UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-Q


☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, ~~2021~~2022


☐			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

(Exact name of registrant as specified in its charter)

Delaware

27-0756180

(State or other jurisdiction of
incorporation or organization)

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

300 Renaissance Center,

Detroit,

Michigan

48265

-3000

(Address of principal executive offices)

(Zip Code)

(313) 667-1500

(Registrant’s telephone number, including area code)

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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

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 of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☑ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ 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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of April ~~19, 2021~~13, 2022 there were ~~1,450,670,870~~1,458,022,912 shares of common stock outstanding.

INDEX


			Page
PART I
Item 1.	Condensed Consolidated Financial Statements		1
	Condensed Consolidated Income Statements (Unaudited)		1
	Condensed Consolidated Statements of Comprehensive Income (Unaudited)		1
	Condensed Consolidated Balance Sheets (Unaudited)		2
	Condensed Consolidated Statements of Cash Flows (Unaudited)		3
	Condensed Consolidated Statements of Equity (Unaudited)		4
	Notes to Condensed Consolidated Financial Statements		5
	Note 1.	Nature of Operations and Basis of Presentation	5
	Note 2.	~~Revenue~~Significant Accounting Policies	5
	Note 3.	Revenue	6
	Note 4.	Marketable and Other Securities	7
	Note 4.5.	GM Financial Receivables and Transactions	8
	Note 5.6.	Inventories	11
	Note 6.7.	Equipment on Operating Leases	11
	Note 7.8.	Equity in Net Assets of Nonconsolidated Affiliates	12
	Note 8.9.	Variable Interest Entities	12
	Note 9.10.	Debt	13
	Note ~~10.~~11.	Derivative Financial Instruments	14
	Note ~~11.~~12.	~~Accrued~~Product Warranty and ~~Other~~Related Liabilities	16
	Note ~~12.~~13.	Pensions and Other Postretirement Benefits	16
	Note ~~13.~~14.	Commitments and Contingencies	17
	Note ~~14.~~15.	Income Taxes	19
	~~Note 15.~~	~~Restructuring and Other Initiatives~~	19
	Note 16.	Stockholders' Equity and Noncontrolling Interests	2019
	Note 17.	Earnings Per Share	21

	Note 18.	Stock Incentive Plans	21
	Note 19.	Segment Reporting	2122

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		40
Item 4.	Controls and Procedures		40
PART II
Item 1.	Legal Proceedings		41
Item 1A.	Risk Factors		41
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		42
Item 6.	Exhibits		43
Signature			44

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

PART I

Item 1. Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED INCOME STATEMENTS

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

Three Months Ended
March 31, 2021 March 31, 2020
Net sales and revenue
Automotive $ 29,067 $ 29,150
GM Financial 3,407 3,559
Total net sales and revenue (Note 2) 32,474 32,709
Costs and expenses
Automotive and other cost of sales 25,115 26,726
GM Financial interest, operating and other expenses 2,279 3,356
Automotive and other selling, general and administrative expense 1,803 1,970
Total costs and expenses 29,197 32,052
Operating income 3,277 657
Automotive interest expense 250 193
Interest income and other non-operating income, net 799 311
Equity income (loss) (Note 7) 365 (132)
Income before income taxes 4,191 643
Income tax expense (Note 14) 1,177 357
Net income 3,014 286
Net loss attributable to noncontrolling interests 8 8
Net income attributable to stockholders $ 3,022 $ 294
Net income attributable to common stockholders $ 2,976 $ 247
Earnings per share (Note 17)
Basic earnings per common share $ 2.06 $ 0.17
Weighted-average common shares outstanding – basic 1,447 1,433
Diluted earnings per common share $ 2.03 $ 0.17
Weighted-average common shares outstanding – diluted 1,464 1,440
Dividends declared per common share $ 0 $ 0.38


	Three Months Ended
		March 31, 2022		March 31, 2021
Net sales and revenue
Automotive		$	32,824	$	29,067
GM Financial		3,155		3,407
Total net sales and revenue (Note 3)		35,979		32,474
Costs and expenses
Automotive and other cost of sales		29,353		25,115
GM Financial interest, operating and other expenses		1,926		2,279
Automotive and other selling, general and administrative expense		2,504		1,803

Total costs and expenses		33,783		29,197
Operating income (loss)		2,196		3,277
Automotive interest expense		226		250
Interest income and other non-operating income, net		517		799

Equity income (loss) (Note 8)		292		365
Income (loss) before income taxes		2,779		4,191
Income tax expense (benefit) (Note 15)		(28)		1,177


Net income (loss)		2,807		3,014
Net loss (income) attributable to noncontrolling interests		131		8
Net income (loss) attributable to stockholders		$	2,939	$	3,022

Net income (loss) attributable to common stockholders		$	1,987	$	2,976

Earnings per share (Note 17)

Basic earnings per common share		$	1.36	$	2.06
Weighted-average common shares outstanding – basic		1,458		1,447


Diluted earnings per common share		$	1.35	$	2.03
Weighted-average common shares outstanding – diluted		1,470		1,464

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions) (Unaudited)

Three Months Ended
March 31, 2021 March 31, 2020
Net income $ 3,014 $ 286
Other comprehensive income (loss), net of tax (Note 16)
Foreign currency translation adjustments and other (5) (973)
Defined benefit plans 160 317
Other comprehensive income (loss), net of tax 155 (656)
Comprehensive income (loss) 3,169 (370)
Comprehensive loss attributable to noncontrolling interests 15 20
Comprehensive income (loss) attributable to stockholders $ 3,184 $ (350)


	Three Months Ended
		March 31, 2022		March 31, 2021
Net income (loss)		$	2,807	$	3,014
Other comprehensive income (loss), net of tax (Note 16)
Foreign currency translation adjustments and other		340		(5)
Defined benefit plans		103		160
Other comprehensive income (loss), net of tax		442		155
Comprehensive income (loss)		3,250		3,169
Comprehensive income (loss) attributable to noncontrolling interests		145		15
Comprehensive income (loss) attributable to stockholders		$	3,394	$	3,184

Reference should be made to the notes to condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

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


		March 31, 2021		December 31, 2020			March 31, 2022		December 31, 2021
ASSETS	ASSETS					ASSETS
Current Assets	Current Assets					Current Assets
Cash and cash equivalents	Cash and cash equivalents	$	21,609	$	19,992	Cash and cash equivalents	$	16,349	$	20,067
Marketable debt securities (Note 3)		7,771		9,046
Marketable debt securities (Note 4)						Marketable debt securities (Note 4)	9,907		8,609

Accounts and notes receivable, net		9,126		8,035
GM Financial receivables, net (Note 4; Note 8 at VIEs)		24,583		26,209
Inventories (Note 5)		12,066		10,235
Accounts and notes receivable, net of allowance of $205 and $192						Accounts and notes receivable, net of allowance of $205 and $192	11,946		7,394
GM Financial receivables, net of allowance of $761 and $703 (Note 5; Note 9 at VIEs)						GM Financial receivables, net of allowance of $761 and $703 (Note 5; Note 9 at VIEs)	28,440		26,649
Inventories (Note 6)						Inventories (Note 6)	14,838		12,988

Other current assets (Note 3; Note 8 at VIEs)		6,936		7,407
Other current assets (Note 4; Note 9 at VIEs)						Other current assets (Note 4; Note 9 at VIEs)	7,113		6,396
Total current assets	Total current assets	82,091		80,924		Total current assets	88,594		82,103
Non-current Assets	Non-current Assets					Non-current Assets

GM Financial receivables, net (Note 4; Note 8 at VIEs)		33,689		31,783
Equity in net assets of nonconsolidated affiliates (Note 7)		8,979		8,406
GM Financial receivables, net of allowance of $1,167 and $1,183 (Note 5; Note 9 at VIEs)						GM Financial receivables, net of allowance of $1,167 and $1,183 (Note 5; Note 9 at VIEs)	36,408		36,167
Equity in net assets of nonconsolidated affiliates (Note 8)						Equity in net assets of nonconsolidated affiliates (Note 8)	10,402		9,677
Property, net	Property, net	37,797		37,632		Property, net	41,708		41,115
Goodwill and intangible assets, net	Goodwill and intangible assets, net	5,185		5,230		Goodwill and intangible assets, net	5,058		5,087
Equipment on operating leases, net (Note 6; Note 8 at VIEs)		40,343		39,819
Equipment on operating leases, net (Note 7; Note 9 at VIEs)						Equipment on operating leases, net (Note 7; Note 9 at VIEs)	36,581		37,929
Deferred income taxes	Deferred income taxes	23,090		24,136		Deferred income taxes	21,287		21,152
Other assets (Note 3; Note 8 at VIEs)		7,237		7,264
Other assets (Note 4; Note 9 at VIEs)						Other assets (Note 4; Note 9 at VIEs)	11,454		11,488
Total non-current assets	Total non-current assets	156,320		154,270		Total non-current assets	162,898		162,615
Total Assets	Total Assets	$	238,411	$	235,194	Total Assets	$	251,492	$	244,718

LIABILITIES AND EQUITY	LIABILITIES AND EQUITY					LIABILITIES AND EQUITY
Current Liabilities	Current Liabilities					Current Liabilities
Accounts payable (principally trade)	Accounts payable (principally trade)	$	20,446	$	19,928	Accounts payable (principally trade)	$	25,240	$	20,391
Short-term debt and current portion of long-term debt (Note 9)
Short-term debt and current portion of long-term debt (Note 10)						Short-term debt and current portion of long-term debt (Note 10)
Automotive	Automotive	1,146		1,276		Automotive	737		463
GM Financial (Note 8 at VIEs)		33,922		35,637
Accrued liabilities (Note 11)		20,809		23,069
GM Financial (Note 9 at VIEs)						GM Financial (Note 9 at VIEs)	32,300		33,257
Accrued liabilities						Accrued liabilities	21,277		20,297
Total current liabilities	Total current liabilities	76,323		79,910		Total current liabilities	79,555		74,408
Non-current Liabilities	Non-current Liabilities					Non-current Liabilities
Long-term debt (Note 9)
Long-term debt (Note 10)						Long-term debt (Note 10)
Automotive	Automotive	16,406		16,193		Automotive	16,155		16,355
GM Financial (Note 8 at VIEs)		59,773		56,788
Postretirement benefits other than pensions (Note 12)		6,236		6,277
Pensions (Note 12)		12,064		12,902
Other liabilities (Note 11)		13,166		13,447
GM Financial (Note 9 at VIEs)						GM Financial (Note 9 at VIEs)	60,613		59,304
Postretirement benefits other than pensions (Note 13)						Postretirement benefits other than pensions (Note 13)	5,722		5,743
Pensions (Note 13)						Pensions (Note 13)	7,782		8,008
Other liabilities						Other liabilities	14,601		15,085
Total non-current liabilities	Total non-current liabilities	107,645		105,607		Total non-current liabilities	104,873		104,495
Total Liabilities	Total Liabilities	183,968		185,517		Total Liabilities	184,429		178,903
Commitments and contingencies (Note 13)		0		0
Commitments and contingencies (Note 14)						Commitments and contingencies (Note 14)	0		0
Noncontrolling Interest - Cruise Stock Incentive Awards (Note 18)						Noncontrolling Interest - Cruise Stock Incentive Awards (Note 18)	289		—
Equity (Note 16)	Equity (Note 16)					Equity (Note 16)
Common stock, $0.01 par value	Common stock, $0.01 par value	14		14		Common stock, $0.01 par value	15		15
Additional paid-in capital	Additional paid-in capital	26,667		26,542		Additional paid-in capital	27,015		27,061
Retained earnings	Retained earnings	34,988		31,962		Retained earnings	43,879		41,937
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(13,326)		(13,488)		Accumulated other comprehensive loss	(8,814)		(9,269)
Total stockholders’ equity	Total stockholders’ equity	48,343		45,030		Total stockholders’ equity	62,095		59,744
Noncontrolling interests	Noncontrolling interests	6,100		4,647		Noncontrolling interests	4,679		6,071
Total Equity	Total Equity	54,443		49,677		Total Equity	66,774		65,815
Total Liabilities and Equity	Total Liabilities and Equity	$	238,411	$	235,194	Total Liabilities and Equity	$	251,492	$	244,718

Reference should be made to the notes to condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions) (Unaudited)


		Three Months Ended					Three Months Ended
		March 31, 2021		March 31, 2020			March 31, 2022		March 31, 2021
Cash flows from operating activities	Cash flows from operating activities					Cash flows from operating activities
Net income		$	3,014	$	286
Net income (loss)						Net income (loss)	$	2,807	$	3,014
Depreciation and impairment of Equipment on operating leases, net	Depreciation and impairment of Equipment on operating leases, net	1,653		1,806		Depreciation and impairment of Equipment on operating leases, net	1,223		1,653
Depreciation, amortization and impairment charges on Property, net	Depreciation, amortization and impairment charges on Property, net	1,362		1,502		Depreciation, amortization and impairment charges on Property, net	1,668		1,362
Foreign currency remeasurement and transaction (gains)		(73)		(116)
Foreign currency remeasurement and transaction (gains) losses						Foreign currency remeasurement and transaction (gains) losses	56		(73)

Undistributed earnings of nonconsolidated affiliates, net		(349)		132
Undistributed (earnings) loss of nonconsolidated affiliates, net						Undistributed (earnings) loss of nonconsolidated affiliates, net	(274)		(349)
Pension contributions and OPEB payments	Pension contributions and OPEB payments	(222)		(213)		Pension contributions and OPEB payments	(213)		(222)
Pension and OPEB income, net	Pension and OPEB income, net	(397)		(263)		Pension and OPEB income, net	(300)		(397)

Provision for deferred taxes		1,085		188
Provision (benefit) for deferred taxes						Provision (benefit) for deferred taxes	(81)		1,085
Change in other operating assets and liabilities	Change in other operating assets and liabilities	(4,807)		(1,761)		Change in other operating assets and liabilities	(2,784)		(4,807)

Net cash provided by operating activities		1,266		1,561
Net cash provided by (used in) operating activities						Net cash provided by (used in) operating activities	2,104		1,266
Cash flows from investing activities	Cash flows from investing activities					Cash flows from investing activities
Expenditures for property	Expenditures for property	(878)		(1,224)		Expenditures for property	(1,661)		(878)
Available-for-sale marketable securities, acquisitions	Available-for-sale marketable securities, acquisitions	(2,366)		(4,091)		Available-for-sale marketable securities, acquisitions	(3,451)		(2,366)

Available-for-sale marketable securities, liquidations	Available-for-sale marketable securities, liquidations	3,632		1,113		Available-for-sale marketable securities, liquidations	1,960		3,632

Purchases of finance receivables, net	Purchases of finance receivables, net	(8,173)		(6,374)		Purchases of finance receivables, net	(8,189)		(8,173)
Principal collections and recoveries on finance receivables	Principal collections and recoveries on finance receivables	6,085		4,739		Principal collections and recoveries on finance receivables	6,845		6,085
Purchases of leased vehicles, net	Purchases of leased vehicles, net	(6,113)		(3,733)		Purchases of leased vehicles, net	(2,990)		(6,113)
Proceeds from termination of leased vehicles	Proceeds from termination of leased vehicles	4,919		3,088		Proceeds from termination of leased vehicles	3,732		4,919
Other investing activities	Other investing activities	(90)		(88)		Other investing activities	(154)		(90)

Net cash used in investing activities		(2,984)		(6,570)
Net cash provided by (used in) investing activities						Net cash provided by (used in) investing activities	(3,909)		(2,984)
Cash flows from financing activities	Cash flows from financing activities					Cash flows from financing activities
Net increase in short-term debt		1,543		13
Net increase (decrease) in short-term debt						Net increase (decrease) in short-term debt	722		1,543
Proceeds from issuance of debt (original maturities greater than three months)	Proceeds from issuance of debt (original maturities greater than three months)	13,350		35,863		Proceeds from issuance of debt (original maturities greater than three months)	10,685		13,350
Payments on debt (original maturities greater than three months)	Payments on debt (original maturities greater than three months)	(12,702)		(11,339)		Payments on debt (original maturities greater than three months)	(10,827)		(12,702)
Proceeds from issuance of subsidiary preferred stock (Note 16)		1,537		0
Issuance (redemptions) of subsidiary preferred stock (Note 16)						Issuance (redemptions) of subsidiary preferred stock (Note 16)	(2,124)		1,537
Dividends paid	Dividends paid	(76)		(590)		Dividends paid	(73)		(76)
Other financing activities	Other financing activities	(35)		(267)		Other financing activities	(235)		(35)

Net cash provided by financing activities		3,617		23,680
Net cash provided by (used in) financing activities						Net cash provided by (used in) financing activities	(1,852)		3,617
Effect of exchange rate changes on cash, cash equivalents and restricted cash	Effect of exchange rate changes on cash, cash equivalents and restricted cash	(140)		(448)		Effect of exchange rate changes on cash, cash equivalents and restricted cash	93		(140)
Net increase in cash, cash equivalents and restricted cash		1,759		18,223
Net increase (decrease) in cash, cash equivalents and restricted cash						Net increase (decrease) in cash, cash equivalents and restricted cash	(3,564)		1,759
Cash, cash equivalents and restricted cash at beginning of period	Cash, cash equivalents and restricted cash at beginning of period	23,117		22,943		Cash, cash equivalents and restricted cash at beginning of period	23,542		23,117
Cash, cash equivalents and restricted cash at end of period	Cash, cash equivalents and restricted cash at end of period	$	24,876	$	41,166	Cash, cash equivalents and restricted cash at end of period	$	19,978	$	24,876

Significant Non-cash Investing and Financing Activity	Significant Non-cash Investing and Financing Activity					Significant Non-cash Investing and Financing Activity
Non-cash property additions	Non-cash property additions	$	1,710	$	1,262	Non-cash property additions	$	1,931	$	1,710

Reference should be made to the notes to condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(In millions) (Unaudited)

Common Stockholders’ Noncontrolling Interests Total Equity
Common Stock Additional Paid-in Capital Retained Earnings Accumulated Other Comprehensive Loss
Balance at January 1, 2020 $ 14 $ 26,074 $ 26,860 $ (11,156) $ 4,165 $ 45,957
Adoption of accounting standards — — (660) — — (660)
Net income — — 294 — (8) 286
Other comprehensive loss — — — (644) (12) (656)
Issuance of subsidiary preferred stock — — — — 26 26
Purchase of common stock — (57) (33) — — (90)
Stock based compensation — (3) (7) — — (10)
Cash dividends paid on common stock — — (545) — — (545)
Dividends to noncontrolling interests — — — — (4) (4)
Other — 0 (24) — 37 13
Balance at March 31, 2020 $ 14 $ 26,014 $ 25,885 $ (11,800) $ 4,204 $ 44,317
Balance at January 1, 2021 $ 14 $ 26,542 $ 31,962 $ (13,488) $ 4,647 $ 49,677
Net income — — 3,022 — (8) 3,014
Other comprehensive income — — — 162 (7) 155
Issuance of subsidiary preferred stock (Note 16) — — — — 1,537 1,537
Stock based compensation — 132 0 — — 132
Dividends to noncontrolling interests — — — — (61) (61)
Other — (7) 4 — (8) (11)
Balance at March 31, 2021 $ 14 $ 26,667 $ 34,988 $ (13,326) $ 6,100 $ 54,443


	Common Stockholders’								Noncontrolling Interests		Total Equity (Permanent Equity)		Noncontrolling Interest Cruise Stock Incentive Awards (Temporary Equity)
	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss
Balance at January 1, 2021	$	14	$	26,542	$	31,962	$	(13,488)	$	4,647	$	49,677	$	—

Net income (loss)	—		—		3,022		—		(8)		3,014		—
Other comprehensive income (loss)	—		—		—		162		(7)		155		—

Issuance (redemption) of subsidiary preferred stock (Note 16)	—		—		—		—		1,537		1,537		—


Stock based compensation	—		132		—		—		—		132		—

Dividends to noncontrolling interests	—		—		—		—		(61)		(61)		—
Other	—		(7)		4		—		(8)		(11)		—
Balance at March 31, 2021	$	14	$	26,667	$	34,988	$	(13,326)	$	6,100	$	54,443	$	—

















Balance at January 1, 2022	$	15	$	27,061	$	41,937	$	(9,269)	$	6,071	$	65,815	$	—

Net income (loss)	—		—		2,939		—		(131)		2,807		—
Other comprehensive income (loss)	—		—		—		456		(13)		442		—
Issuance (redemption) of subsidiary preferred stock (Note 16)	—		—		(909)		—		(1,215)		(2,124)		—



Stock based compensation	—		(31)		(1)		—		—		(32)		289

Dividends to noncontrolling interests	—		—		(12)		—		(1)		(14)		—
Other	—		(15)		(74)		—		(31)		(120)		—
Balance at March 31, 2022	$	15	$	27,015	$	43,879	$	(8,814)	$	4,679	$	66,774	$	289

Reference should be made to the notes to condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Nature of Operations and Basis of Presentation

General Motors Company (sometimes referred to in this Quarterly Report on Form 10-Q as we, our, us, ourselves, the Company, General Motors or GM) designs, builds and sells trucks, crossovers, cars and automobile parts ~~worldwide~~ and isprovides software-enabled services and subscriptions worldwide. Additionally, we are investing in and growing an autonomous vehicle (AV) business. We also provide automotive financing services through General Motors Financial Company, Inc. (GM Financial). We analyze the results of our operations through the following segments: GM North America (GMNA), GM International (GMI), Cruise, and GM Financial. Cruise is our global segment responsible for the development and commercialization of ~~autonomous vehicle~~AV technology. Nonsegment operations 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.

The condensed consolidated financial statements ~~have been~~are prepared in conformity with U.S. GAAP pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The condensed consolidated financial statements include all adjustments, which consist of normal recurring adjustments and transactions or events discretely impacting the interim periods, considered necessary by management to fairly state our results of operations, financial position and cash flows. The operating results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our ~~2020~~2021 Form 10-K. Except for per share amounts or as otherwise specified, amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding.

Principles of ConsolidationWe consolidate entities that we control due to ownership of a majority voting interest and we consolidate variable interest entities (VIEs) when we are the primary beneficiary. All intercompany balances and transactions ~~have been~~are eliminated in consolidation. Our share of earnings or losses of nonconsolidated affiliates is included in our consolidated operating results using the equity method of accounting when we are able to exercise significant influence over the operating and financial decisions of the affiliate.

GM Financial The amounts presented for GM Financial ~~have been~~are adjusted to reflect the impact on GM Financial's deferred tax positions and provision for income taxes resulting from the inclusion of GM Financial in our consolidated tax return and to eliminate the effect of transactions between GM Financial and the other members of the consolidated group. Accordingly, the amounts presented will differ from those presented by GM Financial on a stand-alone basis.

Note 2. ~~Revenue~~Significant Accounting Policies

The information presented on Stock Incentive Plans updates our Significant Accounting Policies information presented in our 2021 Form 10-K to reflect the effect of modifications made to Cruise stock incentive awards during the three months ended March 31, 2022. Refer to Note 18 to our condensed consolidated financial statements for additional information on the modifications made.

~~The following table disaggregates~~Stock Incentive Plans Our stock incentive plans include Restricted Stock Units (RSUs), Restricted Stock Awards (RSAs), Performance Stock Units (PSUs), stock options and awards that may be settled in our ~~revenue by major source:~~stock, the stock of our subsidiaries or in cash. We measure and record compensation expense based on the fair value of GM or Cruise's common stock on the date of grant for RSUs, RSAs and PSUs and the grant date fair value, determined utilizing a lattice model or the Black-Scholes formula for stock options and PSUs. We record compensation cost for service-based RSUs, RSAs, PSUs and service-based stock options on a straight-line basis over the entire vesting period, or for retirement eligible employees over the requisite service period. In March 2022, all outstanding RSUs that settle in Cruise’s common stock were modified to remove the liquidity vesting condition. Prospectively, RSUs that will settle in Cruise’s common stock will solely vest upon satisfaction of a service condition. Compensation cost for awards that do not have an established accounting grant date, but for which the service inception date has been established, or are settled in cash is based generally on the fair value of GM or Cruise's common stock at the end of each reporting period. Compensation cost is also recorded on stock issued to settle awards based on the fair value of Cruise's common stock until such time that the stock has been issued for more than six months. We use the graded vesting method to record compensation cost for stock options with market conditions over the lesser of the vesting period or the time period an employee becomes eligible to retain the award at retirement.

Three Months Ended March 31, 2021
GMNA GMI Corporate Total Automotive Cruise GM Financial Eliminations/Reclassifications Total
Vehicle, parts and accessories $ 24,920 $ 2,801 $ 0 $ 27,721 $ — $ — $ 0 $ 27,721
Used vehicles 228 13 0 241 — — 0 241
Services and other 809 272 19 1,100 30 — (25) 1,105
Automotive net sales and revenue 25,957 3,086 19 29,062 30 — (25) 29,067
Leased vehicle income — — — — — 2,321 0 2,321
Finance charge income — — — — — 1,016 0 1,016
Other income — — — — — 70 0 70
GM Financial net sales and revenue — — — — — 3,407 0 3,407
Net sales and revenue $ 25,957 $ 3,086 $ 19 $ 29,062 $ 30 $ 3,407 $ (25) $ 32,474

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Three Months Ended March 31, 2020
GMNA GMI Corporate Total Automotive Cruise GM Financial Eliminations/ Reclassifications Total
Vehicle, parts and accessories $ 24,576 $ 2,998 $ 0 $ 27,574 $ — $ — $ 0 $ 27,574
Used vehicles 376 25 2 403 — — 0 403
Services and other 879 257 36 1,172 25 — (24) 1,173
Automotive net sales and revenue 25,831 3,280 38 29,149 25 — (24) 29,150
Leased vehicle income — — — — — 2,463 0 2,463
Finance charge income — — — — — 1,006 (1) 1,005
Other income — — — — — 92 (1) 91
GM Financial net sales and revenue — — — — — 3,561 (2) 3,559
Net sales and revenue $ 25,831 $ 3,280 $ 38 $ 29,149 $ 25 $ 3,561 $ (26) $ 32,709
Accounting Standards Not Yet Adopted In March 2022, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2022-02 "Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures" (ASU 2022-02), which eliminates the accounting guidance for troubled debt restructurings (TDRs) by creditors that have adopted ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments" and enhances certain disclosure requirements. The adoption of ASU 2022-02 is expected to be insignificant.

Note 3. Revenue

The following table disaggregates our revenue by major source:



	Three Months Ended March 31, 2022
	GMNA		GMI		Corporate		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Vehicle, parts and accessories	$	28,572	$	3,014	$	5	$	31,591	$	—	$	—	$	—	$	31,591
Used vehicles	75		5		—		80		—		—		—		80
Services and other	809		295		48		1,152		26		—		(25)		1,153
Automotive net sales and revenue	29,456		3,313		53		32,823		26		—		(25)		32,824
Leased vehicle income	—		—		—		—		—		2,066		—		2,066
Finance charge income	—		—		—		—		—		1,010		—		1,010
Other income	—		—		—		—		—		80		(1)		79
GM Financial net sales and revenue	—		—		—		—		—		3,156		(1)		3,155
Net sales and revenue	$	29,456	$	3,313	$	53	$	32,823	$	26	$	3,156	$	(26)	$	35,979



	Three Months Ended March 31, 2021
	GMNA		GMI		Corporate		Total Automotive		Cruise		GM Financial		Eliminations/ Reclassifications		Total
Vehicle, parts and accessories	$	24,920	$	2,801	$	—	$	27,721	$	—	$	—	$	—	$	27,721
Used vehicles	228		13		—		241		—		—		—		241
Services and other	809		272		19		1,100		30		—		(25)		1,105
Automotive net sales and revenue	25,957		3,086		19		29,062		30		—		(25)		29,067
Leased vehicle income	—		—		—		—		—		2,321		—		2,321
Finance charge income	—		—		—		—		—		1,016		—		1,016
Other income	—		—		—		—		—		70		—		70
GM Financial net sales and revenue	—		—		—		—		—		3,407		—		3,407
Net sales and revenue	$	25,957	$	3,086	$	19	$	29,062	$	30	$	3,407	$	(25)	$	32,474

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Adjustments to sales incentives for previously recognized sales increased revenue by an insignificant amount in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021.

Contract liabilities in our Automotive segments primarily consist of maintenance, extended warranty and other service contracts of ~~$2.4~~$2.8 billion and $2.5 billion at March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, which are included in Accrued liabilities and Other liabilities. We recognized revenue of ~~$395~~$444 million and ~~$386~~$395 million related to contract liabilities in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021. We expect to recognize revenue of ~~$969 million~~$1.1 billion in the nine months ending December 31, ~~2021~~2022 and ~~$598~~$577 million, ~~$382~~$354 million and ~~$499~~$731 million in the years ending December 31, ~~2022,~~ 2023, 2024 and thereafter related to contract liabilities at March 31, ~~2021.~~2022.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 3.4. Marketable and Other Securities

The following table summarizes the fair value of cash equivalents and marketable debt securities, which approximates cost:


		Fair Value Level	March 31, 2021		December 31, 2020			Fair Value Level	March 31, 2022		December 31, 2021
Cash and cash equivalents	Cash and cash equivalents						Cash and cash equivalents
Cash and time deposits	Cash and time deposits		$	7,294	$	8,010	Cash and time deposits		$	6,979	$	7,881
Available-for-sale debt securities	Available-for-sale debt securities						Available-for-sale debt securities
U.S. government and agencies	U.S. government and agencies	2	631		1,370		U.S. government and agencies	2	630		722
Corporate debt	Corporate debt	2	5,516		3,476		Corporate debt	2	4,439		5,321
Sovereign debt	Sovereign debt	2	3,055		2,051		Sovereign debt	2	1,186		2,105
Total available-for-sale debt securities – cash equivalents	Total available-for-sale debt securities – cash equivalents		9,202		6,897		Total available-for-sale debt securities – cash equivalents		6,255		8,148
Money market funds	Money market funds	1	5,113		5,085		Money market funds	1	3,114		4,038
Total cash and cash equivalents(a)	Total cash and cash equivalents(a)		$	21,609	$	19,992	Total cash and cash equivalents(a)		$	16,349	$	20,067
Marketable debt securities	Marketable debt securities						Marketable debt securities

U.S. government and agencies	U.S. government and agencies	2	$	927	$	1,771	U.S. government and agencies	2	$	2,844	$	2,071
Corporate debt	Corporate debt	2	3,099		3,630		Corporate debt	2	3,630		3,396
Mortgage and asset-backed	Mortgage and asset-backed	2	594		632		Mortgage and asset-backed	2	600		575
Sovereign debt	Sovereign debt	2	3,151		3,013		Sovereign debt	2	2,833		2,567
Total available-for-sale debt securities – marketable securities(b)	Total available-for-sale debt securities – marketable securities(b)		$	7,771	$	9,046	Total available-for-sale debt securities – marketable securities(b)		$	9,907	$	8,609
Restricted cash	Restricted cash						Restricted cash
Cash and cash equivalents	Cash and cash equivalents		$	405	$	269	Cash and cash equivalents		$	374	$	466
Money market funds	Money market funds	1	2,862		2,856		Money market funds	1	3,255		3,009
Total restricted cash	Total restricted cash		$	3,267	$	3,125	Total restricted cash		$	3,629	$	3,475

Available-for-sale debt securities included above with contractual maturities(c)	Available-for-sale debt securities included above with contractual maturities(c)						Available-for-sale debt securities included above with contractual maturities(c)
Due in one year or less	Due in one year or less		$	13,568			Due in one year or less		$	10,681
Due between one and five years	Due between one and five years		2,789				Due between one and five years		4,831
Total available-for-sale debt securities with contractual maturities	Total available-for-sale debt securities with contractual maturities		$	16,357			Total available-for-sale debt securities with contractual maturities		$	15,512

__________

(a)Includes ~~$2.2~~$2.6 billion and ~~$761 million~~$1.6 billion in Cruise at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

(b)Includes ~~$1.9~~$1.5 billion ~~and $943 million~~ in Cruise at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

(c)Excludes ~~mortgage-~~mortgage and asset-backed securities of ~~$594~~$600 million at March 31, ~~2021~~2022 as these securities are not due at a single maturity date.

Proceeds from the sale of available-for-sale debt securities sold prior to maturity were ~~$504~~$464 million and ~~$366~~$504 million in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021. Net unrealized gains and losses on available-for-sale debt securities were insignificant in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021. Cumulative unrealized gains and losses on available-for-sale debt securities were insignificant at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance ~~sheet~~sheets to the total shown in the condensed consolidated statement of cash flows:


	March 31, ~~2021~~2022
Cash and cash equivalents	$	~~21,609~~16,349
Restricted cash included in Other current assets	~~2,702~~3,127
Restricted cash included in Other assets	~~565~~503
Total	$	~~24,876~~19,978

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)~~

Note 4.5. GM Financial Receivables and Transactions


		March 31, 2021						December 31, 2020							March 31, 2022						December 31, 2021
		Retail		Commercial(a)		Total		Retail		Commercial(a)		Total			Retail		Commercial(a)		Total		Retail		Commercial(a)		Total

GM Financial receivables, net of fees	GM Financial receivables, net of fees	$	53,397	$	6,710	$	60,107	$	51,288	$	8,682	$	59,970	GM Financial receivables, net of fees	$	59,503	$	7,274	$	66,776	$	58,093	$	6,609	$	64,702
Less: allowance for loan losses	Less: allowance for loan losses	(1,784)		(51)		(1,835)		(1,915)		(63)		(1,978)		Less: allowance for loan losses	(1,884)		(44)		(1,928)		(1,839)		(47)		(1,886)
GM Financial receivables, net	GM Financial receivables, net	$	51,613	$	6,659	$	58,272	$	49,373	$	8,619	$	57,992	GM Financial receivables, net	$	57,618	$	7,230	$	64,848	$	56,254	$	6,562	$	62,816

Fair value of GM Financial receivables utilizing Level 2 inputs	Fair value of GM Financial receivables utilizing Level 2 inputs					$	6,659					$	8,619	Fair value of GM Financial receivables utilizing Level 2 inputs					$	7,230					$	6,562
Fair value of GM Financial receivables utilizing Level 3 inputs	Fair value of GM Financial receivables utilizing Level 3 inputs					$	53,524					$	51,645	Fair value of GM Financial receivables utilizing Level 3 inputs					$	57,774					$	57,613

__________

(a)Net of dealer cash management balances of ~~$1.5~~$1.2 billion and ~~$1.4~~$1.0 billion at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021. Under the cash management program, subject to certain conditions, a dealer may choose to reduce the amount of interest on its floorplan line by making principal payments to GM Financial in advance.

Three Months Ended
March 31, 2021 March 31, 2020
Allowance for loan losses at beginning of period $ 1,978 $ 944
Impact of adoption ASU 2016-13
0 801
Provision for loan losses (26) 466
Charge-offs (253) (340)
Recoveries 150 156
Effect of foreign currency (14) (61)
Allowance for loan losses at end of period $ 1,835 $ 1,966

The allowance for loan losses decreased by $131 million as of March 31, 2021 compared to March 31, 2020, primarily due to a reduction in the reserve levels established at March 31, 2020 at the onset of the COVID-19 pandemic, as a result of actual credit performance that was better than forecast; and favorable expectations for future charge-offs and recoveries, reflecting improved forecast economic conditions.


	Three Months Ended
		March 31, 2022		March 31, 2021
Allowance for loan losses at beginning of period		$	1,886	$	1,978

Provision for loan losses		122		(26)
Charge-offs		(275)		(253)
Recoveries		177		150
Effect of foreign currency		18		(14)
Allowance for loan losses at end of period		$	1,928	$	1,835

Retail Finance Receivables GM Financial's retail finance receivable portfolio includes loans made to consumers and businesses to finance the purchase of vehicles for personal and commercial use. The following tables are consolidated summaries of the retail finance receivables by FICO score or its equivalent, determined at origination, for each vintage of the retail finance receivables portfolio at March 31, ~~2021~~2022 and December 31, ~~2020:~~2021:

Year of Origination March 31, 2021
2021 2020 2019 2018 2017 Prior Total Percent
Prime – FICO score 680 and greater $ 5,554 $ 17,004 $ 6,171 $ 3,841 $ 1,565 $ 478 $ 34,613 64.8 %
Near-prime – FICO score 620 to 679 1,167 3,377 1,870 1,062 509 231 8,216 15.4 %
Sub-prime – FICO score less than 620 1,227 3,516 2,611 1,517 994 703 10,568 19.8 %
Retail finance receivables, net of fees $ 7,948 $ 23,897 $ 10,652 $ 6,420 $ 3,068 $ 1,412 $ 53,397 100.0 %


		Year of Origination												December 31, 2020					Year of Origination												March 31, 2022
		2020		2019		2018		2017		2016		Prior		Total		Percent			2022		2021		2020		2019		2018		Prior		Total		Percent
Prime – FICO score 680 and greater	Prime – FICO score 680 and greater	$	18,685	$	7,033	$	4,491	$	1,917	$	555	$	119	$	32,800	64.0	%	Prime – FICO score 680 and greater	$	6,019	$	17,792	$	11,121	$	3,540	$	1,912	$	655	$	41,039	69.0	%
Near-prime – FICO score 620 to 679	Near-prime – FICO score 620 to 679	3,695		2,097		1,232		603		225		83		7,935		15.4	%	Near-prime – FICO score 620 to 679	856		3,569		2,153		1,089		553		274		8,494		14.3	%
Sub-prime – FICO score less than 620	Sub-prime – FICO score less than 620	3,803		2,920		1,740		1,173		610		307		10,553		20.6	%	Sub-prime – FICO score less than 620	929		3,720		2,258		1,563		831		669		9,970		16.8	%
Retail finance receivables, net of fees	Retail finance receivables, net of fees	$	26,183	$	12,050	$	7,463	$	3,693	$	1,390	$	509	$	51,288	100.0	%	Retail finance receivables, net of fees	$	7,804	$	25,081	$	15,531	$	6,192	$	3,296	$	1,599	$	59,503	100.0	%

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)


	Year of Origination												December 31, 2021
	2021		2020		2019		2018		2017		Prior		Total		Percent
Prime – FICO score 680 and greater	$	19,729	$	12,408	$	4,078	$	2,298	$	763	$	143	$	39,419	67.9	%
Near-prime – FICO score 620 to 679	3,856		2,388		1,229		648		274		84		8,479		14.6	%
Sub-prime – FICO score less than 620	4,053		2,528		1,777		972		570		295		10,195		17.5	%
Retail finance receivables, net of fees	$	27,638	$	17,324	$	7,084	$	3,918	$	1,607	$	522	$	58,093	100.0	%

GM Financial reviews the ongoing credit quality of retail finance receivables based on customer payment activity. A retail account is considered delinquent if a substantial portion of a scheduled payment has not been received by the date the payment was contractually due. Retail finance receivables are collateralized by vehicle titles and, subject to local laws, GM Financial generally has the right to repossess the vehicle in the event the customer defaults on the payment terms of the contract. The accrual of finance charge income had been suspended on delinquent retail finance receivables with contractual amounts due of ~~$538~~$527 million and ~~$714~~$602 million at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021. The following tables are consolidated summaries of the delinquency status of the outstanding amortized cost of retail finance receivables for each vintage of the portfolio at March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, as well as summary totals for March 31, ~~2020:~~2021:


		Year of Origination												March 31, 2021				March 31, 2020					Year of Origination												March 31, 2022				March 31, 2021
		2021		2020		2019		2018		2017		Prior		Total		Percent		Total		Percent			2022		2021		2020		2019		2018		Prior		Total		Percent		Total		Percent
0-to-30 days	0-to-30 days	$	7,934	$	23,640	$	10,363	$	6,218	$	2,927	$	1,285	$	52,367	98.1	%	$	40,856	96.2	%	0-to-30 days	$	7,788	$	24,672	$	15,197	$	5,934	$	3,139	$	1,448	$	58,179	97.8	%	$	52,367	98.1	%
31-to-60 days	31-to-60 days	13		179		204		148		104		93		741		1.4	%	1,157		2.7	%	31-to-60 days	15		298		246		192		119		113		983		1.7	%	741		1.4	%
Greater-than-60 days	Greater-than-60 days	1		68		75		48		34		31		257		0.5	%	441		1.1	%	Greater-than-60 days	—		95		79		59		34		34		302		0.5	%	257		0.5	%
Finance receivables more than 30 days delinquent	Finance receivables more than 30 days delinquent	14		247		279		196		138		124		998		1.9	%	1,598		3.8	%	Finance receivables more than 30 days delinquent	15		393		325		251		153		148		1,285		2.2	%	998		1.9	%
In repossession	In repossession	0		10		10		6		3		3		32		0	%	20		0	%	In repossession	—		16		9		7		3		3		39		0.1	%	32		—	%
Finance receivables more than 30 days delinquent or in repossession	Finance receivables more than 30 days delinquent or in repossession	14		257		289		202		141		127		1,030		1.9	%	1,618		3.8	%	Finance receivables more than 30 days delinquent or in repossession	15		409		334		258		157		150		1,324		2.2	%	1,030		1.9	%
Retail finance receivables, net of fees	Retail finance receivables, net of fees	$	7,948	$	23,897	$	10,652	$	6,420	$	3,068	$	1,412	$	53,397	100.0	%	$	42,474	100.0	%	Retail finance receivables, net of fees	$	7,804	$	25,081	$	15,531	$	6,192	$	3,296	$	1,599	$	59,503	100.0	%	$	53,397	100.0	%


		Year of Origination												December 31, 2020			Year of Origination														December 31, 2021
		2020		2019		2018		2017		2016		Prior			Total			Percent			2021		2020		2019		2018		2017		Prior		Total		Percent
0-to-30 days	0-to-30 days	$	25,894	$	11,591	$	7,131	$	3,454	$	1,249	$	421		$	49,740		97.0	%	0-to-30 days	$	27,270	$	16,945	$	6,772	$	3,721	$	1,478	$	440	$	56,626	97.5	%
31-to-60 days	31-to-60 days	210		325		235		170		102		61			1,103			2.1	%	31-to-60 days	273		276		230		147		97		60		1,083		1.8	%
Greater-than-60 days	Greater-than-60 days	72		123		90		64		37		26			412			0.8	%	Greater-than-60 days	83		93		76		46		30		21		349		0.6	%
Finance receivables more than 30 days delinquent	Finance receivables more than 30 days delinquent	282		448		325		234		139		87			1,515			2.9	%	Finance receivables more than 30 days delinquent	356		369		306		193		127		81		1,432		2.4	%
In repossession	In repossession	7		11		7		5		2		1			33			0.1	%	In repossession	12		10		6		4		2		1		35		0.1	%
Finance receivables more than 30 days delinquent or in repossession	Finance receivables more than 30 days delinquent or in repossession	289		459		332		239		141		88			1,548			3.0	%	Finance receivables more than 30 days delinquent or in repossession	368		379		312		197		129		82		1,467		2.5	%
Retail finance receivables, net of fees	Retail finance receivables, net of fees	$	26,183	$	12,050	$	7,463	$	3,693	$	1,390	$	509		$	51,288		100.0	%	Retail finance receivables, net of fees	$	27,638	$	17,324	$	7,084	$	3,918	$	1,607	$	522	$	58,093	100.0	%

The outstanding amortized cost of retail finance receivables that are considered ~~troubled debt restructurings~~TDRs was ~~$2.1~~$1.9 billion at March 31, ~~2021,~~2022, including ~~$214~~$183 million in nonaccrual loans.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Commercial Finance Receivables GM Financial's commercial finance receivables consist of dealer financings, primarily for inventory purchases. Proprietary models are used to assign a risk rating to each dealer. GM Financial performs periodic credit reviews of each dealership and adjusts the dealership's risk rating, if necessary. There were no commercial finance receivables on nonaccrual status at March 31, ~~2021.~~2022.

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)~~

GM Financial's commercial risk model and risk rating categories are as follows:


Rating						Description
I						Performing accounts with strong to acceptable financial metrics with at least satisfactory capacity to meet financial commitments.
II						Performing accounts experiencing potential weakness in financial metrics and repayment prospects resulting in increased monitoring.
III						Non-Performing accounts with inadequate paying capacity for current obligations and have the distinct possibility of creating a loss if deficiencies are not corrected.
IV						Non-Performing accounts with inadequate paying capacity for current obligations and inherent weaknesses that make collection of liquidation in full highly questionable or improbable.

Dealers with III and IV risk ratings are subject to additional monitoring and restrictions on funding, including suspension of lines of credit and liquidation of assets. The following tables summarize the credit risk profile by dealer risk rating of commercial finance receivables at March 31, ~~2021~~2022 and December 31, ~~2020:~~2021:

Year of Origination(a) March 31, 2021
Revolving 2021 2020 2019 2018 2017 Prior Total Percent
I $ 5,206 $ 106 $ 473 $ 134 $ 53 $ 91 $ 50 $ 6,113 91.1 %
II 346 2 2 17 1 3 10 381 5.7 %
III 149 9 4 8 28 2 15 215 3.2 %
IV 1 0 0 0 0 0 0 1 0 %
Commercial finance receivables, net of fees $ 5,702 $ 117 $ 479 $ 159 $ 82 $ 96 $ 75 $ 6,710 100.0 %

~~__________~~


	Year of Origination														March 31, 2022
	Revolving		2022		2021		2020		2019		2018		Prior		Total		Percent
I	$	5,834	$	129	$	412	$	398	$	102	$	44	$	56	$	6,974	95.9	%
II	204		—		4		16		13		—		3		240		3.3	%
III	58		—		—		—		1		—		1		60		0.8	%
IV	—		—		—		—		—		—		—		—		—	%
Commercial finance receivables, net of fees	$	6,095	$	129	$	416	$	413	$	115	$	44	$	60	$	7,274	100.0	%

~~(a)~~


	Year of Origination														December 31, 2021
	Revolving		2021		2020		2019		2018		2017		Prior			Total		Percent
I	$	5,210	$	420	$	396	$	120	$	50	$	50	$	10		$	6,256	94.7	%
II	207		3		16		12		—		3		—			241		3.6	%
III	81		8		15		2		—		2		4			112		1.7	%
IV	—		—		—		—		—		—		—			—		—	%
Commercial finance receivables, net of fees	$	5,498	$	431	$	427	$	134	$	50	$	55	$	14		$	6,609	100.0	%

Floorplan advances comprise 94% of the total revolving ~~balance.~~balance at March 31, 2022 and December 31, 2021. Dealer term loans are presented by year of origination.

Year of Origination(a) December 31, 2020
Revolving 2020 2019 2018 2017 2016 Prior Total Percent
I $ 6,968 $ 510 $ 159 $ 63 $ 95 $ 43 $ 19 $ 7,857 90.5 %
II 491 2 18 2 3 18 34 568 6.5 %
III 203 0 8 29 2 11 0 253 2.9 %
IV 0 0 0 0 0 0 4 4 0.1 %
Commercial finance receivables, net of fees $ 7,662 $ 512 $ 185 $ 94 $ 100 $ 72 $ 57 $ 8,682 100.0 %

~~__________~~

~~(a)Floorplan advances comprise 97% of the total revolving balance. Dealer term loans are presented by year of origination.~~

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Transactions with GM Financial The following table shows transactions between our Automotive segments and GM Financial. These amounts are presented in GM Financial's condensed consolidated balance sheets and statements of income.


		March 31, 2021		December 31, 2020			March 31, 2022		December 31, 2021
Condensed Consolidated Balance Sheets(a)	Condensed Consolidated Balance Sheets(a)					Condensed Consolidated Balance Sheets(a)
Commercial finance receivables, net due from GM consolidated dealers	Commercial finance receivables, net due from GM consolidated dealers	$	313	$	398	Commercial finance receivables, net due from GM consolidated dealers	$	122	$	163

Subvention receivable(b)	Subvention receivable(b)	$	668	$	642	Subvention receivable(b)	$	357	$	282

Commercial loan funding payable	Commercial loan funding payable	$	61	$	23	Commercial loan funding payable	$	41	$	26


		Three Months Ended					Three Months Ended
		March 31, 2021		March 31, 2020				March 31, 2022		March 31, 2021
Condensed Consolidated Statements of Income	Condensed Consolidated Statements of Income					Condensed Consolidated Statements of Income
Interest subvention earned on finance receivables	Interest subvention earned on finance receivables	$	188	$	156	Interest subvention earned on finance receivables		$	221	$	188
Leased vehicle subvention earned	Leased vehicle subvention earned	$	721	$	805	Leased vehicle subvention earned		$	547	$	721

__________

(a)All balance sheet amounts are eliminated upon consolidation.

(b)Our Automotive segments made cash payments to GM Financial for subvention of~~$1.0~~ $439 million and $1.0 billion~~and~~ ~~$1.1 billion i~~n in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021.

GM Financial's Board of Directors declared and paid dividends of ~~$600~~$600 million ~~and $400 million~~ on its common stock in the three months ended March 31, ~~2021 and 2020.~~2021.

Note 5.6. Inventories

March 31, 2021 December 31, 2020
Total productive material, supplies and work in process $ 6,927 $ 5,117
Finished product, including service parts 5,139 5,118
Total inventories $ 12,066 $ 10,235

~~Inventories at March 31, 2021 increased primarily due to certain vehicles being manufactured without final components as a result of the global semiconductor supply shortage.~~


	March 31, 2022		December 31, 2021
Total productive material, supplies and work in process	$	8,695	$	8,240
Finished product, including service parts	6,143		4,748
Total inventories	$	14,838	$	12,988

Note 6.7. Equipment on Operating Leases

Equipment on operating leases consists of leases to retail customers of GM Financial.


		March 31, 2021		December 31, 2020			March 31, 2022		December 31, 2021
Equipment on operating leases	Equipment on operating leases	$	50,286	$	50,000	Equipment on operating leases	$	45,669	$	47,423
Less: accumulated depreciation	Less: accumulated depreciation	(9,943)		(10,181)		Less: accumulated depreciation	(9,088)		(9,494)
Equipment on operating leases, net	Equipment on operating leases, net	$	40,343	$	39,819	Equipment on operating leases, net	$	36,581	$	37,929

The estimated residual value of our leased assets at the end of the lease term was ~~$29.8~~$28.1 billion and ~~$29.2~~$29.1 billion at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

Depreciation expense related to Equipment on operating leases, net was ~~$1.7~~$1.2 billion and ~~$1.8~~$1.7 billion in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021.

The following table summarizes lease payments due to GM Financial on leases to retail customers:

Year Ending December 31,
2021 2022 2023 2024 2025 Thereafter Total
Lease receipts under operating leases $ 4,824 $ 4,420 $ 2,049 $ 254 $ 7 $ 0 $ 11,554


	Year Ending December 31,
	2022		2023		2024		2025		2026		Thereafter		Total
Lease receipts under operating leases	$	4,167	$	3,790	$	1,546	$	213	$	4	$	—	$	9,721

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note 7.8. Equity in Net Assets 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 due to our ability to exert significant influence over decisions relating to their operating and financial affairs. Revenue and expenses of our joint ventures are not consolidated into our financial statements; rather, our proportionate share of the earnings of each joint venture is reflected as Equity ~~income (loss).~~income.


		Three Months Ended					Three Months Ended
		March 31, 2021		March 31, 2020				March 31, 2022		March 31, 2021
Automotive China equity income (loss)	Automotive China equity income (loss)	$	308	$	(167)	Automotive China equity income (loss)		$	234	$	308
Other joint ventures equity income		57		35
Other joint ventures equity income (loss)						Other joint ventures equity income (loss)		59		57
Total Equity income (loss)	Total Equity income (loss)	$	365	$	(132)	Total Equity income (loss)		$	292	$	365

There have been 0no significant ownership changes in our Automotive China joint ventures (Automotive China JVs) since December 31, ~~2020.~~2021.


		Three Months Ended					Three Months Ended
		March 31, 2021		March 31, 2020				March 31, 2022		March 31, 2021
Summarized Operating Data of Automotive China JVs	Summarized Operating Data of Automotive China JVs					Summarized Operating Data of Automotive China JVs
Automotive China JVs' net sales	Automotive China JVs' net sales	$	9,875	$	4,321	Automotive China JVs' net sales		$	8,992	$	9,875
Automotive China JVs' net income (loss)	Automotive China JVs' net income (loss)	$	586	$	(348)	Automotive China JVs' net income (loss)		$	505	$	586

Dividends declared but not paid from our nonconsolidated affiliates were insignificant at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021. Dividends received from our nonconsolidated affiliates were insignificant in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021. Undistributed earnings from our nonconsolidated affiliates we~~re $1.9~~were $2.4 billion and ~~$1.6~~$2.1 billion at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

Note 8.9. Variable Interest Entities

Consolidated VIEs

Automotive ~~Financing-~~Financing – GM Financial

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 by finance receivables and leasing-related assets transferred to the VIEs (Securitized Assets). GM Financial 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 the VIEs and the variable interests in the VIEs give GM Financial the obligation to absorb losses and the right to receive residual returns that could potentially be significant. The assets of the VIEs 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 that GM Financial provides as the servicer. GM Financial is not required to provide additional financial support to these SPEs. While these subsidiaries are included in GM Financial's condensed consolidated financial statements, they are separate legal entities and ~~their~~the finance receivables, lease-related assets and cash held by them are legally owned by them and are not available to GM Financial's ~~creditors.~~creditors or creditors of GM Financial's other subsidiaries.

~~The following table summarizes the assets and liabilities related to GM Financial's consolidated VIEs:~~

March 31, 2021 December 31, 2020
Restricted cash – current $ 2,488 $ 2,190
Restricted cash – non-current $ 476 $ 449
GM Financial receivables, net of fees – current $ 14,840 $ 17,211
GM Financial receivables, net of fees – non-current $ 14,485 $ 15,107
GM Financial equipment on operating leases, net $ 17,461 $ 16,322
GM Financial short-term debt and current portion of long-term debt $ 18,228 $ 20,450
GM Financial long-term debt $ 21,381 $ 18,974

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

The following table summarizes the assets and liabilities related to GM Financial's consolidated VIEs:


	March 31, 2022		December 31, 2021
Restricted cash – current	$	2,546	$	2,291
Restricted cash – non-current	$	407	$	449
GM Financial receivables, net of fees – current	$	14,518	$	15,344
GM Financial receivables, net of fees – non-current	$	15,799	$	16,518
GM Financial equipment on operating leases, net	$	16,148	$	16,143
GM Financial short-term debt and current portion of long-term debt	$	18,210	$	19,876
GM Financial long-term debt	$	19,079	$	19,401

GM Financial recognizes finance charge, leased vehicle and fee income on the Securitized Assets and interest expense on the secured debt issued in a securitization transaction and records a provision for loan losses to recognize loan losses expected over the remaining life of the finance receivables.

Nonconsolidated VIEs

Automotive

Nonconsolidated VIEs principally include automotive related operating entities to which we provided financial support to ensure that our supply needs for production are met or are not disrupted. Our variable interests in these nonconsolidated VIEs include equity investments, accounts and loans receivable, committed financial support and other off-balance sheet arrangements. The carrying amounts of assets were approximately $1.0 billion and liabilities were insignificant related to our nonconsolidated VIEs ~~were insignificant~~ at March 31, ~~2021~~2022. The carrying amounts of assets were approximately $850 million and liabilities were insignificant related to our nonconsolidated VIEs at December 31, ~~2020.~~2021. Our maximum exposure to loss as a result of our involvement with these VIEs was ~~$1.2~~approximately $2.1 billion, inclusive of ~~$676 million~~approximately $1.0 billion and ~~$776 million~~$1.2 billion in committed capital contributions to Ultium Cells LLC, at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021. We currently lack the power through voting or similar rights to direct the activities of these entities that most significantly affect their economic performance.

Note 9.10. Debt

Automotive The following table presents debt in our automotive operations:


		March 31, 2021					December 31, 2020						March 31, 2022						December 31, 2021
		Carrying Amount		Fair Value			Carrying Amount		Fair Value				Carrying Amount				Fair Value		Carrying Amount				Fair Value
Secured debt	Secured debt	$	302	$	321		$	303	$	332		Secured debt	$	165			$	176	$	192			$	212
Unsecured debt(a)	Unsecured debt(a)	16,968		20,270			16,929		20,988			Unsecured debt(a)	16,404				17,821		16,277				19,995
Finance lease liabilities	Finance lease liabilities	282		299			237		256			Finance lease liabilities	324				328		349				362
Total automotive debt~~(a)~~(b)	Total automotive debt~~(a)~~(b)	$	17,552	$	20,890		$	17,469	$	21,576		Total automotive debt~~(a)~~(b)	$	16,893			$	18,325	$	16,818			$	20,569

Fair value utilizing Level 1 inputs	Fair value utilizing Level 1 inputs			$	19,112				$	19,826		Fair value utilizing Level 1 inputs					$	16,815					$	19,085
Fair value utilizing Level 2 inputs	Fair value utilizing Level 2 inputs			$	1,778				$	1,750		Fair value utilizing Level 2 inputs					$	1,509					$	1,484

Available under credit facility agreements~~(b)~~(c)	Available under credit facility agreements~~(b)~~(c)			$	18,210				$	18,222		Available under credit facility agreements~~(b)~~(c)					$	15,188					$	15,208
Weighted-average interest rate on outstanding short-term debt~~(c)~~(d)	Weighted-average interest rate on outstanding short-term debt~~(c)~~(d)			3.9		%			3.8		%	Weighted-average interest rate on outstanding short-term debt~~(c)~~(d)			12.1	%					9.8	%
Weighted-average interest rate on outstanding long-term debt~~(c)~~(d)	Weighted-average interest rate on outstanding long-term debt~~(c)~~(d)			5.6		%			5.6		%	Weighted-average interest rate on outstanding long-term debt~~(c)~~(d)			5.7	%					5.8	%

__________

(a)Primarily consists of senior notes.

(b)Includes net discount and debt issuance costs of ~~$529~~$540 million and ~~$540~~$512 million at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

~~(b)~~(c)Excludes our 364-day, $2.0 billion facility allocated for exclusive use by GM Financial.

~~(c)~~(d)Includes coupon rates on debt denominated in various foreign currencies and interest free loans.

Unsecured debt primarily consists of senior notes. In April 2021, we increased the total borrowing capacity of our five-year, $10.5 billion facility to $11.2 billion and extended the termination date for a $9.9 billion portion of the five-year facility by three years, now set to mature on April 18, 2026. The termination date of April 18, 2023 for the remaining portion of the five-year facility remains unchanged. We also renewed and increased the total borrowing capacity of our three-year, $4.0 billion facility to $4.3 billion, which now matures on April 7, 2024, and renewed our 364-day, $2.0 billion facility allocated for exclusive use by GM Financial, which now matures on April 6, 2022. We also terminated our 364-day, $2.0 billion revolving credit facility, entered into in May 2020. Additionally, the prior restrictions on share repurchases and dividends on our common shares were removed upon entrance into the renewed three-year, $4.3 billion facility.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

In April 2022, we renewed our 364-day, $2.0 billion revolving credit facility allocated for the exclusive use of GM Financial, which now matures on April 4, 2023.

GM Financial The following table presents debt of GM Financial:


		March 31, 2021				December 31, 2020					March 31, 2022				December 31, 2021
		Carrying Amount		Fair Value		Carrying Amount		Fair Value			Carrying Amount		Fair Value		Carrying Amount		Fair Value
Secured debt	Secured debt	$	39,965	$	40,292	$	39,982	$	40,380	Secured debt	$	37,362	$	37,002	$	39,338	$	39,401
Unsecured debt	Unsecured debt	53,730		55,621		52,443		54,568		Unsecured debt	55,552		54,648		53,223		54,357
Total GM Financial debt	Total GM Financial debt	$	93,695	$	95,913	$	92,425	$	94,948	Total GM Financial debt	$	92,913	$	91,649	$	92,561	$	93,758

Fair value utilizing Level 2 inputs	Fair value utilizing Level 2 inputs			$	94,210			$	92,922	Fair value utilizing Level 2 inputs			$	89,810			$	92,250
Fair value utilizing Level 3 inputs	Fair value utilizing Level 3 inputs			$	1,703			$	2,026	Fair value utilizing Level 3 inputs			$	1,839			$	1,508

Secured debt consists of revolving credit facilities and securitization notes payable. Most of the secured debt was issued by VIEs and is repayable only from proceeds related to the underlying pledged assets. Refer to Note 89 to our condensed consolidated financial statements for additional information on GM Financial's involvement with VIEs. In the three months ended March 31, ~~2021,~~2022, GM Financial renewed revolving credit facilities with total borrowing capacity of ~~$6.0~~$1.9 billion and issued ~~$8.2~~$5.2 billion in aggregate principal amount of securitization notes payable with an initial weighted average interest rate of ~~0.82%~~1.74% and maturity dates ranging from ~~2022~~2023 to ~~2028.~~2029.

Unsecured debt consists of senior notes, credit facilities and other unsecured debt. In the three months ended March 31, ~~2021,~~2022, GM Financial issued ~~$3.8~~$3.7 billion in aggregate principal amount of senior notes with an initial weighted average interest rate of ~~1.44% and maturity dates ranging from 2025 to 2031.~~

~~In April 2021, GM Financial issued $2.3 billion in senior notes with a weighted average interest rate of 1.60%~~2.40% and maturity dates ranging from 2024 to ~~2028.~~2032.

Note ~~10.~~11. Derivative Financial Instruments

AutomotiveThe following table presents the notional amounts of derivative financial instruments in our automotive operations:


		Fair Value Level	March 31, 2021		December 31, 2020			Fair Value Level	March 31, 2022		December 31, 2021

Derivatives not designated as hedges(a)	Derivatives not designated as hedges(a)						Derivatives not designated as hedges(a)
Foreign currency	Foreign currency	2	$	1,963	$	2,195	Foreign currency	2	$	4,377	$	4,228

Commodity	Commodity	2	631		341		Commodity	2	1,668		1,549
Stellantis warrants, formerly known as PSA warrants(b)		2	47		49
Stellantis warrants(b)							Stellantis warrants(b)	2	44		45
Total derivative financial instruments	Total derivative financial instruments		$	2,641	$	2,585	Total derivative financial instruments		$	6,090	$	5,822

__________

(a)The fair value of these derivative instruments at March 31, ~~2021~~2022 and December 31, ~~2020~~2021 and the gains/losses included in our condensed consolidated income statements for the three months ended March 31, ~~2021~~2022 and ~~2020~~2021 were insignificant, unless otherwise noted.

(b)~~As a result of the merger of Peugeot, S.A. (PSA Group) and Fiat Chrysler Automobiles N.V. on January 16, 2021, our~~Our 39.7 million warrants in Stellantis N.V. (Stellantis) may be exercised at any time, in one or more tranches, from August 2022 through July 2026. Upon exercise, the warrants will convert into 69.2 million common shares of ~~Stellantis upon exercise. These warrants will continue to be governed by the same terms and conditions that were applicable prior to the merger.~~Stellantis. The fair value of these warrants, located in Other assets, was ~~$1.3~~$1.2 billion and ~~$1.1~~$1.4 billion at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021. We recorded a ~~gain of $210 million and~~ loss ~~of $417 million~~ in Interest income and other non-operating income, net of $197 million and a gain of $210 million in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021.

We estimate the fair value of the Stellantis warrants using a Black-Scholes formula. The significant inputs to the model include the Stellantis stock price and the estimated dividend yield. We are entitled to receive any dividends declared by Stellantis through the conversion date upon exercise of the warrants.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

GM Financial The following table presents the gross fair value amounts of GM Financial's derivative financial instruments and the associated notional amounts:


		Fair Value Level	March 31, 2021						December 31, 2020							Fair Value Level	March 31, 2022						December 31, 2021
			Notional		Fair Value of Assets		Fair Value of Liabilities		Notional		Fair Value of Assets		Fair Value of Liabilities				Notional		Fair Value of Assets		Fair Value of Liabilities		Notional		Fair Value of Assets		Fair Value of Liabilities
Derivatives designated as hedges(a)	Derivatives designated as hedges(a)														Derivatives designated as hedges(a)
Fair value hedges	Fair value hedges														Fair value hedges
Interest rate swaps	Interest rate swaps	2	$	14,309	$	251	$	171	$	10,064	$	463	$	13	Interest rate swaps	2	$	19,310	$	11	$	345	$	15,058	$	74	$	88
Foreign currency swaps	Foreign currency swaps	2	1,881		81		37		1,958		128		9		Foreign currency swaps	2	—		—		—		682		—		59
Cash flow hedges	Cash flow hedges														Cash flow hedges
Interest rate swaps	Interest rate swaps	2	878		2		18		921		0		27		Interest rate swaps	2	709		17		4		611		12		4
Foreign currency swaps	Foreign currency swaps	2	6,343		201		98		5,626		278		47		Foreign currency swaps	2	7,945		79		221		7,419		85		201
Derivatives not designated as hedges(a)	Derivatives not designated as hedges(a)														Derivatives not designated as hedges(a)
Interest rate contracts	Interest rate contracts	2	110,961		839		453		110,997		954		576		Interest rate contracts	2	108,709		1,245		797		110,053		846		339

Foreign currency contracts															Foreign currency contracts	2	—		—		—		148		—		—
Total derivative financial instruments(b)	Total derivative financial instruments(b)		$	134,372	$	1,374	$	777	$	129,566	$	1,823	$	672	Total derivative financial instruments(b)		$	136,674	$	1,353	$	1,368	$	133,971	$	1,017	$	691

__________

(a)The gains/losses included in our condensed consolidated income statements and statements of comprehensive income for the three months ended March 31, ~~2021~~2022 and ~~2020~~2021 were insignificant, unless otherwise noted. Amounts accrued for interest payments in a net receivable position are included in Other assets. Amounts accrued for interest payments in a net payable position are included in Other liabilities.

(b)GM Financial held ~~$450~~$323 million and ~~$728~~$376 million of collateral from counterparties available for netting against GM Financial's asset positions, and posted $432 million and an insignificant amount of collateral to counterparties available for netting against GM Financial's liability positions at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

The fair value for Level 2 instruments was derived using the market approach based on observable market inputs including quoted prices of similar instruments and foreign exchange and interest rate forward curves.

The following amounts were recorded in the condensed consolidated balance sheets related to items designated and qualifying as hedged items in fair value hedging relationships:


		March 31, 2021				December 31, 2020					March 31, 2022				December 31, 2021
		Carrying Amount of Hedged Items		Cumulative Amount of Fair Value Hedging Adjustments(a)		Carrying Amount of Hedged Items		Cumulative Amount of Fair Value Hedging Adjustments(a)			Carrying Amount of Hedged Items		Cumulative Amount of Fair Value Hedging Adjustments(a)		Carrying Amount of Hedged Items		Cumulative Amount of Fair Value Hedging Adjustments(a)
Short-term unsecured debt	Short-term unsecured debt	$	4,365	$	(54)	$	4,858	$	(69)	Short-term unsecured debt	$	1,503	$	8	$	1,338	$	(1)
Long-term unsecured debt	Long-term unsecured debt	19,266		(257)		18,457		(670)		Long-term unsecured debt	24,654		146		23,626		(225)
GM Financial unsecured debt	GM Financial unsecured debt	$	23,631	$	(311)	$	23,315	$	(739)	GM Financial unsecured debt	$	26,157	$	153	$	24,964	$	(226)

__________

(a)Includes ~~$201~~$196 million and ~~$200~~$246 million of unamortized gains remaining on hedged items for which hedge accounting has been discontinued at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note ~~11. Accrued~~12. Product Warranty and Related Liabilities


	Three Months Ended
		March 31, 2022		March 31, 2021
Product Warranty and Related Liabilities
Warranty balance at beginning of period		$	9,774	$	8,242
Warranties issued and assumed in period – recall campaigns		132		120
Warranties issued and assumed in period – product warranty		461		443
Payments		(1,077)		(733)
Adjustments to pre-existing warranties		(5)		11
Effect of foreign currency and other		17		(6)
Warranty balance at end of period		9,302		8,077
Less: Supplier recoveries balance at end of period(a)		2,025		193
Warranty balance, net of supplier recoveries at end of period		$	7,277	$	7,884

__________

(a)The current portion of supplier recoveries is recorded in Accounts and notes receivable, net of allowance and the non-current portion is recorded in Other ~~Liabilities~~assets.

March 31, 2021 December 31, 2020
Accrued liabilities
Dealer and customer allowances, claims and discounts $ 5,995 $ 7,300
Deferred revenue 3,104 3,132
Product warranty and related liabilities 3,113 3,048
Payrolls and employee benefits excluding postemployment benefits 1,091 1,864
Other 7,506 7,725
Total accrued liabilities $ 20,809 $ 23,069
Other liabilities
Deferred revenue $ 2,695 $ 2,715
Product warranty and related liabilities 4,964 5,193
Operating lease liabilities 945 969
Employee benefits excluding postemployment benefits 827 822
Postemployment benefits including facility idling reserves 738 739
Other 2,997 3,009
Total other liabilities $ 13,166 $ 13,447

Three Months Ended
March 31, 2021 March 31, 2020
Product Warranty and Related Liabilities
Warranty balance at beginning of period $ 8,242 $ 7,798
Warranties issued and assumed in period – recall campaigns 120 117
Warranties issued and assumed in period – product warranty 443 498
Payments (733) (881)
Adjustments to pre-existing warranties 11 (19)
Effect of foreign currency and other (6) (115)
Warranty balance at end of period $ 8,077 $ 7,398


	Three Months Ended
		March 31, 2022		March 31, 2021
Product warranty expense, net of recoveries
Warranties issued and assumed in period		$	593	$	563
Supplier recoveries accrued in period		(57)		(72)
Adjustments and other		12		5
Warranty expense, net of supplier recoveries		$	548	$	496

We estimate our reasonably possible loss in excess of amounts accrued for recall campaigns to be insignificant at March 31, ~~2021.~~2022. Refer to Note 1314 to our condensed consolidated financial statements for more ~~details on Takata Corporation (Takata) matters.~~details.

Note ~~12.~~13. Pensions and Other Postretirement Benefits

Three Months Ended March 31, 2021 Three Months Ended March 31, 2020
Pension Benefits Global OPEB Plans Pension Benefits Global OPEB Plans
U.S. Non-U.S. U.S. Non-U.S.
Service cost $ 65 $ 38 $ 4 $ 62 $ 29 $ 5
Interest cost 269 59 31 429 91 43
Expected return on plan assets (795) (152) 0 (816) (170) 0
Amortization of prior service cost (credit) (1) 1 (2) (1) 2 (2)
Amortization of net actuarial losses 7 54 25 4 42 19
Net periodic pension and OPEB (income) expense $ (455) $ 0 $ 58 $ (322) $ (6) $ 65

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)~~



	Three Months Ended March 31, 2022						Three Months Ended March 31, 2021
	Pension Benefits				Global OPEB Plans		Pension Benefits				Global OPEB Plans
	U.S.		Non-U.S.				U.S.		Non-U.S.
Service cost	$	58	$	35	$	4	$	65	$	38	$	4
Interest cost	323		76		37		269		59		31
Expected return on plan assets	(750)		(139)		—		(795)		(152)		—
Amortization of prior service cost (credit)	(1)		1		(1)		(1)		1		(2)
Amortization of net actuarial losses	5		35		17		7		54		25

Net periodic pension and OPEB (income) expense	$	(365)	$	8	$	57	$	(455)	$	—	$	58

The non-service cost components of net periodic pension and other postretirement benefits (OPEB) income of ~~$483~~$376 million and ~~$338~~$483 million in the three months ended March 31, ~~2021~~2022 and ~~2020~~2021 are presented in Interest income and other non-operating income, net.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Note ~~13.~~14. Commitments and Contingencies

Litigation-Related Liability and Tax Administrative Matters In the normal course of our business, we are 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 and investigations where we believe a material loss is reasonably possible or probable. We accrue for matters when we believe that losses are probable and can be reasonably estimated. At March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, we had accruals of ~~$1.1 billionand $1.2~~ $1.4 billion in Accrued liabilities and Other liabilities. In many matters, it is inherently difficult to determine whether loss is probable or reasonably possible or to estimate the size or range of the possible loss. Accordingly, adverse outcomes from such proceedings could exceed the amounts accrued by an amount that could be material to our results of operations or cash flows in any particular reporting period.

GM Korea Wage Litigation GM Korea Company (GM Korea) is party to litigation with current and former salaried employees over whether to include fixed bonuses in the calculation of Ordinary Wages due under Korean regulations. In 2017, the Seoul High Court (an intermediate-level appellate court) held that certain workers are not barred from filing retroactive wage claims. GM Korea appealed this ruling to the Supreme Court of the Republic of Korea (Korean Supreme Court). The Korean Supreme Court has not yet rendered a decision. We estimate our reasonably possible loss in excess of amounts accrued to be approximate~~ly $180 million~~ at March 31, 2021. Both the scope of claims asserted and GM Korea's assessment of any or all of the individual claim elements may change if new information becomes available or the legal or regulatory frameworks change.

~~GM Korea is also~~ party to litigation with current and former subcontract workers over allegations that they are entitled to the same wages and benefits provided to full-time employees, and to be hired as full-time employees. In May 2018 and September 2020, the Korean labor authorities issued adverse administrative orders finding that GM Korea must hire certain current subcontract workers as full-time employees. GM Korea appealed the May 2018 and September 2020 orders. In June 2020, the Seoul High Court (an intermediate-level appellate court) ruled against GM Korea in one of the subcontract worker claims. GM Korea has appealed this decision to the ~~Korean~~ Supreme ~~Court.~~Court of the Republic of Korea. At March 31, ~~2021,~~2022, our accrual covering certain asserted claims and claims that we believe are probable of assertion and for which liability is probable was approximately ~~$250~~$287 million. We estimate the reasonably possible loss in excess of amounts accrued for other current subcontract workers who may assert similar claims to be approximately ~~$120~~$109 million at March 31, ~~2021.~~2022. We are currently unable to estimate any possible loss or range of loss that may result from additional claims that may be asserted by former subcontract workers.

~~GM Brazil Indirect Tax Claim~~ In 2019, the Superior Court of Brazil rendered favorable decisions on 3 cases brought by GM Brazil that granted the Company the right to recover certain taxes collected by the government. As a result, GM Brazil recorded pre-tax recoveries of $1.4 billion in the year ended December 31, 2019 and we are currently realizing the recoveries as we have federal tax liabilities eligible for offset. A Motion of Clarification has been filed by the Brazilian IRS with the Brazilian Supreme Court and it is scheduled for decision in May 2021. We expect third parties will file claims asserting challenges, including entitlements, to some or all of the tax recoveries awarded and recognized by GM, and GM intends to defend against any such claims if they are filed.

Other Litigation-Related Liability and Tax Administrative Matters Various other legal actions, including class actions, governmental investigations, claims and proceedings are pending against us or our related companies or joint ventures, including matters arising out of alleged product defects; employment-related matters; product and workplace safety, vehicle emissions and fuel economy regulations; product warranties; financial services; dealer, supplier and other contractual relationships; government regulations relating to competition issues; tax-related matters not subject to the provision of Accounting Standards Codification 740, "Income Taxes" (indirect tax-related matters); product design, manufacture and performance; consumer protection laws; and environmental protection laws, including laws regulating air emissions, water discharges, waste management and environmental remediation from stationary sources.

There are several putative class actions pending against GM in federal courts in the U.S. and in the Provincial Courts in Canada alleging that various vehicles sold, including model year 2011-2016 Duramax Diesel Chevrolet Silverado and GMC Sierra vehicles, violate federal, state and foreign emission standards. We are unable to estimate any reasonably possible loss or range of loss that may result from these actions. GM has also faced a series of additional lawsuits in the U.S. based on these

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)~~

allegations, including ~~putative shareholder class actions claiming violations of federal securities law and~~ a shareholder demand ~~lawsuit. The securities lawsuits have been voluntarily dismissed by the plaintiffs in those actions.~~lawsuit that remains pending.

We believe that appropriate accruals have been established for losses that are probable and can be reasonably estimated. It is possible that the resolution of one or more of these matters could exceed the amounts accrued in an amount that could be material to our results of operations. We also from time to time receive subpoenas and other inquiries or requests for information from agencies or other representatives of U.S. federal, state and foreign governments on a variety of issues. Beyond the class action litigations disclosed, we have several other class action litigations pending at any given time. Historically, relatively few classes have been certified in these types of cases. Therefore, we will generally only disclose specific class actions if a class is certified and we believe there is a reasonably possible material exposure to the Company.

Indirect tax-related matters are being litigated globally pertaining to value added taxes, customs, duties, sales, property taxes and other non-income ~~tax related~~tax-related tax exposures. The various non-U.S. labor-related matters include claims from current and former employees related to alleged unpaid wage, benefit, severance and other compensation matters. Certain administrative proceedings are indirect tax-related and may require that we deposit funds in escrow or provide an alternative form of security. Some of the matters may involve compensatory, punitive or other treble damage claims, environmental remediation programs or sanctions that, if granted, could require us to pay damages or make other expenditures in amounts that could not bebe reasonably estimated at March 31, ~~2021.~~2022. We believe that appropriate accruals have been established for losses that are probable and can be reasonably ~~estimated~~.estimated. For indirect tax-related matters, we estimate our reasonably possible loss in excess of amounts accrued to be up to ~~approximately $800~~approximately $950 million at March 31, ~~2021.~~2022.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Takata Matters In November 2020, the National Highway Traffic Safety Administration (NHTSA) directed that we replace the airbag inflators in our GMT900 vehicles, which are full-size pickup trucks and sport utility vehicles (SUVs), and we decided not to contest NHTSA's decision. While we have already begun the process of executing the recall, given the number of vehicles in this population, the recall will take several years to be completed. Accordingly, in the ~~three months~~year ended December 31, 2020, we recorded a warranty accrual of $1.1 billion for the expected costs of complying with the recall remedy, and we believe the currently accrued amount remains reasonable.

GM has recalled certain vehicles sold outside of the U.S. to replace Takata Corporation (Takata) inflators in those vehicles. There are significant differences in vehicle and inflator design between the relevant vehicles sold internationally and those sold in the U.S. We continue to gather and analyze evidence about these inflators and to share our findings with regulators. Any additional recalls relating to these inflators could be material to our results of operations and cash flows.

There are several putative class actions that have been filed against GM, including in the federal courts in the U.S., in the Provincial Courts in Canada, and in Mexico, ~~and Israel,~~ arising out of allegations that airbag inflators manufactured by Takata are defective. At this stage of these proceedings, we are unable to provide an estimate of the amounts or range of possible loss.

Chevrolet Bolt Recall In July 2021, we initiated a voluntary recall for certain 2017-2019 model year Chevrolet Bolt EVs due to the risk that 2 manufacturing defects present in the same battery cell could cause a high voltage battery fire in certain of these vehicles. Accordingly, in the three months ended June 30, 2021, we recorded a warranty accrual of $812 million. After further investigation into the manufacturing processes at our battery supplier, LG Energy Solutions (LG), and disassembling battery packs, we determined that the risk of battery cell defects was not confined to the initial recall population. As a result, in August 2021, we expanded the recall to include all 2017-2022 model year Chevrolet Bolt EV and Electric Utility Vehicles (EUVs) and recorded an additional warranty accrual of $1.2 billion in the three months ended September 30, 2021. In October 2021, we reached an agreement with LG, under which LG will reimburse GM for costs and expenses associated with the recall. As a result, in the three months ended September 30, 2021, we recognized a receivable of $1.9 billion, which substantially offsets the warranty charges we recognized in connection with the recall. These charges reflect our current best estimate for the cost of the recall remedy. The actual costs of the recall and GM's associated recovery from LG could be higher or lower. For 2017-2019 model year vehicles, the recall remedy will be to replace the high voltage battery modules in these vehicles with new modules. For 2020-2022 model year vehicles, the recall remedy will be to replace any defective high voltage battery modules in these vehicles with new modules.

In addition, putative class actions have been filed against GM in federal courts in the U.S. and in the Provincial Courts in Canada alleging that the batteries contained in the Bolt EVs and EUVs included in the recall population are defective. At this stage of these proceedings, we are unable to provide an estimate of the amounts or range of possible loss.

Opel/Vauxhall SaleIn 2017, we sold the Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business) to PSA Group (now ~~Stellantis as a result of the merger of PSA Group and Fiat Chrysler Automobiles N.V. on January 16, 2021)~~Stellantis) under a Master Agreement (the Agreement). We also sold the European financing subsidiaries and branches ~~(the Fincos, and together with the Opel/Vauxhall Business, the European Business)~~ to Banque PSA Finance S.A. and BNP Paribas Personal Finance S.A. 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. Our wholly owned subsidiary (the Seller) agreed to indemnify Stellantis for certain losses resulting from any inaccuracy of the representations and warranties or breaches of our covenants included in the Agreement and for certain other liabilities, including certain emissions and product liabilities. Currently, various consumer lawsuits have been filed against the Seller and Stellantis in Germany, the United Kingdom, and the Netherlands alleging that Opel and Vauxhall vehicles sold by the Seller violated applicable emissions standards. We are unable to estimate any reasonably possible loss or range of loss that may result from these actions either directly or through an indemnification claim from Stellantis. The Company entered into a guarantee for the benefit of Stellantis, ~~and~~ pursuant to which the Company agreed to guarantee the Seller's obligation to indemnify Stellantis. Certain of these indemnification obligations are subject to time limitations, thresholds and/or caps as to the amount of required payments.

Patent Royalty Matters Several owners of patents are seeking past royalties from various automotive manufacturers, including GM, for the use of certain technologies. As of December 31, 2021, we had accrued approximately $300 million relating to these matters. We have resolved substantially all of these matters and, accordingly, have reduced our total accrual by $100 million as of March 31, 2022. We currently anticipate no material reasonably possible loss in excess of amounts accrued.

Product Liability We recorded ~~liabilitie~~sliabilities of ~~$588~~ $600 million an~~d $589~~ and $587 million in Accrued liabilities and Other liabilities at March 31, ~~2021~~2022 and December 31, ~~2020~~2021 for the expected cost 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.~~self-

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

insured. It is reasonably possible that our accruals for product liability claims may increase in future periods in material amounts, although we cannot estimate a reasonable range of incremental loss based on currently available information. We believe that any judgment against us involving our products for actual damages will be adequately covered by our recorded accruals and, where applicable, excess liability insurance coverage.

Guarantees We enter into indemnification agreements for ~~liabili~~tyliability claims involving products manufactured primarily by certain joint ventures. These guarantees terminate in years ranging from ~~2021~~ 2022 to 2026 or upon the occurrence of specific events or are ongoing. We believe that the related potential costs incurred are adequately ~~covere~~dcovered by our recorded accruals, which are

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)~~

insignificant. The maximum future undiscounted payments mainly based on vehicles sold to date were ~~$3.2~~ $3.3 billion and $3.1 billion for these guarantees at March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, the majority of which relates to the indemnification agreements.

We provide payment guarantees on commercial loans outstanding with third parties such as dealers. In some instances, certain assets of the party or our payables to the party whose debt or performance we have guaranteed may offset, to some degree, the amount of any potential future payments. We are also exposed to residual value guarantees associated with certain sales to rental car companies.

We periodically enter into agreements that incorporate indemnification provisions in the normal course of business. It is not possible to ~~estimate~~estimate our maximum exposure under these indemnifications or guarantees due to the conditional nature of these ~~obligations~~.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 the guarantees at issuance was insignificant. Refer to the Opel/Vauxhall Sale section of this note for additional information on our indemnification obligations to Stellantis under the Agreement.

Note ~~14.~~15. Income Taxes

~~For interim~~In the three months ended March 31, 2022, GM entered into a Share Purchase Agreement with SoftBank Vision Fund (AIV M2) L.P. (SoftBank), pursuant to which GM acquired SoftBank’s equity ownership stake in GM Cruise Holdings LLC (Cruise Holdings) and separately, made an additional $1.35 billion investment in Cruise in place of SoftBank. As a result, GM’s ownership in Cruise increased above the 80% threshold which allowed for inclusion of Cruise in our U.S. Federal consolidated income tax ~~reporting, we estimate~~return and the release of a valuation allowance of $482 million against certain Cruise deferred tax assets. Refer to Note 16 to our ~~annual~~condensed consolidated financial statements for additional information regarding the Share Purchase Agreement with SoftBank.

In the three months ended March 31, 2022, income tax benefit of $28 million was primarily due to tax expense attributable to entities included in our effective tax rate ~~and apply it~~calculation offset by the release of a valuation allowance against certain Cruise deferred tax assets that are considered realizable due to ~~our year-to-date ordinary income (loss). Tax jurisdictions with a projected or year-to-date loss~~the reconsolidation of Cruise for ~~which a~~U.S. tax purposes.

The effective tax rate is lower than the applicable statutory tax rate primarily due to tax benefit ~~cannot be realized are excluded. The tax effects~~related to the release of ~~unusual or infrequently occurring items, including changes in judgment about~~the Cruise valuation ~~allowances and effects of changes in tax~~ ~~laws or rates, are reported in the interim period in which they occur.~~allowance.

In the three months ended March 31, 2021, Income tax expense of $1.2 billion was primarily due to tax expense attributable to entities included in our effective tax rate calculation and the establishment of a valuation allowance against Cruise deferred tax assets that ~~are~~were considered no longer realizable.

In the three months ended March 31, 2021, Cruise issued new preferred shares to investors. As a result of the issuance, Cruise fell below the ownership threshold required for inclusion in our U.S. consolidated income tax returns, and we established a valuation allowance of $316 million against deferred tax assets. Refer to Note 16 to our condensed consolidated financial statements for additional information regarding the Cruise preferred stock issuance. The effective tax rate is higher than the applicable statutory tax rate primarily due to tax expense related to the establishment of the valuation allowance.

In the three months ended March 31, 2020, Income tax expense of $357 million was primarily due to tax expense attributable to entities included in our effective tax rate calculation and the establishment of a valuation allowance against deferred tax assets that were considered no longer realizable. The effective tax rate was higher than the applicable statutory tax rate primarily due to tax expense related to the establishment of the valuation allowance and losses for which a tax benefit cannot be realized.

At March 31, ~~2021,~~2022, we had ~~$22.4~~$20.4 billion of net deferred tax assets consisting of net operating losses and income tax credits, capitalized research expenditures and other timing differences that are available to offset future income tax liabilities, partially offset by valuation allowances.

~~Note 15. Restructuring and Other Initiatives~~

We have executed various restructuring and other initiatives and we may execute additional initiatives in the future, if necessary, to streamline manufacturing capacity and reduce other costs to improve the utilization of remaining facilities. To the extent these programs involve voluntary separations, a liability is generally recorded at the time offers to employees are accepted. To the extent these programs provide separation benefits in accordance with pre-existing agreements, a liability is recorded once the amount is probable and reasonably estimable. If employees are involuntarily terminated, a liability is generally recorded at the communication date. Related charges are recorded in Automotive and other cost of sales and Automotive and other selling, general and administrative expense.

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)~~

~~The following table summarizes the reserves and charges related to restructuring and other initiatives, including postemployment benefit reserves and charges:~~

Three Months Ended
March 31, 2021 March 31, 2020
Balance at beginning of period $ 352 $ 564
Additions, interest accretion and other 3 219
Payments (79) (175)
Revisions to estimates and effect of foreign currency (1) (25)
Balance at end of period $ 275 $ 583

In the three months ended March 31, 2020, restructuring and other initiatives primarily included actions in GMI related to the wind-down of Holden sales, design and engineering operations in Australia and New Zealand and the execution of binding term sheets to sell our vehicle and powertrain manufacturing facilities in Thailand. We recorded charges of $489 million in the three months ended March 31, 2020, primarily consisting of $270 million in asset impairments related to property, inventory provisions and intangibles and sales allowances and other charges, not reflected in the table above, and $219 million in dealer restructurings and employee separation charges, which are reflected in the table above. These programs, including the execution of a binding term sheet to sell our manufacturing facility in India, had a total cost since inception of $687 million. We also recorded a $236 million charge to Income tax expense due to the establishment of a valuation allowance against deferred tax assets that are considered no longer realizable in Australia and New Zealand in the three months ended March 31, 2020. We incurred insignificant cash outflows resulting from these restructuring actions in the three months ended March 31, 2021 and 2020, and $221 million in net cash outflows since program inception, primarily for dealer restructuring payments and employee separation payments, which includes proceeds of $143 million from the sale of our manufacturing facilities in Thailand.

Note 16. Stockholders' Equity and Noncontrolling Interests

We have 2.0 billion shares of preferred stock and 5.0 billion shares of common stock authorized for issuance. We had 0no shares of preferred stock issued and outstanding ~~1.5 billion~~at March 31, 2022 and ~~1.4~~December 31, 2021. We had 1.5 billion shares of common stock issued and ~~1.4 billion shares of common stock~~ outstanding at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Cruise Preferred Shares In ~~the three months ended March 31,~~ 2021, GM Cruise Holdings ~~LLC (Cruise Holdings)~~ issued ~~$2.5~~$2.7 billion of Class G Preferred Shares (Cruise Class G Preferred Shares) to Microsoft Corporation (Microsoft), Walmart Inc. (Walmart) and ~~certain~~ other investors, including $1.0 billion to General Motors Holdings LLC. All proceeds related to the Cruise Class G Preferred Shares are designated exclusively for working capital and general corporate purposes of Cruise Holdings. In addition, we, Cruise Holdings and Microsoft entered into a long-term strategic relationship to accelerate the commercialization of self-driving vehicles with Microsoft being the preferred public cloud provider.

The Cruise Class G Preferred Shares participate pari passu with holders of Cruise Holdings common stock and ~~Cruise~~ Class F Preferred Shares (Cruise Class F Preferred Shares) in any dividends declared. ~~Each~~The Cruise Class G ~~Preferred Share is entitled to 1 vote per~~and Cruise Class G Preferred Share on all matters submitted for vote by or consent of the Cruise Holdings members. The holders of Cruise Class G Preferred Shares are restricted from transferring the Cruise Class G Preferred Shares for four years, without the written consent of both us and Cruise Holdings' Board of Directors. The Cruise Class GF Preferred Shares convert into the class of shares to be issued to the public in an ~~IPO~~initial public offering (IPO) at specified exchange ratios. No covenants or other events of default exist that can trigger redemption of the Cruise Class G and Cruise Class F Preferred Shares. The Cruise Class G and Cruise Class F Preferred Shares are entitled to receive the greater of their carrying value or a pro-rata share of any proceeds or distributions upon the occurrence of a merger, sale, liquidation or dissolution of Cruise Holdings, and are classified as noncontrolling interests in our condensed consolidated financial statements.

~~Consistent with~~In March 2022, under the Share Purchase Agreement, we acquired SoftBank’s Cruise Class A-1, Class F and Class G Preferred Shares ~~the Class A-1 Preferred Shares issued~~for $2.1 billion and made an additional $1.35 billion investment in Cruise in place of SoftBank. SoftBank no longer has an ownership interest in or has any rights with respect to ~~SoftBank in 2018 (Cruise Class A-1 Preferred Shares)~~Cruise.

Net income attributable to shareholders and ~~Cruise Class F Preferred Shares convert into the class of shares to be issued~~transfers to the ~~public~~noncontrolling interest in ~~an IPO at specified exchange ratios. Beginning on June 28, 2025, SoftBank has~~Cruise was $2.0 billion, which includes the ~~option to convert all of~~$909 million decrease in retained earnings for the ~~Cruise Class A-1 Preferred Shares into our common stock at a conversion ratio that is indexed to the fair value~~redemption of Cruise ~~Holdings at~~preferred shares.

The following table summarizes the ~~time~~significant components of ~~conversion. In~~Accumulated other comprehensive loss:


	Three Months Ended
		March 31, 2022		March 31, 2021
Foreign Currency Translation Adjustments
Balance at beginning of period		$	(2,653)	$	(2,735)
Other comprehensive income (loss) and noncontrolling interests, net of reclassification adjustment and tax(a)(b)		397		(24)
Balance at end of period		$	(2,256)	$	(2,759)

Defined Benefit Plans
Balance at beginning of period		$	(6,528)	$	(10,654)
Other comprehensive income (loss) before reclassification adjustment, net of tax(b)		52		86
Reclassification adjustment, net of tax(b)		51		74
Other comprehensive income (loss), net of tax(b)		103		160
Balance at end of period(c)		$	(6,425)	$	(10,494)

__________

(a)The noncontrolling interests and reclassification adjustment were insignificant in the ~~event SoftBank exercises such option, we have~~three months ended March 31, 2022 and 2021.

(b)The income tax effect was insignificant in the ~~option~~three months ended March 31, 2022 and 2021.

(c)Primarily consists of unamortized actuarial loss on our defined benefit plans. Refer to ~~settle the conversion feature with~~Note 2. Significant Accounting Policies of our common shares or cash, and in certain situations with nonredeemable, nonconvertible preferred shares. The Cruise Class A-1 Preferred Shares and Cruise Class F Preferred Shares are entitled to receive the greater of their carrying value or a pro-rata share of any proceeds or distributions upon the occurrence of a merger, sale, liquidation, or dissolution of Cruise Holdings.2021 Form 10-K for additional information.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

~~The following table summarizes the significant components of Accumulated other comprehensive loss:~~

Three Months Ended
March 31, 2021 March 31, 2020
Foreign Currency Translation Adjustments
Balance at beginning of period $ (2,735) $ (2,277)
Other comprehensive (loss) and noncontrolling interests, net of reclassification adjustment and tax(a)(b) (24) (814)
Balance at end of period $ (2,759) $ (3,091)
Defined Benefit Plans
Balance at beginning of period $ (10,654) $ (8,857)
Other comprehensive income before reclassification adjustment, net of tax(b) 86 263
Reclassification adjustment, net of tax(b) 74 54
Other comprehensive income, net of tax(b) 160 317
Balance at end of period(c) $ (10,494) $ (8,540)

~~__________~~

~~(a)The noncontrolling interests and reclassification adjustment were insignificant in the three months ended March 31, 2021 and 2020.~~

~~(b)The income tax effect was insignificant in the three months ended March 31, 2021~~ ~~and 2020.~~

~~(c)Primarily consists of unamortized actuarial loss on our defined benefit plans.~~ ~~Refer to~~ ~~Note 2. Significant Accounting Policies of our 2020 Form 10-K for additional information.~~

Note 17. Earnings Per Share


		Three Months Ended					Three Months Ended
		March 31, 2021		March 31, 2020				March 31, 2022		March 31, 2021
Basic earnings per share	Basic earnings per share					Basic earnings per share
Net income attributable to stockholders		$	3,022	$	294
Net income (loss) attributable to stockholders						Net income (loss) attributable to stockholders		$	2,939	$	3,022
Less: cumulative dividends on subsidiary preferred stock(a)	Less: cumulative dividends on subsidiary preferred stock(a)	(46)		(47)		Less: cumulative dividends on subsidiary preferred stock(a)		(952)		(46)

Net income attributable to common stockholders		$	2,976	$	247
Net income (loss) attributable to common stockholders						Net income (loss) attributable to common stockholders		$	1,987	$	2,976

Weighted-average common shares outstanding	Weighted-average common shares outstanding	1,447		1,433		Weighted-average common shares outstanding		1,458		1,447

Basic earnings per common share	Basic earnings per common share	$	2.06	$	0.17	Basic earnings per common share		$	1.36	$	2.06
Diluted earnings per share	Diluted earnings per share					Diluted earnings per share

Net income attributable to common stockholders – diluted		$	2,976	$	247
Net income (loss) attributable to common stockholders – diluted						Net income (loss) attributable to common stockholders – diluted		$	1,987	$	2,976

Weighted-average common shares outstanding – basic	Weighted-average common shares outstanding – basic	1,447		1,433		Weighted-average common shares outstanding – basic		1,458		1,447
Dilutive effect of awards under stock incentive plans	Dilutive effect of awards under stock incentive plans	17		7		Dilutive effect of awards under stock incentive plans		12		17
Weighted-average common shares outstanding – diluted	Weighted-average common shares outstanding – diluted	1,464		1,440		Weighted-average common shares outstanding – diluted		1,470		1,464

Diluted earnings per common share	Diluted earnings per common share	$	2.03	$	0.17	Diluted earnings per common share		$	1.35	$	2.03
Potentially dilutive securities~~(a)~~(b)	Potentially dilutive securities~~(a)~~(b)	2		32		Potentially dilutive securities~~(a)~~(b)		6		2

__________

(a)Includes a $909 million deemed dividend related to the redemption of Cruise preferred shares from SoftBank in the three months ended March 31, 2022.

(b)Potentially dilutive securities attributable to outstanding stock options at March 31, 2022 and 2021 and ~~2020 and Restricted Stock Units (RSUs)~~RSUs at March 31, ~~2020,~~2022, were excluded from the computation of diluted earnings per share (EPS) because the securities would have had an antidilutive effect.

Note 18. Stock Incentive Plans

GM Stock Incentive Awards We grant to certain employees RSUs, RSAs, PSUs and stock options (collectively, stock incentive awards). Total compensation expense related to the above awards was $77 million and $64 million in the three months ended March 31, 2022 and 2021. At March 31, 2022, the total unrecognized compensation expense for nonvested equity awards granted was $547 million. This expense is expected to be recorded over a weighted-average period of 1.9 years.

Cruise Stock Incentive Awards Cruise granted RSUs and stock options that will settle in common shares of Cruise Holdings in the three months ended March 31, 2022 and 2021. In March 2022, Cruise modified its RSUs that settle in Cruise common stock to remove the liquidity vesting condition such that all granted RSU awards vest solely upon satisfaction of a service condition. The service condition for the majority of these awards is satisfied over four years. Upon modification, 31 million RSUs whose service condition was previously met became immediately vested, thereby resulting in the immediate recognition of compensation expense. In addition, at Cruise's election, GM intends to conduct quarterly tender offers whereby, holders of Cruise Holdings common stock issued to settle vested awards can tender their shares generally at the fair value of Cruise’s common stock, which triggered the immediate recognition of incremental compensation expense associated with the stock options. The planned tenders results in certain awards to be classified as liabilities and other awards to be presented in temporary equity. These awards were granted under the 2018 Employee Incentive Plan approved by Cruise Holdings' Board of Directors in August 2018. Shares awarded under the plan are subject to forfeiture if the participant leaves the company for reasons other than those permitted under the plan. Stock options vest ratably over four to 10 years, as defined in the terms of each award. Stock options expire 10 years from the grant date.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)



	Cruise Restricted Stock Units				Cruise Stock Options
	Shares (in millions)	Weighted-Average Grant Date Fair Value		Weighted-Average Remaining Contractual Term in Years	Shares (in millions)	Weighted-Average Grant Date Fair Value		Weighted-Average Remaining Contractual Term in Years

Units outstanding at January 1, 2022	66.2	$	18.82	8.1	23.8	$	7.07	2.0
Granted	28.7	$	27.49		2.9	$	15.77
Settled or exercised	—	$	—		—	$	—
Forfeited or expired	(2.9)	$	23.67		—	$	—
Units outstanding at March 31, 2022(a)	92.0	$	29.00	1.1	26.7	$	18.88	2.0

__________

(a) Weighted average fair values include the impact of the remeasurement triggered by the modification. Post modification, certain awards are liability-awards resulting in ongoing remeasurement based on changes to the awards fair value.

Our weighted-average assumptions used to value Cruise stock options are a dividend yield of 0.00% and 0.00%, expected volatility of 57.3% and 55.0%, a risk-free interest rate of 2.47% and 0.78% and an expected option life of 6.57 and 6.25 years for options issued during the three months ended March 31, 2022 and 2021. The expected volatility is based on the historical volatility of comparable public company data as Cruise Holdings is not publicly traded and therefore, does not have any trading history of its common stock.

Total compensation expense related to Cruise Holdings' share-based awards was $1.2 billion for the three months ended March 31, 2022, which primarily represents the impact of the modification to outstanding awards, and an insignificant amount for the three months ended March 31, 2021. No cash was paid to settle share-based awards for the three months ended March 31, 2022. Total unrecognized compensation expense for Cruise Holdings’ nonvested equity awards granted was $1.9 billion at March 31, 2022. Total units outstanding were 119 million at March 31, 2022, including 31 million of vested RSUs that will be settled during the three months ended June 30, 2022. The expense related to RSUs and stock options is expected to be recorded over a weighted-average period of two years.

Note ~~18.~~19. Segment Reporting

We analyze the results of our business through the following reportable segments: GMNA, GMI, Cruise and GM Financial. The chief operating ~~decision maker~~decision-maker evaluates the operating results and performance of our automotive segments and Cruise through earnings before interest and income taxes (EBIT)-adjusted, which is presented net of noncontrolling interests. The chief operating ~~decision maker~~decision-maker evaluates GM Financial through earnings before income taxes (EBT)-adjusted because interest income and interest expense are part of operating results when assessing and measuring the operational and financial

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)~~

performance of the segment. Each segment has a manager responsible for executing our strategic initiatives. While not all vehicles within a segment are individually profitable on a fully allocated cost basis, those vehicles attract customers to dealer showrooms and help maintain sales volumes for other, more profitable vehicles and contribute towards meeting required fuel efficiency standards. As a result of these and other factors, we do not manage our business on an individual brand or vehicle basis.

Substantially all of the trucks, crossovers, cars and automobile parts produced are marketed through retail dealers in North America and through distributors and dealers outside of North America, the substantial majority of which are independently 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 rental car companies, commercial fleet customers, leasing companies and governments. Fleet sales are completed through the dealer network and in some cases directly with fleet customers. Retail and fleet customers can obtain a wide range of after-sale vehicle services and products through the dealer network, such as maintenance, light repairs, collision repairs, vehicle accessories and extended service warranties.

GMNA meets the demands of customers in North America ~~with vehicles developed, manufactured and/or marketed under the Buick, Cadillac, Chevrolet~~ and ~~GMC brands.~~ GMI primarily meets the demands of customers outside North America with vehicles developed, manufactured and/or marketed under the Buick, Cadillac, Chevrolet and GMC brands. We also have equity ownership stakes in entities that meet the demands of customers in other countries, primarily China, with vehicles developed, manufactured and/or marketed under the Baojun, Buick, Cadillac, Chevrolet and Wuling brands. Cruise is our global segment responsible for the development and commercialization of ~~autonomous vehicle~~AV technology, and includes ~~autonomous vehicle-related~~AV-related engineering and other costs.

~~Our~~ We provide automotive interest income and interest expense, legacy costs from the Opel/Vauxhall Business (primarily pension costs), corporate expenditures and certain nonsegment-specific revenues and expenses are recorded centrally in Corporate. Corporate assets primarily consist of cash and cash equivalents, marketable debt securities, Stellantis warrants and intercompany balances. Retained net underfunded pension liabilities related to the European Business are also recorded in Corporate. All intersegment balances and transactions have been eliminated in consolidation.financing services through our GM Financial segment.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —— (Continued)

Our automotive interest income and interest expense, legacy costs from the Opel/Vauxhall Business (primarily pension costs), corporate expenditures and certain nonsegment specific revenues and expenses are recorded centrally in Corporate. Corporate assets primarily consist of cash and cash equivalents, marketable debt securities, Stellantis warrants and intersegment balances. All intersegment balances and transactions have been eliminated in consolidation.

The following tables summarize key financial information by segment:

At and For the Three Months Ended March 31, 2021
GMNA GMI Corporate Eliminations Total Automotive Cruise GM Financial Eliminations/Reclassifications Total
Net sales and revenue $ 25,957 $ 3,086 $ 19 $ 29,062 $ 30 $ 3,407 $ (25) $ 32,474
Earnings (loss) before interest and taxes-adjusted $ 3,134 $ 308 $ 30 $ 3,472 $ (229) $ 1,182 $ (8) $ 4,417
Adjustments $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 0
Automotive interest income 32
Automotive interest expense (250)
Net (loss) attributable to noncontrolling interests (8)
Income before income taxes 4,191
Income tax expense (1,177)
Net income 3,014
Net loss attributable to noncontrolling interests 8
Net income attributable to stockholders $ 3,022
Equity in net assets of nonconsolidated affiliates $ 355 $ 6,994 $ 0 $ 0 $ 7,349 $ 0 $ 1,630 $ 0 $ 8,979
Goodwill and intangibles $ 2,320 $ 796 $ 0 $ 0 $ 3,116 $ 730 $ 1,339 $ 0 $ 5,185
Total assets $ 113,926 $ 22,798 $ 36,271 $ (53,147) $ 119,848 $ 5,324 $ 114,597 $ (1,358) $ 238,411
Depreciation and amortization $ 1,198 $ 132 $ 6 $ 0 $ 1,336 $ 11 $ 1,668 $ 0 $ 3,015
Impairment charges $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
Equity income $ 4 $ 307 $ 0 $ 0 $ 311 $ 0 $ 54 $ 0 $ 365

At and For the Three Months Ended March 31, 2020
GMNA GMI Corporate Eliminations Total Automotive Cruise GM Financial Eliminations/Reclassifications Total
Net sales and revenue $ 25,831 $ 3,280 $ 38 $ 29,149 $ 25 $ 3,561 $ (26) $ 32,709
Earnings (loss) before interest and taxes-adjusted $ 2,194 $ (551) $ (411) $ 1,232 $ (228) $ 230 $ 16 $ 1,250
Adjustments(a) $ 0 $ (489) $ 0 $ (489) $ 0 $ 0 $ 0 (489)
Automotive interest income 83
Automotive interest expense (193)
Net (loss) attributable to noncontrolling interests (8)
Income before income taxes 643
Income tax expense (357)
Net income 286
Net loss attributable to noncontrolling interests 8
Net income attributable to stockholders $ 294
Equity in net assets of nonconsolidated affiliates $ 93 $ 5,991 $ 0 $ 0 $ 6,084 $ 0 $ 1,437 $ 0 $ 7,521
Goodwill and intangibles $ 2,432 $ 820 $ 1 $ 0 $ 3,253 $ 634 $ 1,338 $ 0 $ 5,225
Total assets $ 109,159 $ 23,213 $ 45,965 $ (49,766) $ 128,571 $ 4,069 $ 115,381 $ (1,397) $ 246,624
Depreciation and amortization $ 1,227 $ 166 $ 9 $ 0 $ 1,402 $ 8 $ 1,788 $ 0 $ 3,198
Impairment charges $ 20 $ 90 $ 0 $ 0 $ 110 $ 0 $ 0 $ 0 $ 110
Equity income (loss) $ 6 $ (163) $ 0 $ 0 $ (157) $ 0 $ 25 $ 0 $ (132)

~~__________~~

~~(a)Consists of restructuring and other charges in Australia, New Zealand and Thailand.~~



	At and For the Three Months Ended March 31, 2022
	GMNA		GMI		Corporate		Eliminations		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Net sales and revenue	$	29,456	$	3,313	$	53			$	32,823	$	26	$	3,156	$	(26)	$	35,979
Earnings (loss) before interest and taxes-adjusted	$	3,141	$	328	$	(387)			$	3,082	$	(325)	$	1,284	$	4	$	4,044
Adjustments(a)	$	100	$	—	$	—			$	100	$	(1,057)	$	—	$	—	(957)
Automotive interest income																	50
Automotive interest expense																	(226)
Net income (loss) attributable to noncontrolling interests																	(131)
Income (loss) before income taxes																	2,779
Income tax benefit (expense)																	28
Net income (loss)																	2,807

Net loss (income) attributable to noncontrolling interests																	131
Net income (loss) attributable to stockholders																	$	2,939
Equity in net assets of nonconsolidated affiliates	$	1,217	$	7,406	$	—	$	—	$	8,623	$	—	$	1,779	$	—	$	10,402
Goodwill and intangibles	$	2,213	$	765	$	—	$	—	$	2,978	$	733	$	1,346	$	—	$	5,058
Total assets	$	126,454	$	24,612	$	35,696	$	(55,702)	$	131,060	$	6,310	$	115,312	$	(1,190)	$	251,492
Depreciation and amortization	$	1,504	$	134	$	5	$	—	$	1,643	$	12	$	1,236	$	—	$	2,891
Impairment charges	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Equity income (loss)	$	6	$	232	$	—	$	—	$	238	$	—	$	54	$	—	$	292

__________

(a) Consists of the resolution of substantially all potential royalty matters, accrued in the prior period, with respect to past-year vehicle sales in GMNA; and charges related to the one-time modification of Cruise stock incentive awards.



	At and For the Three Months Ended March 31, 2021
	GMNA		GMI		Corporate		Eliminations		Total Automotive		Cruise		GM Financial		Eliminations/Reclassifications		Total
Net sales and revenue	$	25,957	$	3,086	$	19			$	29,062	$	30	$	3,407	$	(25)	$	32,474
Earnings (loss) before interest and taxes-adjusted	$	3,134	$	308	$	30			$	3,472	$	(229)	$	1,182	$	(8)	$	4,417
Adjustments	$	—	$	—	$	—			$	—	$	—	$	—	$	—	—
Automotive interest income																	32
Automotive interest expense																	(250)
Net income (loss) attributable to noncontrolling interests																	(8)
Income (loss) before income taxes																	4,191
Income tax benefit (expense)																	(1,177)
Net income (loss)																	3,014

Net loss (income) attributable to noncontrolling interests																	8
Net income (loss) attributable to stockholders																	$	3,022

Equity in net assets of nonconsolidated affiliates	$	355	$	6,994	$	—	$	—	$	7,349	$	—	$	1,630	$	—	$	8,979
Goodwill and intangibles	$	2,320	$	796	$	—	$	—	$	3,116	$	730	$	1,339	$	—	$	5,185
Total assets	$	113,926	$	22,798	$	36,271	$	(53,147)	$	119,848	$	5,324	$	114,597	$	(1,358)	$	238,411
Depreciation and amortization	$	1,198	$	132	$	6	$	—	$	1,336	$	11	$	1,668	$	—	$	3,015
Impairment charges	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Equity income (loss)	$	4	$	307	$	—	$	—	$	311	$	—	$	54	$	—	$	365

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Basis of Presentation This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) should be read in conjunction with the accompanying condensed consolidated financial statements and the notes thereto, and the audited consolidated financial statements and notes thereto included in our ~~2020~~2021 Form 10-K.

Forward-looking statements in this MD&A are not guarantees of future performance and may involve risks and uncertainties that could cause actual results to differ materially from those projected. Refer to the "Forward-Looking Statements" section of this MD&A and Part 1, Item 1A. Risk Factors of our ~~2020~~2021 Form 10-K for a discussion of these risks and uncertainties. Except for per share amounts or as otherwise specified, dollar amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding.

Non-GAAP Measures Our non-GAAP measures include: EBIT-adjusted, presented net of noncontrolling interests; EBT-adjusted for our GM Financial segment; EPS-diluted-adjusted; effective tax rate-adjusted (ETR-adjusted); return on invested capital-adjusted (ROIC-adjusted) and adjusted automotive free cash flow. Our 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 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; costs arising from ~~the ignition switch 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 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 part of operating results when assessing and measuring the operational and financial performance of the segment.

EPS-diluted-adjustedEPS-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 reversal of significant deferred tax asset valuation allowances.

ETR-adjusted 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 do not provide an expected effective tax rate because the U.S. GAAP measure may include significant adjustments that are difficult to predict.

ROIC-adjustedROIC-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 considered to be the average equity balances adjusted for average automotive debt and interest liabilities, exclusive of finance leases; average automotive net pension and OPEB liabilities; and average automotive net income tax assets during the same period.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Adjusted automotive free cash flowAdjusted 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. Refer to the "Liquidity and Capital Resources" section of this MD&A for additional information.

The following table reconciles Net income (loss) attributable to stockholders under U.S. GAAP to EBIT (loss)-adjusted:


		Three Months Ended																	Three Months Ended
		March 31,				December 31,				September 30,				June 30,					March 31,				December 31,				September 30,				June 30,
		2021		2020		2020		2019		2020		2019		2020		2019			2022		2021		2021		2020		2021		2020		2021		2020
Net income (loss) attributable to stockholders	Net income (loss) attributable to stockholders	$	3,022	$	294	$	2,846	$	(194)	$	4,045	$	2,351	$	(758)	$	2,418	Net income (loss) attributable to stockholders	$	2,939	$	3,022	$	1,741	$	2,846	$	2,420	$	4,045	$	2,836	$	(758)
Income tax expense (benefit)	Income tax expense (benefit)	1,177		357		642		(163)		887		271		(112)		524		Income tax expense (benefit)	(28)		1,177		471		642		152		887		971		(112)
Automotive interest expense	Automotive interest expense	250		193		275		200		327		206		303		195		Automotive interest expense	226		250		227		275		230		327		243		303
Automotive interest income	Automotive interest income	(32)		(83)		(46)		(96)		(51)		(129)		(61)		(106)		Automotive interest income	(50)		(32)		(44)		(46)		(38)		(51)		(32)		(61)
Adjustments	Adjustments																	Adjustments
GMI restructuring(a)		—		489		26		—		76		—		92		—
Cadillac dealer strategy(b)		—		—		99		—		—		—		—		—
Ignition switch recall and related legal matters(c)		—		—		(130)		—		—		—		—		—
Transformation activities(d)		—		—		—		194		—		390		—		361
GM Brazil indirect tax recoveries(e)		—		—		—		—		—		(123)		—		(380)
FAW-GM divestiture(f)		—		—		—		164		—		—		—		—
Cruise compensation modification(a)																		Cruise compensation modification(a)	1,057		—		—		—		—		—		—		—
Patent royalty matters(b)																		Patent royalty matters(b)	(100)		—		250		—		—		—		—		—
GM Brazil indirect tax matters(c)																		GM Brazil indirect tax matters(c)	—		—		194		—		—		—		—		—
Cadillac dealer strategy(d)																		Cadillac dealer strategy(d)	—		—		—		99		158		—		17		—
GMI restructuring(e)																		GMI restructuring(e)	—		—		—		26		—		76		—		92
GM Korea wage litigation(f)																		GM Korea wage litigation(f)	—		—		—		—		—		—		82		—
Ignition switch recall and related legal matters(g)																		Ignition switch recall and related legal matters(g)	—		—		—		(130)		—		—		—		—
Total adjustments	Total adjustments	—		489		(5)		358		76		267		92		(19)		Total adjustments	957		—		444		(5)		158		76		99		92
EBIT (loss)-adjusted	EBIT (loss)-adjusted	$	4,417	$	1,250	$	3,712	$	105	$	5,284	$	2,966	$	(536)	$	3,012	EBIT (loss)-adjusted	$	4,044	$	4,417	$	2,839	$	3,712	$	2,922	$	5,284	$	4,117	$	(536)

_________

(a)This adjustment was excluded because it relates to the one-time modification of Cruise stock incentive awards.

(b)These adjustments were excluded because they relate to potential royalties accrued with respect to past-year vehicle sales in the three months ended December 31, 2021, and the resolution of substantially all of these matters in the three months ended March 31, 2022.

(c)This adjustment was excluded because it relates to a potential settlement with third parties in the three months ended December 31, 2021 relating to retrospective recoveries of indirect taxes in Brazil realized in prior periods.

(d)These adjustments were excluded because they relate to strategic activities to transition certain Cadillac dealers from the network as part of Cadillac's electric vehicle (EV) strategy.

(e)These adjustments were excluded because 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. These adjustments primarily consist of ~~asset impairments, dealer restructurings, employee separation charges and sales allowances in Australia, New Zealand and Thailand in the three months ended March 31, 2020,~~ employee separation charges in the three months ended December 31, 2020, supplier claims in the three months ended September 30, 2020 and inventory provisions in the three months ended June 30, 2020.

~~(b)~~(f)This adjustment was excluded because ~~it relates~~of the unique events associated with recent Supreme Court of Korea decisions related to ~~strategic activities to transition certain Cadillac dealers from the network as part of Cadillac's electric vehicle strategy.~~our salaried workers.

~~(c)~~(g)This adjustment was excluded because of the unique events associated with the ignition switch ~~recall, which included various investigations, inquiries and complaints from constituents.~~

~~(d)~~These adjustments were excluded because of a strategic decision to accelerate our transformation for the future to strengthen our core business, capitalize on the future of personal mobility and drive significant cost efficiencies. The adjustments primarily consist of accelerated depreciation and employee separation charges in the three months ended December 31, 2019, supplier-related charges and pension curtailment and other charges in the three months ended September 30, 2019 and supplier-related charges and accelerated depreciation in the three months ended June 30, 2019.

~~(e)These adjustments were excluded because of the unique events associated with decisions rendered by the Superior Judicial Court of Brazil resulting in retrospective recoveries of indirect taxes.~~

~~(f)~~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.recall.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

The following table reconciles diluted earnings (loss) per common share under U.S. GAAP to EPS-diluted-adjusted:

Three Months Ended
March 31, 2021 March 31, 2020
Amount Per Share Amount Per Share
Diluted earnings per common share $ 2,976 $ 2.03 $ 247 $ 0.17
Adjustments(a) — — 489 0.34
Tax effect on adjustment(b) — — (73) (0.05)
Tax adjustment(c) 316 0.22 236 0.16
EPS-diluted-adjusted $ 3,292 $ 2.25 $ 899 $ 0.62


	Three Months Ended
		March 31, 2022	March 31, 2021
			Amount		Per Share		Amount		Per Share
Diluted earnings (loss) per common share			$	1,987��	$	1.35	$	2,976	$	2.03
Adjustments(a)			957		0.65		—		—
Tax effect on adjustments(b)			(296)		(0.20)		—		—
Tax adjustments(c)			(482)		(0.33)		316		0.22
Deemed dividend adjustment(d)			909		0.62		—		—
EPS-diluted-adjusted			$	3,075	$	2.09	$	3,292	$	2.25

~~________~~__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders under U.S. GAAP to EBIT (loss)-adjusted within this section of MD&A for the details of each individual adjustment.

(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)These adjustments consist of tax benefit related to the release of a valuation allowance against deferred tax assets that are considered realizable as a result of Cruise tax reconsolidation in the three months ended March 31, 2022, and tax expense related to the establishment of a valuation allowance against deferred tax assets that ~~are~~were considered no longer realizable for Cruise in the three months ended March 31, ~~2021 and for GM in Australia and New Zealand for the three months ended March 31, 2020.~~2021. These adjustments were excluded because significant impacts of valuation allowances are not considered part of our core operations.

(d)This adjustment consists of a deemed dividend related to the redemption of Cruise preferred shares from SoftBank in the three months ended March 31, 2022.

The following table reconciles our effective tax rate under U.S. GAAP to ETR-adjusted:


		Three Months Ended												Three Months Ended
		March 31, 2021						March 31, 2020								March 31, 2022	March 31, 2021
		Income before income taxes		Income tax expense		Effective tax rate		Income before income taxes		Income tax expense		Effective tax rate						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	Effective tax rate	$	4,191	$	1,177	28.1	%	$	643	$	357	55.5	%		Effective tax rate			$	2,779	$	(28)	(1.0)	%	$	4,191	$	1,177	28.1	%
Adjustments(a)	Adjustments(a)	—		—				489		73					Adjustments(a)			1,053		296				—		—
Tax adjustment(b)	Tax adjustment(b)			(316)						(236)					Tax adjustment(b)					482						(316)
ETR-adjusted	ETR-adjusted	$	4,191	$	861	20.5	%	$	1,132	$	194	17.1	%		ETR-adjusted			$	3,832	$	750	19.6	%	$	4,191	$	861	20.5	%

~~________~~__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders under U.S. GAAP to EBIT (loss)-~~adjusted~~-adjusted within this section of MD&A 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.

(b)Refer to the reconciliation of diluted earnings per common share under U.S. GAAP to EPS-diluted-adjusted within this section of MD&A for adjustment details.

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							Four Quarters Ended
		March 31, 2021			March 31, 2020				March 31, 2022			March 31, 2021
Net income (loss) attributable to stockholders	Net income (loss) attributable to stockholders	$	9.2		$	4.9		Net income (loss) attributable to stockholders	$	9.9		$	9.2
Average equity(a)	Average equity(a)	$	45.7		$	43.6		Average equity(a)	$	59.6		$	45.7
ROE	ROE	20.0		%	11.2		%	ROE	16.7		%	20.0		%

__________

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

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

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


		Four Quarters Ended							Four Quarters Ended
		March 31, 2021			March 31, 2020				March 31, 2022			March 31, 2021
EBIT (loss)-adjusted(a)	EBIT (loss)-adjusted(a)	$	12.9		$	7.3		EBIT (loss)-adjusted(a)	$	13.9		$	12.9
Average equity(b)	Average equity(b)	$	45.7		$	43.6		Average equity(b)	$	59.6		$	45.7
Add: Average automotive debt and interest liabilities (excluding finance leases)	Add: Average automotive debt and interest liabilities (excluding finance leases)	24.7			18.8			Add: Average automotive debt and interest liabilities (excluding finance leases)	16.9			24.7
Add: Average automotive net pension & OPEB liability	Add: Average automotive net pension & OPEB liability	17.8			16.9			Add: Average automotive net pension & OPEB liability	14.0			17.8
Less: Average automotive and other net income tax asset	Less: Average automotive and other net income tax asset	(23.8)			(23.7)			Less: Average automotive and other net income tax asset	(21.8)			(23.8)
ROIC-adjusted average net assets	ROIC-adjusted average net assets	$	64.4		$	55.6		ROIC-adjusted average net assets	$	68.8		$	64.4
ROIC-adjusted	ROIC-adjusted	20.0		%	13.2		%	ROIC-adjusted	20.2		%	20.0		%

__________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders under U.S. GAAP to EBIT (loss)-adjusted within this section of MD&A.

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

Overview Our vision for the future is a world with zero crashes, ~~zero emissions~~zero-emissions and zero congestion, which guides our growth-focused ~~investment~~strategy to invest in ~~electrification, self-driving vehicles~~EVs and AVs, software-enabled services and subscriptions and new ~~products~~business opportunities, while strengthening our market position in profitable internal combustion engine vehicles, such as trucks and ~~services. The~~SUVs. We have committed to an all-electric future ~~we are building integrates~~with a core focus on zero-emission battery EVs as part of our ~~technology, scale and manufacturing expertise~~long-term strategy. We plan to drive growth, profitability and deliver world-class customer interactions. Our strategy includes product leadership in electric vehicles and autonomous vehicles, continued leadership in trucks and SUVs, and developing and monetizing new software and services. We will execute our strategy with a diverse team and a steadfast commitment to good citizenship through sustainable operations and a leading health and safety culture.

The automotive industry and GM are currently experiencing supply chain challenges, including the continuing global semiconductor supply shortage, which continues to impact multiple suppliers. We will continue prioritizing our most popular and in-demand vehicles, including our full-size trucks, full-size SUVs and EVs. We do not expect these challenges to impact our long-term growth and EV initiatives. In June 2021, we announced plans to increase our investment in EVs and AVs from $27.0 billion to more than $35.0 billion, through 2025, to accelerate battery and EV assembly capacity.

We continue to monitor the impact of the COVID-19 pandemic, and government actions and measures taken to prevent its spread, ~~continue~~and the potential to affect our operations. Government-imposed restrictions on businesses, operations and travel and the related economic uncertainty have impacted demand for our vehicles in most of our global markets. The extent of COVID-19’s impact on our future operations, liquidity and the demand for our products will depend upon, among other things, the duration and severity of the outbreak or subsequent outbreaks, related government responses, such as required physical distancing or restrictions on business operations and travel, the pace of recovery of economic activity and the impact to consumers, the effectiveness of available vaccines and any potential supply disruptions, all of which are uncertain and difficult to predict in light of the rapidly evolving landscape. Refer to Part I, Item 1A. Risk Factors of our ~~2020 Form 10-K for a full discussion of the risks associated with the COVID-19 pandemic.~~

The automotive industry and GM are currently experiencing a global semiconductor supply shortage. The supply shortage has impacted multiple suppliers that incorporate semiconductors into the parts they supply to us. We expect the semiconductor supply shortage will have a temporary impact on our business. We do not expect this shortage to impact our growth and electric vehicle initiatives. We will continue prioritizing our most popular and in-demand vehicles, including our highly profitable full-size trucks and full-size SUVs, and electric vehicles. Refer to Part I, Item 1A. Risk Factors of our 20202021 Form 10-K for further discussion of these risks.

We also face continuing market, operating and regulatory challenges in several countries across the globe due to, among other factors, weak economic conditions, competitive pressures, our product portfolio offerings, heightened emissions standards, labor disruptions, foreign exchange volatility, rising material and services prices driven by inflationary pressures, evolving trade policy and political uncertainty. Refer to Part I, Item 1A. Risk Factors of our 2021 Form 10-K for a discussion of these challenges.

As we continue to assess our performance and the needs of our evolving business, additional restructuring and rationalization actions could be required. These actions could give rise to future asset impairments or other charges, which may have a material impact on our operating results.

For the year ending December 31, 2021, we expect EPS-diluted of between $4.28 and $5.03, EPS-diluted-adjusted of between $4.50 and $5.25, Net income attributable to stockholders of between $6.8 billion and $7.6 billion and EBIT-adjusted at the high end of a $10.0 billion and $11.0 billion range. For the six months ending June 30, 2021,2022, we expect Net income attributable to stockholders of ~~approximately $3.5~~between $9.6 billion and $11.2 billion, EBIT-adjusted of ~~approximately $5.5 billion. We expect the six months ending December 31, 2021 to be slightly better than the six months ending June 30, 2021. Both the six months ending June 30, 2021~~between $13.0 billion and ~~year ending December 31, 2021 guidance are inclusive~~$15.0 billion, EPS-diluted of ~~the impact~~between $5.76 and $6.76 and EPS-diluted-adjusted of the semiconductor supply shortage. We estimate the temporary semiconductor supply shortage to have a net EBIT-adjusted impact of approximately $1.5 billion to $2.0 billion in the year ending December 31, 2021.between $6.50 and $7.50. We do not consider the potential impact of future adjustments on our expected financial results.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

The following table reconciles expected Net income attributable to stockholders under U.S. GAAP to expected EBIT-adjusted (dollars in billions):

~~Six Months Ending June 30, 2021~~

Year Ending December 31, ~~2021~~2022

Net income attributable to stockholders

~~$ ~3.5~~

$ ~~6.8-7.6~~9.6-11.2

Income tax expense

~~~1.5~~1.6-2.0

Automotive interest expense, net

~~2.2-2.4~~0.8

~~Automotive interest expense, net~~Adjustments(a)

~~~0.5~~

1.0

~~EBIT-adjusted(a)~~EBIT-adjusted(b)

~~$ ~5.5~~

$ ~~10.0-11.0~~13.0-15.0

________

(a)Refer to the reconciliation of Net income (loss) attributable to stockholders under U.S. GAAP to EBIT (loss)-adjusted within the MD&A for the details of each individual adjustment.

(b)We do not consider the potential future impact of adjustments on our expected financial results.

The following table reconciles expected EPS-diluted under U.S. GAAP to expected ~~EPS-diluted-adjusted:~~EPS-diluted-adjusted:


		Year Ending December 31, ~~2021~~2022
Diluted earnings per common share		$ ~~4.28-5.03~~5.76-6.76
Adjustments(a)		0.74

~~Adjustment - Cruise deferred income tax valuation allowance~~	~~0.22~~
~~EPS-diluted-adjusted(a)~~EPS-diluted-adjusted(b)		$ ~~4.50-5.25~~6.50-7.50

________

(a)Refer to the reconciliation of diluted earnings (loss) per common share under U.S. GAAP to EPS-diluted-adjusted within the MD&A for the details of each individual adjustment.

(b)We do not consider the potential future impact of adjustments on our expected financial results.

We also face continuing market, operating and regulatory challenges in several countries across the globe due to, among 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. Refer to Part I, Item 1A. Risk Factors of our 2020 Form 10-K for a discussion of these challenges.

A~~s we continue to assess our performance and the needs of our evolving business, additional restructuring and rationalization actions could be required. These actions could give rise to future asset impairments or other charges, which may have a material impact on our operating results.~~

GMNA Industry sales in North America were ~~4.7~~4.1 million units in the three months ended March 31, ~~2021,~~2022, representing ~~an increase~~a decrease of ~~9.5%~~14.3% compared to the corresponding period in ~~2020.~~2021. U.S. industry sales were ~~4.0~~3.4 million units in the three months ended March 31, ~~2021,~~2022, representing ~~an increase~~a decrease of ~~10.9%~~15.7% compared to the corresponding period in ~~2020.~~2021.

Our total vehicle sales in the U.S., our largest market in North America, were ~~0.6~~0.5 million units for market share of ~~16.2%~~15.2% in the three months ended March 31, ~~2021,~~2022, representing a decrease of ~~1.1~~0.8 percentage points compared to the corresponding period in ~~2020. We continue to lead the U.S. industry in market share.~~2021.

We expect to sustain relatively strong EBIT-adjusted margins in ~~2021~~2022 on the continued strength of favorable vehicle pricing and strong U.S. industry light vehicle ~~sales,~~demand, partially offset by higher costs associated with commodities, raw materials and ~~raw materials.~~logistics. Our outlook is dependent on the pricing environment, continuing improvement of supply chain challenges and overall economic ~~impact of the COVID-19 pandemic and the global shortage of semiconductors, both of which continue to evolve.~~conditions. As a result of ~~the shortage of semiconductors,~~supply chain challenges, we ~~hav~~e experienced interruptions to our planned production schedules and ~~temporarily suspended certain manufacturing sites~~continue to prioritize production of our most popular and in-demand products, including our ~~highly profitable~~ full-size trucks, full-size SUVs and ~~full-size SUVs.~~EVs. Additionally, we have been manufacturing vehicles without the impacted components ~~representing an inventory carrying value of approximately $1.2 billion at March 31, 2021. We will~~and expect to hold these vehicles in our inventory until they are completed and sold to our dealers.

GMI Industry sales in China were ~~6.7~~5.8 million units in the three months ended March 31, ~~2021,~~2022, representing ~~an increase~~a decrease of ~~68.8%~~13.4% compared to the corresponding period in ~~2020, which was adversely impacted by the COVID-19 pandemic.~~2021. Our total vehicle sales in China were ~~0.8~~0.6 million units for market share of ~~11.7%~~10.6% in the three months ended March 31, ~~2021, which was relatively flat~~2022, representing a decrease of 1.1 percentage points compared to the corresponding period in ~~2020.~~2021, reflecting the impact of the semiconductor shortage and COVID-19 restrictions on global original equipment manufacturers. The ongoing global semiconductor supply shortage, macro-economic impact ofand local restrictions due to COVID-19 and geopolitical tensions ~~may~~continue to place pressure on China's automotive ~~industry.~~industry and our vehicle sales in China. Our Automotive China JVs generated equity income of ~~$0.3~~$0.2 billion in the three months ended March 31, ~~2021.~~2022. Although price competition, higher costs associated with commodities and raw materials and a more challenging regulatory environment related to emissions, fuel consumption and new energy vehicles will place pressure on our operations in China, we will continue to build onupon our strong brands, network, and partnerships in China as well as drive improvements in vehicle mix and cost.

Outside of China, industry sales were ~~5.9~~5.8 million units in the three months ended March 31, ~~2021,~~2022, representing ~~an increase~~a decrease of ~~1.9%~~6.9% compared to the corresponding period in ~~2020.~~2021. Our total vehicle sales outside of China were 0.2 million units for a market share of 3.7% in the three months ended March 31, 2022, representing an increase of 0.2 percentage points compared to the corresponding period in 2021.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

~~share~~

We historically operated a small import business in Russia and sold GM-badged vehicles into Russia through GM’s alliance partner in Uzbekistan. GM’s current direct and indirect profitability in Russia is insignificant. With Russia’s recent invasion of ~~3.7%~~Ukraine, western sanctions on Russia have and may continue to progressively increase. In addition, reputational, legal and other concerns may impact our ability to operate in Russia. As of the end of February, we suspended our exports into Russia and instructed our Russian sales company to cease selling vehicles within Russia. In April, we took additional actions to extend the suspension of our Russian business, including the cessation of commercial operations. We continue to monitor the evolving situation. Because of the deteriorating business environment in Russia and ongoing sanctions, our ability to operate in Russia in the ~~three months ended March 31, 2021, representing~~future is uncertain. In the event we were to lose control of our Russian sales company or are otherwise unable to operate again in Russia, we would expect to record a ~~decrease~~non-cash charge of ~~1.1 percentage points compared~~approximately $0.6 billion to write off our investment and release accumulated translation losses. These charges would be considered special for EBIT-adjusted and EPS-diluted-adjusted purposes. We also expect to incur insignificant cash charges for employee severance and other local obligations. In addition, we are monitoring the ~~corresponding period in 2020.~~situation and its macroeconomic impacts on our financial position and results of operations.

Cruise ~~We are actively testing our autonomous vehicles in the U.S.~~ Gated by safety and regulation, ~~we continue~~Cruise continues to make significant progress towards commercialization of a network of on-demand ~~autonomous vehicles~~AVs in the ~~U.S.~~

United States and globally. In ~~the three months ended March 31,~~ 2021, Cruise ~~Holdings issued Cruise Class G Preferred Shares in exchange for $2.5 billion~~received a driverless test permit from ~~Microsoft and other investors, including $1.0 billion from General Motors Holdings LLC. All proceeds related~~the California Public Utilities Commission (CPUC) to provide unpaid rides to the public in driverless vehicles and received approval of its Autonomous Vehicle Deployment Permit from the California Department of Motor Vehicles to commercially deploy driverless AVs. Cruise ~~Class G Preferred Shares are designated exclusively~~will need one additional permit from the CPUC to charge the public for ~~working capital and general corporate purposes of Cruise Holdings. In addition, Cruise Holdi~~ngs, General Motors Holdings LLC and Microsoft entered into a long-term strategic relationship to accelerate the commercialization of self-driving vehicles with Microsoft being the preferred public cloud provider.driverless rides in California. Refer to ~~Note 16~~ ~~to our condensed consolidated financial statements~~the "Liquidity and Capital Resources" section of this MD&A for ~~further details.~~information about GM's additional investment in Cruise.

Vehicle Sales The principal factors that determine consumer vehicle preferences in the markets in which we operate include overall vehicle design, price, quality, available options, safety, reliability, fuel economy and functionality. Market leadership in individual countries in which we compete varies widely.

We present both wholesale and total vehicle sales data to assist in the analysis of our revenue and our 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 our 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, ~~2021, 29.5%~~2022, 28.4% of our wholesale vehicle sales volume was generated outside the U.S. The following table summarizes wholesale vehicle sales by automotive segment (vehicles in thousands):


		Three Months Ended							Three Months Ended
		March 31, 2021			March 31, 2020					March 31, 2022	March 31, 2021
GMNA	GMNA	664	80.9	%	775	80.3	%	GMNA				694	83.5	%	664	80.9	%
GMI	GMI	157	19.1	%	191	19.7	%	GMI				137	16.5	%	157	19.1	%
Total	Total	821	100.0	%	966	100.0	%	Total				831	100.0	%	821	100.0	%

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) vehicles used by dealers in their ~~businesses, including~~business. Total vehicle sales data for periods presented prior to 2022 reflect courtesy transportation ~~vehicles.~~vehicles used by U.S. dealers in their business; beginning in 2022, we stopped including such dealership courtesy transportation vehicles in total vehicle sales until such time as those vehicles were sold to the end customer. Total vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on our percentage ownership interest in the joint venture. Certain joint venture agreements in China allow for the contractual right to report vehicle sales of non-GM trademarked vehicles by those joint ventures, which are included in the total vehicle sales we report for China. While total vehicle sales data does not correlate directly to the revenue we recognize during a particular period, we believe it is indicative of the underlying demand for our vehicles. Total 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.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

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


		Three Months Ended								Three Months Ended
		March 31, 2021				March 31, 2020					March 31, 2022		March 31, 2021
		Industry	GM	Market Share		Industry	GM	Market Share						Industry	GM	Market Share		Industry	GM	Market Share
North America	North America											North America
United States	United States	3,968	642	16.2	%	3,579	618	17.3	%			United States		3,383	513	15.2	%	4,014	642	16.0	%
Other	Other	724	104	14.4	%	706	101	14.3	%			Other		687	88	12.8	%	735	104	14.2	%
Total North America	Total North America	4,692	746	15.9	%	4,285	719	16.8	%			Total North America		4,070	601	14.8	%	4,749	746	15.7	%
Asia/Pacific, Middle East and Africa	Asia/Pacific, Middle East and Africa											Asia/Pacific, Middle East and Africa
China(a)	China(a)	6,661	780	11.7	%	3,946	462	11.7	%			China(a)		5,796	613	10.6	%	6,696	780	11.7	%
Other	Other	5,006	100	2.0	%	4,909	143	2.9	%			Other		5,016	122	2.4	%	5,357	100	1.9	%
Total Asia/Pacific, Middle East and Africa	Total Asia/Pacific, Middle East and Africa	11,667	880	7.5	%	8,855	605	6.8	%			Total Asia/Pacific, Middle East and Africa		10,811	735	6.8	%	12,053	880	7.3	%
South America	South America											South America
Brazil	Brazil	528	75	14.2	%	558	95	17.0	%			Brazil		405	50	12.4	%	528	75	14.2	%
Other	Other	355	43	12.1	%	311	37	12.1	%			Other		388	40	10.3	%	357	43	12.0	%
Total South America	Total South America	883	118	13.3	%	869	132	15.2	%			Total South America		793	90	11.4	%	885	118	13.3	%
Total in GM markets	Total in GM markets	17,242	1,744	10.1	%	14,009	1,456	10.4	%			Total in GM markets		15,675	1,426	9.1	%	17,688	1,744	9.9	%
Total Europe	Total Europe	3,887	—	—	%	3,712	—	—	%			Total Europe		3,742	—	—	%	3,939	—	—	%
Total Worldwide~~(b)~~(c)	Total Worldwide~~(b)~~(c)	21,129	1,744	8.3	%	17,721	1,456	8.2	%			Total Worldwide~~(b)~~(c)		19,416	1,427	7.3	%	21,627	1,744	8.1	%
United States	United States											United States
Cars	Cars	846	61	7.2	%	891	72	8.1	%			Cars		670	47	7.0	%	857	61	7.1	%
Trucks	Trucks	1,048	307	29.3	%	946	292	30.8	%			Trucks		883	287	32.5	%	1,059	307	29.0	%
Crossovers	Crossovers	2,074	274	13.2	%	1,742	254	14.6	%			Crossovers		1,830	179	9.8	%	2,098	274	13.1	%
Total United States	Total United States	3,968	642	16.2	%	3,579	618	17.3	%			Total United States		3,383	513	15.2	%	4,014	642	16.0	%
China(a)	China(a)											China(a)
SGMS	SGMS		347				207					SGMS			263				347
SGMW	SGMW		433				255					SGMW			350				433
Total China	Total China	6,661	780	11.7	%	3,946	462	11.7	%			Total China		5,796	613	10.6	%	6,696	780	11.7	%

__________

(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, Sudan and Syria are subject to broad economic sanctions. Accordingly, these countries are excluded from industry sales data and corresponding calculation of market share.

(c)

~~In the three months ended~~As of March ~~31, 2021, we estimate we were the market share leader~~2022, GM is no longer importing vehicles or parts to Russia, Belarus and other sanctioned provinces in ~~North America.~~Ukraine.

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				Three Months Ended
		March 31, 2021		March 31, 2020				March 31, 2022		March 31, 2021
GMNA	GMNA	133		199			GMNA	142		133
GMI	GMI	60		79			GMI	67		60
Total fleet sales	Total fleet sales	193		278			Total fleet sales	209		193

Fleet sales as a percentage of total vehicle sales	Fleet sales as a percentage of total vehicle sales	11.1	%	19.1	%		Fleet sales as a percentage of total vehicle sales	14.7	%	11.1	%

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

GM Financial We believe that offering a comprehensive suite of financing products will generate incremental sales of our vehicles, drive incremental GM Financial earnings and help support our sales throughout various economic cycles. GM Financial's leasing program is exposed to residual values, which are heavily dependent on used vehicle prices. Used vehicle prices ~~increased approximately 11%~~were sustained at high levels for the three months ended March 31, ~~2021, compared to the same period in 2020,~~2022, primarily due to ~~continued~~ low new vehicle inventory compounded by the global semiconductor supply shortage impacting automotive production, and strong demand for new and used vehicles driven by economic recovery and government stimulus. In 2021, GM Financial expectsinventory. The high levels of used vehicle prices to increase by an amount in the low to mid single digits on a percentage basis, as compared to 2020 levels, primarily due to sustained low new vehicle inventory and continued strong demand. The increase in used vehicle pricesalso resulted in gains on terminations of leased vehicles of $0.4 billion included in GM Financial interest, operating and other expenses for the three months ended March 31, 2022 and 2021. For the remainder of 2022, GM Financial expects used vehicle prices to decrease relative to 2021 ~~compared~~levels, but to ~~gains of $0.1 billion in the corresponding period in 2020.~~remain above pre-pandemic levels, primarily due to sustained low new vehicle inventory. The following table summarizes the estimated residual value based on GM Financial's most recent estimates and the number of units included in GM Financial Equipment on operating leases, net by vehicle type (units in ~~thousands)~~thousands):

March 31, 2021 December 31, 2020
Residual Value Units Percentage Residual Value Units Percentage
Crossovers $ 16,632 965 65.9 % $ 16,334 964 65.5 %
Trucks 7,838 279 19.1 % 7,455 275 18.7 %
SUVs 3,459 91 6.2 % 3,435 92 6.3 %
Cars 1,865 129 8.8 % 1,949 140 9.5 %
Total $ 29,794 1,464 100.0 % $ 29,173 1,471 100.0 %


	March 31, 2022					December 31, 2021
	Residual Value		Units	Percentage		Residual Value		Units	Percentage
Crossovers	$	16,134	850	67.2	%	$	16,696	897	67.3	%
Trucks	7,741		256	20.3	%	7,886		264	19.8	%
SUVs	2,952		75	5.9	%	3,104		80	5.9	%
Cars	1,278		83	6.5	%	1,430		93	7.0	%
Total	$	28,105	1,264	100.0	%	$	29,116	1,334	100.0	%

GM Financial's penetration of our retail sales in the U.S.U.S. was ~~44%~~46% in the three months ended March 31, ~~2021~~2022 and ~~45%~~ 44% in the corresponding period i~~n 2020.~~in 2021. Penetration levels vary depending on incentive financing programs available and competing third-party financing products in the market. GM Financial's prime loan originations as a percentage of total loan originations in North America increased to 79% in the three months ended March 31, 2022 from 72% in the three months ended March 31, ~~2021 from 65% in the three months ended March 31, 2020.~~2021. In the three months ended March 31, ~~2021,~~2022, GM Financial's revenue consisted of leased vehicle income of ~~68%~~65%, retail finance charge income of ~~28%~~30% and commercial finance charge income of 2%.

Consolidated Results We review changes in our results of operations under five categories: volume, mix, price, cost and other. Volume measures the impact of changes in wholesale vehicle volumes driven by industry volume, market share and changes in dealer stock levels. Mix measures the impact of changes to the regional portfolio due to product, model, trim, country and option penetration in current year wholesale vehicle volumes. Price measures the impact of changes related to Manufacturer’s Suggested Retail Price and various sales allowances. Cost primarily includes: (1) material and freight; (2) manufacturing, engineering, advertising, administrative and selling and warranty expense; and (3) non-vehicle related activity. Other primarily includes foreign exchange and non-vehicle related automotive revenues as well as equity income or loss from our nonconsolidated affiliates. Refer to the regional sections of this MD&A for additional information.

Total Net Sales and Revenue

Three Months Ended Favorable/ (Unfavorable) % Variance Due To
March 31, 2021 March 31, 2020 Volume Mix Price Other
(Dollars in billions)
GMNA $ 25,957 $ 25,831 $ 126 0.5 % $ (3.3) $ 1.6 $ 1.7 $ 0.1
GMI 3,086 3,280 (194) (5.9) % $ (0.5) $ 0.2 $ 0.3 $ (0.2)
Corporate 19 38 (19) (50.0) % $ —
Automotive 29,062 29,149 (87) (0.3) % $ (3.8) $ 1.8 $ 2.0 $ (0.1)
Cruise 30 25 5 20.0 % $ —
GM Financial 3,407 3,561 (154) (4.3) % $ (0.2)
Eliminations/reclassifications (25) (26) 1 3.8 % $ — $ —
Total net sales and revenue $ 32,474 $ 32,709 $ (235) (0.7) % $ (3.8) $ 1.8 $ 2.0 $ (0.3)



	Three Months Ended				Favorable/ (Unfavorable)		%		Variance Due To
	March 31, 2022		March 31, 2021						Volume		Mix		Price		Other
									(Dollars in billions)
GMNA	$	29,456	$	25,957	$	3,499	13.5	%	$	1.0	$	0.4	$	1.8	$	0.3
GMI	3,313		3,086		227		7.4	%	$	(0.3)	$	0.3	$	0.2	$	—
Corporate	53		19		34		n.m.				$	—			$	—
Automotive	32,823		29,062		3,761		12.9	%	$	0.7	$	0.7	$	2.1	$	0.3
Cruise	26		30		(4)		(13.3)	%							$	—
GM Financial	3,156		3,407		(251)		(7.4)	%							$	(0.3)
Eliminations/reclassifications	(26)		(25)		(1)		4.0	%			$	—			$	—
Total net sales and revenue	$	35,979	$	32,474	$	3,505	10.8	%	$	0.7	$	0.7	$	2.1	$	—

__________

n.m. = not meaningful

Refer to the regional sections of this MD&A for additional information on volume, mix and price.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Automotive and Other Cost of Sales

Three Months Ended Favorable/ (Unfavorable) % Variance Due To
March 31, 2021 March 31, 2020 Volume Mix Cost Other

(Dollars in billions)
GMNA $ 21,962 $ 22,553 $ 591 2.6 % $ 2.5 $ (0.6) $ (1.3) $ —
GMI 2,897 3,883 986 25.4 % $ 0.4 $ — $ 0.3 $ 0.2
Corporate 29 107 78 72.9 % $ — $ 0.1
Cruise 227 183 (44) (24.0) % $ —
Eliminations — — — — % $ — $ —
Total automotive and other cost of sales $ 25,115 $ 26,726 $ 1,611 6.0 % $ 2.9 $ (0.6) $ (1.0) $ 0.3


	Three Months Ended				Favorable/ (Unfavorable)		%		Variance Due To
	March 31, 2022		March 31, 2021						Volume		Mix		Cost		Other
									(Dollars in billions)
GMNA	$	25,096	$	21,962	$	(3,134)	(14.3)	%	$	(0.7)	$	(0.5)	$	(2.0)	$	—
GMI	3,015		2,897		(118)		(4.1)	%	$	0.3	$	(0.2)	$	(0.1)	$	—
Corporate	112		29		(83)		n.m.				$	—	$	(0.1)	$	—
Cruise	1,132		227		(905)		n.m.						$	(0.9)
Eliminations	—		—		—		—	%			$	—	$	—
Total automotive and other cost of sales	$	29,353	$	25,115	$	(4,238)	(16.9)	%	$	(0.5)	$	(0.7)	$	(3.1)	$	—

__________

n.m. = not meaningful

In the three months ended March 31, ~~2021~~,2022, increased Cost was primarily due to: (1) increased material and freight costs of ~~$1.0~~$1.1 billion; (2) increased costs of $0.8 billion related to modification of Cruise stock incentive awards; (3) increased manufacturing costs of $0.5 billion; (4) increased costs of $0.3 billion primarily related to parts and ~~(2)~~accessories sales; and (5) increased engineering costs of $0.2 billion primarily related to accelerating our ~~electric vehicle portfolio; partially offset by (3) charges of $0.4 billion in asset impairments and dealer restructuring charges in Australia, New Zealand, and Thailand in 2020. In the~~ ~~three months ended March 31, 2021, favorable Other was primarily due to the foreign currency effect resulting from the weakening of the Brazilian Real against the U.S. Dollar.~~EV portfolio.

Refer to the regional sections of this MD&A for additional information on volume and mix.

Automotive and ~~other selling, general~~Other Selling, General and ~~administrative expense~~Administrative Expense

Three Months Ended Favorable/ (Unfavorable)
March 31, 2021 March 31, 2020 %
Automotive and other selling, general and administrative expense $ 1,803 $ 1,970 $ 167 8.5 %


	Three Months Ended					Favorable/ (Unfavorable)
		March 31, 2022			March 31, 2021					%
Automotive and other selling, general and administrative expense			$	2,504		$	1,803	$	(701)		(38.9)	%

In the three months ended March 31, ~~2021~~,2022, Automotive and other selling, general and administrative expense ~~decreased~~increased primarily due to increased costs of $0.3 billion related to modification of Cruise stock incentive awards and several insignificant items.

Interest Income and Other Non-operating Income, net

Three Months Ended Favorable/ (Unfavorable)
March 31, 2021 March 31, 2020 %
Interest income and other non-operating income, net $ 799 $ 311 $ 488 n.m.

~~________~~

~~n.m. = not meaningful~~


	Three Months Ended					Favorable/ (Unfavorable)
		March 31, 2022			March 31, 2021					%
Interest income and other non-operating income, net			$	517		$	799	$	(282)		(35.3)	%

Interest income and other non-operating income, net ~~increased~~decreased primarily due to $0.2 billion in losses in the three months ended March 31, 2022 compared to $0.2 billion in gains in the three months ended March 31, 2021 ~~compared to $0.4 billion in losses in the three months ended March 31, 2020~~ related to Stellantis warrants.

Income Tax Expense (Benefit)

Three Months Ended Favorable/ (Unfavorable)
March 31, 2021 March 31, 2020 %
Income tax expense $ 1,177 $ 357 $ (820) n.m.


	Three Months Ended					Favorable/ (Unfavorable)
		March 31, 2022			March 31, 2021					%
Income tax expense (benefit)			$	(28)		$	1,177	$	1,205		n.m.

~~________~~_________

n.m. = not meaningful

In the three months ended March 31, ~~2021~~,2022, Income tax expense ~~increased~~ decreased primarily due t~~o an increase in~~to Cruise valuation allowance adjustments and lower pre-tax income.

For the three months ended March 31, ~~2021,~~2022, our ETR-adjusted was ~~20.5%~~19.6%. We expect our adjusted effective tax rate to be approximately ~~24%~~20% for the year ending December 31, ~~2021.~~

~~Refer to Note 14 to our condensed consolidated financial statements for additional information related to Income tax expense.~~2022.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Refer to Note 15 to our condensed consolidated financial statements for additional information related to Income tax expense (benefit).

GM North America

Three Months Ended Favorable / (Unfavorable) % Variance Due To
March 31, 2021 March 31, 2020 Volume Mix Price Cost Other
(Dollars in billions)
Total net sales and revenue $ 25,957 $ 25,831 $ 126 0.5 % $ (3.3) $ 1.6 $ 1.7 $ 0.1
EBIT-adjusted $ 3,134 $ 2,194 $ 940 42.8 % $ (0.9) $ 1.0 $ 1.7 $ (1.1) $ 0.1
EBIT-adjusted margin 12.1 % 8.5 % 3.6 %
(Vehicles in thousands)
Wholesale vehicle sales 664 775 (111) (14.3) %


	Three Months Ended						Favorable / (Unfavorable)			%		Variance Due To
	March 31, 2022			March 31, 2021								Volume		Mix		Price		Cost		Other
												(Dollars in billions)
Total net sales and revenue	$	29,456		$	25,957		$	3,499		13.5	%	$	1.0	$	0.4	$	1.8			$	0.3
EBIT (loss)-adjusted	$	3,141		$	3,134		$	7		0.2	%	$	0.3	$	(0.1)	$	1.8	$	(2.2)	$	0.1
EBIT (loss)-adjusted margin	10.7		%	12.1		%	(1.4)		%
	(Vehicles in thousands)
Wholesale vehicle sales	694			664			30			4.5	%

GMNA Total Net Sales and Revenue In the three months ended March 31, ~~2021,~~2022, Total net sales and revenue increased primarily due to: (1) favorable price primarily due to ~~the launch of our new full-size SUVs and~~ lower incentives ~~due to decreased~~as a result of low dealer inventory levels; (2) increased net wholesale volumes primarily due to increased sales of full-size pickup trucks and ~~(2)~~full-size SUVs; (3) favorable mix associated with ~~decreased~~increased sales of ~~passenger cars~~full-size SUVs and ~~crossover vehicles and improved mix associated with our~~ full-size pickup ~~trucks;~~trucks, and lower sales of certain passenger cars, partially offset by ~~(3) decreased net wholesale volumes across most vehicle lines due to lost production volumes resulting from the shortage~~increased sales of ~~semiconductors in 2021, partially offset by lost production as a result of COVID-19 related shutdowns in 2020.~~crossover vehicles.

GMNA ~~EBIT-Adjusted~~EBIT (Loss)-Adjusted In the three months ended March 31, ~~2021,~~2022, EBIT-adjusted ~~increased~~was consistent with the three months ended March 31, 2021 primarily due to: (1) favorable price; and (2) ~~favorable mix; partially~~increased net wholesale volumes; offset by (3) ~~increased~~unfavorable Cost primarily due to increased material and freight cost of $1.0 billion, increased manufacturing cost of $0.4 billion, increased selling, general and administrative costs of $0.2 billion and increased engineering cost ~~primarily related to~~including accelerating our ~~electric vehicle portfolio of $0.2 billion; and (4) decreased net wholesale volumes.~~EV portfolio.

GM International

Three Months Ended Favorable / (Unfavorable) Variance Due To
March 31, 2021 March 31, 2020 % Volume Mix Price Cost Other
(Dollars in billions)
Total net sales and revenue $ 3,086 $ 3,280 $ (194) (5.9) % $ (0.5) $ 0.2 $ 0.3 $ (0.2)
EBIT (loss)-adjusted $ 308 $ (551) $ 859 n.m. $ — $ 0.2 $ 0.3 $ (0.1) $ 0.5
EBIT (loss)-adjusted margin 10.0 % (16.8) % 26.8 %
Equity income (loss) — Automotive China $ 308 $ (167) $ 475 n.m.
EBIT (loss)-adjusted — excluding Equity income $ — $ (384) $ 384 n.m.
(Vehicles in thousands)
Wholesale vehicle sales 157 191 (34) (17.8) %

~~__________~~

~~n.m. = not meaningful~~


	Three Months Ended						Favorable / (Unfavorable)					Variance Due To
	March 31, 2022			March 31, 2021						%		Volume		Mix		Price		Cost		Other
												(Dollars in billions)
Total net sales and revenue	$	3,313		$	3,086		$	227		7.4	%	$	(0.3)	$	0.3	$	0.2			$	—
EBIT (loss)-adjusted	$	328		$	308		$	20		6.5	%	$	(0.1)	$	0.1	$	0.2	$	(0.1)	$	(0.2)
EBIT (loss)-adjusted margin	9.9		%	10.0		%	(0.1)		%
Equity income (loss) — Automotive China	$	234		$	308		$	(74)		(24.0)	%
EBIT (loss)-adjusted — excluding Equity income	$	94		$	—		$	94		n.m.
	(Vehicles in thousands)
Wholesale vehicle sales	137			157			(20)			(12.7)	%

__________

n.m. = not meaningful

The vehicle sales of our Automotive China JVs are not recorded in Total net sales and revenue. The results of our joint ventures are recorded in Equity income, which is included in EBIT (loss)-adjusted above.

GMI Total Net Sales and Revenue In the three months ended March 31, ~~2021,~~2022, Total net sales and revenue ~~decreased~~increased primarily due to: (1) ~~decreased net wholesale volumes due to lost production volumes resulting from the shortage of semiconductors~~favorable mix in ~~2021~~South America, Asia/Pacific and the ~~wind-down of our vehicle sales operations in Australia, New Zealand~~Middle East; and ~~Thailand; and~~ (2) ~~unfavorable Other primarily due to the foreign currency effect resulting from the weakening of the Brazilian Real and Argentinian Peso against the U.S. Dollar; partially offset by (3)~~ favorable pricing across multiple vehicle lines in ~~Brazil and Argentina; and (4) favorable mix in Brazil.~~

~~GMI EBIT (Loss)-Adjusted~~ In the three months ended March 31, 2021, EBIT-adjusted increased primarily due to: (1) favorable pricing; (2) favorable mix primarily in Brazil and Asia/Pacific; and (3) favorable Other primarily due to increased equity income;South America; partially offset by ~~(4) unfavorable Cost primarily~~(3) decreased wholesale volumes due to ~~increased material costs, partially offset by decreased advertising expenses inclusive of savings related to~~supply chain constraints, including the ~~wind-down of our vehicle sales operations in Australia, New Zealand and Thailand.~~semiconductor shortage.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

GMI EBIT (Loss)-Adjusted In the three months ended March 31, 2022, EBIT-adjusted increased primarily due to: (1) favorable price; and (2) favorable mix; partially offset by (3) decreased wholesale volumes; (4) unfavorable Cost primarily due to increased material costs; and (5) unfavorable Other primarily due to decreased equity income and foreign currency effect resulting from the weakening of various currencies against the U.S. dollar.

We view the Chinese market as important to our global growth strategy and are employing a multi-brand strategy. In the coming years we plan to leverage our global architectures to increase the 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.~~brands while we are accelerating the development and rollout of EVs across our brands in China in response to our commitment to an all-electric future. We operate in the Chinese market through a number of joint ventures and maintaining strong relationships with our joint venture partners is an important part of our China growth strategy.

The following table summarizes certain key operational and financial data for the Automotive China JVs (vehicles in thousands):


		Three Months Ended					Three Months Ended
		March 31, 2021		March 31, 2020				March 31, 2022		March 31, 2021
Wholesale vehicle sales, including vehicles exported to markets outside of China	Wholesale vehicle sales, including vehicles exported to markets outside of China	675		341		Wholesale vehicle sales, including vehicles exported to markets outside of China		602		675
Total net sales and revenue	Total net sales and revenue	$	9,875	$	4,321	Total net sales and revenue		$	8,992	$	9,875
Net income (loss)	Net income (loss)	$	586	$	(348)	Net income (loss)		$	505	$	586

Cruise


		Three Months Ended				Favorable / (Unfavorable)				%							Three Months Ended	Favorable / (Unfavorable)		%
		March 31, 2021		March 31, 2020												March 31, 2022	March 31, 2021
Total net sales and revenue(a)	Total net sales and revenue(a)	$	30	$	25			$	5			20.0	%		Total net sales and revenue(a)					$	26	$	30	$	(4)		(13.3)	%
EBIT (loss)-adjusted(b)	EBIT (loss)-adjusted(b)	$	(229)	$	(228)	$	(1)			(0.4)	%			EBIT (loss)-adjusted(b)				$	(325)	$	(229)	$	(96)	(41.9)		%

__________

(a)~~Partially~~Primarily reclassified to Interest income and other non-operating income, net in our condensed consolidated income statements in the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021.

(b)Excludes $1.1 billion in compensation expense in the three months ended March 31, 2022 resulting from modification of the Cruise stock incentive awards.

Cruise EBIT (Loss)-Adjusted In the three months ended March 31, 2022, EBIT (loss)-adjusted increased primarily due to an increase in development costs as we progress towards the commercialization of a network of on-demand AVs in the United States and globally.

GM Financial


		Three Months Ended						Increase/ (Decrease)					%					Three Months Ended						Increase/ (Decrease)					%
		March 31, 2021			March 31, 2020												March 31, 2022	March 31, 2021
Total revenue	Total revenue	$	3,407		$	3,561					$	(154)			(4.3)	%							Total revenue				$	3,156				$	3,407		$	(251)	(7.4)	%
Provision for loan losses	Provision for loan losses	$	(26)		$	466		$	(492)				n.m.						Provision for loan losses	$	122			$	(26)				$	148		n.m.
EBT-adjusted		$	1,182		$	230		$	952				n.m.
EBT (loss)-adjusted																			EBT (loss)-adjusted	$	1,284			$	1,182				$	102		8.6		%

Average debt outstanding (dollars in billions)	Average debt outstanding (dollars in billions)	$	93.9		$	88.8		$	5.1				5.7	%					Average debt outstanding (dollars in billions)	$	92.8			$	93.9				$	(1.1)		(1.2)		%
Effective rate of interest paid	Effective rate of interest paid	2.8		%	3.8		%	(1.0)		%									Effective rate of interest paid	2.5		%		2.8		%			(0.3)		%

__________

n.m. = not meaningful

GM Financial Revenue In the three months ended March 31, ~~2021,~~2022, total revenue decreased primarily due to decreased leased vehicle income of ~~$0.1~~$0.3 billion primarily due to a decrease in the size of the leased vehicles ~~portfolio, as terminations of leases exceeded purchases.~~portfolio.

GM Financial EBT-Adjusted In the three months ended March 31, ~~2021,~~2022, EBT-adjustedincreased primarily due to: (1) increased leased vehicle income net of leased vehicle expenses of $0.1 billion primarily due to decreased depreciation on leased vehicles resulting from increased residual value estimates and a decrease in the size of the portfolio, partially offset by a decrease in lease termination gains; (2) decreased interest expense of $0.1 billion primarily due to decreased credit spreads on GM Financial debt, as well as a decrease in the average debt outstanding; partially offset by (3) increased provision for loan

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

losses of ~~$0.5~~$0.1 billion primarily due to a reduction in ~~the~~ reserve levels ~~established at~~recorded in the three months ended March 31, ~~2020 at the onset of the COVID-19 pandemic,~~2021 as a result of actual credit performance that was better than ~~forecast; and~~forecast, as well as favorable expectations for ~~future~~ charge-offs and recoveries ~~reflecting~~to reflect improved forecast economic conditions; (2) decreased leased vehicle expenses net of leased vehicle income of $0.3 billion primarily due to increased lease termination gains, due to the increase in used vehicle prices for the three months ended March 31, 2021 compared to the same period in 2020; and (3) decreased interest expense of $0.2 billion due to a decrease in the effective rate of interest on debt.conditions.

Liquidity and Capital Resources We believe our current levels of cash, cash equivalents, marketable debt securities, available borrowing capacity under our revolving credit facilities and other liquidity actions currently available to us are sufficient to meet our liquidity requirements. We also maintain access to the capital markets and may issue debt or equity securities, which may provide an additional source of liquidity. We have substantial cash requirements going forward, which

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

we plan to fund through our total available liquidity, cash flows from operating activities and additional liquidity measures, if determined to be necessary.

Our known current material uses of cash include, among other possible demands: (1) capital ~~expenditures~~spending and our investments in Ultium Cells LLC, our battery joint venture, of approximately $9.0 billion to $10.0 billion ~~in 2021~~annually over the medium term in addition to payments for engineering and product development activities; (2) payments associated with the previously announced vehicle recalls ~~the settlements of the multi-district litigation~~ and any other recall-related contingencies; ~~and~~ (3) payments to service debt and other long-term obligations, including discretionary and mandatory contributions to our pension ~~plans.~~plans; and (4) payments associated with the previously announced liquidity program for holders of equity-based incentive awards issued to employees of Cruise pursuant to Cruise's 2018 Equity Incentive Plan, which we expect to be $1.0 billion to $1.5 billion in 2022, with ongoing expenditures thereafter. Our material future uses of cash, which may vary from time to time based on market conditions and other factors, are focused on the three objectives of our capital allocation program: (1) grow our business at an average target ROIC-adjusted rate of 20% or greater; (2) maintain a strong investment-grade balance sheet, including a target average automotive cash balance of $18 billion; and (3) after the first two objectives are met, return available cash to shareholders. Our senior management evaluates our capital allocation program on an ongoing basis and recommends any modifications to the program to our Board of Directors, not less than once annually.

Our liquidity plans are subject to a number of risks and uncertainties, including those described in the "Forward-Looking Statements" section of this MD&A and Part I, Item 1A. Risk Factors of our ~~2020~~2021 Form 10-K, some of which are outside of our control.

We continue to monitor and evaluate opportunities to strengthen our competitive position over the long term while maintaining a strong investment-grade balance sheet. These actions may include opportunistic payments to reduce our long-term obligations as well as the possibility of acquisitions, dispositions and investments with joint venture partners as well as strategic alliances that we believe would generate significant advantages and substantially strengthen our business.

Cash flows that occur amongst our Automotive, Cruise and GM Financial operations ~~that~~ are eliminated when we consolidate our cash flows. Such eliminations include, among other things, collections by Automotive on wholesale accounts receivables financed by dealers through GM Financial, payments between Automotive and GM Financial for accounts receivables transferred by Automotive to GM Financial, loans to Automotive from GM Financial, dividends issued by GM Financial to Automotive, tax payments by GM Financial to Automotive and Automotive cash injections in Cruise. The presentation of Automotive liquidity, Cruise liquidity and GM Financial liquidity presented below includes the impact of cash transactions amongst the sectors that are ultimately eliminated in consolidation.

Automotive Liquidity Total available liquidity includes cash, cash equivalents, marketable debt securities and funds available under credit facilities. The amount of available liquidity is subject to seasonal fluctuations and includes balances held by various business units and subsidiaries worldwide that are needed to fund their operations. We have not significantly changed the management of our liquidity, including our allocation of available liquidity, our portfolio composition and our investment guidelines since December 31, ~~2020.~~2021. Refer to Part II, Item 7. MD&A of our ~~2020~~2021 Form 10-K.

We use credit facilities as a mechanism to provide additional flexibility in managing our global liquidity. Our Automotive borrowing capacity under credit facilities totaled ~~$18.5~~$15.5 billion at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021. Total Automotive borrowing capacity under our credit facilities does not include our 364-day, $2.0 billion facility allocated for exclusive use byof GM Financial. We did not have any borrowings against our primary facilities, but had letters of credit outstanding under our sub-facility of $0.3 billion at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

In April ~~2021,~~2022, we increased the total borrowing capacity of our five-year, $10.5 billion facility to $11.2 billion and extended the termination date for a $9.9 billion portion of the five-year facility by three years, now set to mature on April 18, 2026. The termination date of April 18, 2023 for the remaining portion of the five-year facility remains unchanged. We also renewed and increased the total borrowing capacity of our three-year, $4.0 billion facility to $4.3 billion, which now matures on April 7, 2024, and renewed our 364-day, $2.0 billion revolving credit facility allocated for the exclusive use byof GM Financial, which now matures on April 6, 2022. We also terminated our 364-day, $2.0 billion revolving credit facility, entered into in May 2020. Additionally, the prior restrictions on share repurchases and dividends on our common shares were removed upon entrance into the renewed three-year, $4.3 billion facility.

4, 2023. If available capacity permits, GM Financial continues to have access to our automotive credit ~~facilities, except for the three-year, $2.0 billion transformation facility and the 364-day, $2.0 billion facility that we terminated in April 2021.~~facilities. GM Financial did not have borrowings outstanding against any of these facilities at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021. We had intercompany loans from GM Financial of ~~$0.3~~$0.1 billion and ~~$0.4~~$0.2 billion at March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, which primarily consisted of commercial loans to dealers we consolidate. We did not have intercompany ~~loans to GM Financial at March 31, 2021 and December 31, 2020. Refer to Note 4 to our condensed consolidated financial statements for additional information.~~

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

~~GM Financial's Board of Directors declared and paid dividends of~~ ~~$0.6 billion and $0.4 billion~~ ~~on its common stock in the three months ended~~ ~~March 31,~~ ~~2021 and 2020.~~ ~~Future dividends from~~loans to GM Financial ~~will depend on several factors including business~~at March 31, 2022 and ~~economic conditions, its~~December 31, 2021. Refer to Note 5 to our condensed consolidated financial condition, earnings, liquidity requirements and leverage ratio. In addition, we expect to continue to receive dividends from our Automotive China JVs on a normal cadence. In April 2021, our China JV nonconsolidated affiliates declared dividends of $0.6 billion to GM.statements for additional information.

Several of our loan facilities, including our revolving credit facilities, require compliance with certain financial and operational covenants as well as regular reporting to lenders. We have reviewed our covenants in effect as of March 31, ~~2021~~2022 and determined we are in compliance and expect to remain in compliance in the future.

In March 2022, under the Share Purchase Agreement, we acquired SoftBank's equity ownership stake in Cruise for $2.1 billion, and separately, we made an additional $1.35 billion investment in Cruise in place of SoftBank.

The following table summarizes our Automotive available liquidity (dollars in billions):


		March 31, 2021		December 31, 2020			March 31, 2022		December 31, 2021
Automotive cash and cash equivalents	Automotive cash and cash equivalents	$	13.1	$	14.2	Automotive cash and cash equivalents	$	9.3	$	14.5
Marketable debt securities	Marketable debt securities	5.9		8.1		Marketable debt securities	8.4		7.1
Automotive cash, cash equivalents and marketable debt securities	Automotive cash, cash equivalents and marketable debt securities	19.0		22.3		Automotive cash, cash equivalents and marketable debt securities	17.7		21.6
Cruise cash and cash equivalents(a)		2.2		0.8
Cruise marketable debt securities(a)		1.9		0.9
Available liquidity(b)		23.0		24.0

Available under credit facilities(a)	Available under credit facilities(a)	18.2		18.2		Available under credit facilities(a)	15.2		15.2
Total available liquidity(b)		$	41.2	$	42.2
Total Automotive available liquidity						Total Automotive available liquidity	$	32.9	$	36.8

__________

(a)~~Amounts are designated exclusively for the use~~We had letters of ~~Cruise.~~

~~(b)Amounts may not sum due to rounding.~~credit outstanding under our sub-facility of $0.3 billion at March 31, 2022 and December 31, 2021.

The following table summarizes the changes in our Automotive available liquidity ~~(excluding Cruise, dollars~~(dollars in billions):


	Three Months Ended March 31, ~~2021~~2022
Operating cash flow	$	~~(1.1)~~1.6
Capital expenditures	(1.6)
Purchase of SoftBank's equity stake in Cruise	(2.1)
GM investment in Cruise	~~(1.0)~~(1.4)
~~Capital expenditures~~	~~(0.9)~~



Investment in Ultium Cells LLC	(0.2)





Other non-operating	(0.3)

Total change in automotive available liquidity	$	~~(3.3)~~(4.0)

Automotive Cash Flow (dollars in billions)


		Three Months Ended				Change			Three Months Ended				Change
		March 31, 2021		March 31, 2020					March 31, 2022		March 31, 2021
Operating Activities	Operating Activities							Operating Activities
Net income		$	2.7	$	0.3	$	2.4
Net income (loss)								Net income (loss)	$	2.6	$	2.7	$	(0.1)
Depreciation, amortization and impairment charges	Depreciation, amortization and impairment charges	1.3		1.5		(0.2)		Depreciation, amortization and impairment charges	1.6		1.3		0.3
Pension and OPEB activities	Pension and OPEB activities	(0.6)		(0.5)		(0.1)		Pension and OPEB activities	(0.5)		(0.6)		0.1
Working capital	Working capital	(3.3)		(0.7)		(2.6)		Working capital	(0.9)		(3.3)		2.4
Accrued and other liabilities and income taxes	Accrued and other liabilities and income taxes	(1.5)		(0.9)		(0.6)		Accrued and other liabilities and income taxes	(1.0)		(1.5)		0.5
Other	Other	0.3		0.6		(0.3)		Other	(0.2)		0.3		(0.5)
Net automotive cash provided by (used in) operating activities	Net automotive cash provided by (used in) operating activities	$	(1.1)	$	0.3	$	(1.4)	Net automotive cash provided by (used in) operating activities	$	1.6	$	(1.1)	$	2.7

In the three months ended March 31, ~~2021,~~2022, the ~~the decrease~~increase in Net automotive cash provided by (used in) operating activities was primarily due ~~to: (1) unfavorable accounts receivable of $1.2 billion and inventory of $1.0 billion;~~to working capital; partially offset by ~~(2)~~ lower ~~sales incentive payments of $1.0 billion; and (3) higher~~ dividends received from GM Financial of ~~$0.2~~$0.6 billion.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES


		Three Months Ended				Change			Three Months Ended				Change
		March 31, 2021		March 31, 2020					March 31, 2022		March 31, 2021
Investing Activities	Investing Activities							Investing Activities
Capital expenditures	Capital expenditures	$	(0.9)	$	(1.2)	$	0.3	Capital expenditures	$	(1.6)	$	(0.9)	$	(0.7)
Acquisitions and liquidations of marketable securities, net~~(a)~~	Acquisitions and liquidations of marketable securities, net~~(a)~~	2.2		(2.4)		4.6		Acquisitions and liquidations of marketable securities, net~~(a)~~	(1.5)		2.2		(3.7)
GM investment in Cruise	GM investment in Cruise	(1.0)		—		(1.0)		GM investment in Cruise	(1.4)		(1.0)		(0.4)
Other		(0.1)		—		(0.1)
Investment in Ultium Cells LLC								Investment in Ultium Cells LLC	(0.2)		—		(0.2)
Other(a)								Other(a)	(2.1)		(0.1)		(2.0)
Net automotive cash provided by (used in) investing activities	Net automotive cash provided by (used in) investing activities	$	0.2	$	(3.6)	$	3.8	Net automotive cash provided by (used in) investing activities	$	(6.8)	$	0.2	$	(7.0)

__________

(a)~~Amount includes $0.5~~Includes $2.1 billion related to the redemption of ~~proceeds~~Cruise preferred shares from ~~the sale of the vast majority of our Lyft, Inc. shares~~SoftBank in the three months ended March 31, ~~2020.~~2022.

In the three months ended March 31, ~~2021,~~2022, cash ~~provided by~~used in acquisitions and liquidations of marketable securities, net increased due to acquisitions of securities and investments compared to liquidations of securities to fund operating activities and investments ~~compared to net acquisitions of securities from revolver proceeds~~ during the three months ended March 31, ~~2020.~~2021.

Three Months Ended Change
March 31, 2021 March 31, 2020
Financing Activities
Borrowings against credit facilities $ — $ 15.9 $ (15.9)
Net proceeds (payments) from short-term debt (0.2) 0.3 (0.5)
Dividends paid and payments to purchase common stock — (0.6) 0.6
Other 0.2 (0.1) 0.3
Net automotive cash provided by financing activities $ — $ 15.5 $ (15.5)


	Three Months Ended				Change
	March 31, 2022		March 31, 2021
Financing Activities

Net proceeds (payments) from short-term debt	$	—	$	(0.2)	$	0.2


Other	(0.2)		0.2		(0.4)
Net automotive cash provided by (used in) financing activities	$	(0.2)	$	—	$	(0.2)

Adjusted Automotive Free Cash Flow We measure adjusted automotive free cash flow as automotive operating cash flow from operations less capital expenditures adjusted for management actions. In the three months ended March 31, ~~2021,~~2022, net automotive cash ~~used in~~provided by operating activities under U.S. GAAP was ~~$1.1~~$1.6 billion, capital expenditures were ~~$0.9~~$1.6 billion, and adjustments for management actions were insignificant.

In the three months ended March 31, ~~2020,~~2021, net automotive cash ~~provided by~~used in operating activities under U.S. GAAP was ~~$0.3~~$1.1 billion, capital expenditures were ~~$1.2~~$0.9 billion, and adjustments for management actions were insignificant.

Status of Credit Ratings We receive ratings from four independent credit rating agencies: DBRS Limited, Fitch Ratings, Moody's ~~Investor~~Investors Service and Standard & Poor's. All four credit rating agencies currently rate our corporate credit at investment grade. ~~In March 2021, Moody’s Investor Services affirmed our investment-grade credit ratings and raised our ratings outlook to stable. As of April 19, 2021, all other~~All credit ratings remained unchanged since December 31, ~~2020.~~2021.

Cruise Liquidity In ~~the three months ended March 31, 2021,~~January 2022, Cruise Holdings ~~issued Cruise Class G Preferred Shares in exchange for~~ ~~$2.5 billion from Microsoft and certain other investors, including~~ ~~$1.0 billion~~ ~~from General Motors Holdings LLC. Refer to~~ ~~Note 16~~ ~~to our condensed consolidated financial statements for additional information.~~ ~~When Cruise's autonomous vehicles are ready~~met the requirements for commercial deployment ~~Softbank Vision Fund (AIV M2), L.P. is obligated~~under its agreements with SoftBank, which triggered SoftBank's obligation to purchase additional Cruise convertible preferred shares for $1.35 billion. In March 2022, GM made the additional $1.35 billion investment in Cruise in place of SoftBank following GM's acquisition of SoftBank's equity ownership stake in Cruise pursuant to the Share Purchase Agreement.

~~The following table summarizes~~Additionally, in March 2022, GM and Cruise announced a liquidity program for holders of equity-based incentive awards issued to the ~~changes in~~employees of Cruise pursuant to Cruise's 2018 Equity Incentive Plan, under which GM will purchase newly issued Cruise common stock to fund the withholding tax on vested awards and GM will conduct tender offers for Cruise common stock issued to settle vested awards. Refer to Note 16 to our ~~Cruise available liquidity (dollars in billions):~~


	~~Three Months Ended March 31, 2021~~condensed consolidated financial statements for additional information.
~~Operating cash flow~~	$	~~(0.2)~~
~~Issuance of Cruise Preferred Shares~~	~~1.5~~
~~GM investment in Cruise~~	~~1.0~~

~~Total change in Cruise available liquidity~~	$	~~2.3~~

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

The following table summarizes Cruise's available liquidity (dollars in billions):


	March 31, 2022		December 31, 2021
Cruise cash and cash equivalents	$	2.6	$	1.6
Cruise marketable securities	1.5		1.5
Total Cruise available liquidity(a)	$	4.1	$	3.1

__________

(a)Excludes a multi-year credit agreement between Cruise and GM Financial whereby Cruise can request to borrow, over time, up to an aggregate of $5.0 billion, through 2024, to fund exclusively the purchase of AVs from GM.

The following table summarizes the changes in Cruise's available liquidity (dollars in billions):


	Three Months Ended March 31, 2022
Operating cash flow	$	(0.3)

GM investment in Cruise	1.4

Total change in Cruise available liquidity	$	1.0

Cruise Cash Flow (dollars in billions)

Three Months Ended Change
March 31, 2021 March 31, 2020
Net cash used in operating activities $ (0.2) $ (0.2) $ —
Net cash used in investing activities $ (0.9) $ (0.6) $ (0.3)
Net cash provided by financing activities $ 2.5 $ — $ 2.5


	Three Months Ended				Change
	March 31, 2022		March 31, 2021		Change
Net cash provided by (used in) operating activities	$	(0.3)	$	(0.2)	$	(0.1)
Net cash provided by (used in) investing activities	$	—	$	(0.9)	$	0.9
Net cash provided by (used in) financing activities	$	1.3	$	2.5	$	(1.2)

Automotive Financing – GM Financial Liquidity GM Financial's primary sources of cash are finance charge income, leasing income and proceeds from the sale of terminated leased vehicles, net ~~distributions~~proceeds from credit facilities, securitizations, secured and unsecured borrowings and collections and recoveries on finance receivables. GM Financial's primary uses of cash are purchases and funding of finance receivables and leased vehicles, repayment or repurchases of secured and unsecured debt, funding credit enhancement requirements in connection with securitizations and secured credit facilities, interest costs, operating expenses, income taxes and dividend payments. GM Financial continues to monitor and evaluate opportunities to optimize its liquidity position and the mix of its debt between secured and unsecured debt. The following table summarizes GM Financial's available liquidity (dollars in billions):


		March 31, 2021		December 31, 2020			March 31, 2022		December 31, 2021
Cash and cash equivalents	Cash and cash equivalents	$	6.3	$	5.1	Cash and cash equivalents	$	4.5	$	4.0
Borrowing capacity on unpledged eligible assets	Borrowing capacity on unpledged eligible assets	20.4		19.0		Borrowing capacity on unpledged eligible assets	21.8		19.2
Borrowing capacity on committed unsecured lines of credit	Borrowing capacity on committed unsecured lines of credit	0.5		0.5		Borrowing capacity on committed unsecured lines of credit	0.6		0.5
Borrowing capacity on revolving credit facility, exclusive to GM Financial	Borrowing capacity on revolving credit facility, exclusive to GM Financial	2.0		2.0		Borrowing capacity on revolving credit facility, exclusive to GM Financial	2.0		2.0
Total GM Financial available liquidity	Total GM Financial available liquidity	$	29.2	$	26.6	Total GM Financial available liquidity	$	29.0	$	25.7

At March 31, ~~2021,~~2022, GM Financial's available liquidity increased from December 31, ~~2020~~2021 due to ~~an increase in cash and cash equivalents and~~increased available borrowing capacity on unpledged eligible assets, resulting from the issuance of securitization transactions and unsecured ~~debt.~~debt, and increase in cash and cash equivalents. GM Financial structures liquidity to support at least six months of GM Financial's expected net cash flows, including new originations, without access to new debt financing transactions or other capital markets activity.

GM Financial did not have any borrowings outstanding against our credit facility designated for their exclusive use or the remainder of our revolving credit facilities at March 31, ~~2021~~2022 and December 31, ~~2020.~~2021. Refer to the Automotive Liquidity section of this MD&A for additional details.

Credit Facilities In the normal course of business, in addition to using its available cash, GM Financial utilizes borrowings under its credit facilities, which may be secured or unsecured, and GM Financial repays these borrowings as appropriate under its cash management strategy. At March 31, ~~2021~~2022, secured, committed unsecured and uncommitted unsecured credit facilities totaled $26.2 billion, ~~$0.5~~$0.7 billion and ~~$1.3~~$1.2 billion with advances outstanding of $1.6 billion, an insignificant amount and ~~$1.3~~$1.2 billion.

~~GM Financial Cash Flow (dollars in billions)~~

Three Months Ended Change
March 31, 2021 March 31, 2020
Net cash provided by operating activities $ 1.5 $ 2.2 $ (0.7)
Net cash used in investing activities $ (1.6) $ (2.7) $ 1.1
Net cash provided by financing activities $ 1.4 $ 7.8 $ (6.4)

In the three months ended March 31, 2021, Net cash provided by operating activities decreased primarily due to: (1) a decrease in derivative collateral posting activities of $0.6 billion; and (2) a decrease in leased vehicle income of $0.1 billion; partially offset by (3) a decrease in interest paid of $0.1 billion.

In the three months ended March 31, 2021, Net cash used in investing activities decreased primarily due to: (1) increased collections and recoveries on finance receivables of $2.9 billion; (2) increased proceeds from terminated vehicles of $1.8 billion; partially offset by (3) an increase in purchases of leased vehicles of $2.3 billion; and (4) increased purchases of finance receivables of $1.3 billion.

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

GM Financial Cash Flow (dollars in billions)


	Three Months Ended				Change
	March 31, 2022		March 31, 2021		Change
Net cash provided by (used in) operating activities	$	1.2	$	1.5	$	(0.3)
Net cash provided by (used in) investing activities	$	(1.0)	$	(1.6)	$	0.6
Net cash provided by (used in) financing activities	$	0.5	$	1.4	$	(0.9)

In the three months ended March 31, ~~2021,~~2022, Net cash provided by operating activities decreased primarily due to: (1) a decrease in leased vehicle income of $0.3 billion; and (2) a decrease in derivative collateral posting activities of $0.2 billion; partially offset by (3) a decrease in interest paid of $0.2 billion.

In the three months ended March 31, 2022, Net cash used in investing activities decreased primarily due to: (1) a decrease in purchases of leased vehicles of $3.1 billion; partially offset by (2) a decrease in the proceeds from termination of leased vehicles of $1.2 billion; (3) a decrease in collections and recoveries on finance receivables of $0.9 billion; and (4) an increase in purchases and originations of finance receivables of $0.4 billion.

In the three months ended March 31, 2022, Net cash provided by financing activities decreased primarily due to: (1) a decrease in borrowings of ~~$4.9~~$3.3 billion; partially offset by (2) ~~an increase~~a decrease in debt repayments of ~~$1.3~~$1.8 billion; and (3) ~~an increase~~a decrease in dividend payments of ~~$0.2~~$0.6 billion.

Critical Accounting Estimates The condensed consolidated financial statements are prepared in conformity with U.S. GAAP, which requires the use of estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses in the periods presented. We believe the accounting estimates employed are appropriate and the resulting balances are reasonable; 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. The critical accounting estimates that affect the condensed consolidated financial statements and the judgments and assumptions used are consistent with those described in the MD&A in our ~~2020~~2021 Form 10-K.

Forward-Looking Statements This report and the other reports filed by us with the SEC from time to time, as well as statements incorporated by reference herein and related comments by our 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. Forward-looking statements represent our current judgment about possible future events and are often identified by words like “aim,” “anticipate,” “appears,” “approximately,” “believe,” “continue,” “could,” “designed,” “effect,” “estimate,” “evaluate,” “expect,” “forecast,” “goal,” “initiative,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “priorities,” “project,” “pursue,” “seek,” “should,” “target,” “when,” “will,” “would,” or the negative of any of those words or similar expressions. In making these statements, we rely on 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 important factors, many of which are beyond our control. 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, technologies and customer experiences in response to increased competition and changing consumer preferences in the automotive industry; (2) our ability to timely fund and introduce new and improved vehicle models, including ~~electric vehicles,~~EVs, that are able to attract a sufficient number of consumers; (3) our ability to profitably deliver a broad portfolio of EVs that will help drive consumer adoption; (4) the success of our ~~crossovers,~~current line of full-size SUVs and full-size pickup trucks; ~~(4)~~(5) our highly competitive industry, which ishas been historically characterized by excess manufacturing capacity and the use of incentives, and the introduction of new and improved vehicle models by our competitors; ~~(5) our ability to deliver a broad portfolio of electric vehicles and drive increased consumer adoption;~~ (6) the unique technological, operational, regulatory and competitive risks related to the timing and commercialization of ~~autonomous vehicles;~~AVs; (7) risks associated with climate change, including increased regulation of greenhouse gas emissions, our transition to EVs and the ~~ongoing COVID-19 pandemic;~~potential increased impacts of severe weather events; (8) global automobile market sales volume, which can be volatile; (9) prices and uncertain availability of raw materials and commodities used by us and our ~~significant~~suppliers, and instability in logistics and related costs; (10) our business in China, which is subject to unique operational, competitive, regulatory and economic risks; ~~(10)~~(11) the success of our ongoing strategic business relationships and of our joint ventures, which we cannot operate solely for our benefit and over which we may have limited control; ~~(11)~~(12) the international scale and footprint of our operations, which exposes us to a variety of unique political, economic, competitive and regulatory risks, including the risk of changes in government leadership and laws (including labor, trade, tax and other laws), political

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

uncertainty or instability and economic tensions between governments and changes in international 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 COVID-19 pandemic,~~ changes in foreign exchange rates and interest rates, economic downturns in the countries in which we operate, differing local product preferences and product requirements, changes to and compliance with 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 in foreign ~~countries; (12)~~countries, and public health crises, including the occurrence of a contagious disease or illness, such as the COVID-19 pandemic; (13) any significant disruption, including any work stoppages, at any of our manufacturing facilities; ~~(13)~~(14) the ability of our suppliers to deliver parts, systems and components without disruption and at such times to allow us to meet production schedules; ~~(14) prices~~(15) the ongoing COVID-19 pandemic; (16) the success of ~~raw materials used by us and our suppliers; (15) our ability to successfully and cost-effectively restructure our operations in the U.S. and various~~any restructurings or other ~~countries and initiate additional~~ cost reduction ~~actions with minimal disruption; (16)~~actions; (17) the 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; ~~(17)~~(18) our ability to manage risks related to security breaches and other disruptions to our information technology systems and networked products, including connected vehicles and in-vehicle systems; ~~(18)~~(19) 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 the Personal Identifiable Information of our customers, employees, or suppliers; ~~(19)~~(20) our ability to comply with extensive laws, regulations and policies applicable to our operations and products, including those relating to fuel economy, ~~and~~ emissions and ~~autonomous vehicles; (20)~~AVs; (21) costs and risks associated with litigation and government investigations; ~~(21)~~(22) the costs and effect on our reputation of product safety recalls and alleged defects in products and services; ~~(22)~~(23) any additional tax expense or exposure; ~~(23)~~(24) our continued ability to develop captive financing capability through GM Financial;

~~Table of Contents~~

~~GENERAL MOTORS COMPANY AND SUBSIDIARIES~~

and ~~(24)~~(25) any significant increase in our pension funding requirements. A further list and description of these risks, uncertainties and other factors can be found in our ~~2020~~2021 Form 10-K and our subsequent filings with the SEC.

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, except where we are expressly required to do so by law.

* * * * * * *

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no significant changes in our exposure to market risk since December 31, ~~2020.~~2021. For further discussion on market risk, refer to Part II, Item 7A. of our ~~2020~~2021 Form 10-K.

* * * * * * *

Item 4. Controls and Procedures

Disclosure Controls and Procedures We maintain disclosure controls and procedures designed to provide reasonable assurance that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended (Exchange Act), is recorded, processed, summarized and reported within the specified time periods and accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures.

Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Exchange Act) as of March 31, ~~2021~~2022 as required by paragraph (b) of Rules 13a-15 or 15d-15. Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of March 31, ~~2021.~~2022.

Changes in Internal Control over Financial ~~Reporting~~ Reporting There have not been any changes in our internal control over financial reporting during the three months ended March 31, ~~2021~~2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. However, due to the COVID-19 pandemic, we are monitoring our control environment with increased vigilance to ensure ~~changes as a result of physical distancing are addressed and~~ all increased risks are mitigated. For additional information refer to Part I, Item 1A. Risk Factors of our ~~2020~~2021 Form 10-K.

* * * * * * *

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

PART II

Item 1. Legal Proceedings

The Michigan Department of Environment, Great Lakes, and Energy (EGLE) issued three Violation Notices in June 2021, October 2021, and January 2022, alleging violations of air emissions requirements at the Company's Saginaw, Michigan facility. In April 2022, EGLE proposed a settlement of the alleged violations that would include, among other items, payment of a civil penalty of approximately $1.0 million, enhanced emissions testing, and other corrective actions to address the alleged violations. The Company is still in settlement negotiations with EGLE.

The discussion under "Litigation-Related Liability and Tax Administrative Matters" in Note 1314 to our condensed consolidated financial statements is incorporated by reference into this Part II, Item 1.

* * * * * * *

Item 1A. Risk Factors

We face a number of significant risks and uncertainties in connection with our operations. Our business and the results of our operations and financial condition could be materially adversely affected by these risk factors. There have been no material changes to the Risk Factors disclosed in our ~~2020~~2021 Form 10-K.

* * * * * * *

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Purchases of Equity Securities The following table summarizes our purchases of common stock in the three months ended March 31, ~~2021:~~2022:

Total Number of Shares Purchased(a)(b) Weighted Average Price Paid per Share Total Number of Shares
Purchased Under Announced Programs(b) Approximate Dollar Value of Shares That
May Yet be Purchased Under Announced Programs
January 1, 2021 through January 31, 2021 19,521 $ 46.16 — $3.3 billion
February 1, 2021 through February 28, 2021 2,321,842 $ 53.60 — $3.3 billion
March 1, 2021 through March 31, 2021 — $ — — $3.3 billion
Total 2,341,363 $ 53.54 —


	Total Number of Shares Purchased(a)(b)	Weighted Average Price Paid per Share		Total Number of Shares Purchased Under Announced Programs(b)	Approximate Dollar Value of Shares That May Yet be Purchased Under Announced Programs
January 1, 2022 through January 31, 2022	7,227	$	62.98	—	$3.3 billion
February 1, 2022 through February 28, 2022	2,324,296	$	48.83	—	$3.3 billion
March 1, 2022 through March 31, 2022	—	$	—	—	$3.3 billion
Total	2,331,523	$	48.87	—

_______

(a)Shares purchased consist of shares delivered by employees or directors to us for the payment of taxes resulting from the issuance of common stock upon the vesting of RSUs and ~~Performance Stock Units~~PSUs relating to compensation plans. Refer to our ~~2020~~2021 Form 10-K for additional details on employee stock incentive ~~plans~~.plans.

(b)In January 2017, we announced that our Board of Directors had authorized the purchase of up to $5.0 billion of our common stock with no expiration date.

* * * * * * *

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

Item 6. Exhibits

Exhibit Number

Exhibit Name

3.1

Restated Certificate of Incorporation of General Motors Company dated December 7, 2010, incorporated herein by reference to Exhibit 3.2 to the Current Report on Form 8-K of General Motors Company filed December 13, 2010

Incorporated by Reference

3.2

General Motors Company Amended and Restated Bylaws, as amended August ~~14, 2018,~~17, 2021, incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of General Motors Company filed on August ~~20, 2018~~23, 2021

Incorporated by Reference

10.1*

Form of Performance Share Unit Award Agreement ~~No.1~~No.3 under the General Motors Company 2020 Long-Term Incentive Plan

Filed Herewith

10.2*

Form of Non-Qualified Stock Option Award Agreement No.2 under the General Motors Company 2020 Long-Term Incentive Plan

~~Filed Herewith~~

~~10.3~~

~~Seventh Amended and Restated Limited Liability Company Agreement of GM Cruise Holdings LLC, dated March 14, 2021~~

Filed Herewith

31.1

Section 302 Certification of the Chief Executive Officer

Filed Herewith

31.2

Section 302 Certification of the Chief Financial Officer

Filed Herewith

Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Furnished with this Report

101

The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, ~~2021,~~2022, formatted in Inline Extensible Business Reporting Language (iXBRL) includes: (i) the Condensed Consolidated Income Statements, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows, (v) the Condensed Consolidated Statements of Equity and (vi) Notes to the Condensed Consolidated Financial Statements

Filed Herewith

104

The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, ~~2021,~~2022, formatted as Inline XBRL and contained in Exhibit 101

Filed Herewith

_________

~~_________~~

* Management contracts or compensatory plans and arrangements.


*			Management contracts or compensatory plans and arrangements.

* * * * * * *

Table of Contents

GENERAL MOTORS COMPANY AND SUBSIDIARIES

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 thereunto duly authorized.

GENERAL MOTORS COMPANY (Registrant)

By:

/s/ CHRISTOPHER T. HATTO

Christopher T. Hatto, Vice President, Global Business Solutions and Chief Accounting Officer

Date:

~~May 5, 2021~~April 27, 2022


	Three Months Ended March 31, 2020
	GMNA		GMI		Corporate		Total Automotive		Cruise		GM Financial		Eliminations/ Reclassifications		Total
Vehicle, parts and accessories	$	24,576	$	2,998	$	0	$	27,574	$	—	$	—	$	0	$	27,574
Used vehicles	376		25		2		403		—		—		0		403
Services and other	879		257		36		1,172		25		—		(24)		1,173
Automotive net sales and revenue	25,831		3,280		38		29,149		25		—		(24)		29,150
Leased vehicle income	—		—		—		—		—		2,463		0		2,463
Finance charge income	—		—		—		—		—		1,006		(1)		1,005
Other income	—		—		—		—		—		92		(1)		91
GM Financial net sales and revenue	—		—		—		—		—		3,561		(2)		3,559
Net sales and revenue	$	25,831	$	3,280	$	38	$	29,149	$	25	$	3,561	$	(26)	$	32,709


	Year of Origination(a)														March 31, 2021
	Revolving		2021		2020		2019		2018		2017		Prior		Total		Percent
I	$	5,206	$	106	$	473	$	134	$	53	$	91	$	50	$	6,113	91.1	%
II	346		2		2		17		1		3		10		381		5.7	%
III	149		9		4		8		28		2		15		215		3.2	%
IV	1		0		0		0		0		0		0		1		0	%
Commercial finance receivables, net of fees	$	5,702	$	117	$	479	$	159	$	82	$	96	$	75	$	6,710	100.0	%