Form 8-K

8-K — General Motors Co

Accession: 0001467858-26-000033

Filed: 2026-04-28

Period: 2026-04-28

CIK: 0001467858

SIC: 3711 (MOTOR VEHICLES & PASSENGER CAR BODIES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — gm-20260428.htm (Primary)

EX-99.1 (gmq12026pressreleaseandfin.htm)

GRAPHIC (gm_brandmarkxwordmarkxlocka.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: gm-20260428.htm · Sequence: 1

gm-20260428

0001467858FALSE00014678582026-04-282026-04-28

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________

FORM 8-K

___________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 28, 2026

___________________

GENERAL MOTORS COMPANY

(Exact name of registrant as specified in its charter)

__________________

Delaware

001-34960

27-0756180

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

1240 Woodward Avenue Detroit, Michigan 48265

(Address of principal executive offices) (Zip Code)

(313) 667-1500

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

__________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, $0.01 par value GM New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.02 Results of Operations and Financial Condition

On April 28, 2026, General Motors Company (GM) issued a news release and supplemental materials on the subject of its 2026 first quarter consolidated earnings. The news release and supplemental materials are attached as Exhibit 99.1.

Charts furnished to securities analysts in connection with GM's 2026 first quarter consolidated earnings release are available on GM's website at www.gm.com/investors/earnings-releases.html.

The information in this Item 2.02 and Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in that filing.

ITEM 9.01 Financial Statements and Exhibits

EXHIBIT

Exhibit Description

Exhibit 99.1

News Release and Financial Highlights Dated April 28, 2026

Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

GENERAL MOTORS COMPANY (Registrant)

By: /s/ CHRISTOPHER T. HATTO

Date: April 28, 2026 Christopher T. Hatto, Vice President, Global Business Solutions and Chief Accounting Officer

EX-99.1

Filename: gmq12026pressreleaseandfin.htm · Sequence: 2

Document

Exhibit 99.1

News

For Release: Tuesday, April 28, 2026, at 6:30 a.m. ET

GM releases 2026 first-quarter results, declares quarterly dividend

DETROIT – General Motors (NYSE: GM) today reported first-quarter 2026 revenue of $43.6 billion, net income attributable to stockholders of $2.6 billion, and EBIT-adjusted of $4.3 billion.

The company is raising its full-year 2026 EBIT adjusted guidance due to a favorable adjustment of approximately $0.5 billion resulting from the U.S. Supreme Court decision regarding certain U.S. tariffs that were paid under the International Emergency Economic Powers Act. The company now expects gross tariff costs of $2.5 billion to $3.5 billion in 2026, down from the original estimate of $3.0 billion to $4.0 billion.

Updated 2026 guidance

Previous 2026 guidance

Net income attributable to stockholders

$9.9 billion - $11.4 billion

$10.3 billion - $11.7 billion

EBIT-adjusted

$13.5 billion - $15.5 billion

$13.0 billion - $15.0 billion

Automotive operating cash flow

$16.8 billion - $20.8 billion

$19.0 billion - $23.0 billion

Adjusted automotive free cash flow

$9.0 billion - $11.0 billion

EPS-diluted

$10.62 - $12.62

$11.00 - $13.00

EPS-diluted-adjusted

$11.50 - $13.50

$11.00 - $13.00

GM announced today that its Board of Directors has declared a quarterly cash dividend on the company's outstanding common stock of $0.18 per share, payable June 18, 2026, to holders of the company's common stock at the close of trading on June 5, 2026.

An overview of quarterly results and financial highlights appears below. Visit the GM Investor Relations website to download the company's earnings deck and GM Chair and CEO Mary Barra's Letter to Shareholders.

Conference call for investors and analysts

Mary Barra and GM Chief Financial Officer Paul Jacobson will host a conference call for the investment community at 8:30 a.m. ET today to discuss these results.

Conference call details are as follows:

•1-800-857-9821 (U.S.)

•1-517-308-9481 (international/caller-paid)

•Conference call passcode: General Motors

•An audio replay will be available on the GM Investor Relations website in the Events section.

Results Overview

Three Months Ended

($M) except per share amounts March 31, 2026 March 31, 2025 Change % Change

Revenue $ 43,624 $ 44,020 $ (395) (0.9) %

Net income (loss) attributable to stockholders $ 2,627 $ 2,784 $ (157) (5.7) %

EBIT-adjusted $ 4,253 $ 3,490 $ 764 21.9 %

Net income margin 6.0 % 6.3 % (0.3) ppts (4.8) %

EBIT-adjusted margin 9.7 % 7.9 % 1.8 ppts 22.8 %

Automotive operating cash flow $ 533 $ 2,404 $ (1,871) (77.8) %

Adjusted automotive free cash flow $ 1,269 $ 811 $ 457 56.4 %

EPS-diluted $ 2.82 $ 3.35 $ (0.53) (15.9) %

EPS-diluted-adjusted $ 3.70 $ 2.78 $ 0.92 33.0 %

GMNA EBIT-adjusted $ 3,661 $ 3,286 $ 375 11.4 %

GMNA EBIT-adjusted margin 10.1 % 8.8 % 1.3 ppts 14.8 %

GMI EBIT-adjusted(a) $ 123 $ 30 $ 94 n.m.

China equity income (loss)(a) $ 165 $ 45 $ 120 n.m.

GM Financial EBT-adjusted $ 688 $ 685 $ 4 0.5 %

__________

(a)n.m. = not meaningful

General Motors (NYSE:GM) is driving the future of transportation, leveraging advanced technology to build safer, smarter, and lower emission cars, trucks, and SUVs. GM’s Buick, Cadillac, Chevrolet, and GMC brands offer a broad portfolio of innovative gasoline-powered vehicles and the industry’s widest range of EVs, as we move to an all-electric future. Learn more at GM.com.

###

CONTACTS:

Jim Cain

GM Communications

313-407-2843

james.cain@chevrolet.com

Ashish Kohli, CFA

GM Investor Relations

847-964-3459

ashish.kohli@gm.com

David Caldwell

GM Communications

586-899-7861

david.caldwell@gm.com

Cautionary Note on Forward-Looking Statements: This press release and related comments by management may include “forward-looking statements” within the meaning of the U.S. federal securities laws. Forward-looking statements are any statements other than statements of historical fact and represent our current judgment about possible future events. In making these statements, we rely upon assumptions and analysis based on our experience and perception of historical trends, current conditions, and expected future developments, as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any future events or financial results, and our actual results may differ materially due to a variety of factors, many of which are described in our most recent Annual Report on Form 10-K and our other filings with the U.S. Securities and Exchange Commission. We caution readers not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events, or other factors that affect the subject of these statements, except where we are expressly required to do so by law.

Guidance Reconciliations

The following table reconciles expected Net income attributable to stockholders to expected EBIT-adjusted (dollars in billions):

Year Ending December 31, 2026

Updated(a) Previous

Net income attributable to stockholders $ 9.9-11.4 $ 10.3-11.7

Income tax expense 2.6-3.1 2.6-3.2

Automotive interest expense, net 0.0 0.1

Adjustments 1.0 —

EBIT-adjusted $ 13.5-15.5 $ 13.0-15.0

__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders to EBIT-adjusted and segment profit (loss) for adjustment details. These expected financial results do not include the potential impact of future adjustments related to special items.

The following table reconciles expected EPS-diluted to expected EPS-diluted-adjusted:

Year Ending December 31, 2026

Updated(a) Previous

Diluted earnings per common share $ 10.62-12.62 $ 11.00-13.00

Adjustments 0.88 —

EPS-diluted-adjusted $ 11.50-13.50 $ 11.00-13.00

__________

(a)Refer to the reconciliation of diluted earnings per common share to EPS-diluted-adjusted for adjustment details. These expected financial results do not include the potential impact of future adjustments related to special items.

The following table reconciles expected automotive net cash provided by operating activities to expected adjusted automotive free cash flow (dollars in billions):

Year Ending December 31, 2026

Updated(a) Previous

Net automotive cash provided by operating activities $ 16.8-20.8 $ 19.0-23.0

Less: Capital expenditures 10.0-12.0 10.0-12.0

Adjustments 2.2 —

Adjusted automotive free cash flow $ 9.0-11.0 $ 9.0-11.0

__________

(a)These expected financial results do not include the potential impact of future adjustments related to special items.

General Motors Company and Subsidiaries1

Combining Income Statement Information

(In millions) (Unaudited)

Three Months Ended March 31, 2026 Three Months Ended March 31, 2025

Automotive GM Financial Reclassifications/Eliminations Combined Automotive Cruise GM Financial Reclassifications/Eliminations Combined

Net sales and revenue

Automotive $ 39,349 $ — $ — $ 39,349 $ 39,860 $ 1 $ — $ — $ 39,861

GM Financial — 4,276 (1) 4,275 — — 4,164 (5) 4,159

Total net sales and revenue 39,349 4,276 (1) 43,624 39,860 1 4,164 (5) 44,020

Costs and expenses

Automotive and other cost of sales 35,027 — 1 35,028 35,029 163 — (1) 35,191

GM Financial interest, operating, and other expenses — 3,602 (1) 3,601 — — 3,491 — 3,491

Automotive and other selling, general, and administrative expense 2,070 — (1) 2,069 1,874 111 — — 1,985

Total costs and expenses 37,097 3,602 (1) 40,698 36,903 274 3,491 (1) 40,668

Operating income (loss) 2,252 675 — 2,926 2,957 (273) 673 (4) 3,352

Automotive interest expense 158 — — 158 152 30 — (29) 152

Interest income and other non-operating income, net 307 — — 307 334 2 — (25) 310

Equity income (loss) 258 14 — 272 50 — 12 — 62

Income (loss) before income taxes $ 2,658 $ 688 $ — $ 3,347 $ 3,188 $ (301) $ 685 $ — $ 3,572

Income tax expense (benefit) 642 719

Net income (loss) 2,705 2,853

Net loss (income) attributable to noncontrolling interests (78) (69)

Net income (loss) attributable to stockholders $ 2,627 $ 2,784

Net income (loss) attributable to common stockholders $ 2,614 $ 3,361

________

1 Certain columns and rows may not add due to rounding.

General Motors Company and Subsidiaries1

Basic and Diluted Earnings per Share

(Unaudited)

The following table summarizes basic and diluted earnings per share (in millions, except per share amounts):

Three Months Ended

March 31, 2026 March 31, 2025

Basic earnings per share

Net income (loss) attributable to stockholders $ 2,627 $ 2,784

Adjustments(a) (13) 577

Net income (loss) attributable to common stockholders $ 2,614 $ 3,361

Weighted-average common shares outstanding 911 988

Basic earnings per common share $ 2.87 $ 3.40

Diluted earnings per share

Net income (loss) attributable to common stockholders – diluted $ 2,614 $ 3,361

Weighted-average common shares outstanding – diluted 926 1,002

Diluted earnings per common share $ 2.82 $ 3.35

Potentially dilutive securities(b) 3 4

__________

(a)Includes a $593 million return from the preferred shareholders related to the redemption of Cruise preferred shares from noncontrolling interest holders in the three months ended March 31, 2025.

(b)Potentially dilutive securities attributable to Performance Stock Units (PSUs) and Restricted Stock Units (RSUs) at March 31, 2026 and outstanding stock options, PSUs, and RSUs at March 31, 2025 were excluded from the computation of diluted earnings per share (EPS) because the securities would have had an antidilutive effect.

General Motors Company and Subsidiaries1

Combining Balance Sheet Information

(In millions, except per share amounts) (Unaudited)

March 31, 2026 December 31, 2025

Automotive GM Financial Reclassifications/Eliminations Combined Automotive Cruise GM Financial Reclassifications/Eliminations Combined

ASSETS

Current Assets

Cash and cash equivalents $ 14,670 $ 5,130 $ — $ 19,800 $ 15,062 $ 56 $ 5,826 $ — $ 20,945

Marketable debt securities 4,558 59 — 4,618 6,685 — 39 — 6,724

Accounts and notes receivable, net(a) 15,501 1,560 (679) 16,381 12,199 76 1,506 (727) 13,054

GM Financial receivables, net(b) — 44,130 (379) 43,751 — — 45,661 (395) 45,266

Inventories 15,593 — (4) 15,590 14,472 — — (5) 14,467

Other current assets 3,239 5,734 8 8,981 3,167 9 5,130 6 8,312

Total current assets 53,562 56,613 (1,054) 109,121 51,585 141 58,162 (1,120) 108,767

Non-current Assets

GM Financial receivables, net — 43,724 — 43,724 — — 44,384 — 44,384

Equity in net assets of nonconsolidated affiliates 4,833 1,144 — 5,978 4,564 — 1,117 — 5,681

Property, net 52,038 128 — 52,166 51,458 99 126 — 51,683

Goodwill and intangible assets, net 2,986 1,349 — 4,336 3,018 — 1,348 — 4,366

Equipment on operating leases, net — 33,344 — 33,344 — — 33,686 — 33,686

Deferred income taxes 24,254 (1,571) — 22,682 24,446 — (1,486) — 22,960

Other assets 8,035 1,587 — 9,622 8,226 47 1,483 — 9,756

Total non-current assets 92,147 79,706 — 171,853 91,712 147 80,658 — 172,517

Total Assets $ 145,709 $ 136,319 $ (1,054) $ 280,974 $ 143,297 $ 288 $ 138,820 $ (1,120) $ 281,284

LIABILITIES AND EQUITY

Current Liabilities

Accounts payable (principally trade)(a) $ 28,071 $ 516 $ (675) $ 27,912 $ 24,075 $ 1 $ 491 $ (649) $ 23,919

Short-term debt and current portion of long-term debt

Automotive(b) 785 — (379) 406 1,120 7 — (471) 656

GM Financial — 35,888 — 35,888 — — 35,012 — 35,012

Cruise — — — — — — — — —

Accrued liabilities 26,071 4,443 — 30,514 28,956 54 4,744 — 33,754

Total current liabilities 54,927 40,847 (1,054) 94,720 54,151 63 40,248 (1,120) 93,342

Non-current Liabilities

Long-term debt

Automotive 15,522 — — 15,522 15,522 70 — — 15,591

GM Financial — 75,940 — 75,940 — — 79,018 — 79,018

Cruise — — — — — — — — —

Postretirement benefits other than pensions 3,982 — — 3,982 4,025 — — — 4,025

Pensions 4,701 11 — 4,712 4,977 — 11 — 4,988

Other liabilities 17,926 3,478 — 21,405 17,495 281 3,375 — 21,151

Total non-current liabilities 42,132 79,428 — 121,560 42,019 351 82,404 — 124,775

Total Liabilities 97,059 120,275 (1,054) 216,280 96,170 414 122,652 (1,120) 218,116

Equity

Common stock, $0.01 par value 9 — — 9 9 — — — 9

Additional paid-in capital(c) 19,540 1,077 (1,076) 19,541 18,086 1,842 1,077 (1,076) 19,928

Retained earnings 37,043 16,341 1 53,386 37,024 (1,968) 16,467 1 51,524

Accumulated other comprehensive loss (8,903) (1,374) — (10,277) (8,966) — (1,377) — (10,343)

Total stockholders’ equity 47,690 16,044 (1,075) 62,659 46,153 (126) 16,167 (1,075) 61,119

Noncontrolling interests(c) 961 — 1,075 2,036 974 — — 1,075 2,049

Total Equity 48,650 16,044 — 64,694 47,127 (126) 16,167 — 63,168

Total Liabilities and Equity $ 145,709 $ 136,319 $ (1,054) $ 280,974 $ 143,297 $ 288 $ 138,820 $ (1,120) $ 281,284

__________

(a)Eliminations primarily include GM Financial accounts and notes receivable of $0.6 billion due from Automotive; and Automotive accounts receivable of $0.1 billion due from GM Financial at March 31, 2026; and GM Financial accounts and notes receivable of $0.5 billion due from Automotive; and Automotive accounts receivable of $0.1 billion primarily due from GM Financial at December 31, 2025.

(b)Eliminations primarily related to GM Financial accounts receivable due from Automotive.

(c)Primarily reclassification of GM Financial Cumulative Perpetual Preferred Stock, Series A, B, and C. The preferred stock is classified as noncontrolling interests in our consolidated balance sheets.

General Motors Company and Subsidiaries1

Combining Cash Flow Information

(In millions) (Unaudited)

Three Months Ended March 31, 2026 Three Months Ended March 31, 2025

Automotive GM Financial Reclassifications/Eliminations Combined Automotive Cruise GM Financial Reclassifications/Eliminations Combined

Cash flows from operating activities

Net income (loss) $ 2,188 $ 517 $ — $ 2,705 $ 2,659 $ (302) $ 496 $ — $ 2,853

Depreciation and impairment of Equipment on operating leases, net — 1,331 — 1,331 — — 1,203 — 1,203

Depreciation, amortization, and impairment charges on Property, net 1,689 10 — 1,699 1,716 5 9 — 1,731

Foreign currency remeasurement and transaction (gains) losses (60) (4) — (64) 149 — 2 — 152

Undistributed earnings of nonconsolidated affiliates, net (252) (14) — (266) 497 — (12) — 485

Pension contributions and OPEB payments (230) (1) — (231) (194) — (1) — (195)

Pension and OPEB (income) expense, net 10 1 — 11 (1) — — — —

Provision (benefit) for deferred taxes 117 105 — 222 39 — 104 — 143

Change in other operating assets and liabilities(a)(c) (2,929) (312) 784 (2,456) (2,463) (237) 76 2,313 (311)

Net cash provided by (used in) operating activities 533 1,633 784 2,950 2,404 (533) 1,877 2,313 6,061

Cash flows from investing activities

Expenditures for property (1,500) (12) — (1,512) (1,809) (2) (4) — (1,816)

Available-for-sale marketable securities, acquisitions (682) (53) — (734) (645) — — — (645)

Available-for-sale marketable securities, liquidations 2,812 33 — 2,845 1,065 — — — 1,065

Purchases of finance receivables(b) — (8,402) (5) (8,407) — — (9,668) (390) (10,058)

Principal collections and recoveries on finance receivables(a) — 10,545 (1,445) 9,100 — — 11,642 (2,685) 8,956

Proceeds from sale of finance receivables — — — — — — — — —

Purchases of leased vehicles — (3,274) — (3,274) — — (4,212) — (4,212)

Proceeds from termination of leased vehicles — 2,520 — 2,520 — — 2,529 — 2,529

Other investing activities(b) 95 — (1) 94 (1,059) — — 750 (310)

Net cash provided by (used in) investing activities 726 1,357 (1,451) 632 (2,448) (2) 286 (2,326) (4,490)

Cash flows from financing activities

Net increase (decrease) in short-term debt (2) 94 — 92 (18) — 188 — 170

Proceeds from issuance of debt (original maturities greater than three months)(b) — 8,376 — 8,376 2 334 16,896 (334) 16,897

Payments on debt (original maturities greater than three months) (261) (10,568) 17 (10,813) (66) (1) (15,175) 26 (15,216)

Payment to purchase common stock (800) — — (800) (2,012) — — — (2,012)

Issuance (redemption) of subsidiary stock(b) — — — — — — — (29) (29)

Dividends paid(c) (164) (709) 650 (223) (116) — (409) 350 (175)

Other financing activities (291) (29) — (321) (123) — (55) — (178)

Net cash provided by (used in) financing activities (1,519) (2,837) 667 (3,689) (2,334) 333 1,444 13 (543)

Effect of exchange rate changes on cash, cash equivalents, and restricted cash (123) 11 — (113) 27 — 24 — 51

Net increase (decrease) in cash, cash equivalents, and restricted cash (383) 163 — (221) (2,352) (202) 3,632 — 1,078

Cash, cash equivalents, and restricted cash at beginning of period 15,241 9,043 — 24,284 14,561 322 8,081 — 22,964

Cash, cash equivalents, and restricted cash at end of period $ 14,857 $ 9,206 $ — $ 24,063 $ 12,209 $ 120 $ 11,714 $ — $ 24,042

__________

(a)Includes eliminations of $1.4 billion and $2.6 billion in the three months ended March 31, 2026 and 2025 primarily driven by purchases/collections of wholesale finance receivables resulting from vehicles sold by GM to dealers that have arranged their inventory floor plan financing through GM Financial.

(b)Eliminations include intercompany funding activity from Automotive and GM Financial to Cruise in the three months ended March 31, 2025.

(c)Eliminations include dividends issued by GM Financial to Automotive in the three months ended March 31, 2026 and 2025.

Note: Certain intercompany transactions that are eliminated in consolidation are presented on a net basis.

General Motors Company and Subsidiaries1

The following tables summarize key financial information (dollars in millions):

GMNA GMI Corporate Eliminations Total

Automotive Cruise GM

Financial Reclassifications/Eliminations Total

Three Months Ended March 31, 2026

Net sales and revenue $ 36,401 $ 2,859 $ 90 $ — $ 39,349 $ — $ 4,276 $ (1) $ 43,624

Expenditures for property $ 1,427 $ 53 $ 21 $ — $ 1,500 $ — $ 12 $ — $ 1,512

Depreciation and amortization $ 1,541 $ 119 $ 5 $ — $ 1,665 $ — $ 1,341 $ — $ 3,005

Impairment charges $ 25 $ — $ — $ — $ 25 $ — $ — $ — $ 25

Equity income (loss)(a)(b) $ 136 $ 161 $ (45) $ — $ 252 $ — $ 14 $ — $ 266

GMNA GMI Corporate Eliminations Total

Automotive Cruise GM

Financial Reclassifications/Eliminations Total

Three Months Ended March 31, 2025

Net sales and revenue $ 37,388 $ 2,427 $ 46 $ — $ 39,860 $ 1 $ 4,164 $ (5) $ 44,020

Expenditures for property $ 1,705 $ 94 $ 11 $ — $ 1,809 $ 2 $ 4 $ — $ 1,816

Depreciation and amortization $ 1,588 $ 102 $ 27 $ — $ 1,716 $ 5 $ 1,212 $ — $ 2,934

Impairment charges $ — $ — $ — $ — $ — $ — $ — $ — $ —

Equity income (loss)(a)(b) $ 242 $ 49 $ — $ — $ 291 $ — $ 12 $ — $ 303

__________

(a)Includes Automotive China joint ventures (Automotive China JVs) equity income (loss) of $165 million and $45 million in the three months ended March 31, 2026 and 2025.

(b)Equity earnings related to Ultium Cells Holdings LLC, an equally owned joint venture with LG Energy Solution, are presented in Automotive and other cost of sales as this entity has historically been integral to the operations of our business by providing battery cells for our electric vehicles (EVs). In the three months ended March 31, 2026 and 2025, equity earnings in Ultium Cell Holdings LLC were insignificant and $241 million.

General Motors Company and Subsidiaries

Supplemental Material1

(Unaudited)

General Motors Company (GM) uses both generally accepted accounting principles (GAAP) and non-GAAP financial measures for operational and financial decision making, and to assess Company and segment business performance. 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 General Motors Financial Company, Inc. (GM Financial) segment; earnings per share (EPS)-diluted-adjusted; effective tax rate-adjusted (ETR-adjusted); return on invested capital-adjusted (ROIC-adjusted) and adjusted automotive free cash flow. GM's calculation of these non-GAAP measures may not be comparable to similarly titled measures of other companies due to potential differences between companies in the method of calculation. As a result, the use of these non-GAAP measures has limitations and should not be considered superior to, in isolation from, or as a substitute for, related U.S. GAAP measures.

These non-GAAP measures allow management and investors to view operating trends, perform analytical comparisons, and benchmark performance between periods and among geographic regions to understand operating performance without regard to items we do not consider a component of our core operating performance. Furthermore, these non-GAAP measures allow investors the opportunity to measure and monitor our performance against our externally communicated targets and evaluate the investment decisions being made by management to improve ROIC-adjusted. Management uses these measures in its financial, investment, and operational decision-making processes, for internal reporting, and as part of its forecasting and budgeting processes. Further, our Board of Directors uses certain of these and other measures as key metrics to determine management performance under our performance-based compensation plans. For these reasons, we believe these non-GAAP measures are useful for our investors.

EBIT-adjusted (Most comparable GAAP measure: Net income attributable to stockholders) EBIT-adjusted is presented net of noncontrolling interests and is used by management and can be used by investors to review our consolidated operating results because it excludes automotive interest income, automotive interest expense, and income taxes as well as certain additional adjustments that are not considered part of our core operations. Examples of adjustments to EBIT include, but are not limited to, impairment charges on long-lived assets and other exit costs resulting from strategic shifts in our operations or discrete market and business conditions, and certain costs arising from legal matters. 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 in any future periods in which there is an impact from the item. Our corresponding measure for our GM Financial segment is EBT-adjusted because interest income and interest expense are an integral part of its financial performance.

EPS-diluted-adjusted (Most comparable GAAP measure: Diluted earnings per common share) EPS-diluted-adjusted is used by management and can be used by investors to review our consolidated diluted EPS results on a consistent basis. EPS-diluted-adjusted is calculated as net income attributable to common stockholders-diluted less adjustments noted above for EBIT-adjusted and certain income tax adjustments divided by weighted-average common shares outstanding-diluted. Examples of income tax adjustments include the establishment or release of significant deferred tax asset valuation allowances.

ETR-adjusted (Most comparable GAAP measure: Effective tax rate) ETR-adjusted is used by management and can be used by investors to review the consolidated effective tax 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 taxes less adjustments. When we provide an expected adjusted effective tax rate, we cannot provide an expected effective tax rate without unreasonable efforts because the U.S. GAAP measure may include significant adjustments that are difficult to predict.

ROIC-adjusted (Most comparable GAAP measure: Return on equity) ROIC-adjusted is used by management and can be used by investors to review our investment and capital allocation decisions. We define ROIC-adjusted as EBIT-adjusted for the trailing four quarters divided by ROIC-adjusted average net assets, which is the average equity balances adjusted for average automotive debt and interest liabilities, exclusive of finance leases; average automotive net pension and other postretirement benefits (OPEB) liabilities; and average automotive net income tax assets during the same period.

Adjusted automotive free cash flow (Most comparable GAAP measure: Net automotive cash provided by operating activities) Adjusted automotive free cash flow is used by management and can be used by investors to review the liquidity of our automotive operations and to measure and monitor our performance against our capital allocation program and evaluate our automotive liquidity against the substantial cash requirements of our automotive operations. We measure adjusted automotive free cash flow as automotive operating cash flow from operations less capital expenditures adjusted for management actions. Management actions can include voluntary events such as discretionary contributions to employee benefit plans or nonrecurring specific events such as a closure of a facility that are considered special for EBIT-adjusted purposes.

General Motors Company and Subsidiaries

Supplemental Material1

(Unaudited)

The following table reconciles Net income (loss) attributable to stockholders to EBIT-adjusted and segment profit (loss) (dollars in millions):

Three Months Ended

March 31, 2026 March 31, 2025

Net income (loss) attributable to stockholders $ 2,627 $ 2,784

Income tax expense (benefit) 642 719

Automotive interest expense 158 152

Automotive interest income (173) (191)

Adjustments

EV strategic realignment(a) 1,077 —

China restructuring actions(b) (78) —

Headquarters relocation(c) — 26

Total adjustments 999 26

EBIT-adjusted 4,253 3,490

Operating segments

GM North America (GMNA) 3,661 3,286

GM International (GMI) 123 30

Cruise — (273)

GM Financial(d) 688 685

Total operating segments 4,473 3,728

Corporate and eliminations(e) (219) (238)

EBIT-adjusted $ 4,253 $ 3,490

__________

(a)These adjustments were excluded because they relate to our strategic realignment of our EV capacity and manufacturing footprint, including Ultium's strategic realignment.

(b)These adjustments were excluded because they relate to restructuring activities associated with our operations in China, including an other-than-temporary impairment and restructuring charges recorded in equity earnings associated with our Automotive China JVs.

(c)These adjustments were excluded because they relate to the GM headquarters relocation, primarily consisting of accelerated depreciation and other relocation expenditures.

(d)GM Financial amounts represent EBT-adjusted.

(e)GM's automotive interest income and interest expense, legacy costs from the Opel / Vauxhall Business (primarily pension costs), corporate expenditures, and certain revenues and expenses that are not part of a reportable segment are recorded centrally in Corporate.

General Motors Company and Subsidiaries

Supplemental Material1

(Unaudited)

The following table reconciles diluted earnings per common share to EPS-diluted-adjusted (dollars in millions, except per share amounts):

Three Months Ended

March 31, 2026 March 31, 2025

Amount Per Share Amount Per Share

Diluted earnings per common share $ 2,614 $ 2.82 $ 3,361 $ 3.35

Adjustments(a) 999 1.08 26 0.03

Tax effect on adjustments(b) (183) (0.20) (6) (0.01)

Return from preferred shareholders(c) — — (593) (0.59)

EPS-diluted-adjusted $ 3,430 $ 3.70 $ 2,789 $ 2.78

__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders to EBIT-adjusted and segment profit (loss) for adjustment details.

(b)The tax effect of each adjustment is determined based on the tax laws and valuation allowance status of the jurisdiction to which the adjustment relates.

(c)This adjustment consists of a return from the preferred shareholders related to the redemption of Cruise preferred shares from noncontrolling interest holders in the three months ended March 31, 2025.

The following table reconciles our effective tax rate to ETR-adjusted (dollars in millions):

Three Months Ended

March 31, 2026 March 31, 2025

Income before income taxes Income tax expense (benefit) Effective tax rate Income before income taxes Income tax expense (benefit) Effective tax rate

Effective tax rate $ 3,347 $ 642 19.2 % $ 3,572 $ 719 20.1 %

Adjustments(a) 999 183 26 6

ETR-adjusted $ 4,346 $ 825 19.0 % $ 3,598 $ 725 20.1 %

__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders to EBIT-adjusted and segment profit (loss) for adjustment details. These adjustments include Net income attributable to noncontrolling interests where applicable. The tax effect of each adjustment is determined based on the tax laws and valuation allowance status of the jurisdiction to which the adjustment relates.

We define return on equity (ROE) as Net income (loss) attributable to stockholders for the trailing four quarters divided by average equity for the same period. Management uses average equity to provide comparable amounts in the calculation of ROE. The following table summarizes the calculation of ROE (dollars in billions):

Four Quarters Ended

March 31, 2026 March 31, 2025

Net income attributable to stockholders $ 2.5 $ 5.8

Average equity(a) $ 64.1 $ 67.9

ROE 4.0 % 8.6 %

__________

(a)Includes equity of noncontrolling interests where the corresponding earnings (loss) are included in Net income attributable to stockholders.

General Motors Company and Subsidiaries

Supplemental Material1

(Unaudited)

The following table summarizes the calculation of ROIC-adjusted (dollars in billions):

Four Quarters Ended

March 31, 2026 March 31, 2025

EBIT-adjusted(a) $ 13.5 $ 14.6

Average equity(b) $ 64.1 $ 67.9

Add: Average automotive debt and interest liabilities (excluding finance leases) 16.3 16.0

Add: Average automotive net pension and OPEB liability 8.3 9.1

Less: Average automotive net income tax asset (23.7) (22.7)

ROIC-adjusted average net assets $ 65.0 $ 70.2

ROIC-adjusted 20.8 % 20.7 %

__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders to EBIT-adjusted and segment profit (loss) for adjustment details.

(b)Includes equity of noncontrolling interests where the corresponding earnings (loss) are included in EBIT-adjusted.

The following table reconciles Net automotive cash provided by operating activities to adjusted automotive free cash flow (dollars in millions):

Three Months Ended

March 31, 2026 March 31, 2025

Net automotive cash provided by operating activities $ 533 $ 2,404

Less: Capital expenditures (1,500) (1,809)

Add: EV strategic realignment 2,232 —

Add: GMI exit costs 4 4

Add: Buick dealer strategy — 160

Add: Separation costs — 53

Adjusted automotive free cash flow $ 1,269 $ 811

General Motors Company and Subsidiaries

Supplemental Material1

(Unaudited)

Vehicle Sales

GM presents both wholesale and total vehicle sales data to assist in the analysis of our revenue and market share. Wholesale vehicle sales data consists of sales to GM's dealers and distributors as well as sales to the U.S. Government, and excludes vehicles sold by our joint ventures. Wholesale vehicle sales data correlates to GM's revenue recognized from the sale of vehicles, which is the largest component of Automotive net sales and revenue. In the three months ended March 31, 2026, 24.9% of GM's wholesale vehicle sales volume was generated outside the U.S. The following table summarizes wholesale vehicle sales by our Automotive operations (vehicles in thousands):

Three Months Ended

March 31, 2026 March 31, 2025

GMNA 793 827

GMI 106 85

Total 899 912

Total vehicle sales data represents: (1) retail sales (i.e., sales to consumers who purchase new vehicles from dealers or distributors); (2) fleet sales (i.e., sales to large and small businesses, governments, and daily rental car companies); and (3) certain vehicles used by dealers in their business, including but not limited to courtesy transportation vehicles previously used by dealers that were sold to the end consumer. Total vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on our percentage ownership interest in the joint venture, including vehicle sales of non-GM trademarked vehicles, which are included in the total vehicle sales we report for China. While total vehicle sales data does not correlate directly to the revenue GM recognizes during a particular period, we believe it is indicative of the underlying demand for GM's vehicles. Total vehicle sales data represents management's good faith estimate based on sales reported by our 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.

General Motors Company and Subsidiaries

Supplemental Material1

(Unaudited)

The following table summarizes industry and GM total vehicle sales and GM's related competitive position by geographic region (vehicles in thousands):

Three Months Ended

March 31, 2026 March 31, 2025

Industry GM Market Share Industry GM Market Share

North America

United States 3,792 626 16.5 % 4,032 693 17.2 %

Other 924 117 12.6 % 941 126 13.4 %

Total North America 4,717 743 15.8 % 4,973 819 16.5 %

Asia/Pacific, Middle East, and Africa

China(a) 5,062 349 6.9 % 5,811 443 7.6 %

Other 5,786 108 1.9 % 5,733 102 1.8 %

Total Asia/Pacific, Middle East, and Africa 10,848 457 4.2 % 11,545 545 4.7 %

South America

Brazil 625 61 9.8 % 552 56 10.1 %

Other 454 33 7.3 % 400 29 7.2 %

Total South America 1,079 95 8.8 % 951 85 8.9 %

Total in GM markets 16,644 1,294 7.8 % 17,469 1,448 8.3 %

Total Europe 4,142 — — % 4,238 1 — %

Total Worldwide(b) 20,786 1,295 6.2 % 21,706 1,449 6.7 %

United States

Cars 627 11 1.8 % 707 17 2.5 %

Trucks 1,010 324 32.1 % 1,053 344 32.7 %

Crossovers 2,155 291 13.5 % 2,272 332 14.6 %

Total United States 3,792 626 16.5 % 4,032 693 17.2 %

China(a)

SGMS 116 119

SGMW 233 324

Total 5,062 349 6.9 % 5,811 443 7.6 %

__________

(a)Includes sales by the Automotive China JVs: SAIC General Motors Sales Co., Ltd. (SGMS) and SAIC GM Wuling Automobile Co., Ltd. (SGMW).

(b)Cuba, Iran, North Korea, and Sudan have been subject to broad economic sanctions. Accordingly, these countries are excluded from industry sales data and corresponding calculation of market share.

As discussed above, total vehicle sales and market share data provided in the table above includes 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 total vehicle sales (vehicles in thousands):

Three Months Ended

March 31, 2026 March 31, 2025

GMNA 184 172

GMI 82 67

Total fleet sales 266 239

Fleet sales as a percentage of total vehicle sales 20.6 % 16.5 %

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