UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

______________________________________________

FORM 10-Q

(Mark One)


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

For the quarterly period ended ~~March 31,~~June 30, 2022


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

For the transition period from ________________ to ________________

Commission file number 1-10667

______________________________________________

General Motors Financial Company, Inc.

(Exact name of registrant as specified in its charter)


Texas						75-2291093
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

801 Cherry Street, Suite 3500, Fort Worth, Texas 76102

(Address of principal executive offices, including Zip Code)

(817) 302-7000

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

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


Title of each class	Trading Symbol	Name of each exchange on which registered
5.250% Senior Notes due 2026	GM/26	New York Stock Exchange

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

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

Emerging growth company

☐

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

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

As of ~~April 26,~~July 25, 2022, there were 5,050,000 shares of the registrant’s common stock, par value $0.0001 per share, outstanding. All shares of the registrant’s common stock are owned by General Motors Holdings LLC, a wholly-owned subsidiary of General Motors Company.

The registrant is a wholly-owned subsidiary of General Motors Company and meets the conditions set forth in General Instructions H(1)(a) and (b) of Form 10-Q and is therefore filing this Quarterly Report on Form 10-Q with a reduced disclosure format as permitted by Instruction H(2).

INDEX


		Page
PART I
Item 1.	Condensed Consolidated Financial Statements	1
	Condensed Consolidated Balance Sheets (Unaudited)	1
	Condensed Consolidated Statements of Income (Unaudited)	2
	Condensed Consolidated Statements of Comprehensive Income (Unaudited)	2
	Condensed Consolidated Statements of Shareholders' Equity (Unaudited)	3
	Condensed Consolidated Statements of Cash Flows (Unaudited)	4
	Notes to Condensed Consolidated Financial Statements	5
	Note 1. Summary of Significant Accounting Policies	5
	Note 2. Related Party Transactions	5
	Note 3. Finance Receivables	7
	Note 4. Leased Vehicles	10
	Note 5. Equity in Net Assets of Non-consolidated Affiliates	10
	Note 6. Debt	10
	Note 7. Variable Interest Entities and Other Transfers of Finance Receivables	11
	Note 8. Derivative Financial Instruments and Hedging Activities	12
	Note 9. Commitments and Contingencies	14
	Note 10. Shareholders' Equity	15
	Note 11. Income Taxes	1516
	Note 12. Segment Reporting	16
	Note 13. Regulatory Capital and Other Regulatory Matters	16
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	2628
Item 4.	Controls and Procedures	2628
PART II
Item 1.	Legal Proceedings	2728
Item 1A.	Risk Factors	2728
Item 6.	Exhibits	2729
	Signature	2830

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

PART I

Item 1. Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED BALANCE SHEETS

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


		March 31, 2022		December 31, 2021			June 30, 2022		December 31, 2021
ASSETS	ASSETS					ASSETS
Cash and cash equivalents	Cash and cash equivalents	$	4,483	$	3,948	Cash and cash equivalents	$	5,275	$	3,948
Finance receivables, net of allowance for loan losses $1,928 and $1,886 (Note 3; Note 7 VIEs)		64,970		62,979
Finance receivables, net of allowance for loan losses $2,027 and $1,886 (Note 3; Note 7 VIEs)						Finance receivables, net of allowance for loan losses $2,027 and $1,886 (Note 3; Note 7 VIEs)	66,847		62,979
Leased vehicles, net (Note 4; Note 7 VIEs)	Leased vehicles, net (Note 4; Note 7 VIEs)	36,581		37,929		Leased vehicles, net (Note 4; Note 7 VIEs)	35,307		37,929
Goodwill	Goodwill	1,176		1,169		Goodwill	1,171		1,169
Equity in net assets of non-consolidated affiliates (Note 5)	Equity in net assets of non-consolidated affiliates (Note 5)	1,779		1,717		Equity in net assets of non-consolidated affiliates (Note 5)	1,760		1,717
Related party receivables (Note 2)	Related party receivables (Note 2)	397		301		Related party receivables (Note 2)	502		301
Other assets (Note 7 VIEs)	Other assets (Note 7 VIEs)	6,799		5,743		Other assets (Note 7 VIEs)	6,917		5,743
Total assets	Total assets	$	116,186	$	113,786	Total assets	$	117,778	$	113,786
LIABILITIES AND SHAREHOLDERS' EQUITY	LIABILITIES AND SHAREHOLDERS' EQUITY					LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities	Liabilities					Liabilities
Secured debt (Note 6; Note 7 VIEs)	Secured debt (Note 6; Note 7 VIEs)	$	37,362	$	39,338	Secured debt (Note 6; Note 7 VIEs)	$	38,095	$	39,338
Unsecured debt (Note 6)	Unsecured debt (Note 6)	55,552		53,223		Unsecured debt (Note 6)	55,509		53,223
Deferred income	Deferred income	2,451		2,551		Deferred income	2,377		2,551
Related party payables (Note 2)	Related party payables (Note 2)	243		313		Related party payables (Note 2)	80		313
Other liabilities	Other liabilities	5,575		4,567		Other liabilities	6,874		4,567
Total liabilities	Total liabilities	101,182		99,992		Total liabilities	102,935		99,992
Commitments and contingencies (Note 9)	Commitments and contingencies (Note 9)	0		0		Commitments and contingencies (Note 9)	0		0
Shareholders' equity (Note 10)	Shareholders' equity (Note 10)					Shareholders' equity (Note 10)
Common stock, $0.0001 par value per share	Common stock, $0.0001 par value per share	—		—		Common stock, $0.0001 par value per share	—		—
Preferred stock, $0.01 par value per share	Preferred stock, $0.01 par value per share	—		—		Preferred stock, $0.01 par value per share	—		—
Additional paid-in capital	Additional paid-in capital	8,701		8,692		Additional paid-in capital	8,713		8,692
Accumulated other comprehensive income (loss)	Accumulated other comprehensive income (loss)	(1,034)		(1,273)		Accumulated other comprehensive income (loss)	(1,226)		(1,273)
Retained earnings	Retained earnings	7,337		6,375		Retained earnings	7,357		6,375
Total shareholders' equity	Total shareholders' equity	15,004		13,794		Total shareholders' equity	14,844		13,794
Total liabilities and shareholders' equity	Total liabilities and shareholders' equity	$	116,186	$	113,786	Total liabilities and shareholders' equity	$	117,778	$	113,786

The accompanying notes are an integral part of these condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In millions) (Unaudited)


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022		2021		2022		2021
Revenue	Revenue							Revenue
Finance charge income	Finance charge income		$	1,010		$	1,016	Finance charge income	$	1,062	$	1,036	$	2,072	$	2,052
Leased vehicle income	Leased vehicle income		2,066			2,321		Leased vehicle income	1,989		2,304		4,056		4,625
Other income	Other income		80			70		Other income	95		86		175		156
Total revenue	Total revenue		3,156			3,407		Total revenue	3,146		3,426		6,302		6,833
Costs and expenses	Costs and expenses							Costs and expenses
Operating expenses	Operating expenses		372			411		Operating expenses	393		378		766		789
Leased vehicle expenses	Leased vehicle expenses		855			1,244		Leased vehicle expenses	856		825		1,711		2,069
Provision for loan losses (Note 3)	Provision for loan losses (Note 3)		122			(26)		Provision for loan losses (Note 3)	198		59		320		33
Interest expense	Interest expense		577			650		Interest expense	642		633		1,219		1,283
Total costs and expenses	Total costs and expenses		1,926			2,279		Total costs and expenses	2,089		1,895		4,016		4,174
Equity income (Note 5)	Equity income (Note 5)		54			54		Equity income (Note 5)	50		50		104		104
Income before income taxes	Income before income taxes		1,284			1,182		Income before income taxes	1,106		1,581		2,390		2,763
Income tax provision (Note 11)	Income tax provision (Note 11)		322			304		Income tax provision (Note 11)	277		401		599		705
Net income			962			878
Net income (loss)								Net income (loss)	829		1,180		1,791		2,058
Less: cumulative dividends on preferred stock	Less: cumulative dividends on preferred stock		30			30		Less: cumulative dividends on preferred stock	30		29		59		59
Net income attributable to common shareholder			$	932		$	848
Net income (loss) attributable to common shareholder								Net income (loss) attributable to common shareholder	$	799	$	1,151	$	1,731	$	1,999

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions) (Unaudited)


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022		2021		2022		2021
Net income			$	962		$	878
Net income (loss)								Net income (loss)	$	829	$	1,180	$	1,791	$	2,058
Other comprehensive income (loss), net of tax (Note 10)	Other comprehensive income (loss), net of tax (Note 10)							Other comprehensive income (loss), net of tax (Note 10)
Unrealized gain (loss) on hedges, net of income tax benefit (expense) of $(31), $(17)			95			49
Unrealized gain (loss) on hedges, net of income tax (expense) benefit of $(7), $2,$(38),$(15)								Unrealized gain (loss) on hedges, net of income tax (expense) benefit of $(7), $2,$(38),$(15)	21		(7)		116		42
Foreign currency translation adjustment	Foreign currency translation adjustment		144			(72)		Foreign currency translation adjustment	(213)		133		(69)		61
Other comprehensive income (loss), net of tax	Other comprehensive income (loss), net of tax		238			(23)		Other comprehensive income (loss), net of tax	(192)		126		46		103
Comprehensive income (loss)	Comprehensive income (loss)		$	1,200		$	855	Comprehensive income (loss)	$	637	$	1,306	$	1,837	$	2,161

The accompanying notes are an integral part of these condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(In millions) (Unaudited)


		Common Stock		Preferred Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Shareholders' Equity			Common Stock		Preferred Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Shareholders' Equity
Balance at January 1, 2021	Balance at January 1, 2021	$	—	$	—	$	8,642	$	(1,309)	$	6,265	$	13,598	Balance at January 1, 2021	$	—	$	—	$	8,642	$	(1,309)	$	6,265	$	13,598
Net income		—		—		—		—		878		878
Net income (loss)														Net income (loss)	—		—		—		—		878		878
Other comprehensive income (loss)	Other comprehensive income (loss)	—		—		—		(23)		—		(23)		Other comprehensive income (loss)	—		—		—		(23)		—		(23)
Stock-based compensation	Stock-based compensation	—		—		8		—		—		8		Stock-based compensation	—		—		8		—		—		8
Dividends paid (Note 10)	Dividends paid (Note 10)	—		—		—		—		(661)		(661)		Dividends paid (Note 10)	—		—		—		—		(661)		(661)
Balance at March 31, 2021	Balance at March 31, 2021	$	—	$	—	$	8,650	$	(1,332)	$	6,482	$	13,800	Balance at March 31, 2021	—		—		8,650		(1,332)		6,482		13,800

Net income (loss)														Net income (loss)	—		—		—		—		1,180		1,180
Other comprehensive income (loss)														Other comprehensive income (loss)	—		—		—		126		—		126
Stock-based compensation														Stock-based compensation	—		—		18		—		—		18
Dividends paid (Note 10)														Dividends paid (Note 10)	—		—		—		—		(600)		(600)
Dividends declared on preferred stock (Note 10)														Dividends declared on preferred stock (Note 10)	—		—		—		—		(59)		(59)
Balance at June 30, 2021														Balance at June 30, 2021	$	—	$	—	$	8,668	$	(1,206)	$	7,003	$	14,465

Balance at January 1, 2022	Balance at January 1, 2022	$	—	$	—	$	8,692	$	(1,273)	$	6,375	$	13,794	Balance at January 1, 2022	$	—	$	—	$	8,692	$	(1,273)	$	6,375	$	13,794
Net income		—		—		—		—		962		962
Net income (loss)														Net income (loss)	—		—		—		—		962		962
Other comprehensive income (loss)	Other comprehensive income (loss)	—		—		—		238		—		238		Other comprehensive income (loss)	—		—		—		238		—		238
Stock-based compensation	Stock-based compensation	—		—		10		—		—		10		Stock-based compensation	—		—		10		—		—		10

Balance at March 31, 2022	Balance at March 31, 2022	$	—	$	—	$	8,701	$	(1,034)	$	7,337	$	15,004	Balance at March 31, 2022	—		—		8,701		(1,034)		7,337		15,004
Net income (loss)														Net income (loss)	—		—		—		—		829		829
Other comprehensive income (loss)														Other comprehensive income (loss)	—		—		—		(192)		—		(192)
Stock-based compensation														Stock-based compensation	—		—		11		—		—		11
Dividends paid (Note 10)														Dividends paid (Note 10)	—		—		—		—		(750)		(750)
Dividends declared on preferred stock (Note 10)														Dividends declared on preferred stock (Note 10)	—		—		—		—		(59)		(59)
Balance at June 30, 2022														Balance at June 30, 2022	$	—	$	—	$	8,713	$	(1,226)	$	7,357	$	14,844

The accompanying notes are an integral part of these condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions) (Unaudited)


		Three Months Ended March 31,					Six Months Ended June 30,
		2022		2021			2022		2021
Cash flows from operating activities	Cash flows from operating activities					Cash flows from operating activities
Net income		$	962	$	878
Adjustments to reconcile net income to net cash provided by operating activities:
Net income (loss)						Net income (loss)	$	1,791	$	2,058
Depreciation and amortization	Depreciation and amortization	1,275		1,715		Depreciation and amortization	2,536		3,337
Accretion and amortization of loan and leasing fees	Accretion and amortization of loan and leasing fees	(292)		(410)		Accretion and amortization of loan and leasing fees	(634)		(792)
Undistributed earnings of non-consolidated affiliates, net	Undistributed earnings of non-consolidated affiliates, net	(54)		(54)		Undistributed earnings of non-consolidated affiliates, net	(77)		(104)
Provision for loan losses	Provision for loan losses	122		(26)		Provision for loan losses	320		33
Deferred income taxes	Deferred income taxes	306		216		Deferred income taxes	419		212
Stock-based compensation expense	Stock-based compensation expense	10		8		Stock-based compensation expense	21		26
Gain on termination of leased vehicles	Gain on termination of leased vehicles	(369)		(416)		Gain on termination of leased vehicles	(723)		(1,158)
Other operating activities	Other operating activities	(101)		23		Other operating activities	(74)		112
Changes in assets and liabilities:	Changes in assets and liabilities:					Changes in assets and liabilities:
Other assets	Other assets	(381)		48		Other assets	(943)		(10)
Other liabilities	Other liabilities	(144)		(361)		Other liabilities	(22)		(177)
Related party payables	Related party payables	(85)		(96)		Related party payables	(247)		82
Net cash provided by operating activities		1,248		1,525
Net cash provided by (used in) operating activities						Net cash provided by (used in) operating activities	2,366		3,619
Cash flows from investing activities	Cash flows from investing activities					Cash flows from investing activities
Purchases of retail finance receivables, net	Purchases of retail finance receivables, net	(8,144)		(8,245)		Purchases of retail finance receivables, net	(17,159)		(17,479)
Principal collections and recoveries on retail finance receivables	Principal collections and recoveries on retail finance receivables	6,904		5,749		Principal collections and recoveries on retail finance receivables	13,763		12,237
Net collections (funding) of commercial finance receivables	Net collections (funding) of commercial finance receivables	(541)		2,079		Net collections (funding) of commercial finance receivables	(862)		3,383
Purchases of leased vehicles, net	Purchases of leased vehicles, net	(2,990)		(6,066)		Purchases of leased vehicles, net	(6,203)		(12,391)
Proceeds from termination of leased vehicles	Proceeds from termination of leased vehicles	3,732		4,919		Proceeds from termination of leased vehicles	7,549		10,868

Capital injection to non-consolidated affiliates						Capital injection to non-consolidated affiliates	(26)		—
Other investing activities	Other investing activities	(10)		(17)		Other investing activities	(13)		(27)
Net cash used in investing activities		(1,048)		(1,581)
Net cash provided by (used in) investing activities						Net cash provided by (used in) investing activities	(2,951)		(3,409)
Cash flows from financing activities	Cash flows from financing activities					Cash flows from financing activities
Net change in debt (original maturities less than three months)	Net change in debt (original maturities less than three months)	712		1,547		Net change in debt (original maturities less than three months)	999		2,369
Borrowings and issuances of secured debt	Borrowings and issuances of secured debt	6,332		8,720		Borrowings and issuances of secured debt	14,389		15,716
Payments on secured debt	Payments on secured debt	(8,367)		(8,663)		Payments on secured debt	(15,634)		(16,744)
Borrowings and issuances of unsecured debt	Borrowings and issuances of unsecured debt	4,352		4,385		Borrowings and issuances of unsecured debt	9,206		9,974
Payments on unsecured debt	Payments on unsecured debt	(2,416)		(3,879)		Payments on unsecured debt	(6,558)		(9,755)
Dividends paid						Dividends paid	(809)		(1,261)
Debt issuance costs	Debt issuance costs	(37)		(46)		Debt issuance costs	(84)		(105)
Dividends paid		(59)		(661)
Net cash provided by financing activities		517		1,403
Net cash provided by (used in) financing activities						Net cash provided by (used in) financing activities	1,508		194
Net increase in cash, cash equivalents and restricted cash	Net increase in cash, cash equivalents and restricted cash	717		1,347		Net increase in cash, cash equivalents and restricted cash	922		404
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash	Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash	53		(50)		Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash	14		—
Cash, cash equivalents and restricted cash at beginning of period	Cash, cash equivalents and restricted cash at beginning of period	7,183		8,126		Cash, cash equivalents and restricted cash at beginning of period	7,183		8,126
Cash, cash equivalents and restricted cash at end of period	Cash, cash equivalents and restricted cash at end of period	$	7,953	$	9,423	Cash, cash equivalents and restricted cash at end of period	$	8,119	$	8,530

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheet:


	~~March 31,~~June 30, 2022
Cash and cash equivalents	$	~~4,483~~5,275
Restricted cash included in other assets	~~3,470~~2,844
Total	$	~~7,953~~8,119

The accompanying notes are an integral part of these condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Summary of Significant Accounting Policies

Basis of Presentation The consolidated financial statements include our accounts and the accounts of our consolidated subsidiaries, including certain special purpose entities (SPEs) utilized in secured financing transactions, which are considered variable interest entities (VIEs). All intercompany transactions and accounts have been eliminated in consolidation.

The consolidated financial statements, including the notes thereto, are condensed and do not include all disclosures required by generally accepted accounting principles (GAAP) in the U.S. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission on February 2, 2022 (2021 Form 10-K). Except as otherwise specified, dollar amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding.

The condensed consolidated financial statements at ~~March 31,~~June 30, 2022, and for the three and six months ended ~~March 31,~~June 30, 2022 and 2021, are unaudited and, in management’s opinion, include all adjustments, which consist of normal recurring adjustments and transactions or events discretely impacting the interim periods, considered necessary by management to fairly state our results of operations. The results for interim periods are not necessarily indicative of results for a full year. The condensed consolidated balance sheet at December 31, 2021 was derived from audited annual financial statements.

Segment Information We are the wholly-owned captive finance subsidiary of General Motors Company (GM). We offer substantially similar products and services throughout many different regions, subject to local regulations and market conditions. We evaluate our business in 2 operating segments: North America (the North America Segment) and International (the International Segment). Our North America Segment includes operations in the U.S. and Canada. Our International Segment includes operations in Brazil, Chile, Colombia, Mexico and Peru, as well as our equity investments in joint ventures in China.

Accounting Standards Not Yet Adopted In March 2022, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2022-02, "Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures" (ASU 2022-02), which eliminates the accounting guidance for troubled debt restructurings (TDRs) by creditors that have adopted ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." We adopted ASU 2016-13 on January 1, 2020. ASU 2022-02 enhances disclosure requirements for certain loan refinancing and restructurings by creditors when a borrower is experiencing financial difficulty. In addition, ASU 2022-02 amends the guidance on vintage disclosures to require entities to disclose current-period gross write-offs by year of origination.

For entities that have adopted ASU 2016-13, ASU 2022-02 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted if an entity has adopted ASU 2016-13.

The adoption of ASU 2022-02 is not expected to have a material impact on our consolidated financial statements.

Note 2. Related Party Transactions

We offer loan and lease finance products through GM-franchised dealers to customers purchasing new vehicles manufactured by GM and certain used vehicles and make commercial loans directly to GM-franchised dealers and their affiliates. We also offer commercial loans to dealers that are consolidated by GM and those balances are included in finance receivables, net.

Under subvention programs, GM makes cash payments to us for offering incentivized rates and structures on retail loan and lease finance products. In addition, GM makes cash payments to us to cover interest payments on certain commercial loans we make to GM-franchised dealers.

We are included in GM's consolidated U.S. federal income tax returns and certain U.S. state returns, and we are obligated to pay GM for our share of tax liabilities. During the ~~three~~six months ended ~~March 31,~~June 30, 2022, we made payments of ~~$89~~$380 million to GM for state and federal income taxes related to the years ~~2021 and 2020.~~2020 through 2022. Amounts owed to GM for income taxes are ~~accrued and~~ recorded as a related party payable. In addition, amounts due to GM for commercial finance receivables originated but not yet funded are recorded as a related party payable.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following tables present related party transactions:


Balance Sheet Data	Balance Sheet Data	March 31, 2022		December 31, 2021		Balance Sheet Data	June 30, 2022		December 31, 2021
Commercial finance receivables, net due from dealers consolidated by GM(a)	Commercial finance receivables, net due from dealers consolidated by GM(a)	$	122	$	163	Commercial finance receivables, net due from dealers consolidated by GM(a)	$	133	$	163
Subvention receivable(b)	Subvention receivable(b)	$	357	$	282	Subvention receivable(b)	$	475	$	282
Commercial loan funding payable(c)	Commercial loan funding payable(c)	$	41	$	26	Commercial loan funding payable(c)	$	41	$	26
Taxes payable(c)	Taxes payable(c)	$	194	$	282	Taxes payable(c)	$	37	$	282


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
Income Statement Data	Income Statement Data		2022			2021		Income Statement Data	2022		2021		2022		2021
Interest subvention earned on retail finance receivables(d)	Interest subvention earned on retail finance receivables(d)		$	210		$	179	Interest subvention earned on retail finance receivables(d)	$	221	$	204	$	431	$	383
Interest subvention earned on commercial finance receivables(d)	Interest subvention earned on commercial finance receivables(d)		$	10		$	9	Interest subvention earned on commercial finance receivables(d)	$	14	$	7	$	24	$	16
Leased vehicle subvention earned(e)	Leased vehicle subvention earned(e)		$	547		$	721	Leased vehicle subvention earned(e)	$	500	$	704	$	1,047	$	1,425

_________________

(a)Included in finance receivables, net.

(b)Included in related party receivables. We received subvention payments from GM of ~~$439~~$561 million and $1.0 billion for the three months ended ~~March 31,~~June 30, 2022 and 2021, and $1.0 billion and $2.0 billion for the six months ended June 30, 2022 and 2021.

(c)Included in related party payables.

(d)Included in finance charge income.

(e)Included as a reduction to leased vehicle expenses.

Under the support agreement with GM (the Support Agreement), if our earning assets leverage ratio at the end of any calendar quarter exceeds the applicable threshold set in the Support Agreement, we may require GM to provide funding sufficient to bring our earning assets leverage ratio to within the applicable threshold. In determining our earning assets leverage ratio (net earning assets divided by adjusted equity) under the Support Agreement, net earning assets means our finance receivables, net, plus leased vehicles, net, and adjusted equity means our equity, net of goodwill and inclusive of outstanding junior subordinated debt, as each may be adjusted for derivative accounting from time to time.

Additionally, the Support Agreement provides that GM will own all of our outstanding voting shares as long as we have any unsecured debt securities outstanding. GM also agrees to certain provisions in the Support Agreement intended to ensure we maintain adequate access to liquidity. Pursuant to these provisions, GM provides us with a $1.0 billion junior subordinated unsecured intercompany revolving credit facility, and GM will use commercially reasonable efforts to ensure we will continue to be designated as a subsidiary borrower under GM's corporate revolving credit facilities. We have access, subject to available capacity, to $15.5 billion of GM's unsecured revolving credit facilities consisting of a three-year, $4.3 billion facility and a five-year, $11.2 billion facility. We also have exclusive access to GM's $2.0 billion 364-day revolving credit facility (GM Revolving 364-day Credit Facility). ~~At March 31, 2022 and December 31, 2021, we~~We had no borrowings outstanding under any of the GM revolving credit ~~facilities.~~facilities at June 30, 2022 and December 31, 2021. In April 2022, GM renewed the GM Revolving 364-Day Credit Facility, which now matures on April 4, 2023.

Cruise is the GM global segment responsible for the development and commercialization of autonomous vehicle technology. We have a multi-year credit agreement with Cruise whereby we may provide advances to Cruise up to an aggregate of $5.0 billion, over time, through 2024, to fund the purchase of autonomous vehicles from GM. ~~At March 31, 2022 and December 31, 2021,~~ Cruise had 0an insignificant amount of borrowings outstanding under the credit ~~agreement.~~agreement at June 30, 2022 and 0 borrowings outstanding at December 31, 2021.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 3. Finance Receivables


		March 31, 2022		December 31, 2021			June 30, 2022		December 31, 2021
Retail finance receivables	Retail finance receivables					Retail finance receivables
Retail finance receivables, net of fees(a)	Retail finance receivables, net of fees(a)	$	59,503	$	58,093	Retail finance receivables, net of fees(a)	$	61,208	$	58,093
Less: allowance for loan losses	Less: allowance for loan losses	(1,884)		(1,839)		Less: allowance for loan losses	(1,987)		(1,839)
Total retail finance receivables, net	Total retail finance receivables, net	57,618		56,254		Total retail finance receivables, net	59,220		56,254
Commercial finance receivables	Commercial finance receivables					Commercial finance receivables
Commercial finance receivables, net of fees(b)	Commercial finance receivables, net of fees(b)	7,395		6,772		Commercial finance receivables, net of fees(b)	7,666		6,772
Less: allowance for loan losses	Less: allowance for loan losses	(44)		(47)		Less: allowance for loan losses	(40)		(47)
Total commercial finance receivables, net	Total commercial finance receivables, net	7,352		6,725		Total commercial finance receivables, net	7,626		6,725
Total finance receivables, net	Total finance receivables, net	$	64,970	$	62,979	Total finance receivables, net	$	66,847	$	62,979
Fair value utilizing Level 2 inputs	Fair value utilizing Level 2 inputs	$	7,352	$	6,725	Fair value utilizing Level 2 inputs	$	7,626	$	6,725
Fair value utilizing Level 3 inputs	Fair value utilizing Level 3 inputs	$	57,774	$	57,613	Fair value utilizing Level 3 inputs	$	58,528	$	57,613

________________

(a) Net of unearned income, unamortized premiums and discounts, and deferred fees and costs.

(b) Net of dealer cash management balances of ~~$1.2~~$1.3 billion and $1.0 billion at ~~March 31,~~June 30, 2022 and December 31, 2021.

Rollforward of Allowance for Retail Loan Losses A summary of the activity in the allowance for retail loan losses is as follows:


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022		2021		2022		2021
Allowance for retail loan losses beginning balance	Allowance for retail loan losses beginning balance		$	1,839		$	1,915	Allowance for retail loan losses beginning balance	$	1,884	$	1,784	$	1,839	$	1,915
Provision for loan losses	Provision for loan losses		126			(13)		Provision for loan losses	202		67		328		54
Charge-offs	Charge-offs		(275)			(253)		Charge-offs	(247)		(204)		(521)		(457)
Recoveries	Recoveries		177			149		Recoveries	161		144		339		293
Foreign currency translation	Foreign currency translation		18			(14)		Foreign currency translation	(14)		14		4		—
Allowance for retail loan losses ending balance	Allowance for retail loan losses ending balance		$	1,884		$	1,784	Allowance for retail loan losses ending balance	$	1,987	$	1,805	$	1,987	$	1,805

Retail Credit Quality Our retail finance receivables portfolio includes loans made to consumers and businesses to finance the purchase of vehicles for personal and commercial use. The following tables are consolidated summaries of the amortized cost of the retail finance receivables by FICO score or its equivalent, determined at origination, for each vintage of the portfolio at ~~March 31,~~June 30, 2022 and December 31, 2021:


		Year of Origination												March 31, 2022					Year of Origination												June 30, 2022
		2022		2021		2020		2019		2018		Prior		Total		Percent			2022		2021		2020		2019		2018		Prior		Total		Percent
Prime - FICO Score 680 and greater	Prime - FICO Score 680 and greater	$	6,019	$	17,792	$	11,121	$	3,540	$	1,912	$	655	$	41,039	69.0	%	Prime - FICO Score 680 and greater	$	12,052	$	16,089	$	9,915	$	3,048	$	1,574	$	464	$	43,141	70.5	%
Near-prime - FICO Score 620 to 679	Near-prime - FICO Score 620 to 679	856		3,569		2,153		1,089		553		274		8,494		14.3		Near-prime - FICO Score 620 to 679	1,704		3,183		1,883		932		459		204		8,366		13.7
Sub-prime - FICO Score less than 620	Sub-prime - FICO Score less than 620	929		3,720		2,258		1,563		831		669		9,970		16.8		Sub-prime - FICO Score less than 620	1,826		3,323		1,986		1,356		699		512		9,701		15.8
Retail finance receivables, net of fees	Retail finance receivables, net of fees	$	7,804	$	25,081	$	15,531	$	6,192	$	3,296	$	1,599	$	59,503	100.0	%	Retail finance receivables, net of fees	$	15,582	$	22,595	$	13,784	$	5,337	$	2,732	$	1,179	$	61,208	100.0	%


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

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

We review the ongoing credit quality of our retail finance receivables based on customer payment activity. A retail account is considered delinquent if a substantial portion of a scheduled payment has not been received by the date the payment was contractually due. Retail finance receivables are collateralized by vehicle titles and, subject to local laws, we generally have the right to repossess the vehicle in the event the customer defaults on the payment terms of the contract. The following tables are consolidated summaries of the delinquency status of the outstanding amortized cost of retail finance receivables for each vintage of the portfolio at ~~March 31,~~June 30, 2022 and December 31, 2021, as well as summary totals for ~~March 31,~~June 30, 2021:


		Year of Origination												March 31, 2022				March 31, 2021					Year of Origination												June 30, 2022				June 30, 2021
		2022		2021		2020		2019		2018		Prior		Total		Percent		Total		Percent			2022		2021		2020		2019		2018		Prior		Total		Percent		Total		Percent
0 - 30 days	0 - 30 days	$	7,788	$	24,672	$	15,197	$	5,934	$	3,139	$	1,448	$	58,179	97.8	%	$	52,367	98.1	%	0 - 30 days	$	15,468	$	22,088	$	13,426	$	5,076	$	2,577	$	1,046	$	59,681	97.5	%	$	55,187	97.9	%

31 - 60 days	31 - 60 days	15		298		246		192		119		113		983		1.7		741		1.4		31 - 60 days	88		369		262		193		117		99		1,129		1.8		856		1.5
Greater than 60 days	Greater than 60 days	—		95		79		59		34		34		302		0.5		257		0.5		Greater than 60 days	23		118		87		62		35		31		355		0.6		286		0.5
Finance receivables more than 30 days delinquent	Finance receivables more than 30 days delinquent	15		393		325		251		153		148		1,285		2.2		998		1.9		Finance receivables more than 30 days delinquent	111		487		350		254		152		130		1,484		2.4		1,142		2.0
In repossession	In repossession	—		16		9		7		3		3		39		0.1		32		—		In repossession	3		19		9		6		3		3		43		0.1		28		0.1
Finance receivables more than 30 days delinquent or in repossession	Finance receivables more than 30 days delinquent or in repossession	15		409		334		258		157		150		1,324		2.2		1,030		1.9		Finance receivables more than 30 days delinquent or in repossession	114		506		358		260		155		133		1,527		2.5		1,170		2.1
Retail finance receivables, net of fees	Retail finance receivables, net of fees	$	7,804	$	25,081	$	15,531	$	6,192	$	3,296	$	1,599	$	59,503	100.0	%	$	53,397	100.0	%	Retail finance receivables, net of fees	$	15,582	$	22,595	$	13,784	$	5,337	$	2,732	$	1,179	$	61,208	100.0	%	$	56,357	100.0	%


	Year of Origination												December 31, 2021
	2021		2020		2019		2018		2017		Prior		Total		Percent
0 - 30 days	$	27,270	$	16,945	$	6,772	$	3,721	$	1,478	$	440	$	56,626	97.5	%

31 - 60 days	273		276		230		147		97		60		1,083		1.8
Greater than 60 days	83		93		76		46		30		21		349		0.6
Finance receivables more than 30 days delinquent	356		369		306		193		127		81		1,432		2.4
In repossession	12		10		6		4		2		1		35		0.1
Finance receivables more than 30 days delinquent or in repossession	368		379		312		197		129		82		1,467		2.5
Retail finance receivables, net of fees	$	27,638	$	17,324	$	7,084	$	3,918	$	1,607	$	522	$	58,093	100.0	%

The accrual of finance charge income had been suspended on retail finance receivables with contractual amounts due of ~~$527~~$583 million and $602 million at ~~March 31,~~June 30, 2022 and December 31, 2021. Accrual of finance charge income on retail finance receivables is generally suspended on accounts that are more than 60 days delinquent, accounts in bankruptcy and accounts in repossession.

Impaired Retail Finance Receivables - TDRs The outstanding amortized cost of retail finance receivables that are considered TDRs ~~was~~were $1.9 billion at June 30, 2022 and December 31, 2021, including ~~$183 million in~~ nonaccrual loans of $200 million at ~~March 31,~~June 30, 2022 and ~~$1.9 billion, including~~ $219 million ~~in nonaccrual loans~~ at December 31, 2021. For definition and additional information on TDRs, see Note 1 in our 2021 Form 10-K. Additional TDR activity is presented below:


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022		2021		2022		2021
Number of loans classified as TDRs during the period	Number of loans classified as TDRs during the period		11,848			11,376		Number of loans classified as TDRs during the period	13,278		9,044		25,126		20,420
Outstanding amortized cost of loans classified as TDRs during the period	Outstanding amortized cost of loans classified as TDRs during the period		$	238		$	234	Outstanding amortized cost of loans classified as TDRs during the period	$	278	$	183	$	516	$	417

The unpaid principal balances, net of recoveries, of loans charged off during the reporting period and were within 12 months of being modified as a TDR were insignificant for the three and six months ended ~~March 31,~~June 30, 2022 and 2021.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Commercial Credit Quality Our commercial finance receivables consist of dealer financings, primarily for dealer inventory purchases. Proprietary models are used to assign a risk rating to each dealer. We perform periodic credit reviews of each dealership and adjust the dealership's risk rating, if necessary.

Our commercial risk model and risk rating categories are as follows:


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

Dealers with III and IV risk ratings are subject to additional monitoring and restrictions on funding, including suspension of lines of credit and liquidation of assets. The following tables summarize the credit risk profile by dealer risk rating of commercial finance receivables at ~~March 31,~~June 30, 2022 and December 31, 2021:


		Year of Origination														March 31, 2022					Year of Origination														June 30, 2022
Dealer Risk Rating	Dealer Risk Rating	Revolving		2022		2021		2020		2019		2018		Prior		Total		Percent		Dealer Risk Rating	Revolving		2022		2021		2020		2019		2018		Prior		Total		Percent
I	I	$	5,898	$	129	$	417	$	416	$	113	$	51	$	56	$	7,081	95.7	%	I	$	6,024	$	353	$	395	$	406	$	110	$	49	$	38	$	7,374	96.2	%
II	II	209		—		7		16		13		—		10		254		3.4		II	190		15		3		—		12		—		8		229		3.0
III	III	58		—		—		—		1		—		1		60		0.8		III	59		1		2		—		1		—		—		63		0.8
IV	IV	—		—		—		—		—		—		—		—		—		IV	—		—		—		—		—		—		—		—		—
Balance at end of period	Balance at end of period	$	6,165	$	129	$	424	$	432	$	126	$	52	$	67	$	7,395	100.0	%	Balance at end of period	$	6,273	$	368	$	400	$	406	$	123	$	49	$	47	$	7,666	100.0	%


	Year of Origination														December 31, 2021
Dealer Risk Rating	Revolving		2021		2020		2019		2018		2017		Prior		Total		Percent
I	$	5,296	$	433	$	426	$	131	$	57	$	50	$	10	$	6,403	94.6	%
II	213		5		16		12		1		10		—		257		3.8
III	81		8		15		2		—		2		4		112		1.6
IV	—		—		—		—		—		—		—		—		—
Balance at end of period	$	5,590	$	446	$	457	$	145	$	58	$	62	$	14	$	6,772	100.0	%

Floorplan advances comprise 93% and 94% of the total revolving balances at ~~March 31,~~June 30, 2022 and December 31, 2021. Dealer term loans are presented by year of origination.

At ~~March 31,~~June 30, 2022 and December 31, 2021, substantially all of our commercial finance receivables were current with respect to payment status, and activity in the allowance for commercial loan losses was insignificant for the three and six months ended ~~March 31,~~June 30, 2022 and 2021. There were 0 commercial finance receivables on nonaccrual status and NaN were classified as TDRs at ~~March 31,~~June 30, 2022 and December 31, 2021.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 4. Leased Vehicles


		March 31, 2022		December 31, 2021			June 30, 2022		December 31, 2021
Leased vehicles	Leased vehicles	$	52,401	$	54,821	Leased vehicles	$	50,034	$	54,821
Manufacturer subvention	Manufacturer subvention	(6,732)		(7,398)		Manufacturer subvention	(6,108)		(7,398)
Net capitalized cost	Net capitalized cost	45,669		47,423		Net capitalized cost	43,925		47,423
Less: accumulated depreciation	Less: accumulated depreciation	(9,088)		(9,494)		Less: accumulated depreciation	(8,618)		(9,494)
Leased vehicles, net	Leased vehicles, net	$	36,581	$	37,929	Leased vehicles, net	$	35,307	$	37,929

Depreciation expense related to leased vehicles, net was $1.2 billion and ~~$1.7~~$1.5 billion for the three months ended ~~March 31,~~June 30, 2022 and 2021 and $2.4 billion and $3.2 billion for the six months ended June 30, 2022 and 2021.

The following table summarizes minimum rental payments due to us as lessor under operating leases at ~~March 31,~~June 30, 2022:

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


	Years Ending December 31,
	2022		2023		2024		2025		2026		Thereafter		Total
Lease payments under operating leases	$	2,791	$	4,179	$	1,977	$	422	$	22	$	—	$	9,393

Note 5. Equity in Net Assets of Non-consolidated Affiliates

We use the equity method to account for our equity interest in joint ventures. The income of these joint ventures is not consolidated into our financial statements; rather, our proportionate share of the earnings is reflected as equity income.

There have been no ownership changes in our joint ventures since December 31, 2021. The following table presents certain aggregated operating data of our joint ventures:


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
Summarized Operating Data	Summarized Operating Data		2022			2021		Summarized Operating Data	2022		2021		2022		2021
Finance charge income	Finance charge income		$	451		$	430	Finance charge income	$	424	$	418	$	875	$	848
Income before income taxes	Income before income taxes		$	206		$	203	Income before income taxes	$	190	$	191	$	396	$	394
Net income	Net income		$	154		$	153	Net income	$	143	$	143	$	297	$	296

In June 2022, we received the remaining dividend payment of $26 million from SAIC-GMAC Automotive Finance Company Limited declared in 2021, and reinvested it in SAIC-GMF Leasing Co. Ltd.

At ~~March 31,~~June 30, 2022 and December 31, 2021, we had undistributed earnings of ~~$794~~$845 million and $740 million related to our non-consolidated affiliates.

Note 6. Debt


		March 31, 2022				December 31, 2021					June 30, 2022				December 31, 2021
		Carrying Amount		Fair Value		Carrying Amount		Fair Value			Carrying Amount		Fair Value		Carrying Amount		Fair Value
Secured debt	Secured debt									Secured debt
Revolving credit facilities	Revolving credit facilities	$	1,552	$	1,551	$	3,497	$	3,495	Revolving credit facilities	$	1,288	$	1,288	$	3,497	$	3,495
Securitization notes payable	Securitization notes payable	35,809		35,450		35,841		35,906		Securitization notes payable	36,806		36,296		35,841		35,906
Total secured debt	Total secured debt	37,362		37,002		39,338		39,401		Total secured debt	38,095		37,584		39,338		39,401
Unsecured debt	Unsecured debt									Unsecured debt
Senior notes	Senior notes	47,371		46,485		45,386		46,539		Senior notes	47,003		44,672		45,386		46,539
Credit facilities	Credit facilities	1,213		1,190		1,229		1,211		Credit facilities	1,348		1,324		1,229		1,211
Other unsecured debt	Other unsecured debt	6,968		6,972		6,608		6,607		Other unsecured debt	7,158		7,152		6,608		6,607
Total unsecured debt	Total unsecured debt	55,552		54,648		53,223		54,357		Total unsecured debt	55,509		53,148		53,223		54,357
Total secured and unsecured debt	Total secured and unsecured debt	$	92,913	$	91,649	$	92,561	$	93,758	Total secured and unsecured debt	$	93,603	$	90,732	$	92,561	$	93,758
Fair value utilizing Level 2 inputs	Fair value utilizing Level 2 inputs			$	89,810			$	92,250	Fair value utilizing Level 2 inputs			$	89,003			$	92,250
Fair value utilizing Level 3 inputs	Fair value utilizing Level 3 inputs			$	1,839			$	1,508	Fair value utilizing Level 3 inputs			$	1,729			$	1,508

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Secured Debt Most of the secured debt was issued by VIEs and is repayable only from proceeds related to the underlying pledged assets. Refer to Note 7 for further information.

During the ~~three~~six months ended ~~March 31,~~June 30, 2022, we renewed credit facilities with a total borrowing capacity of ~~$1.9~~$10.6 billion, and we issued ~~$5.2~~$12.3 billion in aggregate principal amount of securitization notes payable with an initial weighted average interest rate of ~~1.74%~~2.57% and maturity dates ranging from 2023 to 2029.

Unsecured Debt During the ~~three~~six months ended ~~March 31,~~June 30, 2022, we issued ~~$3.7~~$7.6 billion in aggregate principal amount of senior notes with an initial weighted average interest rate of ~~2.40%~~3.35% and maturity dates ranging from 2024 to 2032.

General Motors Financial Company, Inc. is the sole guarantor of its subsidiaries' unsecured debt obligations for which a guarantee is provided.

Compliance with Debt Covenants Several of our revolving credit facilities require compliance with certain financial and operational covenants as well as regular reporting to lenders, including providing certain subsidiary financial statements. Certain of our secured debt agreements also contain various covenants, including maintaining portfolio performance ratios as well as limits on deferment levels. Our unsecured debt obligations contain covenants including limitations on our ability to incur certain liens. At ~~March 31,~~June 30, 2022, we were in compliance with these debt covenants.

Note 7. Variable Interest Entities and Other Transfers of Finance Receivables

Securitizations and Credit Facilities The following table summarizes the assets and liabilities related to our consolidated VIEs:


		March 31, 2022		December 31, 2021			June 30, 2022		December 31, 2021
Restricted cash(a)	Restricted cash(a)	$	2,952	$	2,740	Restricted cash(a)	$	2,719	$	2,740
Finance receivables, net of fees	Finance receivables, net of fees	$	30,387	$	31,940	Finance receivables, net of fees	$	31,962	$	31,940
Lease related assets	Lease related assets	$	16,148	$	16,143	Lease related assets	$	16,266	$	16,143
Secured debt	Secured debt	$	37,288	$	39,277	Secured debt	$	38,044	$	39,277

_______________

(a) Included in other assets.

We use SPEs that are considered VIEs to issue variable funding notes to third-party, bank-sponsored warehouse facilities or asset-backed securities to investors in securitization transactions. The debt issued by these VIEs is backed by finance receivables and leasing-related assets transferred to the VIEs. We determined that we are the primary beneficiary of the VIEs because our servicing responsibilities give us the power to direct the activities that most significantly impact the performance of the VIEs and our variable interests in the VIEs give us the obligation to absorb losses and the right to receive residual returns that could potentially be significant. The respective assets of the VIEs serve as the sole source of repayment for the debt issued by these entities. Investors in the notes issued by the VIEs do not have recourse to us or our other assets, with the exception of customary representation and warranty repurchase provisions and indemnities that we provide as the servicer. We are not required, and do not currently intend, to provide any additional financial support to these VIEs. While these subsidiaries are included in our condensed consolidated financial statements, these subsidiaries are separate legal entities and the finance receivables, lease-related assets and cash held by these subsidiaries are legally owned by them and are not available to our creditors or creditors of our other subsidiaries.

Other Transfers of Finance Receivables Under certain debt agreements, we transfer finance receivables to entities that we do not control through majority voting interest or through contractual arrangements. These transfers do not meet the criteria to be considered sales under GAAP; therefore, the finance receivables and the related debt are included in our condensed consolidated financial statements, similar to the treatment of finance receivables and related debt of our consolidated VIEs. Any collections received on the transferred receivables are available only for the repayment of the related debt. At ~~March 31,~~June 30, 2022 and December 31, 2021, ~~$167~~$145 million and $500 million in finance receivables had been transferred in secured funding arrangements to third-party banks, relating to ~~$139~~$120 million and $125 million in secured debt outstanding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 8. Derivative Financial Instruments and Hedging Activities

We are exposed to certain risks arising from both our business operations and economic conditions. We manage economic risks, including interest rate risk, primarily by managing the amount, sources, and duration of our assets and liabilities and by using derivative financial instruments. Specifically, we enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Our derivative financial instruments are used to manage differences in the amount, timing, and duration of our known or expected cash receipts and our known or expected cash payments principally related to our borrowings.

Certain of our foreign operations expose us to fluctuations of foreign interest rates and exchange rates. We primarily finance our earning assets with debt in the same currency to minimize the impact to earnings from our exposure to fluctuations in exchange rates. When we use a different currency, these fluctuations may impact the value of our cash receipts and payments in terms of our functional currency. We enter into derivative financial instruments to protect the value or fix the amount of certain assets and liabilities in terms of the relevant functional currency.

The table below presents the gross fair value amounts of our derivative financial instruments and the associated notional amounts:


		March 31, 2022						December 31, 2021							June 30, 2022						December 31, 2021
		Notional		Fair Value of Assets		Fair Value of Liabilities		Notional		Fair Value of Assets		Fair Value of Liabilities			Notional		Fair Value of Assets		Fair Value of Liabilities		Notional		Fair Value of Assets		Fair Value of Liabilities
Derivatives designated as hedges	Derivatives designated as hedges													Derivatives designated as hedges
Fair value hedges	Fair value hedges													Fair value hedges
Interest rate swaps	Interest rate swaps	$	19,310	$	11	$	345	$	15,058	$	74	$	88	Interest rate swaps	$	21,600	$	2	$	536	$	15,058	$	74	$	88
Foreign currency swaps	Foreign currency swaps	—		—		—		682		—		59		Foreign currency swaps	—		—		—		682		—		59
Cash flow hedges	Cash flow hedges													Cash flow hedges
Interest rate swaps	Interest rate swaps	709		17		4		611		12		4		Interest rate swaps	806		25		—		611		12		4
Foreign currency swaps	Foreign currency swaps	7,945		79		221		7,419		85		201		Foreign currency swaps	7,444		7		649		7,419		85		201
Derivatives not designated as hedges	Derivatives not designated as hedges													Derivatives not designated as hedges
Interest rate contracts	Interest rate contracts	108,709		1,245		797		110,053		846		339		Interest rate contracts	109,673		1,526		1,183		110,053		846		339
Foreign currency contracts	Foreign currency contracts	—		—		—		148		—		—		Foreign currency contracts	—		—		—		148		—		—
Total	Total	$	136,674	$	1,353	$	1,368	$	133,971	$	1,017	$	691	Total	$	139,523	$	1,560	$	2,368	$	133,971	$	1,017	$	691

The gross amounts of the fair value of our derivative instruments that are classified as assets or liabilities are included in other assets or other liabilities, respectively. Amounts accrued for interest payments in a net receivable position are included in other assets. Amounts accrued for interest payments in a net payable position are included in other liabilities. All our derivatives are categorized within Level 2 of the fair value hierarchy. The fair value for Level 2 instruments was derived using the market approach based on observable market inputs including quoted prices of similar instruments and foreign exchange and interest rate forward curves.

We primarily enter into derivative instruments through AmeriCredit Financial Services, Inc. (AFSI); however, our SPEs may also be parties to derivative instruments. Agreements between AFSI and its derivative counterparties include rights of setoff for positions with offsetting values or for collateral held or posted. At ~~March 31,~~June 30, 2022 and December 31, 2021, the fair value of derivative instruments that are classified as assets or liabilities available for offset was ~~$778~~$970 million and $505 million. At ~~March 31,~~June 30, 2022 and December 31, 2021, we held ~~$323~~$272 million and $376 million of collateral from counterparties that was available for netting against our asset positions. At ~~March 31,~~June 30, 2022 and December 31, 2021, we ~~posted $432~~had $864 million and $45 million of collateral posted to counterparties that was available for netting against our liability positions.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

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

Carrying Amount of
Hedged Items
Cumulative Amount of Fair Value
Hedging Adjustments(a)
March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021
Unsecured debt $ 26,157 $ 24,964 $ 153 $ (226)


	Carrying Amount of Hedged Items				Cumulative Amount of Fair Value Hedging Adjustments(a)
	June 30, 2022		December 31, 2021		June 30, 2022		December 31, 2021
Unsecured debt	$	28,646	$	24,964	$	454	$	(226)

_________________

(a)Includes ~~$196~~$94 million and $246 million of unamortized gains remaining on hedged items for which hedge accounting has been discontinued at ~~March 31,~~June 30, 2022 and December 31, 2021.

The table below presents the effect of our derivative financial instruments in the condensed consolidated statements of income:


		Three Months Ended March 31,				Three Months Ended June 30,											Six Months Ended June 30,
			2022	2021					2022						2021				2022				2021
				Interest Expense(a)			Operating Expenses(b)			Interest Expense(a)		Operating Expenses(b)			Interest Expense(a)		Operating Expenses(b)		Interest Expense(a)		Operating Expenses(b)		Interest Expense(a)		Operating Expenses(b)		Interest Expense(a)		Operating Expenses(b)
Fair value hedges	Fair value hedges													Fair value hedges
Hedged items - interest rate swaps	Hedged items - interest rate swaps			$	376		$	—		$	352	$	—	Hedged items - interest rate swaps	$	301	$	—	$	(107)	$	—	$	677	$	—	$	245	$	—
Interest rate swaps	Interest rate swaps			(340)			—			(335)		—		Interest rate swaps	(282)		—		118		—		(622)		—		(217)		—
Hedged items - foreign currency swaps(c)	Hedged items - foreign currency swaps(c)			—			23			—		77		Hedged items - foreign currency swaps(c)	—		—		—		(45)		—		23		—		32
Foreign currency swaps	Foreign currency swaps			(2)			(24)			(5)		(76)		Foreign currency swaps	—		—		(4)		48		(2)		(24)		(9)		(28)
Cash flow hedges	Cash flow hedges													Cash flow hedges
Interest rate swaps	Interest rate swaps			2			—			(5)		—		Interest rate swaps	3		—		(5)		—		5		—		(10)		—
Hedged items - foreign currency swaps(c)	Hedged items - foreign currency swaps(c)			—			160			—		190		Hedged items - foreign currency swaps(c)	—		499		—		(38)		—		659		—		152
Foreign currency swaps	Foreign currency swaps			(38)			(160)			(30)		(190)		Foreign currency swaps	(42)		(499)		(30)		38		(81)		(659)		(60)		(152)
Derivatives not designated as hedges	Derivatives not designated as hedges													Derivatives not designated as hedges
Interest rate contracts	Interest rate contracts			—			—			20		—		Interest rate contracts	28		—		19		—		28		—		39		—
Total income (losses) recognized				$	(2)		$	—		$	(3)	$	1
Total income (loss) recognized														Total income (loss) recognized	$	8	$	—	$	(9)	$	3	$	5	$	—	$	(12)	$	4

_________________

(a)Total interest expense was ~~$577~~$642 million and ~~$650~~$633 million for the three months ended ~~March 31,~~June 30, 2022 and 2021, and $1.2 billion and $1.3 billion for the six months ended June 30, 2022 and 2021.

(b)Total operating expenses were ~~$372~~$393 million and ~~$411~~$378 million for the three months ended ~~March 31,~~June 30, 2022 and 2021, and $766 million and $789 million for the six months ended June 30, 2022 and 2021.

(c)Transaction activity recorded in operating expenses related to foreign currency-denominated loans.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The tables below present the effect of our derivative financial instruments in the condensed consolidated statements of comprehensive income (loss):


			Gains (Losses) Recognized In Accumulated Other Comprehensive Income (Loss)						Gains (Losses) Recognized In Accumulated Other Comprehensive Income (Loss)
		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022		2021		2022		2021
Fair value hedges	Fair value hedges							Fair value hedges
Foreign currency swaps	Foreign currency swaps		$	(2)		$	(3)	Foreign currency swaps	$	—	$	(1)	$	(2)	$	(4)
Cash flow hedges	Cash flow hedges							Cash flow hedges
Interest rate swaps	Interest rate swaps		4			5		Interest rate swaps	6		1		10		6
Foreign currency swaps	Foreign currency swaps		(57)			(125)		Foreign currency swaps	(392)		(6)		(449)		(131)
Total	Total		$	(55)		$	(123)	Total	$	(386)	$	(6)	$	(441)	$	(129)


			(Gains) Losses Reclassified From Accumulated Other Comprehensive Income (Loss) Into Income						(Gains) Losses Reclassified From Accumulated Other Comprehensive Income (Loss) Into Income
		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022		2021		2022		2021
Fair value hedges	Fair value hedges							Fair value hedges
Foreign currency swaps	Foreign currency swaps		$	2		$	3	Foreign currency swaps	$	—	$	1	$	2	$	4
Cash flow hedges	Cash flow hedges							Cash flow hedges
Interest rate swaps	Interest rate swaps		(1)			3		Interest rate swaps	(2)		4		(3)		7
Foreign currency swaps	Foreign currency swaps		149			166		Foreign currency swaps	408		(6)		557		160
Total	Total		$	150		$	172	Total	$	406	$	(1)	$	557	$	171

All amounts reclassified from accumulated other comprehensive income (loss) were recorded to interest expense. During the next 12 months, we estimate ~~an insignificant amount~~$51 million in ~~losses~~gains will be reclassified into pre-tax earnings from derivatives designated for hedge accounting.

Note 9. Commitments and Contingencies

Legal Proceedings We are subject to various pending and potential legal and regulatory proceedings in the ordinary course of business, including litigation, arbitration, claims, investigations, examinations, subpoenas and enforcement proceedings. Some litigation against us could take the form of class actions. The outcome of these proceedings is inherently uncertain, and thus we cannot confidently predict how or when proceedings will be resolved. An adverse outcome in one or more of these proceedings could result in substantial damages, settlements, fines, penalties, diminished income or reputational harm.

In accordance with the current accounting standards for loss contingencies, we establish reserves for legal matters when it is probable that a loss associated with the matter has been incurred and the amount of the loss can be reasonably estimated. The actual costs of resolving legal matters may be higher or lower than any amounts reserved for these matters. At ~~March 31,~~June 30, 2022, we estimated our reasonably possible legal exposure for unfavorable outcomes is approximately ~~$259~~$257 million, and we have accrued ~~$146~~$144 million.

Other Administrative Tax Matters We accrue non-income tax liabilities for contingencies when management believes that a loss is probable and the amounts can be reasonably estimated, while contingent gains are recognized only when realized. In the event any losses are sustained in excess of accruals, they will be charged against income at that time.

In evaluating indirect tax matters, we take into consideration factors such as our historical experience with matters of similar nature, specific facts and circumstances, and the likelihood of prevailing. We reevaluate and update our accruals as matters progress over time, where there is a reasonable possibility that losses exceeding amounts already recognized may be incurred. Our estimate of the additional range of loss is up to ~~$68~~$65 million at ~~March 31,~~June 30, 2022.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 10. Shareholders' Equity

March 31, 2022

December 31, 2021

June 30, 2022

December 31, 2021

Common Stock

Number of shares authorized

10,000,000

Number of shares authorized

10,000,000

Number of shares issued and outstanding

5,050,000

Number of shares issued and outstanding

5,050,000

During the ~~three~~six months ended ~~March 31,~~June 30, 2022 and 2021, our Board of Directors declared and paid dividends of ~~$600~~$750 million and $1.2 billion on our common stock to General Motors Holdings LLC.


		March 31, 2022	December 31, 2021		June 30, 2022	December 31, 2021
Preferred Stock	Preferred Stock			Preferred Stock
Number of shares authorized	Number of shares authorized	250,000,000	250,000,000	Number of shares authorized	250,000,000	250,000,000
Number of shares issued and outstanding	Number of shares issued and outstanding			Number of shares issued and outstanding
Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series A (Series A Preferred Stock)	Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series A (Series A Preferred Stock)	1,000,000	1,000,000	Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series A (Series A Preferred Stock)	1,000,000	1,000,000
Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series B (Series B Preferred Stock)	Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series B (Series B Preferred Stock)	500,000	500,000	Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series B (Series B Preferred Stock)	500,000	500,000
Fixed-Rate Reset Cumulative Perpetual Preferred Stock, Series C (Series C Preferred Stock)	Fixed-Rate Reset Cumulative Perpetual Preferred Stock, Series C (Series C Preferred Stock)	500,000	500,000	Fixed-Rate Reset Cumulative Perpetual Preferred Stock, Series C (Series C Preferred Stock)	500,000	500,000

During the ~~three~~six months ended ~~March 31,~~June 30, 2022, we paid dividends of $29 million to holders of record of our Series A Preferred Stock, $16 million to holders of record of our Series B Preferred Stock, and $14 million to holders of record of our Series C Preferred Stock. During the ~~three~~six months ended ~~March 31,~~June 30, 2021, we paid dividends of $29 million to holders of record of our Series A Preferred Stock, $16 million to holders of record of our Series B Preferred Stock, and $16 million to holders of record of our Series C Preferred Stock.

On June 20, 2022, our Board of Directors declared a dividend of $28.75 per share, $29 million in the aggregate, on our Series A Preferred Stock, a dividend of $32.50 per share, $16 million in the aggregate, on our Series B Preferred Stock, and a dividend of $28.50 per share, $14 million in the aggregate, on our Series C Preferred Stock, payable on September 30, 2022 to holders of record at September 15, 2022. Accordingly, $59 million has been set aside for the payment of these dividends.

The following table summarizes the significant components of accumulated other comprehensive income (loss):


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022		2021		2022		2021
Unrealized gain (loss) on hedges	Unrealized gain (loss) on hedges							Unrealized gain (loss) on hedges
Beginning balance	Beginning balance		$	(77)		$	(157)	Beginning balance	$	19	$	(108)	$	(77)	$	(157)
Change in value of hedges, net of tax	Change in value of hedges, net of tax		95			49		Change in value of hedges, net of tax	21		(7)		116		42
Ending balance	Ending balance		19			(108)		Ending balance	39		(115)		39		(115)
Defined benefit plans	Defined benefit plans							Defined benefit plans
Beginning balance	Beginning balance		1			1		Beginning balance	—		1		1		1
Unrealized gain (loss) on subsidiary pension, net of tax	Unrealized gain (loss) on subsidiary pension, net of tax		—			—		Unrealized gain (loss) on subsidiary pension, net of tax	—		—		—		—
Ending balance	Ending balance		—			1		Ending balance	—		1		—		1
Foreign currency translation adjustment	Foreign currency translation adjustment							Foreign currency translation adjustment
Beginning balance	Beginning balance		(1,197)			(1,153)		Beginning balance	(1,053)		(1,225)		(1,197)		(1,153)
Translation gain (loss), net of tax	Translation gain (loss), net of tax		144			(72)		Translation gain (loss), net of tax	(213)		133		(69)		61
Ending balance	Ending balance		(1,053)			(1,225)		Ending balance	(1,266)		(1,092)		(1,266)		(1,092)
Total accumulated other comprehensive income (loss)	Total accumulated other comprehensive income (loss)		$	(1,034)		$	(1,332)	Total accumulated other comprehensive income (loss)	$	(1,226)	$	(1,206)	$	(1,226)	$	(1,206)

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 11. Income Taxes

We are included in GM’s consolidated U.S. federal income tax return and certain states’ income tax returns. Net operating losses and certain tax credits generated by us have been utilized by GM; however, income tax expense and deferred tax balances are presented in our financial statements as if we filed our own tax returns in each jurisdiction. Refer to Note 2 for further information on related party taxes payable.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

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

Note 12. Segment Reporting

Our chief operating decision maker evaluates the operating results and performance of our business based on our North America and International Segments. The management of each segment is responsible for executing our strategies. The following tables summarize key operating data for our operating segments:


		Three Months Ended March 31, 2022						Three Months Ended March 31, 2021							Three Months Ended June 30, 2022						Three Months Ended June 30, 2021
		North America		International		Total		North America		International		Total			North America		International		Total		North America		International		Total
Total revenue	Total revenue	$	2,930	$	226	$	3,156	$	3,171	$	236	$	3,407	Total revenue	$	2,904	$	242	$	3,146	$	3,188	$	238	$	3,426
Operating expenses	Operating expenses	303		69		372		339		72		411		Operating expenses	315		79		393		302		76		378
Leased vehicle expenses	Leased vehicle expenses	842		13		855		1,231		13		1,244		Leased vehicle expenses	842		13		856		813		12		825
Provision for loan losses	Provision for loan losses	98		24		122		(44)		18		(26)		Provision for loan losses	170		28		198		36		23		59
Interest expense	Interest expense	507		70		577		592		58		650		Interest expense	560		82		642		575		58		633
Equity income	Equity income	—		54		54		—		54		54		Equity income	—		50		50		—		50		50
Income before income taxes	Income before income taxes	$	1,179	$	105	$	1,284	$	1,053	$	129	$	1,182	Income before income taxes	$	1,017	$	89	$	1,106	$	1,462	$	119	$	1,581

March 31, 2022 December 31, 2021
North
America International Total North
America International Total
Finance receivables, net $ 60,492 $ 4,478 $ 64,970 $ 58,883 $ 4,096 $ 62,979
Leased vehicles, net $ 36,380 $ 201 $ 36,581 $ 37,741 $ 188 $ 37,929
Total assets $ 108,551 $ 7,635 $ 116,186 $ 106,572 $ 7,214 $ 113,786


	Six Months Ended June 30, 2022						Six Months Ended June 30, 2021
	North America		International		Total		North America		International		Total
Total revenue	$	5,834	$	468	$	6,302	$	6,359	$	474	$	6,833
Operating expenses	618		148		766		641		148		789
Leased vehicle expenses	1,685		26		1,711		2,044		25		2,069
Provision for loan losses	268		52		320		(8)		41		33
Interest expense	1,067		152		1,219		1,167		116		1,283
Equity income	—		104		104		—		104		104
Income before income taxes	$	2,197	$	194	$	2,390	$	2,515	$	248	$	2,763


	June 30, 2022						December 31, 2021
	North America		International		Total		North America		International		Total
Finance receivables, net	$	62,545	$	4,302	$	66,847	$	58,883	$	4,096	$	62,979
Leased vehicles, net	$	35,099	$	208	$	35,307	$	37,741	$	188	$	37,929
Total assets	$	110,396	$	7,382	$	117,778	$	106,572	$	7,214	$	113,786

Note 13. Regulatory Capital and Other Regulatory Matters

We are required to comply with a wide variety of laws and regulations. Certain of our entities operate in international markets as either banks or regulated finance companies that are subject to regulatory restrictions. These regulatory restrictions, among other things, require that certain of these entities meet minimum capital requirements and may restrict dividend distributions and ownership of certain assets. We were in compliance with all regulatory capital requirements as most recently reported. Total assets of our regulated international banks and finance companies were approximately ~~$5.4~~$5.2 billion and $5.1 billion at ~~March 31,~~June 30, 2022 and December 31, 2021.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

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

Forward-looking statements in this Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) are not guarantees of future performance and may involve risks and uncertainties that could cause actual results to differ materially from those projected. Refer to the "Forward-Looking Statements" section of this MD&A and the "Risk Factors" section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission on February 2, 2022 (2021 Form 10-K) for a discussion of these risks and uncertainties.

Basis of Presentation

This MD&A should be read in conjunction with the accompanying condensed consolidated financial statements and notes thereto and the audited consolidated financial statements and notes thereto included in our 2021 Form 10-K.

Except as otherwise specified, dollar amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding. Average balances are calculated using daily balances, where available. Otherwise, average balances are calculated using monthly balances.

Overview

We continue to monitor the impact of the COVID-19 pandemic, government actions and measures taken to prevent its spread, and the potential to affect our operations, particularly in China. We are also monitoring the current global economic environment, including, specifically, the inflationary pressures in the U.S. and the macroeconomic impact of the conflict in ~~the~~ Ukraine, and any resulting impacts on our financial position and results of operations. Refer to the "Risk Factors" section of our 2021 Form 10-K for additional information.

Results of Operations

This section discusses our results of operations for the three and six months ended ~~March 31,~~June 30, 2022 as compared to the three and six months ended ~~March 31,~~June 30, 2021.

Income before income taxes for the ~~three~~six months ended ~~March 31,~~June 30, 2022 ~~increased~~decreased to ~~$1.3~~$2.4 billion from ~~$1.2~~$2.8 billion for the ~~three~~six months ended ~~March 31,~~June 30, 2021. Key drivers of the change ~~in income before income taxes~~ include the following:

•Leased vehicle income decreased ~~$255~~$569 million primarily due to a 9.2% decrease in the ~~size~~average balance of the leased vehicles portfolio.

•Leased vehicle expenses decreased ~~$389~~$358 million primarily due to a ~~$431~~$791 million decrease in depreciation on leased vehicles, resulting from increased residual value estimates and a decrease in the size of the ~~leased vehicles~~ portfolio, partially offset by a ~~$47~~$435 million decrease in lease termination ~~gains.~~gains associated with higher leased portfolio net book values and fewer vehicles returned to us for remarketing for the six months ended June 30, 2022 compared to the same period in 2021.

•Provision for loan losses increased ~~$148~~$287 million primarily due to a reduction in reserve levels recorded in the ~~three~~six months ended ~~March 31,~~June 30, 2021 as a result of actual credit performance that was better than forecast, as well as favorable expectations for future charge-offs and ~~recoveries~~recoveries. In addition, the provision expense recorded in the six months ended June 30, 2022 incorporates economic forecast scenarios weighted more heavily to ~~reflect improved forecast economic conditions.~~a weaker outlook.

•Interest expense decreased ~~$73~~$64 million primarily due to a decreased ~~credit spreads~~effective rate of interest on ~~our~~ debt, as well as a decrease in the average debt outstanding.

Return on average common equity is widely used to measure earnings in relation to invested capital. Our return on average common equity ~~increased~~decreased to ~~29.8%~~26.6% for the four quarters ended ~~March 31,~~June 30, 2022 from ~~24.3%~~31.9% for the four quarters ended ~~March 31,~~June 30, 2021 primarily due to ~~increased~~decreased earnings.

We use return on average tangible common equity, a non-generally accepted accounting principle (GAAP) measure, to measure our contribution to General Motors Company's (GM) enterprise profitability and cash flow. Our return on average tangible common equity ~~increased~~decreased to ~~32.9%~~29.2% for the four quarters ended ~~March 31,~~June 30, 2022 from ~~27.3%~~35.5% for the four quarters ended ~~March 31,~~June 30, 2021 primarily due to ~~increased~~decreased earnings.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

The following table presents our reconciliation of return on average tangible common equity to return on average common equity, the most directly comparable GAAP measure:


		Four Quarters Ended							Four Quarters Ended
		March 31, 2022			March 31, 2021				June 30, 2022			June 30, 2021
Net income attributable to common shareholder	Net income attributable to common shareholder	$	3,754		$	2,615		Net income attributable to common shareholder	$	3,402		$	3,615

Average equity	Average equity	$	14,556		$	12,486		Average equity	$	14,780		$	13,197
Less: average preferred equity	Less: average preferred equity	(1,969)			(1,742)			Less: average preferred equity	(1,969)			(1,855)
Average common equity	Average common equity	12,587			10,744			Average common equity	12,811			11,342
Less: average goodwill	Less: average goodwill	(1,171)			(1,169)			Less: average goodwill	(1,172)			(1,170)
Average tangible common equity	Average tangible common equity	$	11,415		$	9,575		Average tangible common equity	$	11,639		$	10,172

Return on average common equity	Return on average common equity	29.8		%	24.3		%	Return on average common equity	26.6		%	31.9		%
Return on average tangible common equity	Return on average tangible common equity	32.9		%	27.3		%	Return on average tangible common equity	29.2		%	35.5		%

Our calculation of this non-GAAP measure may not be comparable to similarly titled measures of other companies due to potential differences between companies in the method of calculation. As a result, the use of this non-GAAP measure has limitations and should not be considered superior to, in isolation from, or as a substitute for, related U.S. GAAP measures. This non-GAAP measure allows investors the opportunity to measure and monitor our performance against our externally communicated targets and evaluate the investment decisions being made by management to improve our return on average tangible common equity. Management uses this measure in its financial, investment and operational decision-making processes, for internal reporting and as part of its forecasting and budgeting processes. For these reasons we believe this non-GAAP measure is useful for our investors.

Three Months Ended ~~March 31,~~June 30, 2022 compared to Three Months Ended ~~March 31,~~June 30, 2021


Average Earning Assets	Average Earning Assets	Three Months Ended March 31,				2022 vs. 2021				Average Earning Assets	Three Months Ended June 30,				2022 vs. 2021
		2022		2021		Amount		Percentage			2022		2021		Amount		Percentage
Average retail finance receivables	Average retail finance receivables	$	58,827	$	52,519	$	6,308	12.0	%	Average retail finance receivables	$	60,451	$	55,108	$	5,343	9.7	%
Average commercial finance receivables	Average commercial finance receivables	6,987		8,113		(1,126)		(13.9)	%	Average commercial finance receivables	7,716		6,166		1,550		25.1	%
Average finance receivables	Average finance receivables	65,814		60,632		5,182		8.5	%	Average finance receivables	68,167		61,274		6,893		11.2	%
Average leased vehicles, net	Average leased vehicles, net	37,249		40,102		(2,853)		(7.1)	%	Average leased vehicles, net	35,998		40,545		(4,547)		(11.2)	%
Average earning assets	Average earning assets	$	103,063	$	100,734	$	2,329	2.3	%	Average earning assets	$	104,165	$	101,819	$	2,346	2.3	%

Retail finance receivables purchased	Retail finance receivables purchased	$	8,074	$	8,232	$	(158)	(1.9)	%	Retail finance receivables purchased	$	8,961	$	9,131	$	(170)	(1.9)	%

Leased vehicles purchased	Leased vehicles purchased	$	3,542	$	5,760	$	(2,218)	(38.5)	%	Leased vehicles purchased	$	3,870	$	5,873	$	(2,003)	(34.1)	%

Average retail finance receivables increased primarily due to new loan originations in excess of principal collections and payoffs. ~~Origination volume was also impacted by higher average amounts financed.~~ Our penetration of GM's retail sales in the U.S. was ~~46.1%~~44.6% and ~~43.8%~~43.1% for the three months ended ~~March 31,~~June 30, 2022 and 2021. Penetration levels vary depending on incentive financing programs available and competing third-party financing products in the market.

Average commercial finance receivables ~~decreased~~increased primarily due to ~~reduced dealer new vehicle inventory.~~growth in the number of dealers using our floorplan financing.

Leased vehicles purchased decreased ~~during the three months ended March 31, 2022 as compared to the same period in 2021,~~ primarily due to sustained low new vehicle inventory and reduced ~~new vehicle~~lease financing incentive levels.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.


Revenue	Revenue	Three Months Ended March 31,						2022 vs. 2021				Revenue	Three Months Ended June 30,						2022 vs. 2021
		2022			2021			Amount		Percentage			2022			2021			Amount		Percentage
Finance charge income	Finance charge income											Finance charge income
Retail finance receivables	Retail finance receivables	$	945		$	945		$	—	—	%	Retail finance receivables	$	977		$	978		$	(1)	(0.1)	%
Commercial finance receivables	Commercial finance receivables	$	65		$	71		$	(6)	(8.5)	%	Commercial finance receivables	$	85		$	58		$	27	46.6	%
Leased vehicle income	Leased vehicle income	$	2,066		$	2,321		$	(255)	(11.0)	%	Leased vehicle income	$	1,989		$	2,304		$	(315)	(13.7)	%
Other income	Other income	$	80		$	70		$	10	14.3	%	Other income	$	95		$	86		$	9	10.5	%
Equity income	Equity income	$	54		$	54		$	—	—	%	Equity income	$	50		$	50		$	—	—	%
Effective yield - retail finance receivables	Effective yield - retail finance receivables	6.5		%	7.3		%					Effective yield - retail finance receivables	6.5		%	7.1		%
Effective yield - commercial finance receivables	Effective yield - commercial finance receivables	3.8		%	3.5		%					Effective yield - commercial finance receivables	4.4		%	3.8		%

Finance Charge Income - Retail Finance ReceivablesFinance charge income on retail finance receivables was flat for the three months ended ~~March 31,~~June 30, 2022 compared to the same period in 2021 ~~as the increase~~ due to a ~~higher average balance of retail finance receivables was offset by the~~ decrease in effective yield, ~~as a result~~partially offset by the growth in the size of the ~~expansion of the~~portfolio. The effective yield on our retail ~~loan portfolio into~~finance receivables decreased primarily due to increased lending to borrowers with prime credit. The effective yield represents finance charges, rate subvention and fees recorded in earnings during the period as a percentage of average retail finance receivables.

Finance Charge Income - Commercial Finance Receivables Finance charge income on commercial finance receivables ~~decreased~~increased due to ~~a decrease~~an increase in the size of the portfolio, as ~~a result of continued reduced dealer new vehicle inventory, partially offset by~~well as an increase in the effective yield as a result of higher benchmark rates.

Leased Vehicle Income Leased vehicle income decreased primarily due to aan 11.2% decrease in the ~~size~~average balance of the leased vehicles portfolio.


Costs and Expenses	Costs and Expenses	Three Months Ended March 31,						2022 vs. 2021				Costs and Expenses	Three Months Ended June 30,						2022 vs. 2021
		2022			2021			Amount		Percentage			2022			2021			Amount		Percentage
Operating expenses	Operating expenses	$	372		$	411		$	(39)	(9.5)	%	Operating expenses	$	393		$	378		$	15	4.0	%
Leased vehicle expenses	Leased vehicle expenses	$	855		$	1,244		$	(389)	(31.3)	%	Leased vehicle expenses	$	856		$	825		$	31	3.8	%
Provision for loan losses	Provision for loan losses	$	122		$	(26)		$	148	(569.2)	%	Provision for loan losses	$	198		$	59		$	139	235.6	%
Interest expense	Interest expense	$	577		$	650		$	(73)	(11.2)	%	Interest expense	$	642		$	633		$	9	1.4	%
Average debt outstanding	Average debt outstanding	$	92,802		$	93,870		$	(1,068)	(1.1)	%	Average debt outstanding	$	92,942		$	94,687		$	(1,745)	(1.8)	%
Effective rate of interest on debt	Effective rate of interest on debt	2.5		%	2.8		%					Effective rate of interest on debt	2.8		%	2.7		%

Operating Expenses Operating expenses as an annualized percentage of average earning assets were 1.5% ~~and 1.7%~~ for the three months ended ~~March 31,~~June 30, 2022 and 2021.

Leased Vehicle Expenses Leased vehicle expenses ~~decreased~~increased for the three months ended June 30, 2022 compared to the same period in 2021, primarily due to a ~~$431~~$388 million decrease in lease termination gains associated with higher leased portfolio net book values and fewer vehicles returned to us for remarketing, partially offset by a $360 million decrease in depreciation on leased vehicles, resulting ~~equally~~ from increased residual value estimates and a decrease in the size of the portfolio, partially offset by a $47 million decrease in lease termination gains, resulting from fewer vehicles returned to us for remarketing for the three months ended March 31, 2022 compared to the same period in 2021.portfolio.

Provision for Loan Losses ~~Provision~~The provision for loan losses increased $139 million primarily due to a reduction in reserve levels recorded in the three months ended ~~March 31,~~June 30, 2021 as a result of actual credit performance that was better than forecast, as well as favorable expectations for future charge-offs and ~~recoveries~~recoveries. In addition, the provision expense recorded in the three months ended June 30, 2022 incorporates economic forecast scenarios weighted more heavily to ~~reflect improved forecast economic conditions.~~a weaker outlook.

Interest Expense Interest expense ~~decreased~~slightly increased primarily due to ~~decreased credit spreads~~an increased effective rate of interest on our debt, ~~as well as~~partially offset by a decrease in the average debt outstanding.

Taxes Our consolidated effective income tax rate was 26.2% ~~and 27.0%~~ of income before income taxes and equity income for both the three months ended ~~March 31,~~June 30, 2022 and 2021. ~~The decrease in the effective income tax rate is primarily due to a lower percentage of income being taxed at higher rates for our non-U.S. entities included in our effective tax rate calculation.~~

Other Comprehensive Income (Loss)

Unrealized Gain (Loss) on Hedges Unrealized ~~gains~~gain (loss) on hedges included in other comprehensive income (loss) were ~~$95~~$21 million and ~~$49~~$(7) million for the three months ended ~~March 31,~~June 30, 2022 and 2021. The change in unrealized gain (loss) was primarily due to changes in the fair value of our foreign currency swap agreements.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Unrealized gains and losses on cash flow hedges of our floating rate debt are reclassified into earnings in the same period during which the hedged transactions affect earnings via principal remeasurement or accrual of interest expense.

Foreign Currency Translation Adjustment Foreign currency translation adjustments included in other comprehensive income (loss) were ~~$144~~$(213) million and ~~$(72)~~$133 million for the three months ended ~~March 31,~~June 30, 2022 and 2021. Translation adjustments resulted from changes in the values of our international currency-denominated assets and liabilities as the value of the U.S. Dollar changed in relation to international currencies. The foreign currency translation loss for the three months ended June 30, 2022 was primarily due to depreciating values of the Chinese Yuan Renminbi, Brazilian Real, Canadian Dollar, and Chilean Peso in relation to the U.S. Dollar. The foreign currency translation gain for the three months ended ~~March 31, 2022~~June 30, 2021 was primarily due to appreciating values of the Brazilian Real, the ~~Chilean~~Mexican Peso and the ~~Mexican Peso~~Chinese Yuan Renminbi in relation to the U.S. Dollar.

Six Months Ended June 30, 2022 compared to Six Months Ended June 30, 2021


Average Earning Assets	Six Months Ended June 30,				2022 vs. 2021
	2022		2021		Amount		Percentage
Average retail finance receivables	$	59,624	$	53,838	$	5,786	10.7	%
Average commercial finance receivables	7,345		7,156		189		2.6	%
Average finance receivables	66,969		60,994		5,975		9.8	%
Average leased vehicles, net	36,630		40,320		(3,690)		(9.2)	%
Average earning assets	$	103,598	$	101,314	$	2,284	2.3	%

Retail finance receivables purchased	$	17,035	$	17,363	$	(328)	(1.9)	%

Leased vehicles purchased	$	7,412	$	11,633	$	(4,221)	(36.3)	%

Average retail finance receivables increased primarily due to new loan originations in excess of principal collections and payoffs. Our penetration of GM's retail sales in the U.S. was 45.3% and 43.4% for the six months ended June 30, 2022 and 2021. Penetration levels vary depending on incentive financing programs available and competing third-party financing products in the market.

Average commercial finance receivables increased slightly primarily due to growth in the number of dealers using our floorplan financing.

Leased vehicles purchased decreased primarily due to sustained low new vehicle inventory and reduced lease financing incentive levels.


Revenue	Six Months Ended June 30,						2022 vs. 2021
	2022			2021			Amount		Percentage
Finance charge income
Retail finance receivables	$	1,922		$	1,923		$	(1)	(0.1)	%
Commercial finance receivables	$	150		$	129		$	21	16.3	%
Leased vehicle income	$	4,056		$	4,625		$	(569)	(12.3)	%
Other income	$	175		$	156		$	19	12.2	%
Equity income	$	104		$	104		$	—	—	%
Effective yield - retail finance receivables	6.5		%	7.2		%
Effective yield - commercial finance receivables	4.1		%	3.6		%

Finance Charge Income - Retail Finance Receivables Finance charge income on retail finance receivables was flat for the six months ended June 30, 2022 compared to the same period in 2021 due to a decrease in effective yield, partially offset by the growth in the size of the portfolio. The effective yield on our retail finance receivables decreased primarily due to increased lending to borrowers with prime credit. The effective yield represents finance charges, rate subvention and fees recorded in earnings during the period as a percentage of average retail finance receivables.

Finance Charge Income - Commercial Finance Receivables Finance charge income on commercial finance receivables increased slightly due to an increase in the effective yield as a result of higher benchmark rates.

Leased Vehicle Income Leased vehicle income decreased primarily due to a 9.2% decrease in the average balance of the leased vehicles portfolio.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.


Costs and Expenses	Six Months Ended June 30,						2022 vs. 2021
	2022			2021			Amount		Percentage
Operating expenses	$	766		$	789		$	(23)	(2.9)	%
Leased vehicle expenses	$	1,711		$	2,069		$	(358)	(17.3)	%
Provision for loan losses	$	320		$	33		$	287	869.7	%
Interest expense	$	1,219		$	1,283		$	(64)	(5.0)	%
Average debt outstanding	$	92,867		$	94,301		$	(1,434)	(1.5)	%
Effective rate of interest on debt	2.6		%	2.7		%

Operating Expenses Operating expenses as an annualized percentage of average earning assets were 1.5% and 1.6% for the six months ended June 30, 2022 and 2021.

Leased Vehicle Expenses Leased vehicle expenses decreased primarily due to a $791 million decrease in depreciation on leased vehicles, resulting from increased residual value estimates and a decrease in the size of the portfolio, partially offset by a $435 million decrease in lease termination gains associated with higher leased portfolio net book values and fewer vehicles returned to us for remarketing for the six months ended June 30, 2022 compared to the same period in 2021.

Provision for Loan Losses Provision for loan losses increased primarily due to a reduction in reserve levels recorded in the six months ended June 30, 2021 as a result of actual credit performance that was better than forecast, as well as favorable expectations for future charge-offs and recoveries. In addition, the provision expense recorded in the six months ended June 30, 2022 incorporates economic forecast scenarios weighted more heavily to a weaker outlook.

Interest Expense Interest expense decreased primarily due to a decreased effective rate of interest on debt, as well as a decrease in the average debt outstanding.

Taxes Our consolidated effective income tax rate was 26.2% and 26.5% of income before income taxes and equity income for the six months ended June 30, 2022 and 2021.

Unrealized Gain (Loss) on Hedges Unrealized gains on hedges included in other comprehensive income (loss) were $116 million and $42 million for the six months ended June 30, 2022 and 2021. The change in unrealized gain was primarily due to changes in the fair value of our foreign currency swap agreements.

Foreign Currency Translation Adjustment Foreign currency translation adjustments included in other comprehensive income (loss) were $(69) million and $61 million for the six months ended June 30, 2022 and 2021. Translation adjustments resulted from changes in the values of our international currency-denominated assets and liabilities as the value of the U.S. Dollar changed in relation to international currencies. The foreign currency translation loss for the six months ended June 30, 2022 was primarily due to depreciating values of the Chinese Yuan Renminbi and Canadian Dollar, partially offset by the appreciating value of the Brazilian Real in relation to the U.S. Dollar. The foreign currency translation ~~loss~~gain for the ~~three~~six months ended ~~March 31,~~June 30, 2021 was primarily due to ~~depreciating~~appreciating values of the Brazilian Real, the Canadian Dollar and the ~~Mexican Peso~~Chinese Yuan Renminbi in relation to the U.S. Dollar.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Earning Assets Quality

Retail Finance Receivables Our retail finance receivables portfolio includes loans made to consumers and businesses to finance the purchase of vehicles for personal and commercial use. A summary of the credit risk profile by FICO score or its equivalent, determined at origination, of the retail finance receivables is as follows:


		March 31, 2022					December 31, 2021						June 30, 2022					December 31, 2021
		Amount			Percent		Amount			Percent			Amount			Percent		Amount			Percent
Prime - FICO Score 680 and greater	Prime - FICO Score 680 and greater	$	41,039		69.0	%	$	39,419		67.9	%	Prime - FICO Score 680 and greater	$	43,141		70.5	%	$	39,419		67.9	%
Near-prime - FICO Score 620 to 679	Near-prime - FICO Score 620 to 679	8,494			14.3		8,479			14.6		Near-prime - FICO Score 620 to 679	8,366			13.7		8,479			14.6
Sub-prime - FICO Score less than 620	Sub-prime - FICO Score less than 620	9,970			16.8		10,195			17.5		Sub-prime - FICO Score less than 620	9,701			15.8		10,195			17.5
Retail finance receivables, net of fees	Retail finance receivables, net of fees	59,503			100.0	%	58,093			100.0	%	Retail finance receivables, net of fees	61,208			100.0	%	58,093			100.0	%
Less: allowance for loan losses	Less: allowance for loan losses	(1,884)					(1,839)					Less: allowance for loan losses	(1,987)					(1,839)
Retail finance receivables, net	Retail finance receivables, net	$	57,618				$	56,254				Retail finance receivables, net	$	59,220				$	56,254
Number of outstanding contracts	Number of outstanding contracts	2,846,673					2,861,963					Number of outstanding contracts	2,867,667					2,861,963
Average amount of outstanding contracts (in dollars)(a)	Average amount of outstanding contracts (in dollars)(a)	$	20,903				$	20,298				Average amount of outstanding contracts (in dollars)(a)	$	21,344				$	20,298
Allowance for loan losses as a percentage of retail finance receivables, net of fees	Allowance for loan losses as a percentage of retail finance receivables, net of fees	3.2		%			3.2		%			Allowance for loan losses as a percentage of retail finance receivables, net of fees	3.2		%			3.2		%

_________________

(a)Average amount of outstanding contracts is calculated as retail finance receivables, net of fees, divided by number of outstanding contracts.

Delinquency The following is a consolidated summary of delinquent retail finance receivables:


		March 31, 2022				March 31, 2021					June 30, 2022				June 30, 2021
		Amount		Percentage		Amount		Percentage			Amount		Percentage		Amount		Percentage
31 - 60 days	31 - 60 days	$	983	1.7	%	$	741	1.4	%	31 - 60 days	$	1,129	1.8	%	$	856	1.5	%
Greater than 60 days	Greater than 60 days	302		0.5		257		0.5		Greater than 60 days	355		0.6		286		0.5
Total finance receivables more than 30 days delinquent	Total finance receivables more than 30 days delinquent	1,285		2.2		998		1.9		Total finance receivables more than 30 days delinquent	1,484		2.4		1,142		2.0
In repossession	In repossession	39		0.1		32		—		In repossession	43		0.1		28		0.1
Total finance receivables more than 30 days delinquent or in repossession	Total finance receivables more than 30 days delinquent or in repossession	$	1,324	2.2	%	$	1,030	1.9	%	Total finance receivables more than 30 days delinquent or in repossession	$	1,527	2.5	%	$	1,170	2.1	%

At ~~March 31,~~June 30, 2022, ~~and~~delinquency increased from June 30, 2021, ~~delinquency~~but continued to be lower than historical levels primarily due to favorable labor markets and strong household balance sheets. We expect that delinquency will increase over time relative to current levels, but may remain below pre-pandemic levels due to improvement in the credit mix of the portfolio.

Troubled Debt Restructurings (TDRs) The number of loans classified as TDRs was 13,278 and 25,126 for the three and six months ended June 30, 2022 compared to 9,044 and 20,420 for the three and six months ended June 30, 2021. Prior to July 1, 2021, payment deferrals granted to retail loan customers with accounts in good standing, but impacted by the COVID-19 pandemic, were not considered concessions for purposes of TDR classification for up to six months of deferral. Refer to Note 3 to our condensed consolidated financial statements for further information on TDRs.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Net Charge-offs The following table presents charge-off data with respect to our retail finance receivables portfolio:


		Three Months Ended March 31,				Three Months Ended June 30,								Six Months Ended June 30,
			2022				2021				2022			2021			2022			2021
Charge-offs	Charge-offs		$	275			$	253		Charge-offs	$	247		$	204		$	521		$	457
Less: recoveries	Less: recoveries		(177)				(149)			Less: recoveries	(161)			(144)			(339)			(293)
Net charge-offs	Net charge-offs		$	97			$	104		Net charge-offs	$	86		$	60		$	183		$	164
Net charge-offs as an annualized percentage of average retail finance receivables	Net charge-offs as an annualized percentage of average retail finance receivables		0.7		%		0.8		%	Net charge-offs as an annualized percentage of average retail finance receivables	0.6		%	0.4		%	0.6		%	0.6		%

Net charge-offs for the three months ended ~~March 31,~~June 30, 2022 ~~and~~increased from the three months ended June 30, 2021, but continued to be lower than historical levels primarily due to favorable labor markets, strong household balance sheets and improved recovery rates on repossessed vehicles. We expect ~~that~~net charge-offs will increase over time relative to current levels, but may remain below pre-pandemic levels due to improvement in the credit mix of the portfolio.

Commercial Finance Receivables March 31, 2022 December 31, 2021
Commercial finance receivables, net of fees $ 7,395 $ 6,772
Less: allowance for loan losses (44) (47)
Commercial finance receivables, net $ 7,352 $ 6,725
Number of dealers 2,313 2,305
Average carrying amount per dealer $ 3 $ 3
Allowance for loan losses as a percentage of commercial finance receivables, net of fees 0.6 % 0.7 %

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.


Commercial Finance Receivables	June 30, 2022			December 31, 2021
Commercial finance receivables, net of fees	$	7,666		$	6,772
Less: allowance for loan losses	(40)			(47)
Commercial finance receivables, net	$	7,626		$	6,725
Number of dealers	2,354			2,305
Average carrying amount per dealer	$	3		$	3
Allowance for loan losses as a percentage of commercial finance receivables, net of fees	0.5		%	0.7		%

At ~~March 31,~~June 30, 2022 and December 31, 2021, no commercial finance receivables were classified as TDRs. Activity in the allowance for commercial loan losses was insignificant for the three and six months ended ~~March 31,~~June 30, 2022 and 2021, and substantially all of our commercial finance receivables were current with respect to payment status at ~~March 31,~~June 30, 2022 and December 31, 2021.

Leased Vehicles The following table summarizes activity in our operating lease portfolio (in thousands, except where noted):


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022		2021		2022		2021
Operating leases purchased	Operating leases purchased		80			135		Operating leases purchased	89		134		170		269
Operating leases terminated	Operating leases terminated		151			142		Operating leases terminated	152		157		303		299
Operating leased vehicles returned(a)	Operating leased vehicles returned(a)		2			74		Operating leased vehicles returned(a)	2		16		4		90
Percentage of leased vehicles returned(b)	Percentage of leased vehicles returned(b)		1	%		52	%	Percentage of leased vehicles returned(b)	1	%	10	%	1	%	30	%

________________

(a)Represents the number of vehicles returned to us for remarketing.

(b)Calculated as the number of operating leased vehicles returned divided by the number of operating leases terminated.

The return rate is dependent on the level of used vehicle values at lease termination compared to contractual residual values at lease inception. Used vehicle prices were sustained at high levels for the three and six months ended ~~March 31,~~June 30, 2022, primarily due to low new vehicle inventory, and resulted in unusually low return rates. The high levels of used vehicle prices also resulted in gains on terminations of leased vehicles of ~~$369~~$354 million and ~~$416~~$723 million for the three and six months ended ~~March 31,~~June 30, 2022, compared to $742 million and $1.2 billion for the same periods in 2021. The decrease in gains is primarily due to higher residual value estimates resulting in decreased depreciation expense, as well as fewer vehicles returned for the three and six months ended ~~March 31,~~June 30, 2022 compared to the same ~~period~~periods in 2021. For the remainder of 2022, we expect used vehicle prices to ~~decrease relative to 2021 levels, but to~~ remain ~~above pre-pandemic levels,~~elevated primarily due to sustained low new vehicle ~~inventory.~~inventory, but to decrease relative to 2021 peak levels.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

The following table summarizes the residual value based on our most recent estimates and the number of units included in leased vehicles, net by vehicle type (units in thousands):


		March 31, 2022					December 31, 2021						June 30, 2022					December 31, 2021
		Residual Value		Units	Percentage of Units		Residual Value		Units	Percentage of Units			Residual Value		Units	Percentage of Units		Residual Value		Units	Percentage of Units
Crossovers	Crossovers	$	16,134	850	67.2	%	$	16,696	897	67.3	%	Crossovers	$	15,460	808	67.3	%	$	16,696	897	67.3	%
Trucks	Trucks	7,741		256	20.3		7,886		264	19.8		Trucks	7,519		248	20.6		7,886		264	19.8
SUVs	SUVs	2,952		75	5.9		3,104		80	5.9		SUVs	2,790		71	5.9		3,104		80	5.9
Cars	Cars	1,278		83	6.5		1,430		93	7.0		Cars	1,148		74	6.1		1,430		93	7.0
Total	Total	$	28,105	1,264	100.0	%	$	29,116	1,334	100.0	%	Total	$	26,918	1,200	100.0	%	$	29,116	1,334	100.0	%

At ~~March 31,~~June 30, 2022 and 2021, ~~99.6%~~99.8% and 99.6% of our operating leases were current with respect to payment status.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Liquidity and Capital Resources

General Our primary sources of cash are finance charge income, leasing income and proceeds from the sale of terminated leased vehicles, net proceeds from credit facilities, securitizations, secured and unsecured borrowings, and collections and recoveries on finance receivables. Our primary uses of cash are purchases and funding of finance receivables and leased vehicles, repayment or repurchases of secured and unsecured debt, funding credit enhancement requirements in connection with securitizations and secured credit facilities, interest costs, operating expenses, income taxes and dividend payments.

Typically, our purchase and funding of retail and commercial finance receivables and leased vehicles are initially financed ~~initially~~ by utilizing cash and borrowings on our secured credit facilities. Subsequently, we typically obtain long-term financing for finance receivables and leased vehicles through securitization transactions and the issuance of unsecured debt.

The following table summarizes our available liquidity:


Liquidity	Liquidity	March 31, 2022		December 31, 2021		Liquidity	June 30, 2022		December 31, 2021
Cash and cash equivalents(a)	Cash and cash equivalents(a)	$	4,483	$	3,948	Cash and cash equivalents(a)	$	5,275	$	3,948
Borrowing capacity on unpledged eligible assets	Borrowing capacity on unpledged eligible assets	21,842		19,283		Borrowing capacity on unpledged eligible assets	21,880		19,283
Borrowing capacity on committed unsecured lines of credit	Borrowing capacity on committed unsecured lines of credit	643		518		Borrowing capacity on committed unsecured lines of credit	556		518
Borrowing capacity on the Junior Subordinated Revolving Credit Facility	Borrowing capacity on the Junior Subordinated Revolving Credit Facility	1,000		1,000		Borrowing capacity on the Junior Subordinated Revolving Credit Facility	1,000		1,000
Borrowing capacity on the GM Revolving 364-Day Credit Facility	Borrowing capacity on the GM Revolving 364-Day Credit Facility	2,000		2,000		Borrowing capacity on the GM Revolving 364-Day Credit Facility	2,000		2,000
Available liquidity	Available liquidity	$	29,968	$	26,749	Available liquidity	$	30,712	$	26,749

_________________

(a)Includes ~~$371~~$378 million and $348 million in unrestricted cash outside of the U.S. at ~~March 31,~~June 30, 2022 and December 31, 2021. This cash is considered to be indefinitely invested based on specific plans for reinvestment.

At ~~March 31,~~June 30, 2022, available liquidity increased from December 31, 2021, primarily due to increased available borrowing capacity on unpledged eligible assets, resulting from the issuance of securitization transactions and unsecured debt, and increase in cash and cash equivalents. We generally target liquidity levels to support at least six months of our expected net cash outflows, including new originations, without access to new debt financing transactions or other capital markets activity. At ~~March 31,~~June 30, 2022, available liquidity exceeded our liquidity targets.

Our support agreement with GM (the Support Agreement) provides that GM will use commercially reasonable efforts to ensure we will continue to be designated as a subsidiary borrower under GM's corporate revolving credit facilities. We have access, subject to available capacity, to $15.5 billion of GM's unsecured revolving credit facilities consisting of a three-year, $4.3 billion facility and a five-year, $11.2 billion facility. We also have exclusive access to GM's $2.0 billion 364-day revolving credit facility (GM Revolving 364-day Credit Facility) and a $1.0 billion junior subordinated unsecured intercompany revolving credit facility (the ~~"Junior~~Junior Subordinated Revolving Credit ~~Facility")~~Facility). ~~At March 31, 2022, we~~We had no borrowings outstanding under any of the GM revolving credit ~~facilities.~~facilities at June 30, 2022 and December 31, 2021. In April 2022, GM renewed the GM Revolving 364-Day Credit Facility, which now matures on April 4, 2023.

Cruise is the GM global segment responsible for the development and commercialization of autonomous vehicle technology. We have a multi-year credit agreement with Cruise whereby we may provide advances to Cruise up to an aggregate of $5.0 billion, over time, through 2024, to fund the purchase of autonomous vehicles from GM. ~~At March 31, 2022 and December 31, 2021,~~ Cruise had noan insignificant amount of borrowings outstanding under the credit ~~agreement.~~agreement at June 30, 2022 and no borrowings outstanding at December 31, 2021.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~


Cash Flow	Cash Flow	Three Months Ended March 31,				2022 vs. 2021		Cash Flow	Six Months Ended June 30,				2022 vs. 2021
		2022		2021					2022		2021
Net cash provided by operating activities	Net cash provided by operating activities	$	1,248	$	1,525	$	(277)	Net cash provided by operating activities	$	2,366	$	3,619	$	(1,253)
Net cash used in investing activities	Net cash used in investing activities	$	(1,048)	$	(1,581)	$	533	Net cash used in investing activities	$	(2,951)	$	(3,409)	$	458
Net cash provided by financing activities	Net cash provided by financing activities	$	517	$	1,403	$	(886)	Net cash provided by financing activities	$	1,508	$	194	$	1,314

During the ~~three~~six months ended ~~March 31,~~June 30, 2022, net cash provided by operating activities decreased primarily due to a decrease in ~~leased vehicle income of $255 million and a decrease in~~ counterparty derivative collateral posting activities of ~~$189~~$729 million and a decrease in leased vehicle income of $569 million, partially offset by a decrease in interest paid of ~~$158~~$207 million.

During the ~~three~~six months ended ~~March 31,~~June 30, 2022, net cash used in investing activities decreased primarily due to a decrease in purchases of leased vehicles of ~~$3.1~~$6.2 billion, ~~and~~ an increase in collections and recoveries on retail finance receivables of ~~$1.2~~$1.5 billion

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

and a decrease in the purchases of consumer finance receivables of $320 million, partially offset by a decrease in net collections of commercial finance receivables of ~~$2.6~~$4.2 billion and a decrease in proceeds from termination of leased vehicles of ~~$1.2~~$3.3 billion.

During the ~~three~~six months ended ~~March 31,~~June 30, 2022, net cash provided by financing activities ~~decreased~~increased primarily due to a decrease in ~~borrowings of $3.3 billion, partially offset by a decrease in~~ debt repayments of ~~$1.8~~$4.3 billion and a decrease in dividend payments of ~~$600 million.~~$452 million, partially offset by a decrease in borrowings of $3.5 billion.

Credit Facilities In the normal course of business, in addition to using our available cash, we fund our operations by borrowing under our credit facilities, which may be secured and/or structured as securitizations, or may be unsecured. We repay these borrowings as appropriate under our liquidity management strategy.

At ~~March 31,~~June 30, 2022, credit facilities consist of the following:


Facility Type	Facility Type	Facility Amount		Advances Outstanding		Facility Type	Facility Amount		Advances Outstanding
Revolving retail asset-secured facilities(a)	Revolving retail asset-secured facilities(a)	$	22,208	$	1,552	Revolving retail asset-secured facilities(a)	$	22,154	$	1,288
Revolving commercial asset-secured facilities(b)	Revolving commercial asset-secured facilities(b)	3,960		—		Revolving commercial asset-secured facilities(b)	3,949		—
Total secured	Total secured	26,168		1,552		Total secured	26,103		1,288
Unsecured committed facilities	Unsecured committed facilities	653		10		Unsecured committed facilities	612		55
Unsecured uncommitted facilities(c)	Unsecured uncommitted facilities(c)	1,203		1,203		Unsecured uncommitted facilities(c)	1,293		1,293
Total unsecured	Total unsecured	1,856		1,213		Total unsecured	1,904		1,348
Junior Subordinated Revolving Credit Facility	Junior Subordinated Revolving Credit Facility	1,000		—		Junior Subordinated Revolving Credit Facility	1,000		—
GM Revolving 364-Day Credit Facility	GM Revolving 364-Day Credit Facility	2,000		—		GM Revolving 364-Day Credit Facility	2,000		—
Total	Total	$	31,024	$	2,766	Total	$	31,008	$	2,636

_________________

(a)Includes committed and uncommitted revolving credit facilities backed by retail finance receivables and leases. The financial institutions providing the uncommitted facilities are not contractually obligated to advance funds under them. We had an insignificant amount in advances outstanding and ~~$803~~$742 million in unused borrowing capacity on these uncommitted facilities at ~~March 31,~~June 30, 2022.

(b)Includes revolving credit facilities backed by loans to dealers for floorplan financing.

(c)The financial institutions providing the uncommitted facilities are not contractually obligated to advance funds under them. We had ~~$2.0~~$1.7 billion in unused borrowing capacity on these facilities at ~~March 31,~~June 30, 2022.

Refer to Note 6 to our condensed consolidated financial statements for further discussion.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Securitization Notes Payable We periodically finance our retail and commercial finance receivables and leases through public and private term securitization transactions, where the securitization markets are sufficiently developed. A summary of securitization notes payable is as follows:


Year of Transaction	Year of Transaction	Maturity Date (a)			Original Note Issuance (b)		Note Balance At March 31, 2022		Year of Transaction	Maturity Date (a)			Original Note Issuance (b)		Note Balance At June 30, 2022
2017		December 2023			$	1,300	$	127
2018	2018	February 2024	-	September 2026	$	8,567	1,152		2018	March 2024	-	September 2026	$	6,587	$	795
2019	2019	April 2022	-	July 2027	$	10,236	2,935		2019	April 2024	-	July 2027	$	9,386	2,216
2020	2020	August 2023	-	August 2028	$	23,939	10,361		2020	August 2023	-	August 2028	$	21,752	8,209
2021	2021	December 2022	-	June 2034	$	23,263	16,368		2021	December 2022	-	June 2034	$	23,263	14,339
2022	2022	October 2023	-	May 2029	$	5,167	4,932		2022	October 2023	-	December 2029	$	12,318	11,316
Total active securitizations	Total active securitizations						35,875		Total active securitizations						36,875
Debt issuance costs	Debt issuance costs						(66)		Debt issuance costs						(69)
Total	Total						$	35,809	Total						$	36,806

_________________

(a)Maturity dates represent legal final maturity of issued notes. The notes are expected to be paid based on amortization of the finance receivables and leases pledged.

(b)At historical foreign currency exchange rates at the time of issuance.

Our securitizations utilize special purpose entities which are also variable interest entities that meet the requirements to be consolidated in our financial statements. Refer to Note 7 to our condensed consolidated financial statements for further discussion.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Unsecured Debt We periodically access the unsecured debt capital markets through the issuance of senior unsecured notes. At ~~March 31,~~June 30, 2022, the aggregate principal amount of our outstanding unsecured senior notes was ~~$47.7~~$47.6 billion.

We issue other unsecured debt through demand notes, commercial paper offerings and other bank and non-bank funding sources. At ~~March 31,~~June 30, 2022, we had ~~$3.6~~$3.8 billion outstanding in demand notes and ~~$2.1~~$2.2 billion under the U.S. commercial paper program.

LIBOR Transition The U.K. Financial Conduct Authority, which regulates the London Interbank Offered Rate (LIBOR), announced that it will no longer persuade or compel banks to submit rates for the calculation of LIBOR after 2021. In March 2021, the ICE Benchmark Administration Limited, the administrator of LIBOR, extended the transition dates of certain U.S. Dollar LIBOR tenors to June 30, 2023, after which LIBOR reference rates will cease to be provided. Despite this deferral, the LIBOR administrator has advised that no new contracts using U.S. Dollar LIBOR should be entered into after December 31, 2021. It is unknown whether LIBOR will continue to be published by its administrator based on continued bank submissions, or on any other basis, after such dates. Regulators, industry groups and certain committees such as the Alternative Reference Rates Committee have, among other things, published recommended fallback language for LIBOR-linked financial instruments, identified recommended alternatives for certain LIBOR rates, such as Secured Overnight Financing Rate, and proposed implementations of the recommended alternatives in floating rate financial instruments. For more information on the expected replacement of LIBOR, see the "Risk Factors" section of our 2021 Form 10-K.

Support Agreement Our earning assets leverage ratio calculated in accordance with the terms of the Support Agreement was ~~7.49x~~7.62x and 8.07x at ~~March 31,~~June 30, 2022 and December 31, 2021, and the applicable leverage ratio threshold was 12.00x. In determining our earning assets leverage ratio (net earning assets divided by adjusted equity) under the Support Agreement, net earning assets means our finance receivables, net, plus leased vehicles, net, and adjusted equity means our equity, net of goodwill and inclusive of outstanding junior subordinated debt, as each may be adjusted for derivative accounting from time to time. The decrease in the earning assets leverage ratio is primarily due to increased shareholders' equity as a result of ~~$962 million~~$1.8 billion in net ~~income.~~

~~Table~~income, partially offset by $750 million of ~~Contents~~dividends on our common stock paid to GM.

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Asset and Liability Maturity Profile We define our asset and liability maturity profile as the cumulative maturities of our finance receivables, investment in leased vehicles, net of accumulated depreciation, cash and cash equivalents and other assets less our cumulative debt maturities. We manage our balance sheet so that asset maturities will exceed debt maturities each year. The following chart presents our cumulative maturities for earning assets and debt at ~~March 31,~~June 30, 2022:


		2022		2023		2024		2025 and Thereafter			2022		2023		2024		2025 and Thereafter
Encumbered assets	Encumbered assets	$	19,534	$	36,777	$	45,215	$	49,487	Encumbered assets	$	13,935	$	33,773	$	44,853	$	50,947
Unencumbered assets	Unencumbered assets	25,366		39,477		53,530		66,699		Unencumbered assets	24,038		38,827		51,348		66,831
Total assets	Total assets	44,900		76,254		98,745		116,186		Total assets	37,973		72,600		96,201		117,778

Secured debt	Secured debt	14,774		27,816		34,198		37,429		Secured debt	10,439		25,300		33,600		38,165
Unsecured debt	Unsecured debt	12,266		20,971		29,333		55,850		Unsecured debt	8,750		17,617		25,915		56,117
Total debt(a)	Total debt(a)	27,040		48,787		63,531		93,279		Total debt(a)	19,189		42,917		59,515		94,282
Net excess liquidity	Net excess liquidity	$	17,860	$	27,467	$	35,214	$	22,907	Net excess liquidity	$	18,784	$	29,683	$	36,686	$	23,496

_________________

(a)Excludes unamortized debt premium/(discount), unamortized debt issuance costs, and fair value adjustments.

Critical Accounting Estimates

The preparation of condensed financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosures of contingent assets and liabilities as of the date of the financial statements and the reported amount of revenue and expenses in the periods presented. Actual results could differ from those estimates, due to inherent uncertainties in making estimates, and those differences may be material. The critical accounting estimates that affect the condensed consolidated financial statements and the judgment and assumptions used are consistent with those described in Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our 2021 Form 10-K.

Forward-Looking Statements

This report contains several "forward-looking statements." Forward-looking statements are those that use words such as "believe," "expect," "intend," "plan," "may," "likely," "should," "estimate," "continue," "future" or "anticipate" and other comparable expressions. These words indicate future events and trends. Forward-looking statements are our current views with

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

respect to future events and financial performance. These forward-looking statements are subject to many assumptions, risks and uncertainties that could cause actual results to differ significantly from historical results or from those anticipated by us. The most significant risks are detailed from time to time in our filings and reports with the Securities and Exchange Commission (SEC), including our 2021 Form 10-K. It is advisable not to place undue reliance on our forward-looking statements. We undertake no obligation to, and do not, publicly update or revise any forward-looking statements, except as required by federal securities laws, whether as a result of new information, future events or otherwise.

The following factors are among those that may cause actual results to differ materially from historical results or from the forward-looking statements:

•GM's ability to sell new vehicles that we finance in the markets we serve;

•dealers' effectiveness in marketing our financial products to consumers;

•the viability of GM-franchised dealers that are commercial loan customers;

•the sufficiency, availability and cost of sources of financing, including credit facilities, securitization programs and secured and unsecured debt issuances;

•the adequacy of our underwriting criteria for loans and leases and the level of net charge-offs, delinquencies and prepayments on the loans and leases we purchase or originate;

•our ability to effectively manage capital or liquidity consistent with evolving business or operational needs, risk management standards and regulatory or supervisory requirements;

•the adequacy of our allowance for loan losses on our finance receivables;

•our ability to maintain and expand our market share due to competition in the automotive finance industry from a large number of banks, credit unions, independent finance companies and other captive automotive finance subsidiaries;

•changes in the automotive industry that result in a change in demand for vehicles and related vehicle financing;

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

•the effect, interpretation or application of new or existing laws, regulations, court decisions and accounting pronouncements;

•adverse determinations with respect to the application of existing laws, or the results of any audits from tax authorities, as well as changes in tax laws and regulations, supervision, enforcement and licensing across various jurisdictions;

•the prices at which used vehicles are sold in the wholesale auction markets;

•vehicle return rates, our ability to estimate residual value at lease inception and the residual value performance on vehicles we lease;

•interest rate fluctuations and certain related derivatives exposure;

•our joint ventures in China, which we cannot operate solely for our benefit and over which we have limited control;

•changes in the determination of LIBOR and other benchmark rates;

•the length and severity of the COVID-19 pandemic;

•our ability to secure private data, proprietary information, manage risks related to security breaches and other disruptions to networks and systems owned or maintained by us or third parties and comply with enterprise data regulations in all key market regions;

•foreign currency exchange rate fluctuations and other risks applicable to our operations outside of the U.S.;

•changes in local, regional, national or international economic, social or political conditions; and

•impact and uncertainties related to climate related events and climate change legislation.

If one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect, our actual results may vary materially from those expected, estimated or projected.

Available Information

Our internet website is www.gmfinancial.com. Our website contains detailed information about us and our subsidiaries. Our Investor Center website at https://investor.gmfinancial.com contains a significant amount of information about our Company, including financial and other information for investors. We encourage investors to visit our website, as we frequently update and post new information about our Company on our website, and it is possible that this information could be deemed to be material information. Our website and information included in or linked to our website are not part of this Quarterly Report on Form 10-Q.

Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, as well as any amendments to those reports, are available free of charge on our website as soon as reasonably practicable after they are electronically filed with or furnished to the SEC. These reports can also be found on the SEC website at www.sec.gov.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes in our exposure to market risk since December 31, 2021. Refer to Item 7A. - "Quantitative and Qualitative Disclosures About Market Risk" in our 2021 Form 10-K.

Item 4. Controls and Procedures

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

Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Exchange Act) as of ~~March 31,~~June 30, 2022, as required by paragraph (b) of Rules 13a-15 or 15d-15. Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of ~~March 31,~~June 30, 2022.

Changes in Internal Control over Financial Reporting There have not been any changes in our internal control over financial reporting during the ~~three~~six months ended ~~March 31,~~June 30, 2022, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

PART II

Item 1. Legal Proceedings

Refer to Note 9 to our condensed consolidated financial statements for information relating to legal proceedings.

Item 1A. Risk Factors

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

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Item 6. Exhibits

3.1

Second Amended and Restated Certificate of Formation of General Motors Financial Company, Inc., incorporated herein by reference to Exhibit 3.1 to the Annual Report on Form 10-K, filed on February 10, 2021

Incorporated by Reference

3.2

Third Amended and Restated Bylaws of General Motors Financial Company, Inc., incorporated herein by reference to Exhibit 3.2 to the Annual Report on Form 10-K, filed on February 10, 2021

Incorporated by Reference

4.1

~~Forty-Fifth~~Forty-Sixth Supplemental Indenture, dated ~~January 11,~~April 7, 2022, between General Motors Financial Company, Inc. and Computershare Trust C ~~ompany,~~Company, N.A., as trustee, with respect to General Motors Financial Company, Inc.’s Floating Rate Senior Notes due 2025, 3.800% Senior Notes due ~~2027, 2.350%~~2025 and 4.300% Senior Notes due ~~2027 and 3.100% Senior Notes due 2032,~~2029, incorporated herein by reference to Exhibit 4.2 to the Current Report on Form 8-K, filed on ~~January 11,~~April 7, 2022

Incorporated by Reference

4.2

Forty-Seventh Supplemental Indenture, dated June 9, 2022, between General Motors Financial Company, Inc. and Computershare Trust Company, N.A., as trustee, with respect to General Motors Financial Company, Inc.’s 5.000% Senior Notes due 2027, incorporated herein by reference to Exhibit 4.2 to the Current Report on Form 8-K, filed on June 9, 2022

Incorporated by Reference

10.1†

Fourth Amended and Restated 364-Day Revolving Credit Agreement among General Motors Company, General Motors Financial Company, Inc., the subsidiary borrowers from time to time parties thereto, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, and Bank of America, N.A., as co-syndication agent, incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K, filed on April 5, 2022

Incorporated by Reference

31.1

Section 302 Certification of the Chief Executive Officer

Filed Herewith

31.2

Section 302 Certification of the Chief Financial Officer

Filed Herewith

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

Furnished Herewith

101

The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended ~~March 31,~~June 30, 2022, formatted in Inline Extensible Business Reporting Language (iXBRL) includes: (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Comprehensive Income, (iv) the Condensed Consolidated Statements of Shareholders' Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) Notes to the Condensed Consolidated Financial Statements

Filed Herewith

104

The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended ~~March 31,~~June 30, 2022, formatted as iXBRL and contained in Exhibit 101

Filed Herewith

_________


†			Portions of the exhibit have been omitted pursuant to Rule 601(b)(10) of Regulation S-K. The omitted information is not material and would likely cause competitive harm to the registrant if publicly disclosed.

* * * * * * *

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

SIGNATURE

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

General Motors Financial Company, Inc.

(Registrant)

Date:

~~April 27,~~July 26, 2022

By:

/S/ SUSAN B. SHEFFIELD

Susan B. Sheffield

Executive Vice President and

Chief Financial Officer

2830