Schugel Jason E. Form 3 Ally Financial / Jason E. Schugel ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Schugel Jason E.

(Last) (First) (Middle)

500 WOODWARD AVENUE

(Street)

DETROIT MI 48226

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/18/2018

3. Issuer Name and Ticker or Trading Symbol
Ally Financial Inc. [ ALLY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Risk Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock(1)	82,675	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The number of shares reported includes (i) 65,102 Restricted Stock Units (RSUs), each of which represents a right to receive one share of the Company's common stock on the applicable settlement dates, subject to the terms of the applicable RSU and (ii) 15,152 performance stock units (PSUs) for which the performance condition has previously been satisfied, each of which represents a right to receive one share of the Company's common stock on the applicable settlement dates, subject to the terms of the applicable PSU. Shares reported may reflect fractional shares rounded to the next full share.

Remarks:

	/s/ Donna M. DiCicco, attorney-in-fact for Mr. Schugel	04/27/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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