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1、UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549Form 10-KANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31,2024ORTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the tr

2、ansition period from to Commission file number 001-34960GENERAL MOTORS COMPANY(Exact name of registrant as specified in its charter)Delaware27-0756180(State or other jurisdiction of incorporation or organization)(I.R.S.Employer Identification No.)300 Renaissance Center,Detroit,Michigan48265-3000(Add

3、ress of principal executive offices)(Zip Code)(313)667-1500(Registrants telephone number,including area code)Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock,$0.01 par valueGMNew York Stock ExchangeSec

4、urities registered pursuant to Section 12(g)of the Act:NoneIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of t

5、he Act.Yes No 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 forsuch shorter period that the registrant was required to file such reports),and(2)has been subject

6、 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 thischapter)during the preceding 12 months(or for such shorter pe

7、riod 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 thedefinitions of“large accelerated filer,”“acceler

8、ated 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 no

9、t to use the extended transition period for complying with any new or revised financial accountingstandards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of

10、its internal control over financial reporting underSection 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financial s

11、tatements of the registrant included in the filing reflect the correction of an error topreviously issued financial statements.Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the regis

12、trants executiveofficers during the relevant recovery period pursuant to 240.10D-1(b).Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Act).Yes No The aggregate market value of the voting stock held by non-affiliates of the registrant(assuming only for

13、 purposes of this computation that directors and executive officers may be affiliates)was approximately$52.2 billion as of June 30,2024.As of January 16,2025 there were 995,001,891 shares of common stock outstanding.DOCUMENTS INCORPORATED BY REFERENCEPortions of the registrants definitive Proxy Stat

14、ement related to the Annual Stockholders Meeting to be filed subsequently are incorporated by reference into Part III of this Form 10-K.TABLE OF CONTENTS PagePART IItem 1.Business1Item 1A.Risk Factors11Item 1B.Unresolved Staff Comments22Item 1C.Cybersecurity22Item 2.Properties23Item 3.Legal Proceedi

15、ngs24Item 4.Mine Safety Disclosures24PART IIItem 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities24Item 6.Reserved26Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations26Item 7A.Quantitative and Qualit

16、ative Disclosures About Market Risk47Item 8.Financial Statements and Supplementary Data54Consolidated Income Statements54Consolidated Statements of Comprehensive Income54Consolidated Balance Sheets55Consolidated Statements of Cash Flows56Consolidated Statements of Equity57Notes to Consolidated Finan

17、cial Statements58Note 1.Nature of Operations and Basis of Presentation58Note 2.Significant Accounting Policies58Note 3.Revenue65Note 4.Marketable and Other Securities67Note 5.GM Financial Receivables and Transactions68Note 6.Inventories71Note 7.Operating Leases71Note 8.Equity in Net Assets of Noncon

18、solidated Affiliates72Note 9.Property75Note 10.Goodwill and Intangible Assets75Note 11.Variable Interest Entities76Note 12.Accrued and Other Liabilities77Note 13.Debt78Note 14.Derivative Financial Instruments80Note 15.Pensions and Other Postretirement Benefits81Note 16.Commitments and Contingencies8

19、7Note 17.Income Taxes92Note 18.Restructuring and Other Initiatives94Note 19.Interest Income and Other Non-Operating Income95Note 20.Stockholders Equity and Noncontrolling Interests95Note 21.Earnings Per Share98Note 22.Stock Incentive Plans98Note 23.Segment Reporting100Note 24.Supplemental Informatio

20、n for the Consolidated Statements of Cash Flows104 PageItem 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure105Item 9A.Controls and Procedures105Item 9B.Other Information106Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections106PART IIIIte

21、m 10.Directors,Executive Officers and Corporate Governance106Item 11.Executive Compensation106Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters106Item 13.Certain Relationships and Related Transactions,and Director Independence106Item 14.Principal

22、Accountant Fees and Services106PART IVItem 15.Exhibit and Financial Statement Schedules107Item 16.Form 10-K Summary110Signatures111Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESPART IItem 1.BusinessGeneral Motors Company(sometimes referred to as we,our,us,ourselves,the Company,General Moto

23、rs or GM)was incorporated as a Delawarecorporation in 2009.We design,build and sell trucks,crossovers,cars and automobile parts and provide software-enabled services and subscriptionsworldwide.Our automotive operations meet the demands of our customers through our automotive segments:GM North Americ

24、a(GMNA)and GMInternational(GMI)with vehicles developed,manufactured and/or marketed under the Buick,Cadillac,Chevrolet and GMC brands.We also have equityownership stakes in entities that meet the demands of customers in other countries,primarily in China,with vehicles developed,manufactured and/orma

25、rketed under the Baojun,Buick,Cadillac,Chevrolet and Wuling brands.Cruise is our global segment responsible for the development of autonomousvehicle(AV)technology.We provide automotive financing services through our General Motors Financial Company,Inc.(GM Financial)segment.Refer toPart II,Item 7.Ma

26、nagements Discussion and Analysis of Financial Condition and Results of Operations(MD&A)and Note 23 to our consolidated financialstatements for financial information about our segments.Except for per share amounts or as otherwise specified,amounts presented within tables are statedin millions.Certai

27、n columns and rows may not add due to rounding.Forward-looking statements in this Business section are not guarantees of futureperformance and may involve risks and uncertainties that could cause actual results to differ materially from those projected.Refer to Item 1A.Risk Factorsand the Forward-Lo

28、oking Statements section of Part II,Item 7.MD&A for a discussion of these risks and uncertainties.Our vision for the future is a world with zero crashes,zero emissions and zero congestion,which guides our growth-focused strategy to invest in electricvehicles(EVs)and AVs,software-enabled services and

29、 subscriptions and new business opportunities,while strengthening our market position in profitableinternal combustion engine(ICE)vehicles,such as trucks and sport utility vehicles(SUVs).Electric Vehicles We are offering customers choice with our diverse EV lineup.A key element in our EV strategy is

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

31、ext-generation batterytechnology,we intend to expand to multiple chemistries,multiple form factors and multiple cell suppliers as we continue to deliver even more EV choicesfor our customers.To support our expanding portfolio of EVs,we have made significant investments in our plants across North Ame

32、rica.GMs Factory ZERO Detroit-Hamtramck Assembly Center is a fully dedicated EV facility which produces a variety of vehicles,including the GMC HUMMER EV Pickup and SUV,theChevrolet Silverado EV and the recently launched Cadillac ESCALADE IQ,with globally sourced parts.GMs CAMI Assembly is Canadas f

33、irst full-scaleEV manufacturing facility.We plan to convert Orion Assembly in Orion Township,Michigan to build electric pickups,with the plant slated to beginproduction in 2026.GM is also investing in our propulsion,stamping and components plants to support EV production.We are mass-producing batter

34、y cellsfor these and other future EVs through Ultium Cells Holdings LLC(an equally owned joint venture with LG Energy Solution)in plants in Warren,Ohio andSpring Hill,Tennessee,with plans to expand our battery cell manufacturing footprint,including in Indiana through a joint venture with Samsung SDI

35、.GMs all-electric future is guided by customer choice and focused on delivering a world-class portfolio of EVs and an ecosystem to support them,whilemaintaining a compelling lineup of gas-powered vehicles.GM EV drivers have access to more than 231,000 chargers across North America.This includesacces

36、s to more than 20,000 Tesla Superchargers with the use of a GM-approved North American Charging Standard adapter.In 2024,GM also announcedthat it will enhance its collaboration with EVgo to build 2,850 DC fast charging stalls,including 400 fast chargers at flagship destinations in majormetropolitan

37、areas across the U.S.GM is also a founding member of IONNA,a joint venture with seven other automakers aiming to create a high-poweredcharging network with a targeted installation of at least 30,000 chargers in urban and highway locations throughout North America.The joint venture brokeground on its

38、 first charging station in October 2024.Software-Enabled Services and Subscriptions Our vehicles are equipped with a suite of software-enabled services,including OnStar services,SuperCruise and others.With nearly three decades of experience,OnStar is a global leader in enabling automotive services.O

39、nStar is currently available in 20markets globally and growing.As GM introduces more software-defined vehicles,OnStar is playing a key role as an enabler of active safety,infotainment,connectivity and driver assistance features.OnStar provides one ecosystem for retail and fleet customers to use,enga

40、ge and shop through a broader set ofservice offerings available at and after vehicle purchase.Our end-to-end software platform provides customers with1Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESsoftware-defined features,apps and services over-the-air and will empower customers to update

41、 their ownership experiences with desirable features,software services,vehicle performance and Super Cruise.Super Cruise enables drivers of properly equipped vehicles to travel hands-free on more than530,000 miles of compatible roads,and soon to be approximately 750,000 miles,in the U.S.and Canada.A

42、dditional software-enabled features are expectedto be available in the near future including security features,climate and comfort options,personal themes and EV ownership experience elements.Many ofGMs latest electric and internal combustion vehicles are employing this software platform as it rolls

43、 out across most products in the coming years.Cruise GM Cruise Holdings LLC(Cruise Holdings),our majority-owned subsidiary,has been pursuing the development and commercialization of AVtechnology for deployment in a robotaxi application.In December 2024,we announced plans to refocus our autonomous dr

44、iving strategy on personalvehicles and that we would no longer fund Cruises robotaxi development work.We are pursuing the acquisition of the noncontrolling interests in Cruise,and as of December 31,2024,we owned approximately 97%of Cruise.Following the acquisition of the noncontrolling interests and

45、 subject to approval ofthe Cruise Board of Directors,we expect to work with the Cruise leadership team to restructure Cruises operations and combine the GM and Cruisetechnical efforts to build on the success of Super Cruise and prioritize the development of advanced driver-assistance systems(ADAS)on

46、 a path to fullyautonomous personal vehicles.Refer to Item 1A.Risk Factors for a further discussion of the risks associated with our AV strategy.Over the last year,we have engaged and actively cooperated with certain federal and state agencies who opened investigations or made inquiries to us andCru

47、ise in connection with an accident involving a Cruise robotaxi in October 2023.We and Cruise have resolved the investigations and inquiries by theNational Highway Traffic Safety Administration(NHTSA),the U.S.Department of Justice and the California Public Utilities Commission(CPUC).Specifically,in J

48、uly 2024,Cruise entered into a settlement agreement with the CPUC that imposed a$112,500 fine on Cruise and various reportingobligations.In September 2024,Cruise and NHTSA executed a Consent Order,which imposed a$1.5 million fine on Cruise and requires enhancedreporting and engagement with NHTSA for

49、 two years(with an optional third year at NHTSAs discretion).In November 2024,Cruise entered into aDeferred Prosecution Agreement(DPA)with the U.S.Attorneys Office for the Northern District of California relating to the October 2023 accident.Underthe terms of the DPA,Cruise admitted to one count of

50、submitting a false report to a federal agency and paid a$500,000 monetary penalty.The governmentwill not pursue an indictment or prosecution so long as Cruise complies with the terms of the DPA over the next three years by undertaking certain remedialmeasures,maintaining a safety compliance program

51、and submitting reports to the government no less than annually.GM is neither a party nor a signatory tothese agreements.Competitive Position and Vehicle Sales The principal factors that determine consumer vehicle preferences in the markets in which we operate includeoverall vehicle design,price,qual

52、ity,available options,safety,reliability,fuel economy or range and functionality.Market leadership in individual countriesin which we compete varies widely.We present both wholesale and total vehicle sales data to assist in the analysis of our revenue and market share.Wholesale vehicle sales data co

53、nsists ofsales to GMs dealers and distributors,as well as sales to the U.S.government,and excludes vehicles sold by our joint ventures.Wholesale vehicle salesdata correlates to our revenue recognized from the sale of vehicles,which is the largest component of Automotive net sales and revenue.In the

54、year endedDecember 31,2024,27.9%of our wholesale vehicle sales volume was generated outside the U.S.The following table summarizes wholesale vehicle salesby automotive segment(vehicles in thousands):Years Ended December 31,202420232022GMNA3,464 86.4%3,147 83.5%2,926 81.8%GMI547 13.6%621 16.5%653 18.

55、2%Total4,010 100.0%3,768 100.0%3,579 100.0%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)sales of courtesy t

56、ransportation vehicles(i.e.,vehicles previouslyused by dealers that were sold to the end consumer).Total vehicle sales data includes all sales by joint ventures on a total vehicle basis,not based on ourpercentage ownership interest in the joint venture.Certain joint venture agreements in China allow

57、 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 notcorrelate directly to the revenue we recognize during a particular period,we believe it i

58、s indicative2Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESof the underlying demand for our vehicles.Total vehicle sales data represents managements good faith estimate based on sales reported by our dealers,distributors and joint ventures;commercially available data sources such as regist

59、ration and insurance data;and internal estimates and forecasts when otherdata is not available.The following table summarizes industry and GM total vehicle sales and our related competitive position by geographic region(vehicles in thousands):Years Ended December 31,202420232022 IndustryGMMarketShar

60、eIndustryGMMarket ShareIndustryGMMarket ShareNorth AmericaUnited States16,385 2,705 16.5%16,022 2,595 16.2%14,242 2,274 16.0%Other3,909 510 13.1%3,590 460 12.8%3,066 406 13.2%Total North America20,294 3,215 15.8%19,612 3,055 15.6%17,308 2,680 15.5%Asia/Pacific,Middle East and AfricaChina(a)26,567 1,

61、839 6.9%24,967 2,099 8.4%23,489 2,303 9.8%Other21,727 520 2.4%22,058 577 2.6%20,259 505 2.5%Total Asia/Pacific,Middle East andAfrica48,293 2,359 4.9%47,025 2,676 5.7%43,748 2,808 6.4%South AmericaBrazil2,634 315 12.0%2,307 328 14.2%2,103 291 13.8%Other1,347 109 8.1%1,419 128 9.0%1,563 160 10.3%Total

62、 South America3,980 424 10.7%3,726 456 12.2%3,666 451 12.3%Total in GM markets72,568 5,998 8.3%70,362 6,187 8.8%64,722 5,939 9.2%Total Europe16,816 2%16,596 2%14,236 2%Total Worldwide(b)(c)89,383 6,001 6.7%86,958 6,189 7.1%78,958 5,941 7.5%United StatesCars2,939 178 6.0%3,070 224 7.3%2,815 214 7.6%T

63、rucks4,345 1,383 31.8%4,249 1,303 30.7%3,974 1,246 31.4%Crossovers9,101 1,144 12.6%8,702 1,068 12.3%7,454 814 10.9%Total United States16,385 2,705 16.5%16,022 2,595 16.2%14,242 2,274 16.0%China(a)SGMS524 870 1,037 SGMW1,315 1,229 1,266 Total China26,567 1,839 6.9%24,967 2,099 8.4%23,489 2,303 9.8%_(

64、a)Includes sales by the Automotive China Joint Ventures(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 s

65、ales data andcorresponding calculation of market share.(c)As of March 2022,GM is no longer importing vehicles or parts to Russia,Belarus and other sanctioned provinces in Ukraine.3Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESAs discussed above,total vehicle sales and market share data pro

66、vided in the table above includes fleet vehicles.We sell vehicles directly or through ourdealer network to fleet customers,including daily rental car companies,commercial fleet customers,leasing companies and governments.Certain fleettransactions,particularly sales to daily rental car companies,are

67、generally less profitable than retail sales to end customers.The following table summarizesestimated fleet sales and those sales as a percentage of total vehicle sales(vehicles in thousands):Years Ended December 31,202420232022GMNA615 679 564 GMI401 506 426 Total fleet sales1,016 1,185 990 Fleet sal

68、es as a percentage of total vehicle sales16.9%19.2%16.7%Product Pricing Several methods are used to promote our products,including the use of dealer,retail and fleet incentives,such as customer rebates andfinance rate support.The level of incentives is dependent upon the level of competition in the

69、markets in which we operate and the level of demand for ourproducts.Cyclical and Seasonal Nature of Business The market for vehicles is cyclical and depends in part on general economic conditions,credit availability andconsumer spending.Vehicle markets are also seasonal.Production varies from month

70、to month.Vehicle model changeovers occur throughout the year as aresult of new market entries.Relationship with Dealers We market vehicles and automotive parts primarily through a network of independent authorized retail dealers.These outletsinclude distributors,dealers and authorized sales,service

71、and parts outlets.Our customers can obtain a wide range of after-sale vehicle services and productsthrough our dealer network,such as maintenance,light repairs,collision repairs,vehicle accessories and extended service warranties.The number ofauthorized dealerships and other agents performing simila

72、r functions were 4,588 in GMNA and 6,594 in GMI at December 31,2024.We,and our joint ventures,enter into a contract with each authorized dealer agreeing to sell to the dealer one or more specified product lines at wholesaleprices and granting the dealer the right to sell those products to customers

73、from an approved location.Our dealers often offer more than one GM brand at asingle dealership in a number of our markets.Authorized dealers offer parts,accessories,service and repairs for GM vehicles in the product lines that theysell using GM parts and accessories.Our dealers are authorized to ser

74、vice GM vehicles under our limited warranty,and those repairs are made almostexclusively with GM parts.Our dealers generally provide their customers with access to credit or lease financing,vehicle insurance and extended servicecontracts,which may be provided by GM Financial and other financial inst

75、itutions.The quality of GM dealerships and our relationship with our dealers are critical to our success now,and as we transition to our all-electric future,giventhat they maintain the primary sales and service interface with the end consumer of our products.In addition to the terms of our contracts

76、 with our dealers,we are regulated by various country and state franchise laws and regulations that may supersede those contractual terms and impose specific regulatoryrequirements and standards for initiating dealer network changes,pursuing terminations for cause and other contractual matters.Resea

77、rch,Product Development and Intellectual Property Costs for research,manufacturing engineering,software engineering,product engineering anddesign and development activities primarily relate to developing new products or services or improving existing products or services,including activitiesrelated

78、to vehicle and greenhouse gas(GHG)emissions control,improved fuel economy,EVs,AVs and the safety of drivers and passengers.Research anddevelopment expenses were$9.2 billion,$9.9 billion and$9.8 billion in the years ended December 31,2024,2023 and 2022.Product Development The Global Product Developme

79、nt organization is responsible for designing,developing,validating and integrating all globalproducts,services and their components while aiming to maximize part sharing across multiple vehicle segments.Our global vehicle architecturedevelopment is headquartered at our Global Technical Center in War

80、ren,Michigan,where our global teams in Design,Program Management&Execution,Hardware,Systems&Integration,Product Safety,Systems&Certification,Electrification&Battery Systems,Technology Acceleration&Commercialization and Purchasing&Supply Chain collaborate to meet customer requirements and maximize gl

81、obal economies of scale.We continue to invest in key ICE segments,which are critical to fund our all-electric future.Cross-segment part sharing is an essential enabler to optimizeour vehicle portfolio profitability,with more than 75%of our global internal combustion vehicle4Table of ContentsGENERAL

82、MOTORS COMPANY AND SUBSIDIARIESsales volume expected to come from five internal combustion vehicle architectures through this decade.We will continue to leverage our ICE portfolio toaccommodate our customers around the world while achieving our financial goals.Software and Services The Software&Serv

83、ices organization,with a presence in Mountain View,California and globally,is bringing together all of GMssoftware capabilities and assets under one team for the first time at GM.The team is developing and implementing an integrated strategy,working closelywith the Global Product Development organiz

84、ation and others across the enterprise to deliver an end-to-end integrated software and services strategy thatwill make the driver experience even more compelling and seamless.Intellectual Property We are constantly innovating and hold a significant number of patents,copyrights,trade secrets and oth

85、er intellectual property thatprotect those innovations in numerous countries.While no single piece of intellectual property is individually material to our business as a whole,ourintellectual property is important to our operations and continued technological development.Additionally,we hold a numbe

86、r of trademarks and servicemarks that are very important to our identity and recognition in the marketplace.Raw Materials,Services and Supplies We purchase a wide variety of raw materials,systems,components,parts,supplies,energy,freight,transportationand other services from numerous suppliers to man

87、ufacture our products.The raw materials primarily include steel,aluminum,resins,copper,lead,preciousmetals and raw materials used in EVs.We do not normally carry substantial inventories of these raw materials in excess of levels reasonably required tomeet our production requirements,and while we hav

88、e not experienced any significant shortages of raw materials,supply disruptions may occur as a resultof geopolitical and/or policy actions.Processing and extraction of certain EV battery raw materials is currently concentrated in China and may be subject toimport or export restrictions,or tariffs.In

89、 addition,our transition to EVs will require developing a more resilient,scalable and sustainable North America-focused EV supply chain,which includes advancing our strategic sourcing initiatives to secure supply through investments in raw materials suppliers andthe execution of strategic,multi-year

90、 supply agreements with suppliers throughout the value chain.This includes securing supply through offtakeagreements for EV raw materials and derivatives thereof,such as lithium,cathode active material,manganese,synthetic and natural graphite,nickel,cobalt,rare earth elements and permanent motor mag

91、nets.These EV-related agreements may require us to hold higher than normal levels of EV raw materialsinventory and to make long-term commitments to purchase raw materials.Expected demand for these raw materials currently exceeds the North Americancapacity of the existing supply chain and our raw mat

92、erial sourcing strategy aims to secure raw material supply to support our EV transition.Commodity costs are reflecting greater variability due to the macroeconomic environment and the continuing existence of government policies.Furthermore,an increased demand for EV critical minerals is increasing s

93、crutiny of the sustainability and human rights implications of these supply chains.In some instances,we purchase systems,components,parts and supplies from a single source,which may increase risk to supply disruptions.Theinability or unwillingness of these sources to provide us with parts and suppli

94、es could have a material adverse effect on our production.Combined purchasesfrom our two largest suppliers were approximately 11%of our total purchases in each of the years ended December 31,2024,2023 and 2022.Refer to Item1A.Risk Factors for further discussion of these risks.Automotive Financing-GM

95、 Financial GM Financial is our global captive automotive finance company and our global provider of automobile financesolutions.GM Financial conducts its business in North America,South America and through joint ventures in China.GM Financial provides retail loan and lease lending across the credit

96、spectrum to support vehicle sales.Additionally,GM Financial offers commerciallending products to dealers including floorplan financing,which is lending to finance new and used vehicle inventory;and dealer loans,which are loans tofinance improvements to dealership facilities,to provide working capita

97、l,or to purchase and/or finance dealership real estate.GM Financial provideslending products to commercial vehicle upfitters and advances to certain GM subsidiaries.In North America,GM Financial offers a sub-prime lending program.The program is primarily offered to consumers with a FICO score or its

98、 equivalentof less than 620 who have limited access to automobile financing through banks and credit unions and is expected to sustain a higher level of credit lossesthan prime lending.5Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESGM Financial generally seeks to fund its operations in eac

99、h country through local sources of funding to minimize currency and country risk.GMFinancial primarily finances its loan,lease and commercial origination volume through the use of secured and unsecured credit facilities,securitizationtransactions and the issuance of unsecured debt in the capital mar

100、kets.Human Capital The foundation of GMs business is our Purpose:We pioneer the innovations that move and connect people to what matters.It is why weexist.Our Purpose,growth strategy and culture all help us on our path towards achieving our vision of a world with zero crashes,zero emissions and zero

101、congestion.Our people are our most valuable asset,and we must continue to attract and retain the best talent in the world in order to achieve this vision.Asa result,we strive to create a Workplace of Choice to attract,retain,motivate and develop top talent by adhering to a responsible employer philo

102、sophy,which includes,among other things,commitments to create job opportunities,pay workers fairly,ensure safety and well-being and foster an inclusive workenvironment in which all employees can perform at their best.Fundamental to these commitments are our company values.Building a Stronger Future

103、Together Attracting and retaining talent to build great vehicles is critical to thriving in an increasingly competitive landscape.Our company initiatives for inclusivity are created to further our main business objective to build and sell the best vehicles on the market to everyone,everywhere.Our cu

104、rrent Board of Directors includes six women and seven men of different backgrounds who contribute their own unique perspective,industry insights,experiences and expertise.We bring together best-in-class talent to innovate in an inclusive work environment,and our guiding principleis performance.We ha

105、ve a talent management system that underscores our commitment to high standards.We extend outside of GM to reduce barriers andimprove access to our products and services by aligning to GMs focus on STEAM education and road safety.This includes our investments in communitiesthrough many partnerships

106、and volunteerism.Develop and Retain Talented People Today,we compete for talent not only against other automotive companies,but with businesses in sectors such astechnology.To win and retain that talent,we must encourage employee behaviors that align with our values,fulfill employees long-term aspir

107、ations andprovide experiences that make them feel valued,included and engaged.We have introduced various tools to outline expectations of our employees at eachstage of our career ladder in terms of role scope,skills and behaviors.Along with providing mentoring and networking opportunities,we offer a

108、 vast arrayof career development resources to employees to make the most of their careers at GM.We have established curricula for each of our functional areas aimedat ensuring that our employees have the skills they need to perform their jobs.We also offer continuing education programs from leading

109、colleges anduniversities.For example,the Technical Education Program provides employees an opportunity to complete corporate strategically aligned degrees andcertificate programs.Employees in some of our technical roles can participate in the GM Technical Learning University a training and upskillin

110、gprogram designed to expand and update the technical abilities of our workforce.GM recognizes that leadership effectiveness is a critical business need.We continue to expand our leadership development programs,which are designedto deliver skills and behaviors for each level of leadership to effectiv

111、ely lead their teams.Focus areas range from delivering constructive feedback toeffectively leading large scale change initiatives.Safety and Well-Being The safety and well-being of our employees is also a critical component of our ability to transform the future of personal mobility.At GM,we pride o

112、urselves on our commitment to live values that return people home safely 6Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESEvery Person,Every Site,Every Day.Our unwavering commitment to safety is manifested through empowering employees to“Speak Up for Safety”andthe Employee Safety Concern Pro

113、cess.These resources make it easier for salaried,hourly or represented and contract employees to report potential vehicleor workplace safety issues,or to suggest safety related improvements without fear of retaliation.The well-being of our employees is equally as important toentice and stimulate cre

114、ativity and innovation.Our award-winning Total Rewards package includes support for physical,emotional and financial wellness.We provide a comprehensive,competitiveoffering that includes compensation,a 401(k)company contribution and matching program,paid time off for holidays and vacations,a high-qu

115、ality healthcare plan,and GM Family First savings on GM vehicles,parts and services.We are committed to creating safe spaces where people can perform and thriveat work.GM encourages and supports healthy behaviors,attitudes and actions in our workplaces to improve health outcomes for team members and

116、 theirfamilies and to contribute to the success of our business.Employees At December 31,2024,we employed approximately 90,000(55%)hourly employees and approximately 72,000(45%)salaried employees.AtDecember 31,2024,substantially all of our hourly U.S.employees(approximately 47,000)were represented b

117、y unions,a majority of which wererepresented by the International Union,United Automobile,Aerospace and Agricultural Implement Workers of America(UAW).The following tablesummarizes worldwide employment(in thousands):December 31,2024GMNA(a)123 GMI30 GM Financial9 Total Worldwide162 U.S.-Salaried50 U.

118、S.-Hourly47 _(a)Includes Cruise.Information About our Executive Officers As of January 28,2025,the names and ages of our executive officers,their positions with GM and theirbusiness experiences during the past five years are as follows:Name(Age)Present GM Position(Effective Date)Positions Held Durin

119、g the Past Five Years(Effective Date)Mary T.Barra(63)Chair and Chief Executive Officer(2016)Grant Dixton(51)Executive Vice President,Chief Legal,Public Policy Officer and CorporateSecretary(2024)Activision Blizzard,Chief Legal Officer(2021)Boeing,Senior Vice President,General Counsel and Corporate S

120、ecretary(2020)Rory V.Harvey(57)Executive Vice President and President,Global Markets(2024)Executive Vice President and President,North America(2023)Vice President,Global Cadillac(2020)Vice President,Cadillac North America Sales,Service and Marketing(2018)Christopher T.Hatto(54)Vice President,Global

121、Business Solutionsand Chief Accounting Officer(2020)Vice President,Controller and Chief Accounting Officer(2018)Paul A.Jacobson(53)Executive Vice President and ChiefFinancial Officer(2020)Delta Air Lines,Executive Vice President and Chief Financial Officer(2013)Mark L.Reuss(61)President(2019)There a

122、re no family relationships between any of the officers named above and there is no arrangement or understanding between any of the officersnamed above and any other person pursuant to which he or she was selected as an officer.Each of the officers named above was elected by the Board ofDirectors to

123、hold office until his or her successor is elected and qualified or until his or her earlier resignation or removal.7Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESEnvironmental and Regulatory MattersAutomotive Criteria Emissions Control Our products are subject to laws and regulations globa

124、lly that require us to control certain non-GHG automotiveemissions,including vehicle and engine exhaust emission standards,vehicle evaporative emission standards and onboard diagnostic(OBD)systemrequirements.Emission requirements have become more stringent as a result of stricter standards and new d

125、iagnostic requirements that have come into forcein many markets around the world,often with very little harmonization.Regulatory authorities may conduct ongoing evaluations of products from allmanufacturers.Refer to Item 1A.Risk Factors for additional information.The U.S.federal government,through t

126、he Environmental Protection Agency(EPA),imposes stringent exhaust and evaporative emission controlrequirements on vehicles sold in the U.S.The California Air Resources Board(CARB)likewise imposes stringent exhaust and evaporative emissionstandards.The Clean Air Act permits states that have areas wit

127、h air quality compliance issues to adopt California emission standards in lieu of federalrequirements.Various other states have adopted California emission standards,and there is a possibility that additional U.S.jurisdictions could adoptCalifornia emission standards in the future.The EPA has finali

128、zed its Tier 4 Multipollutant Rule that will begin with the 2027 model year.The historicallystringent proposal calls for ever-increasing volumes of zero emission vehicles(ZEVs)in order to maintain compliance.For each model year,we must obtain certification that our vehicles and engines will meet emi

129、ssion requirements of the EPA before we can sell vehicles inthe U.S.and Canada,and of CARB before we can sell vehicles in California and the states that have adopted California emission standards.The Canadian federal governments current vehicle pollutant emission requirements are generally aligned w

130、ith U.S.federal requirements.In 2019,certain areas within China began implementation of the China 6 emission standard(China 6)requirements.China 6 combines elements of bothEuropean Union(EU)and U.S.standards and increases the time and mileage periods over which manufacturers are responsible for a ve

131、hicles emissionperformance.Nationwide implementation of China 6a for new registrations occurred in January 2021,and the more stringent China 6b was implemented inJuly 2023.In 2022,China began studies regarding the next generation of vehicle emission standards(China 7),with the final standard expecte

132、d in 2026.While largely based on Euro 7,some divergence and unique requirements are expected.Brazil has approved a set of national emission standards referred to as L7,implemented in 2022,and L8,to be implemented from 2025 onward.L7standards cover vehicle exhaust emissions,durability for emissions,e

133、vaporative emissions and noise limits,and include additional OBD requirements and aphase-in for onboard refueling vapor recovery systems.L8 standards include corporate average vehicle emissions targets,which increase in stringency everytwo years until 2031.Some of the requirements are aligned with t

134、hose of the EPA.As a result of the sale of the Opel and Vauxhall businesses and certain other assets in Europe(the Opel/Vauxhall Business),GMs vehicle presence inEurope is smaller,but GM may still be affected by actions taken by regulators related both to Opel/Vauxhall vehicles sold before the sale

135、of theOpel/Vauxhall Business as well as to other vehicles GM continues to sell in Europe.In Europe,increased scrutiny of emission standards compliance mayresult in changes to these standards,as well as stricter interpretations or redefinition of these standards and more rigorous enforcement.Beyond t

136、his,as partof the EUs desire to accelerate the shift to sustainable mobility,the EU has recently rolled out new regulations which will impose more stringent emissionsstandards on ICE vehicles(Euro 7),before phasing them out in 2035.New regulations that are already in place and for which technical re

137、quirements arecurrently being shaped will also impact EV battery design,use and recyclability/recycling.For additional information,refer to Note 16 to our consolidatedfinancial statements.Automotive Fuel Economy and GHG Emissions In the U.S.,NHTSA promulgates and enforces Corporate Average Fuel Econ

138、omy(CAFE)standards forthree separate fleets:domestic cars,import cars and light-duty trucks.Manufacturers may use one or a combination of the following to resolve CAFE fleetdeficits:credits from the five prior model years,expected credits for the next three model years,credits obtained from other ma

139、nufacturers or payment ofcivil penalties.Manufacturers that do not resolve deficits for a model year may be subject to substantial CAFE civil penalties to bring their fleets intocompliance.In addition to federal CAFE standards,the EPA promulgates and enforces GHG emission standards.Manufacturers may

140、 use one or acombination of the following to resolve EPA GHG fleet deficits:credits from the five prior model years,expected credits for the next three model years andcredits obtained from other manufacturers.NHTSA and the EPA have previously finalized separate standards with differing stringency le

141、vels and affectedmodel years,with the CAFE standards addressing the 20248Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIES2026 model years and the GHG standards addressing the 20232026 model years and both standards have been challenged through litigation.In 2024,NHTSA finalized CAFE standard

142、s for the 20272031 model years and the EPA finalized GHG standards for the 20272032 model years.NHTSA and theEPA have also finalized on-going fuel efficiency and GHG emissions requirements for medium-and heavy-duty vehicles.These requirements also increasein stringency over time.In addition,CARB has

143、 promulgated and enforces its own light-duty vehicle GHG standards with increasing stringency through model year 2025,andother states have adopted CARBs GHG standards under the Federal Clean Air Act.GM is required to meet state GHG standards in California and the statesthat have adopted Californias

144、GHG standards.CARB has not proposed increases to its GHG standards for the 2026 or later model years,but may do so inthe future.CARB has also imposed requirements to sell increasing percentages of ZEVs in California,ending with a 100%sales target in the 2035 model year.Thisincludes CARBs Advanced Cl

145、ean Cars II(ACC II)program,which requires the sale of increasing percentages of light-duty ZEVs for the 20262035 modelyears,and has been adopted by numerous states.CARB received a waiver from the EPA for it and the other adopting states to implement and enforce theACC II program and that waiver acti

146、on has been challenged through litigation.Additional U.S.jurisdictions could adopt CARBs ACC II requirements inthe future.CARB has also imposed a ZEV requirement for medium-and heavy-duty vehicles in its Advanced Clean Trucks(ACT)program,requiringincreasing percentages of ZEVs for the 20242026 model

147、 years,ending with a 100%ZEV sales requirement in the 2036 model year.CARB has a waiverfrom the EPA to enforce ACT.In Canada,federal light-and heavy-duty GHG regulations contain emission standards that are modeled on existing U.S.EPA light-and heavy-duty GHGemission standards for the 20232026 model

148、years.In December 2023,the Canadian federal government announced the ZEV Availability Standard as anew requirement within the existing light-duty GHG emission standard,which requires a specified percentage of manufacturers new light-duty vehiclesoffered for sale in Canada to be ZEV,beginning with mo

149、del year 2026 and increasing each year to 100%by model year 2035,and potential enforcementactions for non-compliance in accordance with the existing GHG standards.At the provincial level,Quebec and British Columbia have enacted ZEV salesrequirements,which include potential monetary penalties for non

150、-compliance.In 2023,Quebec amended its light-duty ZEV regulations applicable to 20252035 model years,requiring ZEVs to comprise 100%of all new light-duty vehicle sales by model year 2035.In December 2024,the Quebec governmentadopted regulations that prohibit the sale or lease of certain internal com

151、bustion engines by December 31,2035.In October 2024,the British Columbiagovernment announced amendments to British Columbias existing ZEV sales requirements,which would require ZEVs to comprise 100%of new light-duty sales in British Columbia by model year 2035.China has two fuel consumption requirem

152、ents for passenger vehicles enforced by the Ministry of Industry and Information Technology:an individualvehicle pass-fail type approval requirement and a corporate average fuel consumption(CAFC)requirement.Specific to the CAFC requirement,Chinaintroduced Phase 5 in 2021 with full compliance require

153、d by 2025.In addition,China has established a mandate that requires passenger car manufacturersto produce a certain volume of plug-in hybrid,battery electric and fuel cell vehicles,which are referred to as New Energy Vehicles(NEVs),from 2019 andbeyond.The number of NEV credits per car is based on th

154、e electric range,energy efficiency and battery energy density with the goal of increasing NEVvolume penetrations and improving technological sophistication over time.Uncommitted NEV credits may be used to assist compliance with the CAFCrequirement.China previously issued NEV credit targets between 2

155、019 and 2023 and has set new NEV credit targets aimed at further increasing NEVvolumes for 2024 and 2025.In 2022,China began to study the CAFC requirement and NEV credit mandates for 20262030(referred to as Phase 6)with thefinal standard expected in 2025.These standards are anticipated to be more st

156、ringent,aligned with the trend observed in other key global markets.In Brazil,the Secretary of Industry and Development promulgates and enforces CAFE standards and has enforced a CAFE program for the periodOctober 2020September 2026 for light-duty and mid-size trucks and SUVs,including diesel vehicl

157、es.The second phase of the program was finalized inMay 2024 and introduces more stringent requirements from 2027 through 2031.We have several options to comply with existing and potential new regulations that we have utilized and may continue to utilize,including increasingproduction and sale of cer

158、tain vehicles,such as EVs,and curtailing production of others,which could include profitable ICE vehicles;technology changes,including fuel consumption efficiency and engine upgrades;payment of penalties;and/or the purchase of credits from third parties.We regularly evaluateour current and future pr

159、oduct plans and strategies for compliance with fuel economy and GHG regulations.In the years ended December 31,2024,2023and 2022,we paid$2.0 billion,$0.5 billion and$1.0 billion to purchase credits to facilitate our compliance with regulations.Compliance-related costs of$1.0 billion,$0.7 billion and

160、$0.5 billion were recorded in Automotive and other cost of sales in the years ended December 31,2024,2023 and 2022.Referto Item 1A.Risk Factors for additional information.9Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESIndustrial Environmental Control Our operations are subject to a wide ra

161、nge of environmental protection laws including those regulating air emissions,water discharge,waste management and environmental cleanup.Certain environmental statutes require that responsible parties fund remediation actionsregardless of fault,legality of original disposal or ownership of a disposa

162、l site.Under certain circumstances,these laws impose joint and several liability aswell as liability for related damages to natural resources.Chemical Regulations We continually monitor the implementation of chemical regulations to maintain compliance and evaluate their effect on ourbusiness,supplie

163、rs and the automotive industry.Globally,governments continue to introduce new legislation and regulations related to the selection and use of chemicals by mandating broad prohibitionsor restrictions and implementing vehicle interior air quality,green chemistry,life cycle analysis and product steward

164、ship initiatives.These initiatives givebroad regulatory authority to ban or restrict the use of certain chemical substances and potentially affect automobile manufacturers responsibilities forvehicle components at the end of a vehicles life,as well as chemical selection for product development and m

165、anufacturing.Global treaties and initiativessuch as the Basel,Rotterdam and Stockholm Conventions on Chemicals and Waste,the Minamata Convention on Mercury and EU Registration,Evaluation,Authorization and Restriction of Chemicals,are driving chemical regulations across signatory countries.Increases

166、in the use of circuit boards and otherelectronics may require additional assessment under the Restriction of Hazardous Substances and Waste from Electrical and Electronic Equipmentdirectives.New European requirements require suppliers of parts and vehicles to the European market to disclose substanc

167、es of concern in parts.Chemical regulations are increasing in North America.In the U.S.,the EPA is moving forward with risk analysis and management of high prioritychemicals under the authority of the 2016 Lautenberg Chemical Safety for the 21st Century Act.The EPA has also issued a per-and polyfluo

168、roalkylsubstances(PFAS)reporting rule that requires PFAS use reporting by manufacturers between 2011 and 2022.In addition,several U.S.states have chemicalmanagement regulations that can affect vehicle design and manufacturing such as chemical restriction and use requirements.For example,Minnesota ha

169、sadopted PFAS reporting and elimination requirements beginning as early as 2026,except for unavoidable uses.Chemical restrictions and export controls inCanada continue to steadily progress under the Environment and Climate Change Canadas Chemical Management Plan to assess existing substances andimpl

170、ement risk management controls on any chemical deemed toxic.These emerging laws and regulations will potentially lead to increases in costs and supply chain complexity.Manufacturers,including joint venturepartners and suppliers,that do not comply with global and specific country regulations could be

171、 subject to civil penalties,production disruptions orlimitations on the sale of affected products.We believe we are materially in compliance with substantially all these requirements or expect to be materiallyin compliance by the required dates.Vehicle SafetyU.S.Requirements The National Traffic and

172、 Motor Vehicle Safety Act of 1966(the Safety Act)regulates the vehicles and items of motor vehicleequipment that we manufacture and sell.The Safety Act prohibits the sale in the U.S.of any new vehicle or equipment that does not conform to applicablefederal motor vehicle safety standards established

173、by NHTSA.Meeting or exceeding the many safety standards is costly as global compliance and non-governmental assessment requirements continue to evolve and grow more complex,and lack harmonization globally.The Safety Act further requires that ifwe or NHTSA determine a vehicle or an item of vehicle eq

174、uipment does not comply with a safety standard,or that vehicle or equipment contains a defectthat poses an unreasonable safety risk,we must conduct a safety recall to remedy that condition in the affected vehicles.Should we or NHTSA determine asafety defect or noncompliance issue exists with respect

175、 to any of our vehicles,the cost of such recall campaigns could be substantial.Other National Requirements Outside of the U.S.,many countries have established vehicle safety standards and regulations and are likely to adoptadditional,more stringent requirements in the future.The European General Saf

176、ety Regulation has introduced United Nations Economic Commission forEurope(UNECE)regulations,which are required for the European Type Approval process.Globally,governments generally have been adopting UNECEbased regulations with some variations to address local concerns.Any difference between North

177、American and UNECE based regulations can addcomplexity and costs to vehicle development,and we continue to support efforts to harmonize regulations to reduce complexity.Safety and recallrequirements in various countries around the world,including in China,Brazil and Gulf Cooperation Council countrie

178、s,also may add substantial costs andcomplexity to our safety and field action activities globally.In Canada,vehicle regulatory requirements are generally aligned with U.S.regulations;however,under the Canadian Motor Vehicle Safety Act,recall thresholds are different and the Minister of Transport has

179、 broad powers to ordermanufacturers to submit a notice of defect or non-compliance when the Minister considers it to be in the interest of safety.Global regulations continue toincrease in scope10Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESwith new technologies,some of which can be market

180、-specific,that can add complexity and increase our cost of compliance globally.Crash Test Ratings and New Car Assessment Programs Organizations in various regions around the world,including in the U.S.,rate and comparemotor vehicles through various New Car Assessment Programs(NCAPs)to provide consum

181、ers and businesses with additional information about the safetyof new vehicles.NCAPs use crash tests and other evaluations that are different than what is required by applicable regulations,and use stars or othergrading systems,depending on the region,to rate vehicle safety.Achieving high NCAP ratin

182、gs,which can vary by country and region,can add complexityand cost to vehicles.Website Access to Our Reports Our internet website address is https:/.In addition to the information about us and our subsidiariescontained in this 2024 Form 10-K,information about us can be found on our website including

183、 information on our corporate governance principles andpractices.Our Investor Relations website at https:/,which contains a link to our Sustainability Report,and our News website athttps:/ contain a significant amount of information about us,including financial and other information for investors.We

184、 encourage investorsto visit both websites,as we frequently update and post new information about our company on these websites and it is possible that this information couldbe deemed to be material information.Our Investor Relations website and News website and information included in or linked to

185、these websites are not partof this 2024 Form 10-K.Our annual reports on Form 10-K,quarterly reports on Form 10-Q,current reports on Form 8-K and amendments to those reports filed or furnishedpursuant to Section 13(a)or 15(d)of the Securities Exchange Act of 1934,as amended(Exchange Act),are availabl

186、e free of charge through our website assoon as reasonably practicable after they are electronically filed with or furnished to the U.S.Securities and Exchange Commission(SEC).The SECmaintains a website that contains reports,proxy and information statements,and other information regarding our filings

187、 at https:/www.sec.gov.*Item 1A.Risk FactorsWe have listed below the most material risk factors applicable to us.These risk factors are not necessarily in the order of importance or probability ofoccurrence:Risks related to our competition and strategyIf we do not deliver new products,services,techn

188、ologies and customer experiences in response to increased competition and changing consumerneeds and preferences,our business could suffer.We believe that the automotive industry will continue to experience significant change in the comingyears,particularly as traditional automotive original equipme

189、nt manufacturers(OEMs)continue to shift resources to the development of EVs.In addition toour traditional competitors,we must also be responsive to the entrance of start-ups and other non-traditional competitors in the automotive industry,such assoftware and ridesharing services supported by large t

190、echnology companies.These new competitors,as well as established industry participants,aredisrupting the historic business model of our industry through the introduction of new technologies,products,services,direct-to-consumer sales channels,methods of transportation and vehicle ownership.To success

191、fully execute our long-term strategy,we must continue to develop and commercialize newproducts and services,including products and services that are outside of our historically core ICE business,such as EVs and AVs,software-enabledconnected services,future features and services based on artificial i

192、ntelligence and other new businesses.There can be no assurance that advances in technology will occur in a timely or feasible way,if at all,that others will not acquire similar or superiortechnologies sooner than we do,or that we will acquire technologies on an exclusive basis or at a significant pr

193、ice advantage.The process of designing anddeveloping new technology,products and services is costly and uncertain and requires extensive capital investment.If our access to capital were to becomesignificantly constrained,if costs of capital increased significantly,or if our ability to raise capital

194、is challenged relative to our peers,our ability to executeon our strategic plans could be adversely affected.Further,if we are unable to prevent or effectively remedy errors,bugs,vulnerabilities or defects in oursoftware and hardware,or fail to deploy updates to our software properly,or if we do not

195、 adequately prepare for and respond to new kinds of technologicalinnovations,market developments and changing customer needs and preferences,our sales,profitability and long-term competitiveness may be materiallyharmed.11Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESOur ability to attract

196、and retain talented and highly skilled employees is critical to our success and competitiveness.Attracting and retaining employeeswho are highly skilled in their areas is critical to thriving in an increasingly competitive landscape.In particular,our vehicles and connected servicesincreasingly rely

197、on software and hardware that is highly technical and complex and our success in this area is dependent upon our ability to retain andrecruit the best talent.The market for highly skilled workers and leaders in our industry is extremely competitive.In addition to compensationconsiderations,current a

198、nd potential employees are increasingly placing a premium on culture and other various intangibles,such as working for companieswith a clear purpose and strong brand reputation,flexible work arrangements,and other considerations,such as embracing sustainability and inclusioninitiatives.Failure to at

199、tract,hire,develop,motivate and retain highly qualified employees could disrupt our operations and adversely affect our strategicplans.Our ability to maintain profitability is dependent upon our ability to timely fund and introduce new and improved vehicle models,including EVs,thatare able to attrac

200、t a sufficient number of consumers.We operate in a very competitive industry with market participants routinely introducing new andimproved vehicle models and features,at decreasing price points,designed to meet rapidly evolving consumer expectations.Producing new and improvedvehicle models,includin

201、g EVs,that preserve our reputation for designing,building and selling safe,high-quality cars,crossovers,trucks and SUVs iscritical to our long-term profitability.Successful launches of our new vehicles are critical to our short-term profitability.The new vehicle developmentprocess can take two years

202、 or more,and a number of factors may lengthen that time period.Because of this product development cycle and the variouselements that may contribute to consumers acceptance of new vehicle designs,including competitors product introductions,technological innovations,fuel prices,general economic condi

203、tions,regulatory developments,including tax credits or other government policies in various countries,transportationinfrastructure and changes in quality,safety,reliability and styling demands and preferences,an initial product concept or design may not result in a saleablevehicle or a vehicle that

204、generates sales in sufficient quantities and at high enough prices to be profitable.Our high proportion of fixed costs,both due to oursignificant investment in property,plant and equipment as well as other requirements of our collective bargaining agreements,which limit our flexibility toadjust pers

205、onnel costs to changes in demands for our products,may further exacerbate the risks associated with incorrectly assessing demand for ourvehicles.Our long-term strategy is dependent upon our ability to profitably deliver a strategic portfolio of EVs.The production and profitable sale of EVs hasbecome

206、 increasingly important to our long-term business as we continue our transition to an all-electric future.Our EV strategy is dependent on our abilityto(i)deliver a strategic portfolio of high-quality EVs that are competitive and meet consumer demands;(ii)scale our EV manufacturing capabilities;(iii)

207、reduce the costs associated with the manufacture of EVs,particularly with respect to battery cells and packs;(iv)increase vehicle range and the rate ofcharge and energy density of our batteries;(v)efficiently source sufficient materials for the manufacture of battery cells;(vi)license and monetize o

208、urproprietary platforms and related innovations;(vii)successfully invest in new technologies relative to our peers;(viii)develop new software and services;and(ix)leverage our scale,manufacturing capabilities and synergies with existing ICE vehicles.Our progress towards these objectives has impacted,

209、andmay continue to impact,the need to record losses on our EV-related inventory,including battery cells.If we are unable to successfully deliver on our EVstrategy,it could materially and adversely affect our results of operations,financial condition and growth prospects,and could negatively impact o

210、ur brandand reputation.The success of our long-term strategy is dependent on consumer adoption of EVs.Consumer adoption of EVs has been slower than anticipated,and hasbeen and in the future could be impacted by numerous factors,including the breadth of the portfolio of EVs available;perceptions abou

211、t EV features,quality,safety,performance and cost relative to ICE vehicles;the range over which EVs may be driven on a given battery charge;the proliferation andspeed of charging infrastructure,in particular with respect to public EV charging stations,and the success of the Companys charging infrast

212、ructureprograms and strategic joint ventures and other relationships;cost and availability of high fuel-economy ICE vehicles;volatility in energy prices due toincreased demand and investments to support electrification efforts;volatility,or a sustained decrease,in the cost of petroleum-based fuel;fa

213、ilure bygovernments and other third parties to make the investments necessary to make infrastructure improvements,such as greater availability of EV chargingstations,and to provide meaningful and fully utilizable economic incentives promoting the adoption of EVs,including production and consumer cre

214、ditscontemplated by the Inflation Reduction Act(IRA);and negative feedback from stakeholders impacting investor and consumer confidence in our companyor industry.If industry-wide adoption rates continue to be lower than anticipated,we may take portfolio actions to better match the pace of EV adoptio

215、n,such as not fully utilizing or reducing the capacity of our existing or future plants or reducing production hours or shifts,and we may become subject toclaims by suppliers as a result of such actions.We may be unable to successfully deliver on our EV strategy,which could materially and adversely

216、affect ourresults of operations,financial condition and growth prospects,and could negatively impact our brand and reputation.12Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESIn addition,the production and sale of EVs at increasingly larger volumes is also part of our long-term strategy to

217、comply with global emissions and fueleconomy regulations.If we are not able to successfully execute our EV strategy or if future compliance requirements do not change,we may need to takevarious actions,including purchasing additional regulatory credits from third parties,paying penalties to various

218、government regulators,or taking portfolioactions such as reducing the production of profitable ICE vehicles,the impact of which could be material to our results of operations and financialcondition.See Our operations and products are subject to extensive laws,regulations and policies,including those

219、 related to vehicle emissions and fueleconomy standards,which can significantly increase our costs and affect how we do business.Our near-term profitability is dependent upon the success of our current line of ICE vehicles,particularly our full-size ICE SUVs and full-size ICEpickup trucks.While we o

220、ffer a broad portfolio of cars,crossovers,SUVs and trucks,and we have announced significant plans to design,build and sell astrategic portfolio of EVs,we currently recognize the highest profit margins on our full-size ICE SUVs and full-size ICE pickup trucks.As a result,ournear-term success is depen

221、dent upon our ability to sell higher margin vehicles in sufficient volumes.We are also using the cash generated by our ICEvehicles to fund our growth strategy,including with respect to EVs and AVs.Any near-term shift in consumer preferences toward smaller,more fuel-efficient vehicles,whether as a re

222、sult of increases in the price of oil or any sustained shortage of oil,including as a result of global political instability(suchas related to the ongoing conflicts in Eastern Europe and the Middle East),concerns about fuel consumption or GHG emissions,or other reasons,couldweaken the demand for our

223、 higher margin vehicles.More stringent fuel economy regulations could also impact our ability to sell these vehicles or couldresult in additional costs associated with these vehicles,which could be material.See“Our operations and products are subject to extensive laws,regulations and policies,includ

224、ing those related to vehicle emissions and fuel economy standards,which can significantly increase our costs and affect howwe do business.”We operate in a highly competitive industry that has historically had excess manufacturing capacity,and attempts by our competitors to sell morevehicles could ha

225、ve a significant negative effect on our vehicle pricing,market share and operating results.The global automotive industry is highlycompetitive in terms of the quality,innovation,new technologies,pricing,fuel economy,reliability,safety,customer service and financial services offered.Additionally,desp

226、ite the fact that OEMs have experienced supply constraints in recent years due to the COVID-19 pandemic and certain supply chain andlogistics challenges,overall manufacturing capacity in the automotive industry has historically far exceeded demand.Supply chain and logistics challengesmay occur as a

227、result of geopolitical and/or policy actions.In addition,we have made,and plan to continue to make,significant investments in EVmanufacturing capacity based on our expectations for long-term EV demand,which is subject to various risks and uncertainties as described above.Ourtransition to EVs will al

228、so require developing a more resilient,scalable and sustainable North American-focused EV supply chain,which includesadvancing our strategic sourcing initiatives to secure supply through investments in raw materials suppliers and the execution of strategic,multi-year supplyagreements with suppliers

229、throughout the value chain.These EV-related agreements may require us to hold higher than normal levels of EV raw materialsinventory and to make long-term commitments to purchase raw materials.Expected demand for these raw materials currently exceeds the North Americancapacity of the existing supply

230、 chain.If we are not successful in developing our North America supply chain,our operating results and profitability could benegatively impacted.Many manufacturers,including GM,have relatively high fixed labor costs as well as limitations on their ability to efficiently close facilities and reducefi

231、xed costs,including as a result of collective bargaining agreements.In light of any excess capacity and high fixed costs,many industry participants haveattempted to sell more vehicles by providing subsidized financing or leasing programs,offering marketing incentives or reducing vehicle prices.As a

232、result,we have had,and may in the future need,to offer similar incentives,which may result in vehicle prices that do not offset our costs,including any costincreases or the impact of adverse currency fluctuations,which could affect our profitability.Our competitors may also seek to benefit from econ

233、omies ofscale by consolidating or entering into other strategic agreements such as alliances or joint ventures intended to enhance their competitiveness.Manufacturers in countries that have lower production costs,such as China and India,have become competitors in key emerging markets and have beguno

234、ffering their products in established markets,as well as a low-cost alternative to established entry-level automobiles.These actions have had,and areexpected to continue to have,a significant negative effect on our vehicle pricing,market share and operating results in these markets.In addition,forei

235、gngovernments may decide to implement tax and other policies that favor their domestic manufacturers at the expense of international manufacturers,including GM and its joint venture partners.Similarly,the potential imposition of tariffs may lead to further challenges for GM and its joint venturepart

236、ners.We recently announced plans to refocus our AV strategy on personal vehicles and the execution of this strategy is dependent upon our ability tosuccessfully mitigate unique technological,operational and regulatory risks.Cruise Holdings,13Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESou

237、r majority-owned subsidiary,has been pursuing the development and commercialization of AV technology for deployment in a robotaxi application.InDecember 2024,we announced plans to refocus our autonomous driving strategy on personal vehicles and that we would no longer fund Cruises robotaxidevelopmen

238、t work.We are pursuing the acquisition of the noncontrolling interests in Cruise,and as of December 31,2024,we owned about 97%of Cruise.Following the acquisition of the noncontrolling interests and subject to approval of the Cruise Board of Directors,we expect to work with the Cruiseleadership team

239、to restructure Cruises operations and combine the GM and Cruise technical efforts to build on the success of Super Cruise,our ADAStechnology,and prioritize the development of ADAS on a path to fully autonomous personal vehicles.While we expect our refocused AV strategy to be lesscapital intensive th

240、an the Cruise robotaxi plan,we expect that our AV and ADAS development activities will continue to require significant capitalinvestments and remain subject to a variety of risks inherent with the development of new technologies,including our ability to continue to develop self-driving software and

241、hardware;attract and retain key software talent with expertise in artificial intelligence and machine learning;access to sufficientcapital;and significant competition from both established automotive companies and technology companies,some of which may have more resources andcapital to devote to AV

242、technologies than we do.In addition,we face risks related to the commercial deployment of AVs,including consumer acceptance,reputation of our brand,achievement of adequate safety and other performance standards and compliance with uncertain,evolving and potentiallyconflicting federal,state,provincia

243、l or local regulations.Advanced technologies such as AVs present novel issues with which domestic and foreignregulators have only limited experience,and will be subject to evolving regulatory frameworks.Any current or future regulations in these areas,and ourrelationships with regulators,could imped

244、e the successful commercialization of these technologies and impact whether and how these technologies aredesigned and integrated into our products,and may ultimately subject us to increased costs and uncertainty.To the extent accidents,cybersecurity breachesor other adverse events associated with o

245、ur autonomous driving systems occur,we could be subject to liability,reputational harm,government scrutiny andfurther regulation,and it could deter consumer adoption of AV and ADAS technology.Any of the foregoing could materially and adversely affect ourresults of operations,financial condition and

246、growth prospects.We are subject to risks associated with climate change,including increased regulation of GHG emissions,changing consumer preferences and otherrisks related to our transition to EVs and the potential increased impacts of severe weather events on our operations and infrastructure.Incr

247、easingattention to climate change,rising societal expectations on companies to address climate change,requirements for increased disclosure and changes inconsumer and investor preferences may result in increased costs,reduced demand for our products,reduced profits,risks associated with new regulato

248、ryrequirements,risks to our reputation and the potential for increased litigation and governmental investigations.Regulations at the federal,state or local levelor in international jurisdictions could require us to further limit emissions associated with customer use of products we sell,change our m

249、anufacturingprocesses or product portfolio or undertake other activities that may require us to incur additional expense,including the purchase of emissions credits or thepayment of penalties,which may be material.These requirements may increase the cost of,and/or diminish demand for,our ICE vehicle

250、s.See“Ouroperations and products are subject to extensive laws,regulations and policies,including those related to vehicle emissions and fuel economy standards,which can significantly increase our costs and affect how we do business.”In addition,at the state and federal level in the U.S.and abroad t

251、here are anincreasing number of sustainability-related rules and regulations that have been adopted or proposed.Such regulations are expected to subject us to newdisclosure requirements,new supply chain requirements,new trade restrictions and increased risk of litigation or regulatory action,which a

252、re expected toresult in increased costs(in our operations and supply chain),as well as risks to our reputation or consumer demand for our products if we do not meetincreasingly demanding stakeholder expectations and standards.Furthermore,our practices may be judged against sustainability standards t

253、hat arecontinually evolving and not always clear.Prevailing sustainability standards,expectations and regulations may also reflect contrasting or conflicting valuesor agendas.Part of our strategy to address these risks includes the continued scaling of EVs,which presents additional risks,including r

254、educed demand for,andtherefore profits from,our ICE vehicles,which we are currently using to fund our growth strategy and transition to EVs;higher costs or reduced availabilityof materials related to EV technologies,whether as a result of increased competition or more stringent regulatory requiremen

255、ts,impacting profitability,particularly with respect to batteries and battery raw material;risks related to the success of our EV strategy,particularly with respect to advancement ofbattery cell technology,charging infrastructure and competition;and uncertainty over treatment of EVs in vehicle emiss

256、ion standards.See“Our long-termstrategy is dependent upon our ability to profitably deliver a strategic portfolio of EVs”and“Our near-term profitability is dependent upon the success ofour current line of full-size ICE SUVs and full-size ICE pickup trucks.”Finally,increased intensity,frequency or du

257、ration of storms,droughts,wildfires or other severe weather events as a result of climate change may disruptour production and the production,logistics,cost and procurement of products from our suppliers,timely delivery of vehicles to customers and operationsof our dealers,and could negatively impac

258、t working conditions at our plants and those of our suppliers and dealers.Such weather events may also adverselyimpact the financial condition of our14Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIEScustomers,and thereby reduce demand for our products and services.Any of the foregoing could

259、have a material adverse effect on our financial conditionand results of operations.Risks related to our operationsOur business is highly dependent upon global automobile market sales volume,which can be volatile.Because we have a high proportion of relativelyfixed structural costs,small changes in s

260、ales volume can have a disproportionately large effect on our profitability.A number of economic and marketconditions drive changes in new vehicle sales,including disruptions in the new vehicle supply chain,the availability and prices of used vehicles,levels ofunemployment and inflation,availability

261、 of affordable financing,elevated interest rates,fluctuations in the cost of fuel,consumer confidence and demandfor vehicles,political unrest or uncertainty,the occurrence of a public health crisis,barriers to trade and other global economic conditions.For a discussionof economic and market trends,s

262、ee the Overview section in Part II,Item 7.MD&A.If our operating environment deteriorates for these or other reasons,including a moderate to severe recession in any of the markets in which we operate,it could lead to a significant decrease in new vehicle sales,which couldmaterially and adversely affe

263、ct our results of operations and financial condition.Inflationary pressures and persistently high prices and uncertain availability of commodities,raw materials or other inputs used by us and oursuppliers,or instability in logistics and related costs,could negatively impact our profitability.Increas

264、es in prices,including as a result of inflation andrising interest rates,for commodities,raw materials,energy or other inputs that we and our suppliers use in manufacturing products,systems,componentsand parts,such as steel,precious metals,non-ferrous metals,critical minerals or other similar raw ma

265、terials,or increases in logistics and related costs,haveled and may continue to lead to higher production costs for parts,components and vehicles.In addition,elevated cost,or reduced availability,of criticalmaterials for our EV propulsion systems,including lithium,nickel,cobalt and certain rare eart

266、h metals,could lead to higher production costs for our EVsand could impede our ability to successfully deliver on our EV strategy.Further,increasing global demand for,and uncertain supply of,such materials coulddisrupt our or our suppliers ability to obtain such materials in a timely manner and/or c

267、ould lead to increased costs.Geopolitical risk,fluctuations in supplyand demand,fluctuations in interest rates,any weakening of the U.S.dollar and other economic,regulatory and political factors have created and maycontinue to create pricing pressure for commodities,raw materials,energy and other in

268、puts.These inflationary pressures could,in turn,negatively impactour profitability because we may not be able to pass all of those costs on to our customers or require our suppliers to absorb such costs.Our business in China subjects us to unique operational,competitive and regulatory risks.Our busi

269、ness in China is subject to aggressive competitionfrom many of the largest global manufacturers and numerous domestic manufacturers,which have experienced significant growth in customer acceptance,as well as non-traditional market participants,such as domestic technology companies.Over the last seve

270、ral years,this intense competition and anincreasingly challenging operating environment negatively impacted the profitability of our operations in China,our China JVs ability to grow vehicle salesin China and our ability to generate sustainable equity income from our China JVs.As a result,in Decembe

271、r 2024,our Board of Directors determined thereto be a material loss in value of our investments in certain of the China JVs.Updated business forecasts and recent restructuring actions to addresscontinuing market challenges and competitive conditions have indicated that the loss in value is other-tha

272、n-temporary for our equity interests in SAICGeneral Motors Corporation Limited(SGM),certain SGM subsidiaries and SAIC-GMAC Automotive Finance Company Limited(SAIC-GMAC).As aresult,we recorded an other-than-temporary impairment of our equity interests of$2.4 billion in the year ended December 31,2024

273、.We also recordedadditional equity losses of$2.0 billion resulting from the implementation of these restructuring actions,which includes plant closures and portfoliooptimization,in the year ended December 31,2024.These charges are non-cash in nature.We expect SGM will likely incur additional restruc

274、turing chargesin 2025.We cannot guarantee that the restructuring actions will be successful in our China JVs achieving long-term profitability or that additional,materialrestructuring actions will not be required.In addition,our success in China depends upon our ability to adequately address unique

275、market and consumer preferences driven by advancements relatedto EVs,infotainment,software-enabled connected services and other new technologies while achieving affordability.Our ability to fully deploy ourtechnologies in China may be impacted by evolving laws and regulations in the U.S.and China an

276、d the unique regulatory landscape in China.Increasedcompetition,continued U.S.-China trade tensions,weakening economic conditions in China or Chinas level of integration with key components in ourglobal supply chain,among other factors,may result in cost increases,price reductions,reduced sales,prof

277、itability and margins,and challenges to gainingor holding market share.15Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESCertain risks and uncertainties of doing business in China are solely within the control of the Chinese government,and Chinese law regulates the scope ofour investments an

278、d business conducted within China.The Chinese government may adopt new regulations that may impact entities operating in China orthe ability of non-Chinese entities to obtain critical materials from China,potentially with little advance notice.In order to maintain access to the Chinesemarket,we may

279、be required to comply with significant technical and other regulatory requirements,including under such regulatory actions,that are uniqueto the Chinese market,at times with short notice.These actions may increase the cost of doing business in China or limit how we may do business in China,which cou

280、ld materially and adversely affect the profitability and financial condition of our China business.We benefit from many ongoing strategic business relationships,particularly with respect to facilitating access to raw materials necessary for theproduction of EVs,and a significant amount of our operat

281、ions are conducted by joint ventures,which we cannot operate solely for our benefit.We areengaged in many strategic business relationships,and we expect that such arrangements will continue to be an important factor in the growth and success ofour business,particularly in light of industry consolida

282、tion.However,there are no assurances that we will be able to identify or secure suitable businessrelationships in the future or that our competitors will not capitalize on such opportunities before we do,or that any strategic business relationships that weenter into will be successful.If we are unab

283、le to successfully source and execute on strategic business relationships in the future,our overall growth couldbe impaired,and our business,prospects and results of operations could be materially adversely affected.In particular,to secure critical materials for theproduction of EVs,we have entered,

284、and plan to continue to enter,into offtake agreements with raw material suppliers and make investments in certain rawmaterial suppliers.The terms of these offtake agreements may obligate us to purchase defined quantities of output over a specified period of time,subject tocertain conditions.If we ar

285、e unable to utilize or otherwise monetize the raw materials we are obligated to purchase under these offtake agreements,whetheras a result of lower than expected EV production volumes,lower than expected rates of consumer adoption,changes in battery technology that reduce theneed for certain raw mat

286、erials or other reasons,it could materially adversely affect our cash flows and increase our inventory.Further,our investments inraw materials suppliers could expose us to distinct risks not traditionally associated with the automotive sector,and if the raw materials suppliers in whichwe have invest

287、ed are unsuccessful,our investments could lose their value.In addition,many of our operations,primarily in China and Korea as well as certain of our battery manufacturing and raw material sourcing operations inthe U.S.and Canada,are carried out by joint ventures.Our primary joint venture agreement f

288、or our China JVs expires in 2027,and we expect to shortlybegin negotiations with our partner for a new agreement.In joint ventures,we share ownership and management of a company with one or more partieswho may not have the same goals,strategies,priorities,business incentives or resources as we do an

289、d may compete with us outside the joint venture.Jointventures are intended to be operated for the benefit of all co-owners,rather than for our exclusive benefit.Operating a business as a joint venture oftenrequires additional organizational formalities as well as time-consuming procedures for sharin

290、g information and making decisions that must further take intoconsideration our partners interests.In joint ventures,we are required to foster our relationships with our co-owners as well as promote the overall successof the joint venture,and if a co-owner changes,relationships deteriorate or strate

291、gic objectives diverge,our success in the joint venture may be materiallyadversely affected.Further,because most of the benefits from a successful joint venture are shared among the co-owners,we do not receive all the benefitsfrom our successful joint ventures.In addition,because we share ownership

292、and management with one or more parties,we may have limited control over the actions of a joint venture,particularly when we own a minority interest.As a result,we may be unable to prevent violations of applicable laws or other misconduct by a joint venture,adverse human rights or other impacts or t

293、he failure to satisfy contractual obligations by one or more parties.Moreover,a joint venture may not be subject tothe same financial reporting,corporate governance or compliance approaches that we follow.To the extent another party makes decisions that negativelyimpact the joint venture or internal

294、 control issues arise within the joint venture,we may have to take responsive actions,or we may be subject to penalties,fines or other punitive actions or suffer reputational harm for these activities.The international scale and footprint of our operations expose us to additional risks.We manufactur

295、e,sell and service products globally and rely uponan integrated global supply chain to deliver the raw materials,components,systems and parts that we need to manufacture our products.Our globaloperations subject us to extensive domestic and foreign legal and regulatory requirements,and a variety of

296、other political,economic and regulatory risks,which may have a material adverse effect on our financial condition or results of operations,including:(1)changes in government leadership;(2)changes intrade compliance,labor,employment,tax,privacy,environmental and other laws,regulations or government p

297、olicies impacting our overall business modelor practices or restricting our ability to manufacture,purchase or sell products consistent with market demand and our business objectives;(3)politicalpressures to change any aspect of our business model or practices or that impair our ability to source ra

298、w materials,services,components,systems and parts,or manufacture products on competitive16Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESterms in a manner consistent with our business objectives(including with respect to full utilization of the incentives contemplated by the IRA);(4)politic

299、aluncertainty,instability,civil unrest,government controls over certain sectors or human rights concerns;(5)political and economic tensions betweengovernments and changes in international economic policies,including restrictions on the repatriation of dividends or in the export of technology,especia

300、llybetween China and the U.S.;(6)changes to customs requirements or procedures(e.g.,inspections)or new or higher tariffs,for example,on productsimported into or exported from the U.S.,including under U.S.or other trade laws or measures,or other key markets;(7)new or evolving non-tariff barriersor do

301、mestic preference procurement requirements,or enforcement of,changes to,withdrawals from or impediments to implementing free trade agreements,or preferences of foreign nationals for domestically manufactured products;(8)changes in foreign currency exchange rates and interest rates;(9)economicdowntur

302、ns or significant changes in macroeconomic conditions in the countries in which we operate;(10)differing local product preferences and productrequirements,including government certification requirements related to,among other things,fuel economy,vehicle emissions,EVs and AVs,connectedservices and sa

303、fety;(11)impact of changes to and compliance with U.S.and foreign countries export controls,economic sanctions,import controls,foreigninvestment and other similar measures;(12)impacts on our operations or liabilities resulting from U.S.and foreign laws and regulations,including,but notlimited to,tho

304、se related to the Foreign Corrupt Practices Act and certain other anti-corruption laws;(13)differing labor regulations,agreements,requirements and union relationships;(14)differing dealer and franchise regulations and relationships;(15)difficulties in obtaining financing in foreigncountries for loca

305、l operations;and(16)natural disasters,public health crises and other catastrophic events.Any significant disruption at one of our manufacturing facilities could disrupt our production schedule.We assemble vehicles at various facilitiesaround the world.Our facilities are typically designed to produce

306、 particular models for particular geographic markets.No single facility is designed tomanufacture our full range of vehicles.In some cases,certain facilities produce products,systems,components and parts that disproportionately contribute agreater degree to our profitability than others and create s

307、ignificant interdependencies among manufacturing facilities around the world.When these or otherfacilities become unavailable,either temporarily or permanently and for any number of reasons,including labor disruptions or shortages,supply chaindisruptions,the occurrence of a public health crisis or c

308、atastrophic weather events,whether or not as a result of climate change,the inability to manufactureat the affected facility has resulted,and may in the future result,in harm to our reputation,increased costs,lower revenues and the loss of customers.Wemay not be able to easily shift production to ot

309、her facilities or to make up for lost production.Any new facility needed to replace an inoperablemanufacturing facility would need to comply with the necessary regulatory requirements and applicable labor agreements,need to satisfy our specializedmanufacturing requirements and require specialized eq

310、uipment.In addition,substantially all of our hourly employees are represented by unions and covered by collective bargaining agreements that must be negotiatedfrom time-to-time,including at the local facility level.As a result,we may be subject to an increased risk of strikes,work stoppages or other

311、 types ofconflicts with labor unions and employees.Disruption in our suppliers operations have disrupted,and could in the future disrupt,our production schedule.Our automotive operations aredependent upon the continued ability of our suppliers to deliver the systems,components,raw materials and part

312、s that we need to manufacture our products.Other than with respect to certain of our offtake agreements with battery raw material suppliers,our use of“just-in-time”manufacturing processes typicallyallows us to maintain minimal inventory.As a result,our ability to maintain production is dependent upo

313、n our suppliers delivering sufficient quantities ofsystems,components,raw materials and parts on time to meet our production schedules and specifications.In some instances,we purchase systems,components,raw materials and parts that are ultimately derived from a single source and may be at an increas

314、ed risk for supply disruptions.Any number offactors,including labor disruptions,catastrophic weather events,the occurrence of a public health crisis,contractual or other disputes,unfavorableeconomic or industry conditions,restrictions on transactions involving certain territories,entities or individ

315、uals,delivery delays or other performanceproblems or financial difficulties or solvency problems,could disrupt our suppliers operations and lead to uncertainty in our supply chain or cause supplydisruptions for us,which could,in turn,disrupt our operations,including the production of certain higher

316、margin vehicles.When we experience supplydisruptions,we may not be able to develop alternate sourcing quickly.Any disruption of our production schedule caused by an unexpected shortage ofsystems,components,raw materials or parts even for a relatively short period of time could cause us to alter prod

317、uction schedules,increase work-in-processinventory or suspend production entirely,which could cause a loss of revenues or an increase in working capital,which would adversely affect ourprofitability and financial condition.Pandemics,epidemics,disease outbreaks and other public health crises have dis

318、rupted our business and operations,and future public health crisescould materially adversely impact our business,financial condition,liquidity and results of operations.Pandemics,epidemics or disease outbreaks in theU.S.or globally,such as the COVID-19 pandemic,have previously disrupted,and may in t

319、he future disrupt,our business,which could materially affect ourresults of operations,17Table of ContentsGENERAL MOTORS COMPANY AND SUBSIDIARIESfinancial condition,liquidity and future expectations.Any such events may adversely impact our global supply chain and global manufacturing operationsand ca

320、use us to suspend our operations in the affected markets.In particular,we could experience,among other things:(1)continued or additional globalsupply disruptions;(2)labor disruptions or shortages;(3)an inability to manufacture;(4)an inability to sell to our customers;(5)a decline in showroomtraffic

321、and customer demand;(6)customer defaults on automobile loans and leases;(7)lower than expected pricing on vehicles sold at auction;and(8)animpaired ability to access credit and the capital markets.Any new public health crisis could have a material impact on our business,financial condition andresult

322、s of operations going forward.Risks related to our intellectual property,cybersecurity,information technology and data management practicesCompetitors may independently develop products and services similar to ours,and there are no guarantees that GMs intellectual property rightswould prevent compet

323、itors from independently developing or selling those products and services.There may be instances where,notwithstanding ourintellectual property position,competitive products or services may impact the value of our brands and other intangible assets,and our business may beadversely affected.Moreover

324、,although GM takes reasonable steps to maintain the confidentiality of GM proprietary information,there can be no assurancethat such efforts will completely deter or prevent misappropriation or improper use of our intellectual property.We sometimes face attempts to gainunauthorized access to our inf

325、ormation technology networks and systems for the purpose of improperly acquiring our trade secrets or confidential businessinformation.The theft or unauthorized use or publication of our trade secrets and other confidential business information as a result of such an incidentcould adversely affect o

326、ur competitive position.In addition,we have been,and in the future may be,the target of patent enforcement actions by thirdparties,including aggressive and opportunistic enforcement claims by non-practicing entities.Regardless of the merit of such claims,responding toinfringement claims can be expen

327、sive and time-consuming.Although we have taken steps to mitigate such risks,if we are found to have infringed any third-party intellectual property rights,we could be required to pay substantial damages,or we could be enjoined from offering some of our products and services.In addition,to prevent un

328、authorized use of our intellectual property,it may be necessary to prosecute actions for infringement,misappropriation or otherviolations of our intellectual property against third parties.Any such action could result in significant costs and diversion of our resources andmanagements attention,and t

329、here can be no assurance that we will be successful in any such action.Security breaches,cyberattacks and other disruptions to information technology systems and networked products,including connected vehicles,owned or maintained by us,GM Financial,service providers,such as data processors,or third

330、parties,such as vendors or suppliers,could interfere withour operations and could compromise the confidentiality of private customer data or our proprietary information.We rely upon information technologysystems and manufacture networked and connected products,some of which are managed by third part

331、ies,to collect,process,transmit,use,protect andstore electronic information and to manage or support a variety of our business processes,activities and products.Additionally,we and GM Financialcollect,process,transmit,use,protect and store confidential data,including intellectual property and propri

332、etary business information(including that of ourdealers and suppliers),as well as personally identifiable information of our customers and employees,in data centers and on information technologynetworks(including networks that may be controlled or maintained by third parties).The secure operation of

333、 these systems and products,and the processingand maintenance of the information processed by these systems and products,is critical to our business operations and strategy.Further,customers using oursystems rely on the security of our infrastructure,including hardware and other elements provided by third parties,to ensure the reliability of our productsand the protection of their data.We also fac