek long-term
long-term growth
growth of
of capital
capital and
and current
current income
income that
that is
is above
above average
average relative to public
relative to equity funds.
public equity funds.
Significant Concentrations of of Risk The assets ofof the pension plans include certain investment funds, private equity and debt
investments and
investments and real estate investments.
real estate investments. Investment
Investment managers
managers may
may be unable to
be unable to quickly
quickly sell
sell or
or redeem some or
redeem some or all
all of
of these
these
investments at
investments at an
an amount
amount close
close or
or equal
equal to
to fair
fair value in order
value in order to
to meet
meet aa plan's liquidity requirements
plan's liquidity requirements or
or to
to respond to specific
respond to specific
events such as deterioration in the creditworthiness of any particular issuer or counterparty.
Illiquid investments
Illiquid investments held
held by the plans
by the are generally
plans are generally long-term
long-term investments
investments that
that complement
complement the
the long-term
long-term nature of pension
nature of pension
obligations and are not used to fund benefit payments when currently due. Plan management monitors liquidity risk on an ongoing
basis and has
basis and has procedures in place
procedures in that are
place that are designed
designed to
to maintain
maintain flexibility
flexibility in
in addressing
addressing plan-specific,
plan-specific, broader industry and
broader industry and market
market
liquidity events.
liquidity events.
The pension
The pension plans
plans may invest in
may invest in financial
financial instruments
instruments denominated
denominated inin foreign
foreign currencies
currencies and
and may
may be exposed to
be exposed to risks
risks that
that the
the
foreign currency
foreign currency exchange
exchange rates
rates might change in
might change in aa manner that has
manner that an adverse
has an adverse effect
effect on
on the
the value of the
value of foreign currency
the foreign currency denominated
denominated
assets or liabilities. Forward currency contracts may be used to manage and mitigate foreign currency risk.
The pension
The plans may
pension plans invest in
may invest in debt
debt securities
securities for
for which any change
which any change inin the
the relevant interest rates
relevant interest for particular
rates for securities might
particular securities might
result in an investment manager being unable to secure similar returns upon the maturity or the sale of of securities. In addition
changes to
changes to prevailing interest rates
prevailing interest or changes
rates or changes in
in expectations
expectations ofof future
future interest
interest rates
rates might
might result in an
result in an increase
increase or
or decrease
decrease in
in the
the
fair value
fair of the
value of securities held.
the securities Interest rate
held. Interest swaps and
rate swaps and other
other financial
fmancial derivative
instruments may
may bebe used to manage
used to manage interest
interest rate
rate
risk.
Benefit Payments
Benefit Payments Benefits
Benefits for
for most
most U.S. pension plans
U.S. pension and certain
plans and certain non-U.S.
non-U.S. pension plans are
pension plans are paid out of
paid out of plan assets rather
plan assets than
rather than
our Cash and cash equivalents. The following table summarizes net benefit payments expected to be paid in the future, which
include assumptions
include assumptions related
related to estimated future
to estimated future employee
employee service:
service:
Pension Benefits
Global OPEB
Global OPEB
U.S. Plans Non-U.S. Plans Plans
2020
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4,942
4,942 $$ 1,529
1,529 $$ 372
372
2021
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4,755 $ 1,201 $ 369
2022
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4,631
4,631 $$ 1,164
1,164 $5 365
365
2023
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4,515
4,515 $$ 1,130
1,130 $5 360
360
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4,407 $ 1,104 $5 357
2025
2025 -- 2029
2029 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 20,257
20,257 $$ 5,166
5,166 $5 1,755
1,755
Note 16. Commitments and Contingencies
Litigation-Related Liability
Litigation-Related Liability and
and Tax
Tax Administrative
Administrative Matters
Matters In the normal
In the normal course
course ofof our
our business,
business, we are named
we are from time
named from time
to time as a defendant in various legal actions, including arbitrations, class actions and other litigation. We identify below the
material individual proceedings
material individual and investigations
proceedings and investigations where
where wewe believe
believe aa material loss is
material loss is reasonably possible or
reasonably possible or probable.
probable. We
We accrue
accrue
r
for matters
for matters when
when we believe that
we believe that losses
losses are
are probable and can
probable and can be
be reasonably estimated. At
reasonably estimated. December 31,
2019 and
and 2018,
2018, we had
we had
accruals of $1.3 billion in Accrued liabilities and Other liabilities. In many matters, it is inherently difficult to determine whether
loss is
loss is probable or reasonably
probable or reasonably possible
possible or
or to
to estimate
estimate the
the size
size or
or range
range ofof the
the possible loss. Accordingly
possible loss. adverse outcomes
Accordingly adverse outcomes from
from
such proceedings
such could exceed
proceedings could exceed the
the amounts
amounts accrued
accrued by an amount
by an amount that
that could
could be
be material
material to our results
to our results of
of operations
operations or
or cash
cash flows
flows
in any particular reporting period.
Proceedings
Proceedings Related to Ignition
Related to Ignition Switch
Switch Recall and Other
Recall and Other Recalls
Recalls In 2014 we
In 2014 announced various
we announced various recalls
recalls relating to safety
relating to safety and
and
other matters. Those recalls included recalls to repair ignition switches that could under certain circumstances unintentionally
77

– (Continued)
move from the “run”
"run" position to the “accessory”
"accessory" or “off”
"off" position with a corresponding loss of
of power, which could in turn prevent
airbags from deploying in the event of a crash.
Appellate Litigation Regarding Successor Liability Ignition Switch Claims In 2016, the U.S. Court of Appeals for the Second
of MLC to GM free
Circuit held that the 2009 order of the Bankruptcy Court approving the sale of substantially all of the assets of
and clear
and clear of,
of, among
among other
other things,
things, claims
claims asserting
asserting successor
successor liability
liability for
for obligations
obligations owed
owed by MLC could
by MLC could not
not be enforced to
be enforced to bar
bar
claims against GM asserted by either plaintiffs who purchased used vehicles after the sale or against purchasers who asserted
claims relating to the ignition switch defect, including pre-sale personal injury claims and economic-loss claims.
Economic-Loss Claims We are aware of over 100 100 putative class actions pending against GM in U.S. and Canadian courts alleging
that consumers who purchased or leased vehicles manufactured by GM or MLC, formerly known as General Motors Corporation,
had
had been economically harmed
been economically harmed by one or
by one or more of the
more of the 2014
2014 recalls and/or the
recalls and/or the underlying vehicle conditions
underlying vehicle conditions associated
associated with those
with those
recalls (economic-loss cases). In general, these economic-loss cases seek recovery for purported compensatory damages, such as
alleged benefit-of-the-bargain damages or damages related to alleged diminution in value of of the vehicles, as well as punitive
damages, injunctive
damages, injunctive relief and other
relief and other relief.
relief.
Many ofof the pending U.S. economic-loss claims have been transferred to, and consolidated in, a single federal court, the U.S.
District Court
District Court for
for the
the Southern
Southern District
District of
of New
New York (Southern District).
York (Southern District). These
These plaintiffs
plaintiffs have asserted economic-loss
have asserted economic-loss claims
claims uunder
under
federal and state laws, including claims relating to recalled vehicles manufactured by GM and claims asserting successor liability
relating to certain recalled vehicles manufactured by MLC.
In August 2017, the Southern District granted our motion to dismiss the successor liability claims of of plaintiffs in seven ofof the
sixteen states at issue on the motion and called for additional briefing to decide whether plaintiffs' claims can proceed in the other
nine states.
nine states. In
In December
December 2017,
2017, the
the Southern
Southern District
District granted
granted GM's
GM's motion and dismissed
motion and dismissed the
the plaintiffs' successor liability
plaintiffs' successor liability claims
claims
in an additional state, but found that there are genuine issues of material fact that prevent summary judgment for GM in eight other
states. In January 2018, GM moved for reconsideration of of certain portions of the Southern District's December 2017 summary
judgment
judgment ruling. That motion
ruling. That motion was granted in
was granted in April 2018, dismissing
April 2018, dismissing plaintiffs'
plaintiffs' successor
successor liability
liability claims
claims in
in any
any state
state where
where New
New
York law applies.
In September
In September 2018,
2018, the
the Southern
Southern District
District granted
granted our
our motion
motion to dismiss claims
to dismiss claims for
for lost
lost personal
personal time (in 41
time (in 41 out
out of
of 47
47 jurisdictions)
jurisdictions)
and certain unjust enrichment claims, but denied our motion to dismiss plaintiffs' economic loss claims in 27 jurisdictions under
the "manifest defect" rule. Significant summary judgment, class certification, and expert evidentiary motions remain at issue.
In August 2019, the Southern District granted our motion for summary judgment on plaintiffs' "benefit of
plaintiffs’ economic loss “benefit of the
bargain"
bargain” damage claims (the August 2019 Opinion). The Southern District held that plaintiffs’plaintiffs' conjoint analysis-based damages
model failed to
model failed to establish
establish that
that plaintiffs suffered difference-in-value
plaintiffs suffered difference-in-value damages
damages and
and without such evidence,
without such evidence, plaintiffs' difference-in-
plaintiffs’ difference-in-
value damage claims fail under the laws of of all three bellwether states: California, Missouri and Texas. Later in August 2019, tthe
bellwether plaintiffs filed a motion requesting that the Southern District reconsider its summary judgment decision or allow an
interlocutory appeal
interlocutory appeal ifif reconsideration
reconsideration is is denied.
denied. In December 2019,
In December 2019, the
the Southern
Southern District
District denied
denied plaintiffs'
plaintiffs' motion for
motion for
reconsideration of of the August 2019 Opinion, but granted the plaintiffs' motion for certification ofof an interlocutory appeal. Plaintiffs
filed their petition requesting interlocutory review with the Second Circuit Court of ofAppeals,
Appeals, and GM filed its opposition in January
2020.
2020.
In September 2019, GM filed an updated motion for summary judgment on plaintiffs'

plaintiffs’ remaining economic loss claims that were
not addressed in
not addressed in the
the Southern
Southern District's August 2019
District’s August 2019 Opinion
Opinion and
and renewed
renewed its
its evidentiary
evidentiary motion
motion seeking
seeking to strike the
to strike the opinions
opinions
of plaintiff's
of plaintiff’s expert on plaintiffs' "lost time”
plaintiffs’ alleged “lost time" damages associated with having the recall repairs performed.
Personal
Personal Injury Claims We
Injury Claims We also
also are
are aware
aware ofof several
several hundred actions pending
hundred actions pending in
in various courts in
various courts in the
the U.S. and Canada
U.S. and Canada alleging
alleging
injury or death as a result of
of defects that may be the subject of of the 2014 recalls (personal injury cases). In general, these cases seek
recovery for purported compensatory damages, punitive damages and/or other relief. Since 2016, several bellwether trials of of
personal injury cases
personal injury cases have
have taken
taken place in the
place in the Southern
Southern District
District and
and inin aa Texas
Texas state
state court,
court, which
which isis administering
administering aa Texas
Texas state
state
multi-district litigation. None ofof these trials resulted in a finding
fmding ofof liability against GM.
Contingently Issuable
Contingently Shares Under
Issuable Shares Under the
the Amended
Amended and
and Restated Master Sale
Restated Master Sale and
and Purchase
Purchase Agreement
Agreement between GM and
between GM and MLC,
MLC,
78

– (Continued)
GM may be obligated to issue Adjustment Shares of our common stock if if allowed general unsecured claims against the GUC
Trust, as estimated by the Bankruptcy Court, exceed $35.0 billion. The maximum number of Adjustment Shares issuable is 30
million shares (subject
million shares (subject to adjustment to
to adjustment to take into account
take into account stock
stock dividends,
dividends, stock
stock splits
splits and
and other
other transactions),
transactions), which amounts to
which amounts to
approximately $1.0 billion based on the GM share price as ofof January 24,2020.
24, 2020. The GUC Trust stated in public filings that allowed
general unsecured claims were approximately $32.1
$32.1 billion as of
of September 30, 2019.
In February 2019, the GUC Trust and certain personal injury and economic-loss plaintiffs filed a motion with the Bankruptcy
Court requesting approval of
of a settlement to obtain the maximum number of of Adjustment Shares. In September 2019, the GUC
Trust advised
Trust advised the
the Bankruptcy
Bankruptcy Court
Court that it was
that it formally terminating
was formally the February
terminating the February 2019
2019 proposed
proposed class
class settlement
settlement with
with plaintiffs
plaintiffs
because it was no longer viable given the August 2019 Opinion and further briefing was moot.
Government Matters
Government Matters InIn connection
connection with the 2014
with the 2014 recalls,
recalls, we have from
we have from time
time to time received
to time subpoenas and
received subpoenas and other
other requests for
requests for
information related to investigations by agencies or other representatives of of U.S. federal, state and the Canadian governments.
GM is cooperating with all reasonable pending requests for information. Any existing governmental matters or investigations could
in the
in future result
the future in the
result in the imposition
imposition of
of damages,
damages, fines,
fmes, civil
civil consent
consent orders,
orders, civil
civil and
and criminal
criminal penalties
penalties or
or other
other remedies.
remedies.
The total amount accrued for the 2014 recalls at December 31, 2019, reflects amounts for a combination of settled but unpaid
matters,
matters, andand for
for the
the remaining
remaining unsettled investigations, claims
unsettled investigations, claims and/or
and/or lawsuits
lawsuits relating
relating to the ignition
to the ignition switch
switch recalls and other
recalls and other
related recalls to the extent that such matters are probable and can be reasonably estimated. The amounts accrued for those unsettled
investigations, claims, and/or lawsuits represent a combination of of our best single point estimates where determinable and, where
no such single
no such single point estimate is
point estimate is determinable,
determinable, our
our estimate
estimate of
of the low end
the low end of
of the
the range
range of
of probable
probable loss
loss with
with regard to such
regard to such matters,
matters,
if that is determinable. We will continue to consider resolution of pending matters involving ignition switch recalls and otherr recalls
where it makes sense to do so.
GM Korea Wage
Wage Litigation GM Korea is party to litigation with current and former hourly employees in the appellate court
and Incheon District Court in Incheon, Korea. The group actions, which in the aggregate involve more than 10,000 10,000 employees,
allege that
allege GM Korea
that GM Korea failed
failed to include bonuses
to include and certain
bonuses and certain allowances
allowances inin its
its calculation
calculation of
of Ordinary
Ordinary Wages
Wages due
due under Korean
under Korean
regulations. In 2012 the Seoul High Court (an intermediate-level appellate court) affirmed a decision in one of of these group actions
involving five GM Korea employees which was contrary to GM Korea's position. GM Korea appealed to the Supreme Court of of
the Republic
the Republic of
of Korea (Korean Supreme
Korea (Korean Supreme Court).
Court). In
In 2014
2014 the
the Korean Supreme Court
Korean Supreme Court largely
largely agreed
agreed with GM's legal
with GM's legal arguments
arguments
and remanded the case to the Seoul High Court for consideration consistent with earlier Korean Supreme Court precedent holding
that while fixed bonuses should be included in the calculation of of Ordinary Wages, claims for retroactive application of this rule
would
would be
be barred
barred under certain circumstances.
under certain circumstances. In
In 2015,
2015, onon reconsideration, the Seoul
reconsideration, the Seoul High Court held
High Court in GM
held in GM Korea's
Korea's favor,
favor, after
after
which the plaintiffs appealed to the Korean Supreme Court. The Korean Supreme Court has not yet rendered a decision. We estimate
our reasonably possible loss in excess of
of amounts accrued to be approximately $600 million at December 31, 2019. Both the scope
of claims
of claims asserted
asserted and
and GM
GM Korea's
Korea's assessment
assessment of
of any
any or
or all
all of
of the
the individual
individual claim
claim elements
elements may change if
may change if new information
new information
becomes available or the legal or regulatory frameworks change.
GM Korea
GM Korea is
is also
also party to litigation
party to litigation with current and
with current and former
former salaried
salaried employees
employees over
over allegations
allegations relating
relating to Ordinary Wages
to Ordinary Wages
regulation and whether to include fixed bonuses in the calculation of of Ordinary Wages. In 2017, the Seoul High Court held that
certain workers are not barred from filing retroactive wage claims. GM Korea appealed this ruling to the Korean Supreme Court.
The Korean
The Korean Supreme
Supreme Court
Court has not yet
has not rendered aa decision.
yet rendered decision. We estimate our
We estimate our reasonably
reasonably possible loss in
possible loss in excess
excess of
of amounts
amounts accrued
accrued
to be approximately $170 million at December 31, 2019. Both the scope of of claims asserted and GM Korea's assessment of of any or
of the individual claim elements may change if
all of if new information becomes available or the legal or regulatory frameworks
change.
change.
GM Korea is also party to litigation with current and former subcontract workers over allegations that they are entitled to the
same wages
same wages and
and benefits
benefits provided to full-time
provided to full-time employees,
employees, and
and to
to be
be hired as full-time
hired as full-time employees.
employees. In
In May
May 2018,
2018, the
the Korean
Korean labor
labor
authorities issued an adverse administrative order finding that GM Korea must hire certain current subcontract workers as full-
time employees. GM Korea appealed that order. At December 31, 2019, our accrual covering certain asserted claims and claims
that we believe
that we are probable
believe are probable of
of assertion
assertion and
and for
for which liability is
which liability is probable
probable was approximately $180
was approximately $180 million. We estimate
million. We estimate the
the
reasonably possible loss in excess of
of amounts accrued for other current subcontract workers who may assert similar claims to be
approximately $110 million at December 31, 2019. We are currently unable to estimate any possible loss or range of of loss that may
a
result from additional
result from additional claims
claims that
that may be asserted
may be asserted by former subcontract
by former subcontract workers.
workers.
79

– (Continued)
GM Brazil
GM Brazil Indirect
Indirect Tax Tax Claim
Claim During
During the
the year
year ended
ended December
December 31,31, 2019,
2019, the
the Superior
Superior Judicial
Judicial Court
Court of
of Brazil
Brazil rendered
rendered
favorable decisions
favorable decisions on on three
three cases
cases brought
brought by GM Brazil,
by GM Brazil, each
each challenging
challenging whether
whether aa certain
certain state
state value-added
value-added taxtax should
should bebe
included in the calculation of of federal gross receipts taxes. The decisions will allow the Company the right to recover, through h offset
of federal
of federal tax liabilities, amounts
tax liabilities, amounts collected
collected by
by the
the government
government fromfrom August 2001 to
August 2001 to February
February 2017.
2017. As
As aa result of the
result of the favorable
favorable
decisions, we
decisions, we recorded
recorded pre-tax recoveries of
pre-tax recoveries of $1.4
$1.4 billion in Automotive
billion in and other
cost of
of sales
sales in
in the
year ended December 31, 31,
2019. Timing on realization of of these recoveries is dependent upon the timing of of administrative approvals and generation of federal
tax liabilities eligible
tax liabilities eligible for
for offset.
offset. The
The Brazilian
Brazilian IRS
IRS has filed aa Motion
has filed Motion of
of Clarification
Clarification on
on this
this matter
matter with the Brazilian
with the Supreme
Brazilian Supreme
u
Court, which
Court, could be
which could decided as
be decided as early
early as
as April 2020. In
April 2020. In addition,
addition, we expect third
we expect third parties
parties to
to make claims on
make claims on some
some or or all
all of
of the
the
pre-tax recoveries, which GM intends to defend against.
Other Litigation-Related
Other Litigation-Related Liability
Liability and Tax Administrative
and Tax Administrative Matters
Matters Various other legal
Various other legal actions,
actions, including
including class
class actions,
actions,
governmental investigations, claims and proceedings are pending against us or our related companies or joint ventures, including
matters arising out
matters arising out of
of alleged
alleged product
product defects;
defects; employment-related
employment-related matters;
matters; product and workplace
product and safety, vehicle
workplace safety, vehicle emissions
emissions and
and
fuel economy
fuel economy regulations;
regulations; product
product warranties; financial services;
warranties; financial services; dealer,
dealer, supplier
supplier and
and other
other contractual
contractual relationships; government
relationships; government
regulations relating to competition issues; tax-related matters not subject to the provision of of Accounting Standards Codification
740, Income
740, Income Taxes
Taxes (indirect
(indirect tax-related
tax-related matters); product design,
matters); product design, manufacture and performance;
manufacture and performance; consumer
consumer protection laws; and
protection laws; and
environmental protection
environmental protection laws,
laws, including
including laws
laws regulating air emissions,
regulating air emissions, water discharges, waste
water discharges, waste management
management andand environmental
environmental
remediation from stationary sources.
There are
There are several
several putative
putative class
class actions
actions pending against GM
pending against GM inin federal
federal courts
courts in
in the
the U.S.,
U.S., in
in the
the Provincial
Provincial Courts
Courts in
in Canada
Canada
and in Israel alleging that various vehicles sold including model year 2011-2016 Duramax Diesel Chevrolet Silverado and GMC
Sierra vehicles,
Sierra vehicles, violate federal, state
violate federal, state and
and foreign
foreign emission
emission standards.
standards. GMGM has
has also
also faced
faced aa series
series of
of additional
additional lawsuits
lawsuits based
based
primarily on allegations
primarily on allegations in
in the
the Duramax
Duramax suit,
suit, including
including putative shareholder class
putative shareholder class actions
actions claiming
claiming violations
violations of
of federal
federal securities
securities
law and a shareholder demand lawsuit. The securities lawsuits have been voluntarily dismissed by the plaintiffs in those actions.
We are
We are unable to estimate
unable to estimate any
any reasonably
reasonably possible loss or
possible loss or range of loss
range of loss that
that may result from
may result from these
these actions.
actions.
We believe that appropriate accruals have been established for losses that are probable and can be reasonably estimated. It is
possible that the
possible that the resolution
resolution of
of one
one or
or more of these
more of these matters could exceed
matters could exceed the
the amounts
amounts accrued
accrued in
in an
an amount
amount that
that could
could be
be material
material
to our
to our results of operations.
results of operations. We
We also
also from
from time
time to
to time
time receive subpoenas and
receive subpoenas and other
other inquiries
inquiries or
or requests for information
requests for information from
from
agencies or other representatives of
of U.S. federal, state and foreign governments on a variety ofof issues.
Indirect tax-related
Indirect tax-related matters are being
matters are litigated globally
being litigated globally pertaining
pertaining to
to value added taxes,
value added customs, duties,
taxes, customs, duties, sales,
sales, property
property taxes
taxes
and other non-income tax related tax exposures. The various non-U.S. labor-related matters include claims from current and former
employees related
employees related to alleged unpaid
to alleged unpaid wage, benefit, severance
wage, benefit, severance and
and other
other compensation
compensation matters. Certain administrative
matters. Certain administrative proceedings
proceedings
are indirect
are indirect tax-related
tax-related and
and may require that
may require that we deposit funds
we deposit funds in
in escrow
escrow or
or provide an alternative
provide an alternative form
form of
of security.
security. Some
Some ofof the
the
matters may involve compensatory, punitive or other treble damage claims, environmental remediation programs or sanctions that,
if granted,
if granted, could
could require us to
require us to pay damages or
pay damages or make other expenditures
make other expenditures inin amounts
amounts that
that could
could not
not be
be reasonably estimated at
reasonably estimated at
December 31,
December 31, 2019.
2019. We
We believe that appropriate
believe that appropriate accruals
accruals have
have been established for
been established for losses
losses that
that are
are probable
probable and
and can
can be reasonably
be reasonably
estimated. For indirect tax-related matters we estimate our reasonably possible loss in excess of of amounts accrued to be up to
approximately $800
approximately $800 million at December
million at December 31,31, 2019.
2019.
Takata Matters In May 2016, NHTSA issued an amended consent order requiring Takata to file DIRs for previously unrecalled
front airbag
front airbag inflators
inflators that
that contain
contain phased-stabilized ammonium nitrate-based
phased-stabilized ammonium nitrate-based propellant without aa moisture
propellant without absorbing desiccant
moisture absorbing desiccant
on aa multi-year,
on multi-year, risk-based schedule through
risk-based schedule through 2019
2019 impacting
impacting tens
tens of
of millions
millions of
of vehicles
vehicles produced
produced by by numerous automotive
numerous automotive
manufacturers. NHTSA concluded that the likely root cause of
of the rupturing of the airbag inflators is a function of
of time, temperature
cycling and
cycling and environmental
environmental moisture.
moisture.
Although we do not believe there is a safety defect at this time in any unrecalled GM vehicles within scope of the Takata DIRs,
in cooperation
in cooperation with
with NHTSA
NHTSA we have filed
we have filed Preliminary
Preliminary DIRs
DIRs covering
covering certain
certain of
of our
our GMT900
GMT900 vehicles,
vehicles, which are full-size
which are full-size pickup
pickup
trucks and
trucks and SUVs.
SUVs. We
We have also filed
have also filed petitions
petitions for
for inconsequentiality
inconsequentiality with respect to
with respect to the
the vehicles subject to
vehicles subject to those
those Preliminary
Preliminary DIRs.
DIRs.
NHTSA has consolidated our petitions and will rule on them at the same time.
While these
While these petitions have been
petitions have been pending, we have
pending, we have provided
provided NHTSA
NHTSA with the results
with the of our
results of our long-term
long-term studies
studies and
and the studies
the studies
performed by third-party experts, all of
of which form the basis for our determination that the inflators in these vehicles do nott present
an unreasonable
an unreasonable risk to safety
risk to safety and
and that
that no repair should
no repair should ultimately
ultimately be
be required.
required.
80

– (Continued)
We believe these vehicles are currently performing as designed and our inflator aging studies and field data support the belief
belief
that the vehicles' unique design and integration mitigates against inflator propellant degradation and rupture risk. For example,
the airbag
the airbag inflators
inflators used in the
used in the vehicles are aa variant
vehicles are variant engineered
engineered specifically
specifically for
for our
our vehicles, and include
vehicles, and include features
features such
such as
as greater
greater
venting, unique propellant wafer configurations, and machined steel end caps. The inflators are packaged in the instrument panel
in such a way as to minimize exposure to moisture from the climate control system. Also, these vehicles have features that minimize
the maximum
the maximum temperature
temperature toto which
which the inflator will
the inflator will be exposed, such
be exposed, such as
as larger
larger interior
interior volumes and standard
volumes and standard solar
solar absorbing
absorbing
windshields and side glass.
Accordingly,
Accordingly, no warranty provision
no warranty provision has
has been
been made for any
made for any repair associated with
repair associated with our
our vehicles
vehicles subject
subject to
to the
the Preliminary
Preliminary DIRs
DIRs
and amended consent order. However, in the event we are ultimately obligated to repair the vehicles subject to current or future
Takata DIRs under the amended consent order in the U.S., we estimate a reasonably possible impact to GM of approximately $1.2
billion.
billion.
GM has recalled certain vehicles sold outside of the U.S. to replace Takata inflators in those vehicles. There are significant
differences in
differences in vehicle and inflator
vehicle and inflator design
design between the relevant
between the relevant vehicles sold internationally
vehicles sold internationally and
and those sold in
those sold in the
the U.S. We continue
U.S. We continue
to gather and analyze evidence about these inflators and to share our findings with regulators. Additional recalls, if any, could be
material to our results of
of operations and cash flows. We continue to monitor the international situation.
There are several putative class actions that have been filed against GM in federal courts in the U.S., in the Provincial Courts
in Canada, Mexico and Israel arising out ofof allegations that airbag inflators manufactured by Takata are defective. At this early
stage of
stage of these
these proceedings,
proceedings, we are unable
we are to provide
unable to an evaluation
provide an evaluation of
of the
the likelihood
likelihood that
that aa loss
loss will
will be incurred or
be incurred or an
an estimate
estimate of
of
the amounts or range of possible loss.
Product Liability
Product We recorded
Liability We liabilities of
recorded liabilities of $544
million and $531 million in Accrued
million in Accrued liabilities
liabilities and
and Other
Other liabilities
liabilities at
at
December 31, 2019 and 2018, for the expected cost of of all known product liability claims, plus an estimate of the expected cost for
product liability claims that have already been incurred and are expected to be filed in the future for which we are self-insured. It
is reasonably
is possible that
reasonably possible our accruals
that our accruals for
for product liability claims
product liability claims may increase in
may increase in future
future periods in material
periods in amounts, although
material amounts, although
we cannot estimate a reasonable range of incremental loss based on currently available information. Other than claims relating to
the ignition switch recalls discussed above, we believe that any judgment against us involving our and General Motors Corporation
products for actual
products for actual damages
damages will
will be adequately covered
be adequately covered by our recorded
by our accruals and,
recorded accruals and, where applicable, excess
where applicable, excess liability
liability insurance
insurance
coverage.
Guarantees We
Guarantees We enter
enter into
into indemnification
indemnification agreements
agreements for
for liability
liability claims
claims involving
involving products
products manufactured
manufactured primarily
primarily by certain
by certain
joint ventures. These guarantees terminate in years ranging from 2020 to 2024 or upon the occurrence of of specific events or are
ongoing. We believe that the related potential costs incurred are adequately covered by our recorded accruals, which are insignificant.
The maximum
The future undiscounted
maximum future undiscounted payments
payments mainly
mainly based
based onon vehicles sold to
vehicles sold to date
date were
were $2.6
billion and $2.4 billion for these
billion for these
guarantees at December 31, 2019 and 2018, the majority of which relates to the indemnification agreements.
We provide
We provide payment guarantees on
payment guarantees on commercial
commercial loans
loans outstanding
outstanding with third parties
with third such as
parties such as dealers.
dealers. In some instances
In some instances certain
certain
assets of the party or our payables to the party whose debt or performance we have guaranteed may offset, to some degree, the
of any potential future payments. We are also exposed to residual value guarantees associated with certain sales to rental
amount of
car companies.
car companies.
We periodically enter into agreements that incorporate indemnification provisions in the normal course of of business. It is not
possible to estimate
possible to estimate our
our maximum exposure under
maximum exposure under these indemnifications or
these indemnifications or guarantees
guarantees due
due to
to the
the conditional
conditional nature of these
nature of these
obligations. Insignificant amounts have been recorded for such obligations as the majority of them are not probable or estimable
at this time and the fair value of
of the guarantees at issuance was insignificant. Refer to Note 22 for additional information on n our
indemnification obligations
indemnification obligations to
to PSA
PSA Group
Group under the Master
under the Master Agreement (the Agreement).
Agreement (the Agreement).
Credit Cards Credit card programs offer rebates that can be applied primarily against the purchase or lease of of our vehicles. At
December 31,
December 31, 2019
2019 and
and 2018,
2018, our
our redemption
redemption liability
liability was
was insignificant,
insignificant, our
our deferred
deferred revenue
revenue was $253 million
was $253 and $247
million and $247 million,
million,
and qualified cardholders had rebates available, net of
of deferred program revenue, of of $1.4 billion. Our redemption liability and
deferred revenue are recorded in Accrued liabilities and Other liabilities.
Operating Leases Our portfolio of

of leases primarily consists of real estate office space, manufacturing and warehousing facilities,
land and equipment. Certain leases contain escalation clauses and renewal or purchase options, and generally our leases have no
81
81

– (Continued)
residual value guarantees or material covenants. We exclude leases with a term of one year or less from our balance sheet, and do
not separate non-lease components from our real estate leases.
Rent expense under operating leases was $354 million in the year ended December 31, 2019. Prior to adoption of ofASU
ASU 2016-02,
rent expense under operating leases was $300 million and $284 million in the years ended December 31, 2018 and 2017. Variable
lease costs
lease costs were insignificant in
year ended December 31, 31, 2019.
2019. At December 31,
2019, operating
operating lease
lease right
right of
of use assets in
use assets in
Other assets were $1.1$1.1 billion, operating lease liabilities in Accrued liabilities were $239 million and non-current operating lease
liabilities in Other liabilities were $1.0 billion. Operating lease right ofof use assets obtained in exchange for lease obligations were
$497 million
$497 in the
million in the year ended December
year ended December 31,31, 2019.
2019. Our
Our undiscounted future lease
undiscounted future lease obligations
obligations related
related to
to operating
operating leases
leases having
having
initial terms in excess ofof one year are $269 million, $247 million, $179 million, $167 million, $130 million and $464 million for f
the years 2020, 2021, 2022, 2023, 2024 and thereafter, with imputed interest of of $207 million as of
of December 31,
31,2019.
2019. The weighted
average discount
average discount rate
rate was
was 4.2% and the
4.2% and weighted-average remaining
the weighted-average remaining lease
lease term
term was 7.2 years
was 7.2 at December
years at December 31,31, 2019.
2019. Payments
Payments
for operating leases included in Net cash provided by (used in) operating activities were $337 million in the year ended December
31, 2019. Lease agreements that have not yet commenced were insignificant at December 31, 2019.
Note 17. Income Taxes

Years Ended 31,
December 31,
2019
2019 2018
2018 2017
2017
U.S. income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3,826 $ 4,433 $ 8,399
Non-U.S. income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-U.S. income 2,342
2,342 1,953
1,953 1,332
1,332
Income
Income before income taxes
before income taxes and and equity
equity income
income . . . . . . . . . . . . . . . . . . . . . . . $ 6,168
6,168 $$ 6,386
6,386 $$ 9,731
9,731

Years Ended 31,
December 31,
2019
2019 2018
2018 2017
2017
Current income tax expense (benefit)
U.S. federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 42 $ (104) $ 18
18
U.S. state and
U.S. state and local
local . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102
102 113
113 83
83
Non-U.S
Non-U.S. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 758 577
577 552
Total current income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 902 586 653
Deferred income tax expense (benefit)
U.S. federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
U.S. federal (145)
(145) (578)
(578) 7,831
7,831
U.S. state and local . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 250 (187)
Non-U.S
Non-U.S. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 216 3,236
Total deferred
Total deferred income
income tax tax expense
expense (benefit)
(benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . (133)
(133) (112)
(112) 10,880
10,880
Total income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 769 $ 474 $ 11,533
11,533
Provisions are
Provisions are made for estimated
made for estimated U.S.
U.S. and
and non-U.S. income taxes
non-U.S. income taxes which
which may
may be be incurred
incurred onon the
the reversal of our
reversal of our basis differences
basis differences
in investments
in investments in
in foreign
subsidiaries and
and corporate
corporate joint
joint ventures
ventures not deemed to
not deemed to be indefinitely reinvested.
be indefinitely Taxes have
reinvested. Taxes have not
not been
been
provided on basis differences in investments primarily as a result of of earnings in foreign subsidiaries which are deemed indefinitely
indefmitely
reinvested of $3.2
reinvested of $3.2 billion and $2.9
31, 2019
2019 and
and 2018.
2018. Additional
Additional basis differences related
basis differences to investments
related to investments inin
nonconsolidated China JVs
nonconsolidated China exist of
JVs exist of $4.1
$4.1 billion at December
31, 2019
2019 and
and 2018
2018 asas aa result
result of
of fresh-start
fresh-start reporting. Quantification
reporting. Quantification
of the deferred tax liability, if any, associated with indefinitely reinvested basis differences is not practicable.
of
82

– (Continued)

2019
2019 2018
2018 2017
2017
Income tax
Income tax expense
expense at
at U.S. federal statutory
U.S. federal statutory income
income tax tax rate
rate. . . . . . . . . . . . . $S 1.295
1,295 $$ 1,341 $$
1,341 3,406
3,406
State and local tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 117
117 282 (76)
Non-U.S. income taxed at other than the U.S. federal statutory tax rate . . . . 166
166 90 (145)
(145)
U.S.
U.S. tax impact on
tax impact on Non-U.S. income and
Non-U.S. income and activities
activities . . . . . . . . . . . . . . . . . . . . (197)
(197) (822)
(822) (941)
(941)
Change in valuation allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (233) 1,695 2,712
laws . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change in tax laws. (122)
(122) (134)
(134) 7,194
General business
General business credits
credits and
and manufacturing
manufacturing incentives incentives . . . . . . . . . . . . . . . . . (420)
(420) (695)
(695) (428)
(428)
Capital loss expiration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 107
107 —
of prior year tax matters
Settlements of matters. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (188)
(188) (256)
(256)
Realization of basis
Realization of differences in
basis differences in affiliates
affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . — (59)
(59) —
German statutory approval of of net operating losses . . . . . . . . . . . . . . . . . . . . . — (990) —
Foreign currency remeasurement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74 19
19 23
Other adjustments
Other adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89
89 (172)
(172) 44
44
Total income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 769 $ 474 $ 11,533
11,533
Deferred Income
Deferred Income TaxTax Assets
Assets and
and Liabilities
Liabilities Deferred
Deferred income
income taxtax assets
assets and
and liabilities
liabilities at
at December
December 31,
31, 2019
2019 and
and 2018
2018 reflect
reflect
the effect of temporary differences between amounts of assets, liabilities and equity for financial reporting purposes and the bases
the effect of temporary differences between amounts of assets, liabilities and equity for fmancial reporting purposes and the bases
of such assets, liabilities and equity as measured based on tax laws, as well as tax loss and tax credit carryforwards.
of can-yforwards. The following
table summarizes
table summarizes the components of
the components of temporary differences and
temporary differences and carryforwards
carryforwards that give rise
that give rise to deferred tax
to deferred tax assets
assets and
and liabilities:
liabilities:
Deferred tax
Deferred tax assets
assets
Postretirement benefits other than pensions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1.695
1,695 $ 1,584
1,584
Pension and other employee benefit plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,968 3,020
Warranties, dealer
Warranties, dealer and
and customer
customer allowances,
allowances, claims
claims and and discounts.
discounts . . . . . . . . . . . . . . . . . 6,299
6,299 6,307
6,307
U.S. capitalized research expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,035 5,176
U.S. operating loss and tax credit carryforwards(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8,686 8,591
8,591
Non-U.S. operating loss
Non-U.S. operating loss and
and tax
tax credit
credit carryforwards(b).
carryforwards(b) . . . . . . . . . . . . . . . . . . . . . . . . . 6,731
6,731 6,393
6,393
Miscellaneous . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,965
1,965 2,034
Total deferred tax assets before valuation allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34,379 33,105
Less: valuation
Less: allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
valuation allowances (8,135)
(8,135) (7,976)
(7,976)
Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26,244 25,129
Deferred tax liabilities
Property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,565
1,565 1,098
1,098
Intangible assets
Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 763
763 729
729
Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,328 1,827
1,827
Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 23,916 $ 23,302
_________
(a) At
(a) December 31,
2019 U.S.
U.S. operating loss and
operating loss and tax
tax credit carryforwards of
credit carryforwards of $8.7
$8.7 billion
billion expire
expire by 2039 if
by 2039 if not
not utilized.
utilized.
(b) At
(b) December 31,
At December 31,2019
2019 Non-U.S. operating loss
Non-U.S. operating loss and
and tax
tax credit carryforwards of
credit carryforwards of $1.3
$1.3 billion
billion expire by 2039
expire by if not
2039 if not utilized
utilized and
and the
the remaining
remaining
balance
balance of $5.4 billion
of $5.4 may be
billion may carried forward
be carried forward indefinitely.
indefinitely.
Valuation Allowances During the years ended December 31, 2019 and 2018, valuation allowances against deferred tax assets of of
$8.1 billion
$8.1 and $8.0
billion were
were comprised
comprised of
of cumulative
cumulative losses,
losses, credits
credits and
and other
other timing
timing differences,
differences, primarily in Germany,
primarily in Germany,
Spain and South Korea.
83

– (Continued)
We have
We $3.3 billion
have $3.3 of net
billion of operating loss
net operating loss carryforwards
carryforwards in
in Germany
Germany that,
that, as
as aa result of reorganizations
result of reorganizations that
that took place in
took place in 2008
2008
and 2009
and 2009 and
and then existing German
then existing German Law, were not
Law, were previously recorded
not previously as deferred
recorded as deferred tax assets. In
tax assets. In 2018
2018 aa favorable
favorable European
European court
court
decision was statutorily approved in Germany enabling use of those loss carryforwards, and deferred tax assets totaling $1.0 billion
were established for
were established for the
the loss
loss carryforwards.
carryforwards. Offsetting
Offsetting valuation
valuation allowances
allowances were also established
were also established as
as the
the deferred
deferred tax
tax assets
assets aare
are
not more likely
not more likely than not to
than not to be
be realized.
realized.
Uncertain Tax
Uncertain Tax Positions
Positions The
The following
following table
table summarizes
summarizes activity
activity of
of the total amounts
the total amounts of
of unrecognized
unrecognized tax
tax benefits:
benefits:
2019 2018 2017
Balance at beginning
Balance at beginning ofof period
period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 1,341
1,341 $$ 1,557 $$
1,557 1,182
1,182
Additions to current year tax positions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
18 292 160
160
Additions to prior
Additions to prior years' tax positions
years' tax positions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
13 264
264 448
448
Reductions
Reductions toto prior
prior years'
years' tax positions . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
tax positions. (501) (244) (195)
Reductions in tax positions due to lapse of statutory limitations . . . . . . . . . . (8) (38) (44)
Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlements (93)
(93) (450)
(450) (11)
(11)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other 55 (40) 17
17
Balance at end of of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 775 $ 1,341 $
1,341 1,557
1,557
At December 31,
2019 and
and 2018
2018 there
there were $539 million
were $539 and $991
million and $991 million of unrecognized
million of tax benefits
unrecognized tax that if
benefits that if recognized
recognized would
would
favorably affect
favorably affect our
our effective
effective tax
tax rate in the
rate in the future.
future. In
In the
31, 2019,
2019, 2018
2018 and
and 2017
2017 income
income tax
tax related
related
interest and penalties were insignificant. At December 31, 2019 and 2018 we had liabilities of of $117 million and $116 million for
income tax
income tax related interest and
related interest and penalties.
penalties.
At December 31, 2019 it is not possible to reasonably estimate the expected change to the total amount of
of unrecognized tax
benefits in the
benefits in the next
next twelve
twelve months.
months.
Other Matters Income tax returns are filed in multiple jurisdictions and are subject to examination by taxing authorities
throughout the
throughout the world.
world. WeWe have open tax
have open tax years from 2009
years from 2009 to 2019 with
to 2019 with various significant tax
various significant tax jurisdictions. Tax authorities
jurisdictions. Tax authorities may
may
have
have the ability to
the ability to review
review andand adjust
adjust net operating loss
net operating loss or
or tax credit carryforwards
tax credit carryforwards that
that were generated prior
were generated prior to these periods
to these if
periods if
utilized in an open tax year. These open years contain matters that could be subject to differing interpretations of of applicable tax
laws and
laws and regulations as they
regulations as they relate
relate to
to the
the amount,
amount, character,
character, timing
timing or
or inclusion
inclusion of
of revenue and expenses
revenue and expenses or
or the sustainability
the sustainability of
y of
income tax
income credits for
tax credits for aa given
given audit
audit cycle.
cycle.
The U.S.
The Tax Cuts
U.S. Tax Cuts and
and Jobs
Jobs Act of 2017
Act of 2017 (the
(the Tax
Tax Act)
Act) was signed into
was signed into law
law on
on December
December 22, 22, 2017.
2017. The
The Tax
Tax Act changed many
Act changed many
aspects of
aspects ofU.S. corporate income
U.S. corporate income taxation
taxation and
and included
included reduction of the
reduction of the corporate
corporate income
income taxtax rate from 35%
rate from 35% to 21%, implementation
to 21%, implementation
of a territorial tax system and imposition of
of of a tax on deemed repatriated earnings of of foreign subsidiaries. We recognized the tax
effects of
effects of the
the Tax
Tax Act in the
Act in the year ended December
year ended December 31,31, 2017
2017 and
and recorded $7.3 billion
recorded $7.3 in tax
billion in tax expense.
expense. The
The tax
tax expense
expense primarily
primarily
relates to the
relates to the remeasurement
remeasurement of of deferred
deferred tax
tax assets
assets to
to the
the 21%
21% tax
tax rate.
rate. We applied the
We applied guidance in
the guidance in SAB
SAB 118
118 when accounting for
when accounting for
the enactment-date effects of the Tax Act in 2017 and 2018. During the year ended December 31, 2018 we reduced our year ended
December 31,
December 31, 2017
2017 estimated
estimated tax
tax expense
expense ofof $7.3
$7.3 billion
billion to $7.1 billion,
to $7.1 billion, primarily
primarily related
related toto the
the remeasurement of deferred
remeasurement of deferred tax
tax
assets to
assets the 21%
to the 21% tax
tax rate.
rate.
Note 18.
Note 18. Restructuring
Restructuring and
and Other
Other Initiatives
Initiatives
We have
We executed various
have executed various restructuring and other
restructuring and other initiatives
initiatives and
and we
we may execute additional
may execute additional initiatives
initiatives in
in the
the future,
future, if
if necessary,
necessary,
to streamline
to streamline manufacturing capacity and
manufacturing capacity and reduce
reduce other
other costs
costs to
to improve
improve the
the utilization
utilization of
of remaining facilities. To
remaining facilities. To the
the extent
extent tthese
these
programs involve voluntary separations, a liability is generally recorded at the time offers to employees are accepted. To the extent
these programs
these programs provide separation benefits
provide separation benefits in
in accordance
accordance with
with pre-existing agreements, aa liability
pre-existing agreements, liability is
is recorded
recorded onceonce the amount is
the amount is
probable and reasonably
probable and estimable. If
reasonably estimable. If employees
employees are
are involuntarily
involuntarily terminated,
terminated, aa liability
liability is
is generally
generally recorded
recorded at at the communication
the communication
date. Related charges are recorded in Automotive and other cost of ofsales and Automotive and other selling, general and administrative t
expense.
expense.
84

– (Continued)
The following
table summarizes reserves and
the reserves and charges
charges related
related to restructuring and
to restructuring and other
other initiatives,
initiatives, including
including postemployment
postemployment
benefit
benefit reserves and charges:
reserves and charges:

Years Ended 31,
December 31,
2019 2018 2017
Balance at beginning
Balance at beginning of of period
period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 1,122 $$
1,122 227
227 $$ 268
268
Additions, interest accretion and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 629 1,637 330
Payments
Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,101)
(1,101) (600)
(600) (315)
(315)
Revisions
Revisions to estimates and
to estimates and effect
effect of of foreign
foreign currency.
currency . . . . . . . . . . . . . . . . . . (86) (142) (56)
Balance at end of
of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 564 $ 1,122 $ 227
In the year ended December 31, 2019, restructuring and other initiatives primarily included actions related to our announced
transformation activities, which include unallocation of of products to certain manufacturing facilities and other employee separation
programs.
programs. WeWe recorded charges of
recorded charges of $1.8
$1.8 billion, primarily in
billion, primarily in GMNA,
GMNA, in in the
year ended December 31,31, 2019
2019 consisting
consisting of
of $1.3
$1.3
billion primarily in non-cash accelerated depreciation and pension curtailment and other charges, not reflected in the table above,
and $535 million primarily in supplier-related charges and employee-related separation charges, which are reflected in the table
above. We
above. We recorded charges of
recorded charges of $1.3
$1.3 billion, primarily in
billion, primarily in GMNA,
GMNA, in in the
year ended December 31,31, 2018 consisting of
2018 consisting of $1.0
$1.0 billion
billion
in employee separations and other charges, which are reflected in the table above, and $301$301 million primarily in non-cash accelerated
depreciation, not reflected in the table above. These programs have a total cost since inception of $3.1 $3.1 billion and were complete
at December
at December 31,
31, 2019.
2019. We
We incurred
incurred $1.1
$1.1 billion in cash
billion in cash outflows
outflows resulting from these
resulting from these restructuring actions, primarily
restructuring actions, for employee
primarily for employee
separation payments and supplier-related payments in the year ended December 31, 2019. We expect additional cash outflows
related to these activities of
of approximately $400 million to be substantially complete by the end of of 2020.
In the year ended December 31, 2018, restructuring and other initiatives in GMI primarily included the closure of of a facility and
other restructuring actions in Korea and employee separation programs. We recorded charges of of $1.0 billion related to Korea, net
of noncontrolling
of noncontrolling interests.
interests. These
These charges
charges consisted
consisted of
of $537
$537 million in non-cash
million in asset impairments
non-cash asset impairments and
and other
other charges,
charges, not
not reflected
reflected
in the table above, and $495 million in employee separation charges, which are reflected in the table above. We incurred $775
million in cash outflows resulting from these Korea restructuring actions, primarily for employee separations and statutory pension
payments
payments inin the
31, 2018.
2018. These
These programs
programs were substantially complete
were substantially complete at
at December 31, 2018.
December 31, 2018.
In the year ended December 31, 2017, restructuring and other initiatives primarily included restructuring actions announced in
the three
the three months ended June
months ended June 30,
30, 2017
2017 in
in GMI.
GMI. These
These actions
actions primarily
primarily related to the
related to the withdrawal of Chevrolet
withdrawal of Chevrolet from
from the
the Indian
Indian and
and
South African markets at the end of of 2017 and the transition of
of our South Africa manufacturing operations to Isuzu Motors. We
continue to manufacture vehicles in India for sale to certain export markets. We recorded charges of of $460 million in GMI primarily
consisting of
consisting of $297
$297 million of asset
million of asset impairments,
impairments, sales
sales incentives,
incentives, inventory
inventory provisions and other
provisions and other charges,
charges, not reflected in
not reflected in the table
the table
above, and $163 million of dealer restructurings, employee separations and other contract cancellation costs, which are reflected
in the table above. We completed these programs in GMI in 2017. Other GMI restructuring programs reflected in the table above
include separation
include separation and
and other
other programs
programs inin Australia,
Australia, Korea
Korea and
and India
India and
and the
the withdrawal
withdrawal ofof the
the Chevrolet
Chevrolet brand from Europe.
brand from Europe.
Collectively, these programs had a total cost ofof $892 million since inception in 2013 through the completion of of the programs in
the year ended December 31, 2017.
Note 19. Interest Income and Other Non-Operating Income
Years Ended
December 31,
31,
2019 2018 2017
Non-service
Non-service pension and OPEB
pension and OPEB income
income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 797
797 $$ 1,665
1,665 $$ 1,316
1,316
Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest income 429
429 335
335 266
266
Licensing agreements income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 165
165 296 74
Revaluation
Revaluation of of investments
investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80
80 258
258 (56)
(56)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other (2) 42
42 45
45
Total interest income and other non-operating income, net . . . . . . . . . . . . . . $ 1,469
1,469 $ 2.596
2,596 $S 1,645
1,645
85

– (Continued)
Stockholders' Equity and Noncontrolling Interests
Note 20. Stockholders’
Preferred and
Preferred and Common
Common Stock
Stock We
We have 2.0 billion
have 2.0 shares of
billion shares of preferred stock and
preferred stock and 5.0
5.0 billion
billion shares
shares of
of common
common stock
stock authorized
authorized
for issuance. At December 31, 2019 and 2018 we had no shares of preferred stock and 1.4 1.4 billion shares of common stock issued
and outstanding.
Common Stock Holders of of our common stock are entitled to dividends at the sole discretion of our Board of Directors. Our
dividends declared per common share were $1.52 and our total dividends paid on common stock were $2.2 billion, $$2.1 billion
billion, $2.1 billi
and
and $$2.2 billion
d $2.2 billion for the
billi for the years ended December
31, 2019,
2019, 2018
2018 and
and 2017.
2017. Holders
Holders of
of common
common stock
stock are
are entitled
entitled to one vote
to one vote per
per
share on all matters submitted to our stockholders for a vote. The liquidation rights of holders of our common stock are secondary
to the payment or provision for payment of of all our debts and liabilities and to holders of
of our preferred stock, if
if any such shares
a
are then
are then outstanding.
outstanding.
In the year ended December 31,31,2019,

2019, we did not purchase shares of our outstanding common stock. In the years ended December
31, 2018
31, 2018 and
and 2017,
2017, we
we purchased
purchased three
three million and 120
million and 120 million shares of
million shares of our
our outstanding
outstanding common
common stock
stock for
for $100
$100 million and
million and
$4.5 billion as part of the common stock repurchase program announced in March 2015, which our Board of of Directors increased
and extended in January 2016 and January 2017.
Warrants At December 31,

Warrants 31,2018
2018 we had 1515 million warrants outstanding that we issued in July 2009. The warrants have expired
but were exercisable at any time prior to July 10,
10, 2019 at an exercise price of
of $18.33 per share.
GM Financial Preferred Stock In September 2018 GM Financial issued $500 million of of Fixed-to-Floating Rate Cumulative
Perpetual Preferred Stock, Series B, $0.01
$0.01 par value, with a liquidation preference of
of $1,000 per share. The preferred stock is
classified as
classified as noncontrolling interests in
noncontrolling interests in our
our consolidated
statements. Dividends
Dividends are
are paid
paid semi-annually
semi-annually when declared,
when declared,
which started March 30, 2019 at a fixed rate ofof 6.50%.
In September
In September 2017
2017 GM
GM Financial issued $1.0
Financial issued $1.0 billion of Fixed-to-Floating
billion of Fixed-to-Floating Rate
Rate Cumulative
Cumulative Perpetual
Perpetual Preferred
Preferred Stock,
Stock, Series
Series
A, $0.01 par value, with a liquidation preference of
of $1,000 per share. The preferred stock is classified as noncontrolling interests
fmancial statements. Dividends are paid semi-annually when declared, which started March 30, 2018 at a fixed
in our consolidated financial
rate of 5.75%.
rate of 5.75%.
Cruise Preferred Shares In 2019 Cruise Holdings entered into a Purchase Agreement with The Vision Fund, General Motors
Holdings LLC,
Holdings LLC, Honda
Honda and
and certain
certain other
other investors
investors pursuant
pursuant to
to which Cruise Holdings
which Cruise Holdings received $1.2 billion,
received $1.2 including $687
billion, including $687 million
million
from General Motors Holdings LLC, in exchange for issuing Cruise Class F Preferred Shares, representing approximately 6.6%
of the fully diluted equity in Cruise Holdings. All proceeds related to the Cruise Class F Preferred Shares are designated exclusively
of
for working
for capital and
working capital and general
general corporate
corporate purposes
purposes ofof Cruise.
Cruise. The
The Cruise
Cruise Class
Class FF Preferred Shares participate
Preferred Shares participate pari
pari passu
passu with
with
holders of
of Cruise Holdings common stock in any dividends declared. The Cruise Class F Preferred Shares have the right to vote
on the election of
of one director, who is elected by the vote of a majority of of the Cruise Holdings common stock and the Cruise Class
F Preferred
F Preferred Shares.
Shares. Prior
Prior to an initial
to an initial public
public offering,
offering, the
the holders of Cruise
holders of Cruise Class
Class F
F Preferred
Preferred Shares
Shares are
are restricted
restricted from
from transferring
transferring
the Cruise Class F Preferred Shares until May 7, 2023. The Cruise Class F Preferred Shares only convert into common stock of of
Cruise Holdings, at specified exchange ratios, upon occurrence of of an initial public offering. No covenants or other events of of default
that can
that can trigger
trigger redemption
redemption of of the Class F
the Class F Preferred
Preferred Shares
Shares exist.
exist. The
The Cruise
Cruise Class
Class FF Preferred
Preferred Shares
Shares are
are entitled
entitled to
to receive the
receive the
of their carrying value or a pro-rata share of
greater of of any proceeds or distributions upon the occurrence of of a merger, sale, liquidation,
q
of Cruise Holdings. The Cruise Class F Preferred Shares are classified as noncontrolling interests in our consolidated
or dissolution of
financial statements. At December 31,
2019, external
external investors
investors held
held 17.3%
17.3% ofof the fully diluted
the fully diluted equity
equity in
in Cruise
Cruise Holdings.
Holdings.
In June 2018, Cruise Holdings issued $900 million of of convertible preferred shares (Cruise Preferred Shares) to an affiliate of of
The Vision
The Fund which
Vision Fund subsequently assigned
which subsequently assigned such
such shares
shares to
to The
The Vision Fund. Immediately
Vision Fund. Immediately prior to the
prior to the issuance
issuance of
of the
the Cruise
Cruise
$1.1 billion in Cruise Holdings. When Cruise's autonomous vehicles are ready for commercial
Preferred Shares, we invested $1.1
deployment, The Vision Fund is obligated to purchase additional Cruise Preferred Shares for $1.35 billion. All proceeds are
designated exclusively
designated exclusively for
for working
working capital
capital and
and general
general corporate
corporate purposes of Cruise.
purposes of Cruise. Dividends
Dividends are
are cumulative
cumulative and
and accrue
accrue at
at an
an
annual rate of
of 7.0% and are payable quarterly in cash or in-kind, at Cruise's discretion. The Cruise Preferred Shares are also entitled
to participate in Cruise dividends above a defined
defmed threshold. Prior to an initial public offering, The Vision Fund is restricted from
transferring the
transferring Cruise Preferred
the Cruise Preferred Shares
Shares until
until June
June 28,
28, 2025.
2025. The
The Cruise
Cruise Preferred
Preferred Shares
Shares are
are classified
classified as
as noncontrolling interests
noncontrolling interests
in our consolidated financial
86

– (Continued)
Cruise Common Shares In October 2018, Cruise Holdings entered into a Purchase Agreement with Honda, pursuant to which
Honda invested $750 million in Cruise Holdings in exchange for Class E Common Shares, representing 5.7% of of the fully diluted
equity of
equity of Cruise
Cruise Holdings
Holdings at
at closing.
closing. In
In addition,
addition, Honda agreed to
Honda agreed to contribute
contribute approximately
approximately $2.0 $2.0 billion
billion primarily in the
primarily in the form
form ofof
a long-term annual fee to Cruise Holdings for certain rights to use Cruise Holdings' trade names and trademarks and the exclusive
right to partner with Cruise Holdings to develop, deploy, and maintain a foreign market. The remaining contribution or funding
will come in
will come in the
the form
form of
of shared
shared development
development costs
costs for
for aa shared
shared autonomous
autonomous vehicle
vehicle that
that Honda, General Motors
Honda, General Motors Holdings
Holdings LLC
LLC
and Cruise Holdings will jointly develop for deployment onto Cruise's autonomous vehicle network. All proceeds are designated
exclusively for working capital and general corporate purposes of of Cruise. At the later of
of October 3, 2025 or the termination of off the
commercial agreements
commercial agreements between Cruise Holdings
between Cruise and Honda,
Holdings and Cruise Holdings
Honda, Cruise Holdings can
can call
call all,
all, but
but not
not less
less than
than all
all of
of the Class E
the Class E
Common Shares at an amount equal to the then fair value of of Cruise Holdings. The Class E Common Shares are classified as
noncontrolling interests in our consolidated financial
GM Korea Preferred Shares In the year ended December 31, 2018, the Korea Development Bank (KDB) purchased $720
million of GM Korea's Class B Preferred Shares (GM Korea Preferred Shares). Dividends on the GM Korea Preferred Shares are
cumulative and
cumulative and accrue
accrue at
at an
an annual
annual rate of 1.0%.
rate of 1.0%. GM
GM Korea
Korea can
can call
call the
the preferred shares at
preferred shares at their
their original
original issue
issue price six years
price six years from
from
the date of issuance and once called, the preferred shares can be converted into common shares of GM Korea at the option of the
holder. The GM Korea Preferred Shares are classified as noncontrolling interests in our consolidated financial fmancial statements. The
KDB investment
KDB investment proceeds can only
proceeds can only be
be used
used for
for purposes of funding
purposes of funding capital
capital expenditures
expenditures in
in GM
GM Korea.
Korea. In
In conjunction
conjunction with the
with the
GM Korea Preferred Share issuance we agreed to provide GM Korea future funding, if if needed, not to exceed $2.8 billion through
December 31, 2027, inclusive of of $2.0 billion of planned capital expenditures through 2027.
following, table summarizes the significant components of

The following of Accumulated other comprehensive loss:
Years Ended 31,
December 31,
2019
2019 2018
2018 2017
2017
Foreign Currency Translation Adjustments
Balance at beginning of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (2,250) $ (1,606) $ (2,355)
Other comprehensive income (loss) and noncontrolling interests before
reclassification adjustment, net of tax and impact of of adoption of of accounting
standards(a)(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (56) (664) 560
Reclassification adjustment, net of of tax(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
28 20 189
189
Other comprehensive income (loss), net of
of tax(a) . . . . . . . . . . . . . . . . . . . . . . . . . (28) (644) 749
Balance at end of
of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (2.278) $
(2,278) (2,250) $ (1.606)
(1,606)
Defined Benefit Plans
Balance at beginning of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (6,737) $ (6,398) $ (6,968)
Other comprehensive loss and noncontrolling interests before reclassification
adjustment, net of
of impact of of accounting standards(b) . . . . . . . . . .
of adoption of (2,769) (580) (798)
Tax benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 463 100 98
Other comprehensive loss and noncontrolling interests before reclassification
adjustment, net of
of tax and impact of
of adoption of of accounting standards(b) . . . . (2,306) (480) (700)
Reclassification adjustment, net of
of tax(a)(c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 184
184 141
141 1,270
1,270
Other comprehensive income (loss), net ofof tax . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,122) (339) 570
Balance at end of
of period(d) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (8,859) $ (6,737) $ (6.398)
(6,398)
__________
(a)
(a) The income
The income taxtax effect
effect was
was insignificant in the
insignificant in the years
ended December 31, 2019,
2019,2018 and 2017.
2018 and 2017.
(b)
(b) The noncontrolling
The interests are
noncontrolling interests are insignificant
insignificant inin the
years ended December 31,31, 2019,
2019, 2018
2018 and
and 2017.
2017.
(c)
(c) $1.2 billion
$1.2 is included
billion is included inin the
the loss
loss on sale of
on sale of the
the Opel/Vauxhall Business in
Opel/Vauxhall Business in the
year ended December 31,31, 2017. An insignificant
2017. An insignificant
f amount is
amount is
included in
included in the
the computation
computation of of periodic pension and
periodic pension and OPEB
OPEB (income)
(income) expense
expense inin the
31, 2017.
2017.
(d) Primarily
(d) Primarily consists
consists of
of unamortized actuarial loss
unamortized actuarial loss on our defined
on our defined benefit
benefit plans.
plans. Refer
Refer to
to the
the critical
critical accounting
accounting estimates
estimates section
section of
of our
our MD&A
MD&A
for additional
for additional information.
information.
87

– (Continued)
Note 21. Earnings Per Share
Basic and diluted earnings (loss) per share are computed by dividing Net income (loss) attributable to common stockholders by
the weighted-average common shares outstanding in the period. Diluted earnings (loss) per share is computed by giving effect to
all potentially
all dilutive securities
potentially dilutive securities that
that are
are outstanding.
outstanding.
31,
2019
2019 2018
2018 2017
2017
Basic earnings per share
Income from
continuing operations(a)
operations(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 6,732 $$
6,732 8,084 $$
8,084 348
348
Less: cumulative dividends on subsidiary preferred stock . . . . . . . . . . . . . . . (151) (98) (16)
Income from continuing operations attributable to common stockholders . . . 6,581
6,581 7,986 332
Loss from discontinued
Loss from discontinued operations,
operations, net of tax
net of tax. . . . . . . . . . . . . . . . . . . . . . . . . — 70
70 4,212
4,212
Net income (loss) attributable to common stockholders . . . . . . . . . . . . . . . . . $ 6,581
6,581 $ 7,916 $ (3,880)
Weighted-average common shares outstanding . . . . . . . . . . . . . . . . . . . . . . . 1,424
1,424 1,411 1,465
1,465
Basic earnings per common share — – continuing operations . . . . . . . . . . . . . . $ 4.62 $ 5.66 $ 0.23
Basic loss per
Basic loss per common
common share share —– discontinued
operations . . . . . . . . . . . . . . . . $$ —
— $$ 0.05
0.05 $$ 2.88
2.88
Basic earnings (loss) per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 4.62 $ 5.61 $ (2.65)
Diluted earnings per share
Income from continuing operations attributable to common stockholders — –
diluted(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,581
6,581 $ 7,986 $ 332
Loss from discontinued operations, net of
of tax —
– diluted . . . . . . . . . . . . . . . . . $ — $ 70 $ 4,212
Net income (loss)
attributable to common stockholders
to common stockholders — diluted . . . . . . . . . $$
– diluted 6,581
6,581 $$ 7,916
7,916 $$ (3,880)
(3,880)
Weighted-average common shares outstanding –— basic . . . . . . . . . . . . . . . . . 1,424
1,424 1,411 1,465
1,465
Dilutive effect of
of warrants and awards under stock incentive plans . . . . . . . . 15
15 20 27
Weighted-average common shares
Weighted-average common shares outstanding
outstanding — diluted . . . . . . . . . . . . . . . .
– diluted 1,439
1,439 1,431
1,431 1,492
1,492
Diluted earnings per
Diluted earnings common share
per common share — continuing operations
– continuing operations . . . . . . . . . . . . . $$ 4.57
4.57 $$ 5.58
5.58 $$ 0.22
0.22
Diluted loss per common share –— discontinued operations . . . . . . . . . . . . . . . $ — $ 0.05 $ 2.82
Diluted earnings
Diluted earnings (loss)
(loss) per common share
per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 4.57
4.57 $$ 5.53
5.53 $$ (2.60)
(2.60)
Potentially dilutive
Potentially dilutive securities(b)
securities(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77 99 —
__________
(a) Net
(a) of Net
Net of loss attributable
to noncontrolling
noncontrolling interests.
interests.
(b) Potentially
(b) Potentially dilutive
dilutive securities
securities attributable
attributable to outstanding stock
to outstanding stock options
options were excluded from
were excluded from the computation of
the computation of diluted
diluted EPS
BPS because
because the
the
securities would
securities have had
would have had an
an antidilutive
antidilutive effect.
effect.
Note 22.
Note 22. Discontinued
Discontinued Operations
Operations
On July
On July 31,
31, 2017,
2017, we
we closed
closed the
the sale
sale of
of our
our Opel/Vauxhall
Opel/Vauxhall Business
Business to
to PSA
PSA Group.
Group. On
On October
October 31,
31, 2017,
2017, we
we closed
closed the sale of
the sale of
the Fincos to Banque PSA Finance S.A. and BNP Paribas Personal Finance S.A.
The net
The net consideration
consideration paid at closing
paid at closing for
for the European Business
the European Business was
was $2.5
$2.5 billion,
billion, inclusive
inclusive ofof $808
$808 million
million in
in warrants
warrants inin PSA
PSA
Group. The total charge from the sale of of the European Business during the year ended December 31, 2017 was $6.2 billion, net
of tax,
of tax, of
of which
which $3.9
$3.9 billion
billion was recorded in
was recorded in Loss from discontinued
operations, net
net of
of tax,
tax, and
and $2.3
$2.3 billion
billion was recorded in
was recorded in Income
Income
tax expense.
tax expense. PSA
PSA Group
Group assumed
assumed approximately
approximately $3.1
$3.1 billion of net
billion of net underfunded pension liabilities
underfunded pension liabilities primarily
primarily with respect to
with respect to active
active
employees of of the Opel/Vauxhall Business, and during the year ended December 31, 2017 our wholly-owned subsidiary (the Seller)
made payments
made payments to PSA Group,
to PSA Group, oror one
one or
or more
more pension funding vehicles,
pension funding vehicles, of
of $3.4
$3.4 billion in respect
billion in respect of
of these assumed liabilities.
these assumed liabilities.
The Seller agreed to indemnify PSA Group for certain losses resulting from any inaccuracy of of the representations and warranties
or breaches
or breaches ofof our
our covenants
covenants included
included in
in the
the Agreement
Agreement and
and for
for certain
certain other
other liabilities
liabilities including
including certain
certain emissions
emissions and
and product
product
liabilities. The
liabilities. The Company
Company entered
entered into
into aa guarantee
guarantee for
for the
the benefit of PSA
benefit of PSA Group
Group and
and pursuant
pursuant toto which
which the Company agreed
the Company agreed to
to
88

– (Continued)
guarantee the Seller's obligation to indemnify PSA Group. Certain of these indemnification obligations are subject to time
limitations, thresholds and/or caps as to the amount of required payments.
Although the sale reduced our new vehicle presence in Europe, we may still be impacted by actions taken by regulators related
to vehicles sold before the sale. In Germany, the Kraftfahrt-Bundesamt (KBA) issued an order in November 2019, which converted
aa voluntary
voluntary recall initiated by
recall initiated Opel in
by Opel in 2017
2017 and
and 2018
2018 into
into aa mandatory
mandatory recall for allegedly
recall for allegedly failing
failing to
to comply
comply with certain emissions
with certain emissions
regulations. However, because the overwhelming majority of vehicles have already received KBA-approved software calibration
updates pursuant to the voluntary recall, the number of of vehicles subject to the mandatory recall is insignificant. The Seller may
also be
also be obligated
obligated to
to indemnify
indemnify PSA
PSA Group
Group oror otherwise
otherwise absorb
absorb costs
costs and
and expenses
expenses resulting from the
resulting from foregoing as
the foregoing as well
well as
as certain
certain
related potential litigation costs, settlements, judgments and potential fines.
fmes. In addition, at the KBA's request, the German aauthorities
re-opened a separate criminal investigation related to this matter that had previously been closed with no action. We are unable to
estimate any
estimate any reasonably
reasonably possible loss or
possible loss or range of loss
range of loss that
that may result from
may result from this
this matter.
matter.
We continue to purchase from and supply to PSA Group certain vehicles, parts and engineering services for a period of
of time
following closing.
following closing. The
The following
following table
table summarizes
summarizes transactions
transactions with
with the Opel/Vauxhall Business:
the Opel/Vauxhall Business:
Years Ended
December 31,
2019 2018 2017
Net sales and revenue(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,129
1,129 $ 1,939
1,939 $ 853
Purchases and expenses(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 825 $ 1,422
1,422 $ 218
Cash payments(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
Cash payments(b) 975
975 $ 1,849
1,849 $$ 242
242
Cash receipts(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,408
1,408 $ 2,310 $ 1,161
1,161
__________
(a) Included in Income from continuing operations.
operations.
(b) Included in Net cash provided by operating activities -– continuing operations.
The following
The following table
table summarizes
summarizes the
the results of the
results of the European
European Business
Business operations:
operations:
Years Ended
December 31,
2019 2018 2017
Automotive net
Automotive sales and
revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ — $ — $ 11,257
11,257
GM Financial
GM Financial netnet sales
sales and
and revenue
revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — 466
466
Total net sales and revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — 11,723
11,723
Automotive and
other cost
cost of
of sales
sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — 11,049
11,049
GM Financial
GM Financial interest,
interest, operating
operating and and other
other expenses
expenses . . . . . . . . . . . . . . . . . . . — — 342
342
Automotive and other selling, general, and administrative expense . . . . . . . . — — 813
Other expense
Other expense items
items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — ((72))
(72)
Loss from
operations beforebefore taxes
taxes . . . . . . . . . . . . . . . . . . . . . . . — — 553
553
Loss on sale of discontinued operations before taxes(a)(b) . . . . . . . . . . . . . . — 70 2,176
Total loss
Total loss from
from discontinued
operations before before taxes
taxes . . . . . . . . . . . . . . . . . . . — 70
70 2,729
2,729
Income tax
Income expense(b)(c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
tax expense(b)(c) — — 1,483
1,483
Loss from discontinued operations, net of of tax.
tax . . . . . . . . . . . . . . . . . . . . . . . . $ — _$70
$ 70 $ 4.212
4,212
,
__________
(a) Includes contract cancellation charges associated with the disposal for the year ended December 31, 2017.
of discontinued operations, net of
(b) Total loss on sale of of tax was $3.9 billion for the year ended December 31, 2017.
(c) Includes $2.0 billion of
of deferred tax assets that transferred to PSA Group in the year ended December 31, 2017.
Note 23.
Note 23. Stock
Stock Incentive
Incentive Plans
Plans
GM Stock
GM Stock Incentive
Incentive Awards
Awards We We grant
grant to
to certain
certain employees
employees RSUs,
RSUs, RSAs,
RSAs, PSUs
PSUs and
and stock
stock options
options (collectively,
(collectively, stock
stock incentive
incentive
awards) under our 2016 Equity Incentive Plan and 2017 Long-Term Incentive Plan (LTIP) and prior to the 2017 LTIP, under our
2014 LTIP. The 2017 LTIP was approved by stockholders in June 2017 and replaced the 2014 LTIP. Shares awarded under the
plans are subject
plans are subject to
to forfeiture
forfeiture if
if the
the participant
participant leaves
leaves the
the company
company for
for reasons other than
reasons other than those
those permitted
permitted under the plans
under the such as
plans such as
retirement, death or disability.
89

– (Continued)
RSU awards
RSU awards granted
granted either
either cliff
cliff vest or ratably
vest or ratably vest generally over
vest generally over aa three-year service period,
three-year service as defined
period, as defmed inin the
the terms
terms of
of each
each
award. PSU
award. awards vest
PSU awards vest at
at the end of
the end of aa three-year
three-year performance period, based
performance period, on performance
based on performance criteria
criteria determined
determined byby the
the Executive
Executive
Compensation Committee of the Board of of Directors at the time of award. The number of of shares earned may equal, exceed or be
less than
less than the
the targeted
targeted number
number ofof shares
shares depending
depending onon whether
whether the
the performance criteria are
performance criteria are met, surpassed or
met, surpassed or not
not met. Stock options
met. Stock options
expire 10
expire 10 years from the
years from the grant
grant date.
date. Our
Our performance-based
performance-based stock
stock options
options vest
vest ratably over 55
ratably over 55 months
months based
based onon the
the performance
performance
of our common stock relative to that of
of of a specified peer group. Our service-based stock options vest ratably over 19 19 months to
three years.
three years.
In connection with our acquisition of

of Cruise Automation, Inc. in May 2016, RSAs and PSUs in common shares of of GM were
granted to
granted to employees
employees of
ofCruise
Cruise Holdings.
Holdings. The
The RSAs
RSAs vest
vest ratably, generally over
ratably, generally over aa three-year service period.
three-year service The PSUs
period. The PSUs are
are contingent
contingent
upon achievement of
upon achievement of specific
specific technology
technology and
and commercialization
commercialization milestones.
milestones.
Weighted-Average
Weighted-Average
Weighted-Average Remaining
Remaining
Shares
Shares Grant Date
Grant Date Fair
Fair Contractual Term
Contractual Term
(in millions) Value in Years
Units outstanding at January 1, 1, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . 48.1
48.1 $ 19.81
19.81 1.3
1.3
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8.9 $ 27.89
Settled . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settled (11.6)
(11.6) $$ 28.78
28.78
Forfeited or expired
Forfeited or expired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (3.9)
(3.9) $$ 30.87
30.87
Units outstanding at
Units outstanding at December
December 31, 31, 2019(a)
2019(a) . . . . . . . . . . . . . . . . . . . . 41.5
41.5 $$ 19.17
19.17 0.9
0.9
__________
(a) Includes the target amount of
of PSUs.
Our weighted-average assumptions used to value our stock options are a dividend yield ofof 3.90%, 3.69% and 4.43%, expected
volatility of
of 28.0%, 28.0% and 25.0%, a risk-free interest rate of
of 2.62%, 2.73% and 1.97%,
1.97%, and an expected option life of
of 6.00,
5.98 and
5.98 and 5.84
5.84 years for options
years for options issued
issued during
during the
31, 2019,
2019, 2018 and 2017.
2018 and 2017.
Total compensation expense related to the above awards was $456 million, $316 million and $585 million in the years ended
December 31,
December 31, 2019,2018 and 2017.
2019, 2018 and 2017.
At December 31, 2019, the total unrecognized compensation expense for nonvested equity awards granted was $182 million.
This expense
This expense is
is expected
expected to
to be
be recorded over aa weighted-average
recorded over period of
weighted-average period of 1.1
1.1 years. The total
years. The fair value
total fair of stock
value of stock incentive
incentive awards
awards
vested was $287 million, $317 million and $421 million in the years ended December 31, 2019, 2018 and 2017.
Cruise Stock
Cruise Stock Incentive
Incentive Awards
Awards InIn addition
addition toto the awards noted
the awards above, stock
noted above, stock options
options and
and RSUs
RSUs were granted to
were granted to Cruise
Cruise employees
employees
in common shares of of Cruise Holdings in the years ended December 31, 2019 and 2018. These awards were granted under the 2018
Employee Incentive Plan approved by Cruise Holdings' Board of of Directors in August 2018. Shares awarded under the plan are
subject to
subject to forfeiture
forfeiture if
if the
the participant leaves the
participant leaves the company
company for
for reasons
reasons other
other than
than those
those permitted under the
permitted under the plan. There were
plan. There were nono
awards granted in Cruise common shares for the year ended December 31, 2017. Stock options vest ratably over four to 10 10 years,
defmed in the terms of
as defined of each award. Stock options expire 10 years from the grant date. RSU awards granted vest upon the
satisfaction of
satisfaction of both
both aa service
service condition
condition and
and aa liquidity
liquidity condition.
condition. The
The service
service condition
condition for
for the
the majority of these
majority of awards is
these awards is satisfied
satisfied
over four years. The liquidity condition is satisfied upon the earlier of ofthe date of a change in control transaction or the consummation
of an initial public offering.
of
Total compensation expense related to Cruise Holdings’

Holdings' share-based awards was insignificant for the years ended December 31,
2019 and 2018. No share-based compensation expense had been recognized for the RSUs because the liquidity condition described
above was
above was not
not met at December
met at December 31,
31, 2019
2019 and
and 2018.
2018. Total
Total unrecognized compensation expense
unrecognized compensation expense for
for Cruise
Cruise Holdings’
Holdings' nonvested
nonvested
equity awards granted was $680 million at December 31, 31,2019,
2019, which was primarily comprised of the RSUs for which the liquidity
condition had not been met. Total units outstanding were 70.1
70.1 million at December 31, 2019. The expense related to stock options
is expected
is expected to
to be
be recorded over aa weighted-average
recorded over period of
weighted-average period of 7.9
7.9 years.
years. The
The timing
timing of
of the
the expense
expense related
related to RSUs will
to RSUs will depend
depend
upon the date of the satisfaction of
of the liquidity condition.
90

– (Continued)
Note 24. Supplementary Quarterly Financial Information (Unaudited)
The following
The following tables summarize supplementary
tables summarize supplementary quarterly
quarterly financial
fmancial information:
information:
1st Quarter
1st Quarter 2nd Quarter
2nd Quarter 3rd Quarter
3rd Quarter 4th Quarter
4th Quarter
2019
2019
Total net
Total sales and
revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 34,878
34,878 $$ 36,060
36,060 $$ 35,473
35,473 $$ 30,826
30,826
Automotive and other gross margin(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3,032 $ 4,098 $ 3,643 $ 1,273
1,273
operations . . . . . . . . . . . . . . . . . . . . . . . . . $
Income (loss) from continuing operations. 2,145
2,145 $$ 2,403
2,403 $$ 2,311
2,311 $$ (192)
(192)
Net income (loss)
attributable to
to stockholders
stockholders . . . . . . . . . . . . . . . . . . . . . . $$ 2,157
2,157 $$ 2,418
2,418 $$ 2,351
2,351 $$ (194)
Basic earnings (loss) per common share — – continuing operations . . . . . . . $ 1.50
1.50 $ 1.68
1.68 $ 1.62
1.62 $ (0.16)
Diluted earnings (loss) per common share — – continuing operations . . . . . . $ 1.48
1.48 $ 1.66
1.66 $ 1.60
1.60 $ (0.16)
__________
(a) Includes
(a) Includes our
our Cruise
Cruise segment.
segment.
In the
In the three
three months ended March
months ended March 31,
31, 2019,
2019, June 30, 2019,
June 30, 2019, September
September 30,
30, 2019
2019 and
and December
2019 we
we recorded
recorded pre-tax
pre-tax
charges of $790 million, $361
$361 million, $390 million and $267 million related to transformation activities including accelerated
depreciation, supplier-related
depreciation, supplier-related charges
charges and
and other
other charges.
charges. In
In the
the three
three months ended March
months ended March 31,
31, 2019,
2019, June 30, 2019
June 30, 2019 and
and September
September
30, 2019,
30, 2019, we
we recorded
recorded pre-tax
pre-tax benefits of $857
benefits of $857 million,
million, $380
million and $123 million related to
million related to the
the retrospective recoveries of
retrospective recoveries of
indirect taxes in Brazil. In the three months ended September 30, 2019 and December 31, 2019, we estimate that the lost vehicle
production volumes
production volumes and
and parts sales due
parts sales due to
to the
the UAW strike had
UAW strike an unfavorable
had an unfavorable pre-tax impact on
pre-tax impact on our
our Income from continuing
operations. In
operations. In the three months
the three months ended
ended December
December 31,
31, 2019
2019 wewe recorded
recorded aa pre-tax charge of
pre-tax charge of $164
$164 million
related to the divestiture
divestiture
in our joint venture FAW-GM.
1st Quarter 211d Quarter

2nd 3rd Quarter 4th Quarter
2018
2018
Total net sales and revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 36,099 $ 36,760 $ 35,791
35,791 $ 38,399
Automotive and other gross margin(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,507 $ 3,204 $ 3,743 $ 2,935
Income from
continuing operations.
operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 1,110
1,110 $$ 2,366
2,366 $$ 2,530
2,530 $$ 2,069
2,069
Loss from discontinued operations, net of tax
tax. . . . . . . . . . . . . . . . . . . . . . . $ 70 $ — $ — $ —
Net income attributable to stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,046
1,046 $ 2,390 $ 2,534 $ 2,044
Basic earnings
per common share — continuing operations
– continuing operations . . . . . . . . . . . . $$ 0.78
0.78 $$ 1.68
1.68 $$ 1.77
1.77 $$ 1.42
1.42
Basic loss per common share — – discontinued operations . . . . . . . . . . . . . . $ 0.05 $ — $ — $ —
Diluted earnings per common share —– continuing operations . . . . . . . . . . . $ 0.77 $ 1.66
1.66 $ 1.75
1.75 $ 1.40
1.40
Diluted loss
Diluted loss per
per common
common share
share — discontinued operations
– discontinued operations . . . . . . . . . . . . . $$ 0.05
0.05 $$ — $$ — $$ —
__________
(a) Includes
(a) Includes our
our Cruise
Cruise segment.
segment.
In the three months ended March 31, 2018 and June 30, 2018, we collectively recorded pre-tax charges of $1.1 $1.1 billion related
to the closure of
of a facility and other restructuring actions in Korea. In the three months ended September 30, 2018 we recorded
pre-tax charges
pre-tax charges of
of $440
$440 million
million for
for ignition
ignition switch
switch related
related legal
legal matters. In the
matters. In the three
three months ended December
months ended December 31,
31, 2018
2018 we
we recorded
recorded
of $1.3 billion related to transformation activities including employee separation, accelerated depreciation and
pre-tax charges of
other charges; and a non-recurring tax benefit ofof $1.0 billion related to foreign earnings.
Note 25. Segment Reporting

of our business through the following reportable segments: GMNA, GMI, Cruise and GM Financial. As
We analyze the results of
discussed in Note 1,
1, the European Business is presented as discontinued operations and is excluded from our segment results for
all periods
all periods presented. The European
presented. The European Business
Business was
was previously
previously reported as our
reported as our GM
GM Europe
Europe segment
segment and
and part of GM
part of GM Financial. The
Financial. The
chief operating decision maker evaluates the operating results and performance of our automotive segments and Cruise through
chief
EBIT-adjusted, which is presented net of of noncontrolling interests. The chief operating decision maker evaluates GM Financial
through EBT-adjusted
through EBT-adjusted because interest income
because interest income and
and interest
interest expense
expense are
are part of operating
part of operating results
results when assessing and
when assessing and measuring
measuring
91
91

– (Continued)
the operational
the operational and
and financial
financial performance
performance of of the segment. Each
the segment. Each segment
segment has
has aa manager
manager responsible
responsible for
for executing
executing our
our strategic
strategic
initiatives. While
initiatives. While not
not all
all vehicles within aa segment
vehicles within segment areare individually
individually profitable
profitable on
on aa fully
fully allocated
allocated cost
cost basis, those vehicles
basis, those vehicles attract
attract
customers to dealer showrooms and help maintain sales volumes for other, more profitable vehicles and contribute towards meeting
required fuel
required fuel efficiency
efficiency standards.
standards. As
As aa result of these
result of these and
and other
other factors,
factors, we
we do
do not
not manage
manage ourour business on an
business on an individual
individual brand
brand
or vehicle
or vehicle basis.
basis.
Substantially all
Substantially all of
of the
the trucks,
trucks, crossovers,
crossovers, cars
cars and
and automobile
automobile parts
parts produced are marketed
produced are marketed through retail dealers
through retail dealers in
in North
North
America and
America and through
through distributors
distributors and
and dealers
dealers outside
outside of
of North America, the
North America, the substantial
substantial majority
majority of
of which are independently
which are independently owned.
owned.
In addition to the products sold to dealers for consumer retail sales, trucks, crossovers and cars are also sold to fleet customers,
including daily
including daily rental
rental car
car companies,
companies, commercial
commercial fleet
fleet customers,
customers, leasing
leasing companies
companies and
and governments.
governments. Fleet
Fleet sales
sales are
are completed
completed
through the
through the dealer
dealer network
network andand in
in some
some cases
cases directly
directly with fleet customers.
with fleet customers. Retail
Retail and
and fleet
fleet customers
customers can
can obtain
obtain aa wide
wide range
range of
of
after-sale vehicle services and products through the dealer network, such as maintenance, light repairs, collision repairs, vehicle
accessories and
accessories and extended
extended service
service warranties.
warranties.
GMNA meets the demands of of customers in North America with vehicles developed, manufactured and/or marketed under the
Buick, Cadillac,
Buick, Cadillac, Chevrolet
Chevrolet and
and GMC
GMC brands. GMI primarily
brands. GMI primarily meets
meets the demands of
the demands of customers
customers outside
outside North
North America
America with
with vehicles
vehicles
developed, manufactured
developed, manufactured and/or
and/or marketed
marketed under
under the
the Buick, Cadillac, Chevrolet,
Buick, Cadillac, Chevrolet, GMC,
GMC, and
and Holden
Holden brands.
brands. We
We also
also have
have equity
equity
ownership stakes in entities that meet the demands of of customers in other countries, primarily China, with vehicles developed,
manufactured and/or
manufactured and/or marketed
marketed under
under the Baojun, Buick,
the Baojun, Buick, Cadillac,
Cadillac, Chevrolet
Chevrolet and
and Wuling
Wuling brands. Cruise, formerly
brands. Cruise, formerly GM
GM Cruise,
Cruise, is
is
our global
our global segment
segment responsible for the
development andand commercialization
commercialization ofof autonomous
autonomous vehicle
vehicle technology,
technology, and
and includes
includes
autonomous vehicle-related engineering and other costs.
Our automotive
Our automotive interest
interest income
income and
and interest
interest expense,
expense, Maven,
Maven, legacy
legacy costs
costs from
from the
the Opel/Vauxhall
OpelNauxhall Business
Business (primarily
(primarily pension
pension
costs), corporate expenditures and certain nonsegment specific revenues and expenses are recorded centrally in Corporate. Corporate
assets primarily
assets consist of
primarily consist of cash
cash and
and cash
cash equivalents,
equivalents, marketable
marketable debt
debt securities,
securities, our
our investment
investment in
in Lyft,
Lyft, PSA
PSA warrants, Maven
warrants, Maven
vehicles and
vehicles and intercompany
intercompany balances. Retained net
balances. Retained net underfunded
underfunded pension liabilities related
pension liabilities related to
to the European Business
the European Business are
are also
also recorded
recorded
in Corporate. All intersegment balances and transactions have been eliminated in consolidation.
The following
The following tables
tables summarize
summarize key
key financial
financial information
information by segment:
by segment:
At and
At and For
For the
the Year
Year Ended
Ended December
December 31,
31, 2019
2019
Total
Total GM
GM Eliminations!
Eliminations/
GMNA
GMNA GMI
GMI Corporate
Corporate Eliminations
Eliminations Automotive
Automotive Cruise
Cruise Financial
Financial Reclassifications
Reclassifications Total
Total
Net sales and
revenue . . . . . . . . . . . . . $$ 106,366
106,366 $$ 16,111
16,111 $$ 220
220 $$ 122,697
122,697 $$ 100
100 $$ 14,554
14,554 $$ (114)
(114) $$ 137,237
137,237
Earnings (loss) before
Earnings (loss) interest and
before interest and
taxes-adjusted . . . . . . . . . . . . . . . . $$
taxes-adjusted 8,204
8,204 $$ (202)
(202) $$ (691)
(691) $$ 7,311
7,311 $$ (1,004)
(1,004) $$ 2,104
2,104 $$ (18)
(18) $$ 8,393
8,393
Adjustments(a)
Adjustments(a) . . . . . . . . . . . . . . . . . . $$ (1,618)
(1,618) $$ 1,081
1,081 $$ (2)
(2) $ (539)
(539) $ -
— $ -
— $ — (539)
(539)
Automotive interest income
Automotive interest income . . . . . . . . 429
429
Automotive interest expense . . . . . . . (782)
(782)
Net (loss) attributable
Net (loss) to
attributable to
noncontrolling interests . . . . . . . . .
noncontrolling interests (65)
(65)
Income
Income before income taxes.
before income taxes . . . . . . . 7,436
7,436
Income
Income tax expense . . . . . . . . . . . . . .
tax expense (769)
(769)
operations .. . 6,667
6,667
operations,
net of tax
net of tax . . . . . . . . . . . . . . . . . . . . —
noncontrolling interests 65
65
Net
Net income
income attributable
attributable to to
stockholders . . . . . . . . . . . . . . . . .
stockholders. $ 6,732
6,732
Equity in net
Equity in net assets
assets of of
nonconsolidated affiliates . . . . . . . $
nonconsolidated affiliates 84
84 $$ 7,023
7,023 $$ — $ — $$ 7,107
7,107 $$ — $$ 1,455
1,455 $$ — $ 8,562
8,562
Goodwill and intangibles . . . . . . . . . . $ 2,459 $ 888 $ 11 $ -
— $ 3,348 $ 634 $ 1,355
1,355 $ — $ 5,337
Total assets . . . . . . . . . . . . . . . . . . . . . $$ 109,290
Total assets 109,290 $$ 24,969
24,969 $$ 32,365
32,365 $$ (50,244)
(50,244) $$ 116,380
116,380 $$ 4,230
4,230 $$ 108,881
108,881 $$ (1,454)
(1,454) $$ 228,037
228,037
Expenditures for property
Expenditures for property. . . . . . . . . . $$ 6,305
6,305 $$ 1,096
1,096 $$ 84
84 $$ — $$ 7,485
7,485 $$ 60
60 $$ 47
47 $$ — $$ 7,592
7,592
Depreciation and amortization . . . . . . $ 6,112 $ 533 $ 46 $ (2)
(2) $ 6,689 $ 21
21 $ 7,350 $ — $ 14,060
14,060
Impairment charges . . . . . . . . . . . . . . $
Impairment charges 15
15 $$ 77 $$ — $ — $ 22
22 $$ 36
36 $$ — $ — $ 58
58
Equity income . . . . . . . . . . . . . . . . . . $
Equity income. 88 $$ 1,123
1,123 $$ (29)
(29) $$ — $$ 1,102
1,102 $$ — $$ 166
166 $$ — $ 1,268
1,268
__________
(a)
(a) Consists of
Consists restructuring and
of restructuring other charges
and other charges related to transformation
related to transformation activities
activities of
of $1.6
$1.6 billion in GMNA
billion in GMNA and
and $115
$115 million in GMI;
million in GMI; aa benefit
benefit of
of $1.4
$1.4 billion
billion related
related to the retrospective
to the retrospective
recoveries of
recoveries of indirect
indirect taxes
taxes in
in Brazil;
Brazil; partially offset by
partially offset by losses
losses of
of $164
$164 million
related to the FAW-GM
FAW-GM divestiture
divestiture in
in GMI.
GMI.
92

– (Continued)
At and
At and For
For the
the Year
Year Ended
Ended December
December 31,
31, 2018
2018
Total
Total GM
GM
GMNA
GMNA GMI
GMI Co rp o rate
Corporate Eliminations
Automotive Cruise
Cruise Financial
Financial Eliininations
Eliminations Total
Total
Net sales and
Net sales and revenue 113,792
revenue . . . . . . . . . . . . . $ 113,792 $$ 19,148
19,148 $$ 203
203 $ 133,143
133,143 $$ -
— $ 14,016
14,016 $$ (110)
(110) $S 147,049
147,049
Eamings
Earnings (loss)
(loss) before interest and
before interest and
taxes-adjusted . . . . . . . . . . . . . . . . $ 10,769
10,769 $$ 423
423 $$ (570)
(570) $ 10,622
10,622 $$ (728) $$ 1,893
1,893 $$ (4) $ 11,783
11,783
Adjustments(a)
Adjustments(a) . . . . . . . . . . . . . . . . . . $$ (1,236)
(1,236) $$ (1,212)
(1,212) $$ (457)
(457) $ (2,905) $$ -
— $$ -
— $$ — (2,905)
(2,905)
335
Net (loss) to
attributable to
noncontrolling interests (9)
(9)
Income
before income taxes . . . . . . . 8,549
8,549
Income
Income tax expense . . . . . . . . . . . . . .
tax expense (474)
(474)
operations .. . 8,075
8,075
operations,
net of tax
net of tax . . . . . . . . . . . . . . . . . . . . (70)
(70)
Net
Net loss
loss attributable
attributable to to
noncontrolling interests . . . . . . . . . 99
Net
Net income
income attributable
attributable to to
stockholders . . . . . . . . . . . . . . . . .
stockholders. $$ 8,014
8,014
Equity in net
Equity in net assets
assets of of
nonconsolidated affiliates . . . . . . . $
nonconsolidated affiliates 75
75 $$ 7,761
7,761 $$ 24
24 $$ — $ 7,860 $$ — $ 1,355
1,355 $ — $$ 9,215
9,215
Goodwill and intangibles
Goodwill and intangibles . . . . . . . . . . $$ 2,623
2,623 $ 928 $ 11 $$ -
— $ 3,552
3,552 $$ 671
671 $$ 1,356
1,356 $ — $ 5,579
5,579
Total assets . . . . . . . . . . . . . . . . . . . . . $ 109,763 $ 24,911
24,911 $ 31,694 $ (50,690) $ 115,678 $ 3,195 $ 109,953 $ (1,487)
(1,487) $ 227,339
Expenditures for property. . . . . . . . . . $$ 7,784
7,784 $$ 883
883 $$ 21
21 $$ (2) $ 8,686
8,686 $$ 15
15 $$ 60 $ — $$ 8,761
8,761
Depreciation and amortization
Depreciation and amortization . . . . . . $$ 4,995
4,995 $$ 562
562 $$ 50
50 $$ (3)
(3) $$ 5,604
5,604 $$ 77 $$ 7,531
7,531 $$ — $$ 13,142
13,142
Impairment charges . . . . . . . . . . . . . . $ 55 $ 466 $ 6 $ — $ 527 $ — $$ — $$ — $ 527
Equity income . . . . . . . . . . . . . . . . . . $
Equity income. 88 $$ 1,972
1,972 $ — $ — $ 1,980
1,980 $$ — $ 183 $ — $ 2,163
2,163
__________
(a)
(a) Consista of
Consists restructuring and
of restructuring and other
other charges related to
charges related transformation activities
to transformation activities of
of $1.2
$1.2 billion in GMNA;
billion in charges of
GMNA; charges $1.2 billion
of $1.2 billion related to restructuring
related to actions in
restructuring actions Korea and
in Korea other
and other
countries in
countries in GMI;
GMI; and
and of
of $440
$440 million for ignition
million for switch-related legal
ignition switch-related legal matters and other
matters and insignificant charges
other insignificant in Corporate.
charges in Corporate.
At and
At aud For
For the
the Year
Year Ended
Ended December
December 31,
31, 2017
2017
Total GM
GMNA
GMNA GMI
GMI Corporate
Corporate E Molina lions
Automotive Cruise
Cruise Financial
Financial Eliminations
Eliminations Total
Total
Net sales and
revenue . . . . . . . . . . . . . $$ 111,345
111,345 $$ 21,920
21,920 $$ 342
342 $$ 133,607
133,607 $ -
— $ 12,151
12,151 $ (170)
(170) $$ 145,588
145,588
Eamings (loss)
Earnings (loss) before interest and
before interest and
taxes-adjusted . . . . . . . . . . . . . . . . $$
taxes-adjusted 11,889
11,889 $$ 1,300
1,300 $$ (921)
(921) $$ 12,268
12,268 $$ (613)
(613) $$ 1,196
1,196 $$ (7)
(7) $$ 12,844
12,844
Adjustments(a)
Adjustments(a) . . . . . . . . . . . . . . . . . . $ -
— $ (540) $$ (114)
(114) $ (654)
(654) $ -
— $$ -
— $$ — (654)
(654)
266
(575)
Net (loss) attributable to
to
noncontrolling interests . . . . . . . . . (18)
(18)
taxes . . . . . . . 11,863
Income tax
Income tax expense
expense . . . . . . . . . . . . . . (11,533)
(11,533)
Income from
operations .. . 330
330
Loss from
discontinued operations,
operations,
net of
net of tax
tax . . . . . . . . . . . . . . . . . . . . (4,212)
Net loss attributable to to
noncontrolling interests . . . . . . . . . 18
Net loss attributable to stockholders. .
to stockholders. $ (3,864)
(3,864)
Equity in
Equity in net
net assets
assets ofof
affiliates . . . . . . . $
nonconsolidated affiliates
nonconsolidated 68
68 $$ 7,818
7,818 $$ — $ — $ 7,886 $ — $$ 1,187
1,187 $ — $$ 9,073
9,073
Goodwill and
Goodwill intangibles . . . . . . . . . . $$
and intangibles 2.819
2,819 $$ 973
973 $$ 11
11 $$ -
— $ 3,803 $ 679
679 $$ 1,367
1,367 $ — $ 5,849
5,849
Total assets . . . . . . . . . . . . . . . . . . . . . $ 99.874
99,874 $ 27,712 $ 30,573 $ (42,750) $ 115,409
115,409 $ 666 $ 97,251
97,251 $ (844)
(844) $ 212,482
Expenditures for
property. . . . . . . . . . $$ 7.704
7,704 $$ 607
607 $$ 14
14 $$ — $ 8,325 $ 34
34 $$ 94 $ — $$ 8,453
8,453
Depreciation and
Depreciation amortization . . . . . . $$
and amortization 4.654
4,654 $$ 708
708 $$ 32 $ (1)
(1) $$ 5,393 $ 11 $$ 6,573
6,573 $ — $$ 11,967
11,967
Impairment charges . . . . . . . . . . . . . . $ 78 $ 211
211 $ 5 $ — $ 294 $ — $ — $ — $ 294
Equity income.
Equity income . . . . . . . . . . . . . . . . . . $ 8 $ 1,951
1,951 $ — $ — $ 1,959 $ — $ 173
173 $ — $ 2,132
2,132
__________
(a)
(a) Consists of
Consists charges of
of charges $460 million
of $460 million related
related to
to restructuring actions in
restructuring actions in India
India and
and South
South Africa
Africa in
in GMI;
GMI; charges
charges of $80 million
of $80 associated with
million associated with the deconsolidation of
the deconsolidation Venezuela in
of Venezuela in
GMI and
GMI and charges
charges of $114 million
of $114 for ignition
million for ignition switch-related
switch-related legal matters in
legal matters in Corporate.
Corporate.
93

– (Continued)
Automotive
Automotive revenue is attributed
revenue is attributed to
to geographic
geographic areas
areas based on the
based on the country
country of
of sale.
sale. GM
GM Financial
Financial revenue is attributed
revenue is attributed to
to the
the
geographic area
geographic area where the financing
where the fmancing isis originated.
originated. The
The following
following table
table summarizes
summarizes information
information concerning
concerning principal geographic
principal geographic
areas:
At and For
At and For the
the Years Ended December
31,
2019
2019 2018
2018 2017
2017
Net Sales
Net Sales and
and Long-Lived
Long-Lived Net Sales
Net Sales and
and Long-Lived
Long-Lived Net Sales and
Net Sales and Long-Lived
Long-Lived
Revenue
Revenue Assets
Assets Revenue
Revenue Assets
Assets Revenue
Revenue Assets
Assets
Automotive
U.S.
U.S. . . . . . . . . . . . . . . . . . . . . . . . . . . $$ 97,887
97,887 $$ 25,401
25,401 $$ 104,413
104,413 $$ 25,625
25,625 $$ 100.674
100,674 $S 24,473
24,473
Non-U.S.
Non-U.S. . . . . . . . . . . . . . . . . . . . . . . 24,810
24,810 13,190
13,190 28,632
28,632 13,263
13,263 32,775
32,775 12,715
12,715
GM Financial
US.12,727
U.S. . . . . . . . . . . . . . . . . . . . . . . . . . . 12,727 39,509
39,509 12,169
12,169 41,334
41,334 10,489
10,489 40,674
40,674
Non-U.S.
Non-U.S. . . . . . . . . . . . . . . . . . . . . . . 1,813
1,813 2,772
2,772 1,835
1,835 2,476
2,476 1,650
1,650 2,467
2,467
consolidated . . . . . . . . . . . . . . . . $
Total consolidated. 137,237
137,237 $ 80,872 $ 147,049
147,049 $ 82,698 $ 145,588
145,588 $ 80,329
No individual country
No individual country other
other than
than the
the U.S. represented more
U.S. represented more than
than 10%
10% of
of our
our total
total net
net sales
sales and
and revenue or long-lived
revenue or long-lived assets.
assets.
Note 26. Supplemental Information for the Consolidated Statements of Cash Flows
The following table summarizes the sources (uses) of
of cash provided by Change in other operating
operating, assets and liabilities and Cash
paid for income
paid for income taxes and interest:
taxes and interest:
Change in
Change other operating
in other operating assets assets and and liabilities
liabilities 2019 2018 2017
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
Accounts receivable. (563) $$ 492
492 $$ 1,402
1,402
Wholesale receivables funded by GM Financial, net . . . . . . . . . . . . . . . . . . . 663 (2,606) (2,099)
Inventories
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (761)
(761) 399
399 440
440
Automotive equipment on
Automotive equipment on operating
operating leasesleases . . . . . . . . . . . . . . . . . . . . . . . . . . 274
274 748
748 (263)
Change in other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,550) (529) 108
108
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts payable. (492)
(492) (537)
(537) (362)
(362)
Income
Income taxes
taxes payable
payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213
213 (75) (3)
(3)
Accrued and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,573) 732 (2,238)
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $$
Total. (3,789) $$
(3,789) (1,376) $$
(1,376) (3,015)
(3,015)
Cash paid for income taxes and interest

Cash paid for income taxes, net
net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 689 $ 660 $ 656
Cash paid
Cash for interest
paid for interest (net
(net of
of amounts
amounts capitalized)
capitalized) - Automotive . . . . . . . . . $
– Automotive 739
739 $ 656
656 $$ 501
501
Cash paid
Cash for interest
paid for interest (net
(net of
of amounts
amounts capitalized)
capitalized) - GM Financial.
– GM Financial . . . . . . . 3,475
3,475 2,941
2,941 2,571
2,571
Total cash paid for interest (net of amounts capitalized).
capitalized) . . . . . . . . . . . . . . . . $ 4,214 $ 3,597 $ 3,072
* * * * * * *
94
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None
None
* * * *"* * *
Item 9A.
Item 9A. Controls
Controls and
and Procedures
Procedures
Disclosure Controls and Procedures We maintain disclosure controls and procedures designed to provide reasonable assurance
that information
that information required to be
required to disclosed in
be disclosed in reports filed under
reports filed under the Exchange Act
the Exchange is recorded,
Act is recorded, processed, summarized and
processed, summarized and reported
reported
within the specified
within the specified time
time periods and accumulated
periods and accumulated and
and communicated
communicated to
to our
our management, including our
management, including our principal
principal executive
executive officer
officer
and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.
Our management,
Our management, with the participation
with the participation of
of our
our CEO
CEO and
and CFO,
CFO, evaluated
evaluated the
the effectiveness
effectiveness of
of our
our disclosure
disclosure controls
controls and
and
procedures (as defined
defmed in Rules 13a-15(e)
13a-15(e) or 15d-15(e)
15d-15(e) promulgated under the Exchange Act) at December 31, 2019. Based on
this evaluation
this evaluation required by paragraph
required by paragraph (b)
(b) of
of Rules
Rules 13a-15
13a-15 or
or 15d-15,
15d-15, our
our CEO
CEO and
and CFO
CFO concluded
concluded that
that our
our disclosure
disclosure controls
controls
and procedures
and procedures were effective as
were effective as of
of December 31, 2019.
December 31, 2019.
Management's Report on
Management's Report on Internal
Internal Control
Control over
over Financial
Financial Reporting
Reporting OurOur management
management isis responsible
responsible for
for establishing
establishing and
and
maintaining effective internal
maintaining effective internal control
control over
over financial
financial reporting as defined
reporting as defmed inin Rules 13a-15(f) and
Rules 13a-15(f) and 15d-15(f)
15d-15(f) under
under the Exchange
the Exchange
Act. This system is designed to provide reasonable assurance regarding the reliability of of financial
fmancial reporting and the preparation
of consolidated
of consolidated financial
fmancial statements
statements for
for external
external purposes
purposes in
in accordance
accordance with
with U.S. GAAP. Because
U.S. GAAP. Because of
of the
the inherent
inherent limitations
limitations of
of
internal control
internal control over
over financial
fmancial reporting, including the
reporting, including the possibility of collusion
possibility of collusion or
or improper
improper management override of
management override of controls,
controls,
misstatements due to error or fraud may not be prevented or detected on a timely basis.
Our management
Our management performed
performed anan assessment
assessment of
of the effectiveness of
the effectiveness of our
our internal
internal control
control over
over financial
financial reporting
reporting at
at December
December 31,31,
2019, utilizing the criteria discussed in the “Internal
"Internal Control —Integrated (2013)" issued by the Committee of
– Integrated Framework (2013)” ofSponsoring
Organizations of
Organizations of the
the Treadway
Treadway Commission.
Commission. TheThe objective
objective of
of this assessment was
this assessment to determine
was to determine whether
whether our
our internal
internal control
control over
over
financial reporting
financial reporting was effective at
was effective at December
December 31,
31, 2019.
2019. Based
Based onon management's
management's assessment,
assessment, we
we have concluded that
have concluded that our
our internal
internal
fmancial reporting was effective at December 31, 2019.
control over financial
The effectiveness
The effectiveness of
of our
our internal
internal control
control over
over financial
fmancial reporting
reporting has
has been audited by
been audited Ernst &
by Ernst & Young
Young, LLP,
LLP, an
an independent
independent
registered public accounting firm, as stated in its report included herein.
Changes in
Changes in Internal
Internal Control
Control over
over Financial
Financial Reporting
Reporting ThereThere have
have not been any
not been any changes
changes inin our
our internal
internal control
control over
over financial
fmancial
reporting during the three months ended December 31, 2019 that have materially affected, or are reasonably likely to materially
affect, our
affect, our internal
internal control
control over
over financial
fmancial reporting. In 2019,
reporting. In 2019, we initiated actions
we initiated actions to
to enhance
enhance our
our close,
close, consolidation,
consolidation, planning and
planning and
reporting processes through
reporting processes through the
the implementation
implementation ofof aa suite
suite of
of new
new systems
systems and
and system
system architectures.
architectures. On
On January
January 1,
1,2019, we updated
2019, we updated
our forecast and planning processes, inclusive of our year-over-year operating result changes discussed in the MD&A. On May 11
2019, we
2019, we updated
updated ourour close,
close, consolidation,
consolidation, and
and financial
financial reporting systems, processes
reporting systems, and related
processes and internal controls.
related internal controls. For
For additional
additional
information refer
information to Item
refer to Item 1A.
1A. Risk
Risk Factors.
Factors.
/s/ MARY T. BARRA /s/ DHIVYA SURYADEVARA

Mary T. Barra Dhivya Suryadevara
Chairman and
Chairman and Chief
Chief Executive
Executive Officer
Officer Executive Vice
Executive President and
Vice President and Chief
Chief Financial Officer
Financial Officer
February 5, 2020 5,2020
February 5, 2020
* * * * * * *
95
Item 9B. Other Information
None
None
* * * * * * *
PART III
PART III
Items 10, 11, 12, 13 and 14
Information required
Information required by Items 10,
by Items 10, 11,
11, 12,
12, 13
13 and
and 1414 of
of this
this Form 10-K is
Form 10-K is incorporated
incorporated by
by reference from our
reference from our definitive
defmitive Proxy
Proxy
Statement for our 2020 Annual Meeting of of Stockholders, which will be filed with the SEC, pursuant to Regulation 14A, 14A, not later
than 120
than 120 days
days after
after the end of
the end of the 2019 fiscal
the 2019 fiscal year, all of
year, all of which information is
which information is hereby
hereby incorporated
incorporated by by reference in, and
reference in, and made
made part
part
of, this
of, this Form 10-K, except
Form 10-K, except disclosure
disclosure of
of our
our executive
executive officers,
officers, which
which is
is included
included in
in Item
Item 11 of
of this
this report.
report.
* * * * * * *
PART IV
ITEM 15.
ITEM 15. Exhibits
Exhibits
1. All Financial Statements and Supplemental Information

(a) 1.
2. Financial
2. Financial Statement
Statement Schedules
Schedules
All financial statement
All financial statement schedules
schedules are
are omitted
omitted as
as the
the required information is
required information is inapplicable
inapplicable or
or the
the information
information is
is presented
presented
in the consolidated financial
fmancial statements and notes thereto in Item 8.
3. Exhibits
3. Exhibits
(b) Exhibits
(b) Exhibits
Exhibit
Exhibit
Number
Number Exhibit Name
2.1
2.1 Master Agreement,
Master dated as
Agreement, dated as of
of March 5, 2017,
March 5, 2017, between
between General Motors Holdings,
General Motors Holdings, LLC and Peugeot
LLC and S.A.,
Peugeot S.A., Incorporated by
Incorporated by
incorporated herein
incorporated herein by
by reference to Exhibit
reference to Exhibit 2.1
2.1 to the Quarterly
to the Quarterly Report
Report on
on Form
Form 10-Q
10-Q of
of General
General Motors
Motors Reference
Reference
Company filed
Company filed April
April 28, 2017
28, 2017
2.2 Purchase Agreement by and among General Motors Holdings LLC, GM Cruise Holdings LLC, and Softbank Incorporated by
Vision Fund (AIV M1), L.P. dated May 31, 2018, incorporated herein by reference to Exhibit 2.1 2.1 to the Reference
Quarterly Report on Form 10-Q
10-Q of
of General Motors Company filed July 25, 2018
2.3 Purchase Agreement by and between GM Cruise Holdings LLC and Honda Motor Co., LTD., dated October Incorporated by
3,2018,
3, 2018, incorporated herein by reference to Exhibit 2.3 to the Annual Report on Form 10-K of
of General Motors Reference
Company filed February 6, 6,2019
2019
3.1
3.1 of Incorporation of
Restated Certificate of of General Motors Company dated December 7, 2010, incorporated Incorporated by
herein by reference to Exhibit 3.2 to the Current Report on Form 8-K of
of General Motors Company filed Reference
13, 2010
December 13,
3.2
3.2 General Motors
Company Amended and Restated
Amended and Restated Bylaws,
Bylaws, as
as amended
amended August 14, 2018,
August 14, incorporated by
2018, incorporated by Incorporated by
Incorporated by
reference to
reference Exhibit 3.1
to Exhibit 3.1 to the Current
to the Current Report
Report on
on Form 8-K of
Form 8-K of General
General Motors
Motors Company filed August
Company filed August 20,
20, Reference
Reference
2018
2018
4.1
4.1 Description of
Description of Securities
Securities Filed Herewith
Filed Herewith
4.2
4.2 Indenture dated
Indenture dated as
as of September 27,
of September 27, 2013,
2013, between General Motors
between General Motors Company
Company and
and the
the Bank
Bank of
of New York
New York Incorporated by
Incorporated by
Mellon, as
Mellon, as Trustee, incorporated herein
Trustee, incorporated herein by
4.2 to the Registration
to the Registration Statement
Statement on
on Form S-3
Form S-3 Reference
Reference
of General
of General Motors Company filed
Motors Company filed April
April 30,
30, 2014
2014
4.3
4.3 First Supplemental
First Supplemental Indenture
Indenture dated
dated as
as of September 27,
of September 27, 2013
2013 to the Indenture
to the Indenture dated
dated as
as of September 27,
of September 27,2013
2013 Incorporated by
Incorporated by
between General
between General Motors
Motors Company
Company andand the Bank of
the Bank of New York Mellon,
New York Mellon, as
as Trustee,
Trustee, incorporated
incorporated herein
herein by
by Reference
Reference
reference to
to Exhibit 4.3 to
to the Registration Statement
the Registration Statement on
on Form
Form S-4
S-4 of
of General
General Motors
Motors Company filed May
Company filed May
22, 2014
22, 2014
4.4
4.4 Second Supplemental
Second Supplemental Indenture
Indenture dated
dated as
as of
of November 12, 2014
November 12, 2014 to
to the
the Indenture
Indenture dated
dated as
as of
of September
September 27,
27, Incorporated by
Incorporated by
2013 between
2013 General Motors
between General Motors Company
Company andand the
the Bank
Bank of
of New York Mellon,
New York Mellon, as
as Trustee,
incorporated herein
herein Reference
Reference
by reference
by reference to
to Exhibit
Exhibit 4.4 to the
4.4 to the Current
Current Report
Report on
on Form 8-K of
Form 8-K General Motors
of General Company filed
Motors Company filed November
November
12, 2014
12, 2014
4.5 Third Supplemental Indenture, dated as ofof February 23, 2016, to the Indenture, dated as of September 27, Incorporated by
2013, between General Motors Company, as issuer, and The Bank of
ofNew
New York Mellon, as Trustee, incorporated Reference
herein by reference to Exhibit 4.1
4.1 to the Current Report on Form 8-K of of General Motors Company filed
February 23, 2016
96
Exhibit
Exhibit
Number
Number Exhibit Name
Exhibit Name
4.6
4.6 Fourth Supplemental Indenture, dated as of August 7,2017,
Fourth Supplemental Indenture, dated as of August 7, 2017, to to the Indenture, dated
the Indenture, as of
dated as of September
September 27, 27,2013,
2013, Incorporated by
Incorporated by
between General
between General Motors
Motors Company,
Company, as as issuer,
issuer, and
and The
The Bank
Bank of
of New
New York
York Mellon, as Trustee,
Mellon, as Trustee, incorporated
incorporated Reference
Reference
herein by
herein by reference to Exhibit
reference to Exhibit 4.1 to the
4.1 to Current Report
the Current Report on
on Form
Form 8-K
8-K of
of General
General Motors Company filed
Motors Company filed August
August
8, 2017
8, 2017
4.7
4.7 Fifth Supplemental
Fifth Supplemental Indenture,
Indenture, dated
dated asas of
of September
September 10,10, 2018,
2018, to
to the
the Indenture,
Indenture, dated
dated asas of
of September
September 27,
27, Incorporated by
Incorporated by
2013, between
2013, General Motors
between General Company, as
Motors Company, as issuer,
issuer, and
and The
The Bank
Bank of
ofNew
New York
York Mellon,
Mellon, asas Trustee,
incorporated Reference
Reference
by reference
by reference to
to Exhibit 4.2 to
Exhibit 4.2 to the Current Report
the Current Report on
on Form 8-K of
Form 8-K General Motors
of General Motors Company filed September
Company filed September
10, 2018
10, 2018
4.8
4.8 Calculation Agency
Calculation Agency Agreement, dated as
of August
August 7,7, 2017
2017 between General Motors
between General Company and
Motors Company and the
the Bank
Bank Incorporated by
Incorporated by
of New
of New York Mellon, as
York Mellon, as calculation agent, incorporated
calculation agent, incorporated herein
herein by
by reference
reference to
to Exhibit
Exhibit 4.2 to the
4.2 to the Current
Current Reference
Reference
Report on
Report Form 8-K
on Form 8-K of
of General Motors Company
filed August 8, 2017
August 8, 2017
4.9
4.9 Calculation Agency Agreement, dated as of September 10, 2018 between
Calculation Agency Agreement, dated as of September 10, 2018 between General General Motors Company and
Motors Company and the
the Incorporated by
Incorporated by
Bank of
Bank of New
New York
York Mellon, as calculation
Mellon, as agent, incorporated
calculation agent, incorporated herein
herein by
by reference
to the Current Reference
Reference
Report on
Report Form 8-K
on Form 8-K of
of General
Motors Company filed September
September 10,
10, 2018
2018
10.1
10.1 Stockholders Agreement,
Stockholders Agreement, dated
dated as
as of October 15,
of October 15, 2009
2009 between General Motors
between General Company, the
Motors Company, the United States
United States Incorporated by
Incorporated by
Department of
Department of the
the Treasury, Canada GEN
Treasury, Canada GEN Investment
Investment Corporation
Corporation (fka
(fka 7176384
7176384 Canada
Canada Inc.),
Inc.), the
the UAW
UAW Reference
Reference
Retiree Medical
Retiree Medical Benefits
Benefits Trust, and, for
Trust, and, for limited
limited purposes, General Motors
purposes, General Motors LLC,
LLC, incorporated
incorporated herein
herein by
by
reference to
to Exhibit 10.8 to
the Current Report onon Form
Form 8-K
8-K of
of General
General Motors
Motors Company filed November
Company filed November
16, 2009
16, 2009
10.2
10.2 Equity Registration
Equity Rights Agreement,
Registration Rights dated as
of October
October 15,
15, 2009,
between General Company, the
Motors Company, the Incorporated by
Incorporated by
United States
United States Department
Department of Treasury, Canada
of Treasury, Canada GEN
GEN Investment
Investment Corporation
Corporation (fka
Oka 7176384
7176384 Canada
Canada Inc.),
Inc.), the
the Reference
Reference
UAW Retiree
UAW Retiree Medical
Medical Benefits
Benefits Trust,
Trust, Motors Liquidation Company,
Motors Liquidation and, for
Company, and, for limited
limited purposes, General Motors
purposes, General Motors
LLC, incorporated
LLC, incorporated herein
herein by
10.1 to
the Current Report on Form 8-K
on Form 8-K of
ofMotors Liquidation
Motors Liquidation
Company filed
Company filed October
October 21, 2009
21, 2009
10.3
10.3 Letter Agreement
Letter Agreement regarding Equity Registration
regarding Equity Registration Rights
Rights Agreement,
Agreement, dated
dated October
October 21, 2010, among
21, 2010, among General
General Incorporated by
Incorporated by
Motors Company,
Motors Company, the
the United
United States
States Department
Department of Treasury, Canada
of Treasury, Canada GEN
GEN Investment
Investment Corporation,
Corporation, the
the UAW
UAW Reference
Reference
Retiree Medical
Retiree Medical Benefits
Benefits Trust
Trust and
and Motors
Motors Liquidation Company, incorporated
Liquidation Company, incorporated herein
herein by
reference to Exhibit
10.43 to
10.43 to Amendment
Amendment No.
No. 55 to
to the
the Registration
Registration Statement
Statement on
on Form
Form S-1
S-1 (File
(File No. 333-168919) of
No. 333-168919) of General
General
Motors Company
Motors Company filed
filed November
November 3, 3, 2010
2010
10.4*
10.4* Form of
Form of Compensation
Compensation Statement,
Statement, incorporated
incorporated herein by reference
to Exhibit 10.14 to
to the Annual Report
the Annual Report on
on Incorporated by
Incorporated by
Form 10-K
Form 10-K of
of General Motors Company
filed April 7, 2010
April 7, 2010 Reference
Reference
10.5*
10.5* General Motors Company Executive Retirement Plan, with modifications through October 10, 10, 2012, Incorporated by
incorporated herein by reference to Exhibit 10.12
10.12 to the Annual Report on Form 10-K
10-K of General Motors Reference
15, 2013
Company filed February 15,
10.6*
10.6* Amendment No. 11 to General Motors Company Executive Retirement Plan, with modifications through Incorporated by
10, 2012, incorporated herein by reference to Exhibit 10.2
October 10, 10.2 to the Current Report on Form 8-K of
of Reference
General Motors Company filed February 3,3,2016
2016
10.7*
10.7* General Motors Company 2014 Long-Term Incentive Plan, incorporated herein by reference to Exhibit 10.1 10.1 Incorporated by
to the Current Report on Form 8-K of of General Motors Company filed June 12, 12,2014
2014 Reference
10.8*
10.8* Form of
Form of Non-Qualified Stock Option
Non-Qualified Stock Option Agreement
Agreement under
under the 2014 Long-Term
the 2014 Long-Term Incentive
Incentive Plan,
Plan, incorporated
incorporated Incorporated by
Incorporated by
herein by
herein by reference to Exhibit
reference to 10.1 to
Exhibit 10.1 to the
the Current
Current Report
Report on
on Form
Form 8-K
8-K of
of General
General Motors
Motors Company filed July
Company filed July Reference
Reference
30, 2015
30, 2015
10.9*
10.9* Form ofof General Motors Company Performance Share Unit Award Agreement under the 2014 Long-Term Incorporated by
Incentive Plan, incorporated herein by reference to Exhibit 10.1 10.1 to the Quarterly Report on Form 10-Q of of Reference
General Motors Company filed April 28, 28,2017
2017
10.10*
10.10* General Motors
General Company 2016
Motors Company 2016 Equity
Equity Incentive
Incentive Plan,
Plan, incorporated
incorporated herein
herein by
by reference
to Exhibit 99.1 to the
to the Incorporated by
Incorporated by
Registration Statement on
on Form
Form S-8
S-8 of
of General
General Motors
Motors Company
Company filed
filed May
May 13,
13, 2016
2016 Reference
Reference
10.11*
Company Vehicle Operations -- Senior
Vehicle Operations Senior Management
Management Vehicle
Vehicle Program (SMVP) Supplement,
Program (SMVP) Supplement, Incorporated by
Incorporated by
revised December
revised December 15,
15, 2005,
2005, incorporated
herein by to Exhibit
reference to Exhibit 10(g)
10(g) to
to the
the Annual Report on
Annual Report Form
on Form Reference
Reference
10-K of
10-K of Motors
Motors Liquidation
Liquidation Company filed March
Company filed March 28, 2006
28, 2006
10.12*
10.12* Form ofof Director and Officer Indemnification Agreement, incorporated herein by reference to Exhibit 10.6 10.6 Incorporated by
Incorporated by
10-Q of
to the Quarterly Report on Form 10-Q of General Motors Company filed April 21, 2016 Reference
Reference
10.13*
General Motors Company 2017 Short-Term
Company 2017 Short-Term Incentive
Incentive Plan,
Plan, incorporated
herein by reference to
to Exhibit
Exhibit 10.25
10.25 Incorporated by
Incorporated by
to the
to the Annual Report on
Annual Report Form 10-K
on Form 10-K of
of General
General Motors
Motors Company
Company filed
filed February
February 6,
6, 2018
2018 Reference
Reference
10.14*
General Company 2017
Motors Company 2017 Long-Term
Long-Term Incentive
Incentive Plan, incorporated herein
Plan, incorporated by reference
to Exhibit 4.1
Exhibit 4.1 Incorporated by
Incorporated by
to the
to the Registration
Statement on Form S-8
on Form S-8 of
of General
Motors Company filed June 16, 2017
June 16, 2017 Reference
Reference
10.15*
10.15* Form of
Form of Performance
Performance Share
Share Unit
Unit Award Agreement under
Award Agreement under the
the General
General Motors
Motors Company
Company 20172017 Long-Term
Long-Term Incorporated by
Incorporated by
Incentive Plan,
Incentive Plan, incorporated
to Exhibit 10.1 to
the Quarterly Report on
on Form 10-Q of
Form 10-Q of Reference
Reference
General Motors
General Company filed
Motors Company filed April
April 26,
26, 2018
2018
10.16*
10.16* Form of
Form ofNon-Qualified Stock Option
Non-Qualified Stock Option Award Agreement under
Award Agreement the General
under the General Motors
Motors Company
Company 2017
2017 Long-Term
Long-Term Incorporated by
Incorporated by
Incentive Plan,
Incentive Plan, incorporated
herein by to Exhibit
10.2 to
on Form 10-Q of
Form 10-Q of Reference
Reference
General Motors
Company filed
filed April
April 26,
26, 2018
2018
97
Exhibit
Exhibit
Number
Number Exhibit Name
Exhibit Name
10.17*
10.17* Amended and
Amended and Restated General Motors
Restated General LLC U.S.
Motors LLC Executive Severance
U.S. Executive Severance Program,
Program, incorporated
incorporated by reference
by reference Incorporated by
Incorporated by
to Exhibit
to Exhibit 10.23
10.23 to the Annual
to the Report on
Annual Report on Form 10-K of
Form 10-K of General
Motors Company filed February 6, 2019
February 6, 2019 Reference
Reference
10.18*
10.18* Form of
Form of Time Sharing Agreement,
Time Sharing Agreement, incorporated
incorporated by
reference to 10.2 to
Exhibit 10.2 the Quarterly
Report on
on Form
Form Incorporated by
Incorporated by
10-Q of
10-Q of General
Motors Company filed October 29, 2019
October 29, 2019 Reference
Reference
10.19*
10.19* The General Motors Company Deferred Compensation Plan for Non-Employee Directors Filed Herewith
10.20t
10.20† Amended and
Amended and Restated
Restated Master
Master Agreement, dated as
of December
December 19,
19,2012, between General
Motors Holdings
Holdings Incorporated by
LLC and
LLC and Peugeot
Peugeot S.A.,
S.A., incorporated
incorporated herein
Exhibit 10.24
10.24 to the Annual
to the Report on
Annual Report on Form 10-
Form 10- Reference
K of
K General Motors
of General Motors Company filed February
Company filed February 6,
6,2014
2014
10.21
10.21 Amendment, dated May 2, 2017 to the Master Agreement between General Motors Holdings, LLC and Incorporated by
Peugeot S.A., incorporated herein by reference to Exhibit 10.4
10.4 to the Quarterly Report on Form 10-Q
10-Q of
of Reference
General Motors Company filed July 25, 2017
10.22
10.22 Amendment
Amendment Number
Number 2,
2, dated July 30,
dated July 30, 2017,
2017, to the Master
to the Master Agreement
Agreement between
between General Motors Holdings,
General Motors Holdings, Incorporated by
Incorporated by
LLC and
LLC and Peugeot
Peugeot S.A.,
S.A., incorporated
incorporated herein
herein by
by reference
reference to
to Exhibit 10.1 to
Exhibit 10.1 to the Quarterly Report
on Form 10-
Form 10- Reference
Reference
Q of
Q of General Motors Company
filed October
October 24, 2017
24, 2017
10.23
10.23 Amendment Number 3, dated October 30, 30,2017,
2017, to the Master Agreement between General Motors Holdings, Incorporated by
Incorporated by
LLC and Peugeot S.A., incorporated herein by reference to Exhibit 10.31 10.31 to the Annual Report on Form 10- 10- Reference
Reference
K of
of General Motors Company filed February 6, 6,2018
2018
10.24f
10.24† Third Amended
Third Amended andand Restated
Restated 3-Year
3 -Year Revolving
Revolving Credit
Credit Agreement, dated as
ofApril 18,2018,
April 18, among General
2018, among General Incorporated by
Incorporated by
Motors Company,
Motors General Motors
Company, General Motors Financial Company, Inc.,
Financial Company, Inc., GM
GM Global Treasury Centre,
Global Treasury General Motors
Centre, General Motors Reference
Reference
do Brasil
do Ltda., the
Brasil Ltda., subsidiary borrowers
the subsidiary from time
borrowers from time to time parties
to time parties thereto,
thereto, the several lenders
the several lenders from
from time to
time to
time party
time party thereto,
thereto, JPMorgan
JPMorgan Chase
Chase Bank,
Bank, N.A., as administrative
N.A., as administrative agent,
agent, and
and Citibank,
Citibank, N.A., as syndication
N.A., as syndication
agent, incorporated
agent, incorporated byby reference
Report onon Form
Form 8-K
8-K ofof General
General Motors
Motors
Company filed
Company filed April
April 20,
20, 2018
2018
10.25f
10.25† Third Amended
Third Amended andand Restated
Restated 5-Year
5-Year Revolving
Revolving Credit
Credit Agreement,
dated as ofApril 18,2018,
April 18, among General
2018, among General Incorporated by
Incorporated by
Motors Company,
Motors General Motors
Company, General Motors Financial
Financial Company,
Company, Inc.,
Inc., GM
GM Global Treasury Centre,
Global Treasury General Motors
Centre, General Motors Reference
Reference
do Brasil
do Ltda., the
Brasil Ltda., subsidiary borrowers
the subsidiary from time
borrowers from time to time parties
to time parties thereto,
thereto, the several lenders
from time to
time to
time party
time party thereto,
thereto, JPMorgan
JPMorgan Chase
Chase Bank,
agent, and
and Citibank,
N.A., as syndication
agent, incorporated
agent, incorporated byby reference
Report onon Form
Form 8-K
8-K ofof General
General Motors
Motors
Company filed
Company filed April
April 20,
20, 2018
2018
10.26t
10.26† 3-Year Revolving
3-Year Revolving Credit
Credit Agreement among General
Agreement among General Motors Company, the
Motors Company, several lenders
from time
time to
to time
time Incorporated by
Incorporated by
parties thereto,
parties thereto, JPMorgan Chase Bank,
JPMorgan Chase Bank, N.A., as administrative
agent, and
and Citibank,
N.A., as syndication agent,
agent, Reference
Reference
incorporated herein
incorporated herein by reference to
by reference to Exhibit 10.1 to
Exhibit 10.1 the Current
Report on Form 8-K
on Form 8-K of General Motors
of General Motors
Company filed
Company filed January
January 14,
14,2019
2019
10.27f
10.27† Amended and
Amended and Restated
Restated 364-Day
364-Day Revolving
Revolving Credit
Credit Agreement,
Agreement, dated
dated as
as of April 16,
of April 16, 2019,
2019, among
among General
General Incorporated by
Incorporated by
Motors Company,
Motors Company, General
General Motors
Motors Financial
Financial Company,
Company, Inc.,
Inc., GM
GM Global Treasury Centre
Global Treasury Centre Limited,
Limited, thethe Reference
Reference
subsidiary borrowers
subsidiary from time
borrowers from to time
time to time parties thereto, the
parties thereto, the several
several lenders
lenders from
from time
time to
to time
time parties thereto,
parties thereto,
JPMorgan Chase
JPMorgan Chase Bank,
agent, and
and Citibank,
N.A., as syndication agent,
agent, incorporated
incorporated
by reference
by reference herein to Exhibit
herein to 10.1 to
Exhibit 10.1 to the Current Report
the Current Report onon Form
Form 8-K
8-K of
of General
General Motors
Motors Company filed
Company filed
April 16,
April 16, 2019
2019
10.28
10.28 Fifth Amended
Fifth and Restated
Amended and Restated Limited
Limited Liability
Liability Company
Company Agreement of GM
Agreement of GM Cruise
Cruise Holdings LLC, dated
Holdings LLC, dated Filed Herewith
December 18,
December 18, 2019
2019
21
21 Subsidiaries and Joint Ventures of
of the Registrant as of
of December 31, 2019 Filed Herewith
23.1
23.1 Consent of
Consent of Ernst & Young
Ernst & LLP
Young LLP Filed Herewith
Filed Herewith
23.2
23.2 Consent of
Consent of Deloitte
Deloitte & Touche LLP
& Touche LLP Filed Herewith
Filed Herewith
24 Power of
of Attorney for Directors of
of General Motors Company Filed Herewith
31.1
31.1 Section 302
Section 302 Certification
Certification of
of the
the Chief
Chief Executive
Executive Officer
Officer Filed Herewith
Filed Herewith
31.2
31.2 Section 302
Section 302 Certification
Certification of
of the
the Chief
Financial Officer Filed Herewith
Filed Herewith
32 Certification Pursuant
Certification Pursuant to
to 18
18 U.S.C. Section 1350,
U.S.C. Section 1350, As
As Adopted Pursuant to
Adopted Pursuant to Section
Section 906
906 of the Sarbanes-Oxley
of the Sarbanes-Oxley Furnished with
Act of
Act of 2002
2002 this Report
101
101 Company's Annual Report on Form 10-K
The following financial information from the Company’s 10-K for the year ended Filed Herewith
December 31, 2019 formatted in Inline Extensible Business Reporting Language (iXBRL) includes: (i) the
Consolidated Income Statements, (ii) the Consolidated Statements ofof Comprehensive Income, (iii) the
Consolidated Balance Sheets, (iv) the Consolidated Statements of
of Cash Flows, (v) the Consolidated
of Equity and (vi) Notes to the Consolidated Financial Statements
Statements of
98
Exhibit
Exhibit
Number
Number Exhibit Name
Exhibit Name
104
104 The cover
The cover page from the
page from Company's Annual Report on Form 10-K
the Company's 2019,
10-K for the year ended December 31, 2019, Filed Herewith
formatted as
formatted as Inline
Inline XBRL and contained
XBRL and contained in
in Exhibit
Exhibit 101
101
_________
† Certain confidential portions have been omitted pursuant to a granted request for confidential treatment, which has been separately
filed with the SEC.
* Management contracts and
Management contracts and compensatory
compensatory plans and arrangements
plans and arrangements required
required to
to be filed as
be filed as exhibits
exhibits pursuant to Item
pursuant to Item 15(b)
15(b) of
of this
this
Report.
Report.
* * * * * * *
Item 16. Form 10-K Summary
None
* * * * * * *
99
SIGNATURES
Pursuant to
Pursuant to the
the requirements of Section
requirements of Section 13
13 or
or 15(d)
15(d) of
of the
the Securities
Securities Exchange Act of
Exchange Act of 1934,
1934. the
the registrant
registrant has
has duly
duly caused
caused this
this
report to be signed on its behalf by the undersigned, thereunto duly authorized.
GENERAL MOTORS
GENERAL MOTORS COMPANY
COMPANY (Registrant)
(Registrant)
By: /s/
By: /s/ MARY
MARY T.
T. BARRA
BARRA
Mary T.
Mary T. Barra
Barra
Chairman and
Chairman and Chief
Chief Executive
Executive Officer
Officer
Date: February
Date: February 5,
5, 2020
2020
100
100
Pursuant to the requirements of the Securities Exchange Act of

of 1934,
1934, this report has been signed below on this 5th day of
of February
2020 by the following persons on behalf of the registrant and in the capacities indicated, including a majority of
behalf of of the directors.
Signature Title
/s/
/s/ MARY T. BARRA
MARY T. BARRA Chairman and
Chairman and Chief
Chief Executive
Executive Officer
Officer
Mary T. Barra
Mary T. Barra
/s/
/s/ DHIVYA SURYADEVARA
DHIVYA SURYADEVARA Executive Vice
Executive President and
Vice President and Chief
Chief Financial
Financial Officer
Officer
Dhivya Suryadevara
Dhivya Suryadevara
/s/ CHRISTOPHER T.
/s/ CHRISTOPHER T. HATTO
HATTO Vice President, Global
Vice President, Global Business Solutions and
Business Solutions and Chief
Chief
Christopher T.
Christopher T. Hatto
Hatto Accounting Officer
Accounting Officer
/s/ THEODORE M.
/s/ THEODORE M. SOLSO*
SOLSO* Lead Director
Lead Director
Theodore M.
Theodore M. Solso
Solso
/s/ WESLEY G.
/s/ WESLEY G. BUSH*
BUSH* Director
Director
Wesley G. Bush
Wesley G. Bush
/s/
/s/ LINDA R. GOODEN*
LINDA R. GOODEN* Director
Director
Linda R. Gooden
Linda R. Gooden
/s/
/s/ JOSEPH JIMENEZ*
JOSEPH JIMENEZ* Director
Director
Joseph Jimenez
Joseph Jimenez
/s/
/s/ JANE
JANE L. MENDILLO*
L. MENDILLO* Director
Director
Jane L. Mendillo
Jane L. Mendillo
/s/ JUDITH A.
/s/ JUDITH MISCIK*
A. MISCIK* Director
Director
Judith A.
Judith Miscik
A. Miscik
/s/
/s/ PATRICIA
PATRICIA F. F. RUSSO*
RUSSO* Director
Director
Patricia F. Russo
Patricia F. Russo
/s/ THOMAS M.
/s/ THOMAS SCHOEWE*
M. SCHOEWE* Director
Director
Thomas M.
Thomas M. Schoewe
Schoewe
/s/ CAROL M.
/s/ CAROL M. STEPHENSON*
STEPHENSON* Director
Director
Carol M.
Carol M. Stephenson
Stephenson
/s/ DENTIN N.
/s/ DEVIN WENIG*
N. WENIG* Director
Director
Devin N.
Devin N. Wenig
Wenig
*By: /s/ RICK HANSEN

*By:
Rick Hansen
Attorney-in-Fact
Attorney-in-Fact
101
101
Exhibit 31.1
Exhibit 31.1
CERTIFICATION
I, Mary T. Barra, certify that:
1. II have
1. reviewed this
have reviewed this Annual Report on
General Motors Company;
Motors Company;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to
necessary to make the statements
make the statements made, in light
made, in light of
of the
the circumstances
circumstances under
under which such statements
which such statements were
were made, not misleading
made, not misleading
with respect to the period covered by this report;
3. Based
3. Based on
on my
my knowledge, the financial
knowledge, the fmancial statements,
statements, and
and other
other financial
information included
included in
in this
this report, fairly present
report, fairly in
present in
all material respects the financial condition, results of
of operations and cash flows of the registrant as of, and for, the periods presented
in this report;
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and
defmed in Exchange Act Rules 13a-15(e)
procedures (as defined 13a-15(e) and 15d-15(e))
15d-15(e)) and internal control over financial
fmancial reporting (as defined
defmed
in Exchange
in Exchange Act Rules 13a-15(f)
Act Rules 13a-15(f) and
and 15d-15(f))
15d-15(f)) for
for the
the registrant and have:
registrant and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed
under our supervision,
under our supervision, to ensure that
to ensure that material information relating
material information to the
relating to the registrant, including its
registrant, including its consolidated
consolidated subsidiaries,
subsidiaries,
is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Designed
b) Designed such
such internal
internal control
control over
over financial
fmancial reporting, or caused
reporting, or caused such
such internal
internal control
control over
over financial
financial reporting
reporting to
to be
be
designed under our supervision, to provide reasonable assurance regarding the reliability of of financial reporting and the
preparation of
of financial statements for external purposes in accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and procedures, as of
of the end of
of the period covered by this
report
report based on such
based on such evaluation;
evaluation; and
and
d) Disclosed in this report any change in the registrant's internal control over financial
fmancial reporting that occurred during the
registrant's
registrant's most
most recent fiscal quarter
recent fiscal quarter (the
(the registrant's fourth fiscal
registrant's fourth fiscal quarter
quarter in
in the
the case
case of
of an
an annual
annual report) that has
report) that has materially
materially
affected, or is reasonably likely to materially affect, the registrant's internal control over financial
fmancial reporting; and
5. The
5. The registrant's other certifying
registrant's other certifying officer
officer and
and II have disclosed, based
have disclosed, on our
based on our most
most recent evaluation of
recent evaluation of internal
internal control
control over
over
financial reporting, to the registrant's auditors and the Audit Committee of the registrant's Board of
of Directors (or persons performing
the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of

of internal control over financial
fmancial reporting
which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial
fmancial
information; and
information; and
b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the
registrant's internal control
registrant's internal control over
over financial
financial reporting.
reporting.
/s/ MARY T.
/s/ MARY T. BARRA
BARRA
Mary T.
Mary T. Barra
Barra
Chief Executive Officer
Chairman and Chief
Date:
Date: February 5,2020
February 5, 2020
Exhibit 31.2
Exhibit 31.2
CERTIFICATION
I, Dhivya Suryadevara, certify that:
1. II have
1. reviewed this
have reviewed this Annual Report on
General Motors Company;
Motors Company;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to
necessary to make the statements
make the statements made, in light
made, in light of
of the
the circumstances
circumstances under
under which such statements
which such statements were
were made, not misleading
made, not misleading
with respect to the period covered by this report;
3. Based
3. Based on
on my
my knowledge, the financial
knowledge, the fmancial statements,
statements, and
and other
other financial
information included
included in
in this
this report, fairly present
report, fairly in
present in
all material respects the financial condition, results of
of operations and cash flows of the registrant as of, and for, the periods presented
in this report;
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and
defmed in Exchange Act Rules 13a-15(e)
procedures (as defined 13a-15(e) and 15d-15(e))
15d-15(e)) and internal control over financial
fmancial reporting (as defined
defmed
in Exchange
in Exchange Act Rules 13a-15(f)
Act Rules 13a-15(f) and
and 15d-15(f))
15d-15(f)) for
for the
the registrant and have:
registrant and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed
under our supervision,
under our supervision, to ensure that
to ensure that material information relating
material information to the
relating to the registrant, including its
registrant, including its consolidated
consolidated subsidiaries,
subsidiaries,
is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Designed
b) Designed such
such internal
internal control
control over
over financial
fmancial reporting, or caused
reporting, or caused such
such internal
internal control
control over
over financial
financial reporting
reporting to
to be
be
designed under our supervision, to provide reasonable assurance regarding the reliability of of financial reporting and the
preparation of
of financial statements for external purposes in accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and procedures, as of
of the end of
of the period covered by this
report
report based on such
based on such evaluation;
evaluation; and
and
d) Disclosed in this report any change in the registrant's internal control over financial
fmancial reporting that occurred during the
registrant's
registrant's most
most recent fiscal quarter
recent fiscal quarter (the
(the registrant's fourth fiscal
registrant's fourth fiscal quarter
quarter in
in the
the case
case of
of an
an annual
annual report) that has
report) that has materially
materially
affected, or is reasonably likely to materially affect, the registrant's internal control over financial
fmancial reporting; and
5. The
5. The registrant's other certifying
registrant's other certifying officer
officer and
and II have disclosed, based
have disclosed, on our
based on our most
most recent evaluation of
recent evaluation of internal
internal control
control over
over
financial reporting, to the registrant's auditors and the Audit Committee of the registrant's Board of
of Directors (or persons performing
the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of

of internal control over financial
fmancial reporting
which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial
fmancial
information; and
information; and
b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the
registrant's internal control
registrant's internal control over
over financial
financial reporting.
reporting.

Dhivya Suryadevara
Dhivya Suryadevara
Executive Vice President and Chief
Date:
Date: February 5,2020
February 5, 2020
Exhibit 32
Exhibit 32
CERTIFICATION PURSUANT TO
18 U.S.C.
18 U.S.C. SECTION
SECTION 1350,
1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of of General Motors Company (the “Company”)
"Company") on Form 10-K 10-K for the period ended
December 31, 31,2019
2019 as filed with the Securities and Exchange Commission on the date hereof "Report"), each of the undersigned
hereof (the “Report”),
officers of
officers of the Company, certify,
the Company, certify, pursuant to 18
pursuant to 18 U.S.C.
U.S.C. §§ 1350,
1350, as
as adopted
adopted pursuant to §§ 906
pursuant to 906 of
of the
the Sarbanes-Oxley
Sarbanes-Oxley Act of 2002,
Act of 2002,
that to the best of
of such officer's knowledge:
1. The
1. The Report
Report fully
fully complies
complies with
with the
the requirements of section
requirements of section 13(a)
13(a) or
or 15(d)
15(d) of
of the Securities Exchange
the Securities Exchange Act
Act of
of 1934;
19341 and
and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of
of
operations of
operations of the Company.
the Company.
/s/ MARY T.
/s/ MARY T. BARRA
BARRA
Mary T.
Mary T. Barra
Barra
Chief Executive Officer
Chairman and Chief

Dhivya Suryadevara
Executive Vice President and Chief
Date: February 5, 2020
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GENERAL MOTORS

2019 ANNUAL REPORT

General Motors Company

Year ended December 31

For the fiscal year ended December 31, 2019

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

For the transition period from to

Commission file number 001-34960

GENERAL MOTORS COMPANY

300 Renaissance Center, Detroit, Michigan 48265 -3000

Automotive Our automotive

Competitive Position and Vehicle

In the year ended December 31,

Battery Electric Vehicles

Alternative Fuel Vehicles

Intellectual Property We are constantly innovating and hold a significant number of

Raw Materials, Services and Supplies We purchase a wide variety of

Environmental and Regulatory Matters

Automotive Criteria Emissions

As a result of the sale of

In Brazil, the Secretary of

of February 5, 2020 the names and ages of

IA. Risk Factors

The international scale andfootprint

Any significant disruption at one of ofour

The costs and effect on our reputation of ofproduct

We rely on GM Financial to provide

The primary factors that could adversely affect GM Financial’s

In addition, a substantial portion of of GM Financial’s

Further, as an entity operating in the financial

Our defined benefit pension

Item 3. Legal Proceedings

Holders At January 24, 2020 we had 1.4

Item 6. Selected Financial Data

Non-GAAP Measures Unless otherwise indicated,

Adjusted automotive free

Total Net Sales and Revenue

Automotive and Other

Automotive and Other Selling, General and Administrative Expense

Interest Income and Other Non-operating Income, net

Our liquidity plans are subject to a number of

GM Financial's Board of of Directors declared and paid dividends of

Automotive Cash Flow (Dollars in billions)

Automotive Financing - GM Financial Liquidity GM Financial's primary sources of

November 2018 are

We accrue the costs related to product warranty at the time of

Pension and OPEB

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

The net fair value liability of

of automotive foreign currency translation and transaction and remeasurement

Automotive Financing - GM Financial

GM Financial primarily finances

Adoption of Accounting Standards Update (ASU) No. 2014-09

Product warranty and recall campaigns

subsidiaries' internal control over financial reporting as of

Our audit included obtaining an understanding of internal control over financial

company's internal control over financial

Basis for Opinion

Item 8. Financial Statements and Supplementary Data

CONSOLIDATED INCOME STATEMENTS

Net income (loss)

Earnings per share

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME