Financial Analysis

Share-based Compensation Plans Awards of equity-based compensation to our named executive officers and other employees are governed by the Companys ICP, which was approved by the Companys shareholders and amended and restated effective as of May 4, 2021. These awards primarily take the form of (1) share-settled and cash-settled PSUs that vest in whole on the third anniversary of the grant date, subject to the achievement of applicable performance goals and continued employment through that time, and (2) share-settled RSUs that vest one-third on each of the first, second, and third anniversaries of the grant date, in each case, subject to continued employment through that time. Other awards such as those granted under our #OwnIt Annual Grant Program may take the form of RSUs that vest in whole on the third anniversary of the grant date, subject to continued employment through that time. For PSUs and RSUs, any dividends declared over the vesting period are accumulated and paid at or after the time of settlement. All awards under the ICP are structured to align with the Companys performance, prudent but not excessive risk-taking, long-term value creation for our shareholders, and other elements of our compensation philosophy. Awards also typically include provisions that address vesting and settlement in the case of a qualifying termination or retirement. The ICP is administered by the Compensation, Nominating, and Governance Committee of our Board. At December 31, 2025, we had …

CompensationAndEmployeeBenefitPlansTextBlock · excerpt; the full note is in the filing

Debt Short-Term Borrowings The following table presents the composition of our short-term borrowings portfolio. 2025 2024 December 31, ($ in millions) Unsecured Secured (a) Total Unsecured Secured (a) Total Federal Home Loan Bank $ $ 4,150 $ 4,150 $ $ 1,625 $ 1,625 Securities sold under agreements to repurchase 545 545 Total short-term borrowings $ $ 4,695 $ 4,695 $ $ 1,625 $ 1,625 Weighted average interest rate (b) 4.0 % 4.7 % (a) Refer to the section below titled Long-Term Debt for further details on assets restricted as collateral for payment of the related debt. (b) Based on the debt outstanding and the interest rate at December 31, of each year. We periodically enter into term repurchase agreementsshort-term borrowing agreements in which we sell securities to one or more investors while simultaneously committing to repurchase them at a specified future date, at the stated price plus accrued interest. As of December 31, 2025, the securities sold under agreements to repurchase consisted of $462 million in U.S. Treasury securities and $83 million in agency mortgage backed residential debt securities, of which $462 million in repurchase agreements were set to mature within 30 days, and the remaining $83 million of repurchase agreements are set to mature within 31 to 60 days. The primary risk associated with these repurchase agreements is that the counterparty will be unable to perform under the terms of the contract. As the borrower, we are exposed to the excess fair value o …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following table presents a disaggregated view of our revenue from contracts with customers included in other revenue that falls within the scope of the revenue recognition principles of ASC Topic 606, Revenue from Contracts with Customers . Year ended December 31, ($ in millions) Automotive Finance operations Insurance operations Corporate Finance operations Corporate and Other Consolidated 2025 Revenue from contracts with customers Noninsurance contracts (a) (b) (c) $ $ 966 $ $ $ 966 Remarketing fee income 116 116 Brokerage commissions and other revenue 82 82 Banking fees and interchange income (d) 39 39 Brokered/agent commissions 14 14 Other 22 2 3 27 Total revenue from contracts with customers 138 982 124 1,244 All other revenue 251 614 104 (475) 494 Total other revenue (e) $ 389 $ 1,596 $ 104 $ (351) $ 1,738 2024 Revenue from contracts with customers Noninsurance contracts (a) (b) (c) $ $ 909 $ $ $ 909 Remarketing fee income 112 112 Brokerage commissions and other revenue 88 88 Banking fees and interchange income (d) 47 47 Brokered/agent commissions 20 20 Other 19 3 22 Total revenue from contracts with customers 131 932 135 1,198 All other revenue 232 575 123 39 969 Total other revenue (e) $ 363 $ 1,507 $ 123 $ 174 $ 2,167 2023 Revenue from contracts with customers Noninsurance contracts (a) (b) (c) $ $ 686 $ $ $ 686 Remarketing fee income 117 117 Brokerage commissions and other revenue 89 89 Banking fees and interchange income (d) 44 44 Brokered/agent commissions 13 …

DisaggregationOfRevenueTableTextBlock · excerpt; the full note is in the filing

Fair Value Fair Value Measurements For purposes of this disclosure, fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (exit price) in the principal or most advantageous market in an orderly transaction between market participants at the measurement date under current market conditions. Fair value is based on the assumptions we believe market participants would use when pricing an asset or liability. Additionally, entities are required to consider all aspects of nonperformance risk, including the entitys own credit standing, when measuring the fair value of a liability. U.S. GAAP specifies a three-level hierarchy that is used when measuring and disclosing fair value. The fair value hierarchy gives the highest priority to quoted prices available in active markets (i.e., observable inputs) and the lowest priority to data lacking transparency (i.e., unobservable inputs). An instruments categorization within the fair value hierarchy is based on the lowest level of significant input to its valuation. The following is a description of the three hierarchy levels. Level 1 Inputs are quoted prices in active markets for identical assets or liabilities at the measurement date. Additionally, the entity must have the ability to access the active market, and the quoted prices cannot be adjusted by the entity. Level 2 Inputs are other than quoted prices included in Level 1 that are observable for the asset or liability, either …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Income Taxes The significant components of income tax expense from continuing operations were as follows. Year ended December 31, ($ in millions) 2025 2024 2023 Income from continuing operations before income tax expense Domestic $ 1,031 $ 817 $ 1,086 Foreign 20 19 17 Total income from continuing operations 1,051 836 1,103 Current income tax expense U.S. federal 226 107 85 Foreign 6 6 5 State and local 135 26 36 Total current expense 367 139 126 Deferred income tax (benefit) expense U.S. federal (47) 53 26 Foreign 1 (1) State and local (121) (26) (7) Total deferred (benefit) expense (168) 28 18 Total income tax expense from continuing operations $ 199 $ 167 $ 144 A reconciliation of income tax expense from continuing operations with the amounts at the statutory U.S. federal income tax rate is shown in the following table. 2025 2024 2023 Year ended December 31, ($ in millions) Amount Percent Amount Percent Amount Percent Statutory U.S. federal tax expense $ 221 21 % $ 175 21 % $ 232 21 % Domestic federal reconciling items Nontaxable or nondeductible items Nondeductible FDIC premium expenses 32 3 34 4 33 3 Goodwill impairment 15 1 5 1 Other (a) 6 1 4 1 3 Tax credits Low-income housing tax credits (b) (55) (5) (40) (5) (37) (3) Research and development credits (36) (3) (3) (5) Foreign tax credits (c) 11 1 (1) 367 33 Other (1) (7) (1) Changes in valuation allowances (d) (13) (1) (14) (2) (476) (43) Effects of cross-border tax laws 3 4 4 State & local income taxes, net of fede …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leasing Ally as the Lessee We have operating leases for certain of our corporate facilities, which have remaining lease terms of 4 months to 11 years. Most of the property leases have fixed payment terms with annual fixed-escalation clauses and include options to extend or terminate the lease. We do not include these term extensions or termination provisions in our estimates of the lease term if we do not consider it reasonably certain that the options will be exercised. We also have operating leases for a fleet of vehicles that is used by our sales force for business purposes, with noncancelable lease terms of 367 days. Thereafter, the leases are month-to-month, up to a maximum of 48 months from inception. During the years ended December 31, 2025, and December 31, 2024, we paid $36 million and $35 million in cash for amounts included in the measurement of lease liabilities at December 31, 2025, and December 31, 2024, respectively. These amounts are included in net cash provided by operating activities in our Consolidated Statement of Cash Flows. During the years ended December 31, 2025, and December 31, 2024, we obtained $52 million and $34 million, respectively, of ROU assets in exchange for new lease liabilities. As of December 31, 2025, the weighted-average remaining lease term of our operating lease portfolio was 5 years, and the weighted-average discount rate was 3.66%, compared to 3 years and 3.32% as of December 31, 2024. The following table presents future minimum re …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

Recently Adopted Accounting Standards Improvements to Income Tax Disclosures (ASU 2023-09) In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . The purpose of this guidance is to enhance the rate reconciliation and income taxes paid disclosures. This ASU requires that an entity disclose, on an annual basis, specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. For the state and local income tax category of the rate reconciliation, entities must disclose a qualitative description of the states and local jurisdictions that make up the majority (greater than 50 percent) of the category. For the income taxes paid disclosures, entities are required to disclose, on an annual basis, the amount of income taxes paid (net of refunds received) disaggregated by federal, state, and foreign taxes. We adopted the amendments effective for annual reporting beginning January 1, 2025, using the retrospective approach. The impact of these amendments was not material. Recently Issued Accounting Standards Expense Disaggregation Disclosures (ASU 2024-03) In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income (Subtopic 220-40): Expense Disaggregation Disclosures . The purpose of this ASU is to provide additional disclosure that will allow investors to better understand an entitys performance, better assess an enti …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Revenue from Contracts with Customers Our primary revenue sources, which include financing revenue and other interest income, are addressed by other U.S. GAAP topics and are not in the scope of ASC Topic 606, Revenue from Contracts with Customers. As part of our Insurance operations, we recognize revenue from insurance contracts, which are addressed by other U.S. GAAP topics and are not included in the scope of this standard. Certain noninsurance contracts within our Insurance operations, including VSCs, GAP contracts, and VMCs, are included in the scope of this standard. All revenue associated with noninsurance contracts is recognized over the contract term on a basis proportionate to the anticipated cost emergence. Further, commissions and sales expense incurred to obtain these contracts are amortized over the terms of the related policies and service contracts on the same basis as premiums and service revenue are earned, and all advertising costs are recognized as expense when incurred. The following is a description of our primary revenue sources that are derived from contracts with customers. Revenue from contracts with customers is recognized when control of the promised goods or services is transferred to our customers, and in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. For information regarding our revenue recognition policies outside the scope of the revenue recognition principles of ASC Topic 606, Reve …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

Segment Information Operating segments are defined as components of an enterprise that engage in business activity from which revenues are earned and expenses incurred for which discrete financial information is available that is evaluated regularly by our CODM in deciding how to allocate resources and in assessing performance. We define our CODM as the CEO. The CODM uses pretax income to evaluate income generated from segment assets, and to assess a segments performance by comparing the results, relative to other segments. Additionally, the budgeting and forecasting process monitors budget versus actual results with emphasis on pretax income, which are also used in assessing the performance of a segment. We report our results of operations on a business-line basis through three operating segments: Automotive Finance operations, Insurance operations, and Corporate Finance operations, with the remaining activity reported in Corporate and Other. The operating segments are determined based on the products and services offered, and reflect the manner in which financial information is currently evaluated by our CODM and management. The following is a description of each of our reportable operating segments. Dealer Financial Services Dealer Financial Services comprises the following two segments. Automotive Finance operations One of the largest full-service automotive finance operations in the United States providing automotive financing services to consumers, automotive dealers an …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

Equity Common Stock The following table presents changes in the number of shares issued and outstanding. (shares in thousands) (a) 2025 2024 2023 Common stock Total issued at January 1, 515,778 511,861 507,683 New issuances Employee benefits and compensation plans 4,578 3,916 4,179 Total issued at December 31, 520,356 515,778 511,861 Treasury balance at January 1, (210,390) (209,402) (208,358) Repurchase of common stock (b) (1,473) (988) (1,044) Total treasury stock at December 31, (211,863) (210,390) (209,402) Total outstanding at December 31, 308,493 305,388 302,459 (a) Figures in the table may not recalculate exactly due to rounding. Number of shares issued, in treasury, and outstanding are calculated based on unrounded numbers. (b) Includes shares of common stock withheld to cover income taxes owed by participants in our share-based incentive plans. Refer to the section titled Capital Planning and Stress Tests in Note 20 for additional information regarding our common share repurchase program. Preferred Stock Series B Preferred Stock In April 2021, we issued 1,350,000 shares of 4.700% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B, with $0.01 par value and liquidation preference of $1,000 per share. Proceeds from the offering were used to redeem a portion of our 8.125% Fixed Rate/Floating Rate Trust Preferred Securities, Series 2 of GMAC Capital Trust I. Dividends on shares of the Series B Preferred Stock are discretionary and are not cumulative. Hold …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

Subsequent Events Declaration of Common Dividend On January 19, 2026, our Board declared a quarterly cash dividend of $0.30 per share on all common stock. The dividend was paid on February 17, 2026, to shareholders of record at the close of business on February 2, 2026.

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Debt Short-Term Borrowings The following table presents the composition of our short-term borrowings portfolio. June 30, 2026 December 31, 2025 ($ in millions) Unsecured Secured (a) Total Unsecured Secured (a) Total Federal Home Loan Bank $ $ 5,175 $ 5,175 $ $ 4,150 $ 4,150 Securities sold under agreements to repurchase 741 741 545 545 Total short-term borrowings $ $ 5,916 $ 5,916 $ $ 4,695 $ 4,695 (a) Refer to the section below titled Long-Term Debt for further details on assets restricted as collateral for payment of the related debt. We periodically enter into term repurchase agreementsshort-term borrowing agreements in which we sell securities to one or more investors while simultaneously committing to repurchase them at a specified future date, at the stated price plus accrued interest. As of June 30, 2026, the securities sold under agreements to repurchase consisted of $511 million in U.S. Treasury securities and $230 million in agency mortgage backed residential debt securities, of which $517 million in repurchase agreements are set to mature within 30 days, $109 million in repurchase agreements are set to mature within 31 to 60 days, and the remaining $115 million of repurchase agreements are set to mature within 61 to 90 days. The primary risk associated with these repurchase agreements is that the counterparty will be unable to perform under the terms of the contract. As the borrower, we are exposed to the excess fair value of the securities pledged over the amount …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following tables present a disaggregated view of our revenue from contracts with customers. For further information regarding our revenue recognition policies and details about the nature of our respective revenue streams, refer to Note 1 and Note 3 to the Consolidated Financial Statements in our 2025 Annual Report on Form 10-K. Three months ended June 30, ($ in millions) Automotive Finance operations Insurance operations Corporate Finance operations Corporate and Other Consolidated 2026 Revenue from contracts with customers Noninsurance contracts (a) (b) (c) $ $ 245 $ $ $ 245 Remarketing fee income 30 30 Brokerage commissions and other revenue 18 18 Banking fees and interchange income 6 6 Brokered/agent commissions 2 2 Other 7 1 1 9 Total revenue from contracts with customers 37 248 25 310 All other revenue 67 201 29 (5) 292 Total other revenue (d) $ 104 $ 449 $ 29 $ 20 $ 602 2025 Revenue from contracts with customers Noninsurance contracts (a) (b) (c) $ $ 241 $ $ $ 241 Remarketing fee income 31 31 Brokerage commissions and other revenue 20 20 Banking fees and interchange income 6 6 Brokered/agent commissions 7 7 Other 5 1 1 7 Total revenue from contracts with customers 36 249 27 312 All other revenue 61 173 19 1 254 Total other revenue (d) $ 97 $ 422 $ 19 $ 28 $ 566 (a) We had opening balances of $3.0 billion in unearned revenue associated with outstanding contracts at both April 1, 2026, and 2025, respectively, and $242 million and $238 million of these balances were r …

DisaggregationOfRevenueTableTextBlock · excerpt; the full note is in the filing

Fair Value Fair Value Measurements For purposes of this disclosure, fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (exit price) in the principal or most advantageous market in an orderly transaction between market participants at the measurement date under current market conditions. Fair value is based on the assumptions we believe market participants would use when pricing an asset or liability. Additionally, entities are required to consider all aspects of nonperformance risk, including the entitys own credit standing, when measuring the fair value of a liability. U.S. GAAP specifies a three-level hierarchy that is used when measuring and disclosing fair value. The fair value hierarchy gives the highest priority to quoted prices available in active markets (i.e., observable inputs) and the lowest priority to data lacking transparency (i.e., unobservable inputs). An instruments categorization within the fair value hierarchy is based on the lowest level of significant input to its valuation. The following is a description of the three hierarchy levels. Level 1 Inputs are quoted prices in active markets for identical assets or liabilities at the measurement date. Additionally, the entity must have the ability to access the active market, and the quoted prices cannot be adjusted by the entity. Level 2 Inputs are other than quoted prices included in Level 1 that are observable for the asset or liability, either …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Income Taxes We recognized total income tax expense from continuing operations of $127 million and $208 million for the three months and six months ended June 30, 2026, respectively, compared to income tax expense of $84 million and $25 million for the same periods in 2025. The increase in income tax expense for the three months ended June 30, 2026, was primarily attributable to the tax effects of an increase in pretax earnings, and an income tax benefit from the revaluation of our deferred tax assets and liabilities of a California tax law enacted during the second quarter of 2025. The increase for the six months ended June 30, 2026, was primarily attributable to the tax effects of an increase in pretax earnings, as well as the tax effects of a loss on investments recognized as a result of our balance sheet repositioning of a portion of our available-for-sale securities during the six months ended June 30, 2025. As of each reporting date, we consider existing evidence, both positive and negative, that could impact our view with regard to future realization of deferred tax assets. We continue to believe it is more likely than not that the benefit for certain foreign tax credit carryforwards and state net operating loss carryforwards will not be realized. In recognition of this risk, we continue to provide a partial valuation allowance on the deferred tax assets relating to these carryforwards and it is reasonably possible that the valuation allowance may change in the next 12 …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leasing Ally as the Lessee We have operating leases for certain of our corporate facilities, which have remaining lease terms of 2 months to 10 years. Most of the property leases have fixed payment terms with annual fixed-escalation clauses and include options to extend or terminate the lease. We do not include these term extensions or termination provisions in our estimates of the lease term if we do not consider it reasonably certain that the options will be exercised. We also have operating leases for a fleet of vehicles that is used by our sales force for business purposes, with noncancelable lease terms of 367 days. Thereafter, the leases are month-to-month, up to a maximum of 48 months from inception. During the three months and six months ended June 30, 2026, we paid $10 million and $19 million, respectively, in cash for amounts included in the measurement of lease liabilities at June 30, 2026, compared to $9 million and $18 million for the three months and six months ended June 30, 2025. These amounts are included in net cash provided by operating activities in the Condensed Consolidated Statement of Cash Flows. During the six months ended June 30, 2026, and June 30, 2025, we obtained $7 million and $6 million, respectively, of ROU assets in exchange for new lease liabilities. As of June 30, 2026, the weighted-average remaining lease term of our operating lease portfolio was 5 years, and the weighted-average discount rate was 3.70%, compared to 5 years and 3.66% as of …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

Recently Issued Accounting Standards Expense Disaggregation Disclosures (ASU 2024-03) In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income (Subtopic 220-40): Expense Disaggregation Disclosures . The purpose of this ASU is to provide additional disclosure that will allow investors to better understand an entitys performance, better assess an entitys prospects for future cash flows, and more easily compare an entitys performance over time and in relation to other similar entities. This ASU will require that an entity disclose, on an interim and annual basis, a disaggregation in the notes to the financial statements of certain income statement line items if the line item includes any of the five required expense categories, which are defined as (1) purchases of inventory, (2) employee compensation, (3) depreciation (including amortization of a finance ROU asset and leasehold improvements), (4) intangible asset amortization, and (5) depletion expense. For the employee compensation category, banking entities may continue to present compensation expense on the face of the income statement in accordance with Regulation S-X Rule 210.9-04. The disclosure should include a qualitative description of other expenses included within the income statement line item that are otherwise not disaggregated. This ASU will also require entities to disclose their total selling expenses for each reporting period. Selling expenses are not defined within the …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Revenue from Contracts with Customers Our primary revenue sources, which include financing revenue and other interest income, are addressed by other U.S. GAAP topics and are not in the scope of ASC Topic 606, Revenue from Contracts with Customers. As part of our Insurance operations, we recognize revenue from insurance contracts, which are addressed by other U.S. GAAP topics and are not included in the scope of this standard. Certain noninsurance contracts within our Insurance operations, including VSCs, GAP contracts, and VMCs, are included in the scope of this standard. All revenue associated with noninsurance contracts is recognized over the contract term on a basis proportionate to the anticipated cost emergence. Further, commissions and sales expense incurred to obtain these contracts are amortized over the terms of the related policies and service contracts on the same basis as premiums and service revenue are earned, and all advertising costs are recognized as expense when incurred. The following tables present a disaggregated view of our revenue from contracts with customers. For further information regarding our revenue recognition policies and details about the nature of our respective revenue streams, refer to Note 1 and Note 3 to the Consolidated Financial Statements in our 2025 Annual Report on Form 10-K. Three months ended June 30, ($ in millions) Automotive Finance operations Insurance operations Corporate Finance operations Corporate and Other Consolidated 202 …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

Segment Information Operating segments are defined as components of an enterprise that engage in business activity from which revenues are earned and expenses incurred for which discrete financial information is available that is evaluated regularly by our CODM in deciding how to allocate resources and in assessing performance. We define our CODM as the CEO. The CODM uses pretax income to evaluate income generated from segment assets, and to assess a segments performance by comparing the results, relative to other segments. Additionally, the budgeting and forecasting process monitors budget versus actual results with emphasis on pretax income, which are also used in assessing the performance of a segment. We report our results of operations on a business-line basis through three operating segments: Automotive Finance operations, Insurance operations, and Corporate Finance operations, with the remaining activity reported in Corporate and Other. The operating segments are determined based on the products and services offered, and reflect the manner in which financial information is currently evaluated by our CODM and management. The following is a description of each of our reportable operating segments. Dealer Financial Services Dealer Financial Services comprises the following two segments. Automotive Finance operations One of the largest full-service automotive finance operations in the United States providing automotive financing services to consumers, automotive dealers an …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

Subsequent Events Declaration of Common Dividend On July 17, 2026, our Board declared a quarterly cash dividend of $0.30 per share on all common stock. The dividend is payable on August 14, 2026, to shareholders of record at the close of business on July 31, 2026.

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