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What changed in Ally Financial Inc.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Ally Financial Inc.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+750 added−878 removedSource: 10-K (2026-02-25) vs 10-K (2025-02-19)

Top changes in Ally Financial Inc.'s 2025 10-K

750 paragraphs added · 878 removed · 639 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

136 edited+13 added−55 removed96 unchanged
Biggest changeNet Interest Margin Table The following table presents an analysis of net yield on interest-earning assets (or net interest margin) for the periods shown. 2024 2023 2022 Year ended December 31, ($ in millions) Average balance (a) Interest income/interest expense Yield/rate Average balance (a) Interest income/interest expense Yield/rate Average balance (a) Interest income/interest expense Yield/rate Assets Interest-bearing cash and cash equivalents (b) (c) $ 7,895 $ 386 4.89 % $ 7,261 332 4.57 % $ 3,886 $ 54 1.38 % Investment securities (d) 28,782 996 3.46 30,157 980 3.25 33,527 804 2.40 Loans held-for-sale, net 248 22 9.10 417 34 8.24 616 31 5.06 Finance receivables and loans, net (d) (e) 137,810 11,394 8.27 138,136 11,020 7.98 128,178 8,099 6.32 Investment in operating leases, net (f) 8,133 619 7.60 9,901 710 7.16 10,656 682 6.41 Other earning assets 657 41 6.19 704 42 5.96 870 37 4.27 Earning assets of operations held-for-sale (g) 317 28 8.77 — — — — — — Total interest-earning assets 183,842 13,486 7.34 186,576 13,118 7.03 177,733 9,707 5.46 Noninterest-bearing cash and cash equivalents 303 322 416 Other assets 11,732 11,049 10,442 Allowance for loan losses (3,611) (3,782) (3,439) Total assets $ 192,266 $ 194,165 $ 185,152 Liabilities and equity Interest-bearing deposit liabilities (d) $ 152,716 $ 6,388 4.18 % $ 152,915 5,819 3.81 % $ 142,987 $ 1,987 1.39 % Short-term borrowings 1,300 66 5.09 1,383 73 5.27 4,292 107 2.49 Long-term debt (d) 16,806 1,017 6.05 19,226 1,001 5.21 16,683 763 4.58 Total interest-bearing liabilities 170,822 7,471 4.37 173,524 6,893 3.97 163,962 2,857 1.74 Noninterest-bearing deposit liabilities 155 172 193 Total funding sources 170,977 7,471 4.37 173,696 6,893 3.97 164,155 2,857 1.74 Other liabilities (h) 7,408 1 n/m 6,940 4 n/m 6,606 — n/m Total liabilities 178,385 180,636 170,761 Total equity 13,881 13,529 14,391 Total liabilities and equity $ 192,266 $ 194,165 $ 185,152 Net financing revenue and other interest income $ 6,014 $ 6,221 $ 6,850 Net interest spread (i) 2.97 % 3.06 % 3.72 % Net yield on interest-earning assets (j) 3.27 % 3.33 % 3.85 % n/m = not meaningful (a) Average balances are calculated using an average daily balance methodology.
Biggest changeNet Interest Margin Table The following table presents an analysis of net yield on interest-earning assets (or net interest margin) for the periods shown. 2025 2024 2023 Year ended December 31, ($ in millions) Average balance (a) Interest income/interest expense Yield/rate Average balance (a) Interest income/interest expense Yield/rate Average balance (a) Interest income/interest expense Yield/rate Assets Interest-bearing cash and cash equivalents (b) (c) $ 8,918 $ 373 4.18 % $ 7,895 $ 386 4.89 % $ 7,261 $ 332 4.57 % Investment securities (d) 27,871 935 3.36 28,782 996 3.46 30,157 980 3.25 Loans held-for-sale, net 156 24 15.10 248 22 9.10 417 34 8.24 Finance receivables and loans, net (d) (e) (f) 134,251 10,697 7.97 137,810 11,394 8.27 138,136 11,020 7.98 Investment in operating leases, net (g) 8,223 518 6.30 8,133 619 7.60 9,901 710 7.16 Other earning assets 652 37 5.64 657 41 6.19 704 42 5.96 Earning assets of operations held-for-sale (h) — — — 317 28 8.77 — — — Total interest-earning assets 180,071 12,584 6.99 183,842 13,486 7.34 186,576 13,118 7.03 Noninterest-bearing cash and cash equivalents 306 303 322 Other assets 11,808 11,732 11,049 Allowance for loan losses (3,500) (3,611) (3,782) Total assets $ 188,685 $ 192,266 $ 194,165 Liabilities and equity Interest-bearing deposit liabilities (d) $ 148,781 $ 5,302 3.56 % $ 152,716 $ 6,388 4.18 % $ 152,915 $ 5,819 3.81 % Short-term borrowings 827 35 4.27 1,300 66 5.09 1,383 73 5.27 Long-term debt (d) 16,748 1,068 6.38 16,806 1,017 6.05 19,226 1,001 5.21 Total interest-bearing liabilities 166,356 6,405 3.85 170,822 7,471 4.37 173,524 6,893 3.97 Noninterest-bearing deposit liabilities 154 155 172 Total funding sources 166,510 6,405 3.85 170,977 7,471 4.37 173,696 6,893 3.97 Other liabilities (i) 7,411 3 n/m 7,408 1 n/m 6,940 4 n/m Total liabilities 173,921 178,385 180,636 Total equity 14,764 13,881 13,529 Total liabilities and equity $ 188,685 $ 192,266 $ 194,165 Net financing revenue and other interest income $ 6,176 $ 6,014 $ 6,221 Net interest spread (j) 3.14 % 2.97 % 3.06 % Net yield on interest-earning assets (k) 3.43 % 3.27 % 3.33 % n/m = not meaningful (a) Average balances are calculated using an average daily balance methodology.
These basis adjustments would be allocated to the amortized cost of specific loans within the pool if the hedge was dedesignated.
These basis adjustments would be allocated to the amortized cost basis of specific loans within the pool if the hedge was dedesignated.
Human Capital & Additional Information for further discussion. • Legal risk — The risk arising from the potential that unenforceable contracts, lawsuits, or adverse judgments can disrupt or otherwise negatively affect our operations or condition. • Process execution and management risk — The risk caused by failure to execute or adhere to policies, standards, procedures, processes, controls, and activities as designed and documented. • Supplier (third party) risk — The risk associated with third- and fourth-party suppliers and their ability to deliver products and/or services in support of overall business performance.
Human Capital & Additional Information for further discussion. • Legal risk — The risk arising from the potential that unenforceable contracts, lawsuits, or adverse judgments can disrupt or otherwise negatively affect our operations or condition. • Process execution and management risk — The risk caused by failure to execute or adhere to policies, standards, procedures, processes, controls, and activities as designed and documented. • Third party risk — The risk associated with third- and fourth-party suppliers and their ability to deliver products and/or services in support of overall business performance.
Basel III on January 1, 2015, although a number of its provisions—including capital buffers and certain regulatory capital deductions—were subject to phase-in periods. For further information on U.S. Basel III, refer to the section titled Regulation and Supervision in Part I, Item I of this report, and Note 20 to the Consolidated Financial Statements.
Basel III on January 1, 2015, although a number of its provisions—including capital buffers and certain regulatory capital deductions—were subject to phase-in periods. For further information on U.S. Basel III, refer to the section titled Regulatory and Supervision in Part I, Item I of this report, and Note 20 to the Consolidated Financial Statements.
For additional information regarding operating lease impairment, refer to Note 1 to the Consolidated Financial Statements. Our depreciation methodology for operating lease assets considers management’s expectation of the value of the vehicles upon lease termination, which is based on numerous assumptions and factors influencing used vehicle values.
For additional information regarding operating lease impairment, refer to Note 1 to the Consolidated Financial Statements. Our depreciation methodology for operating lease assets considers our expectation of the value of the vehicles upon lease termination, which is based on numerous assumptions and factors influencing used vehicle values.
Certain of our critical accounting policies requiring significant management assumptions and judgment are described in this section. An accounting estimate is considered critical if the estimate requires management to make assumptions about matters that were highly uncertain at the time the accounting estimate was made.
Certain of our critical accounting policies requiring significant management assumptions and judgment are described in this section. An accounting estimate is considered critical if the estimate requires us to make assumptions about matters that were highly uncertain at the time the accounting estimate was made.
We follow the fair value hierarchy set forth in Note 24 to the Consolidated Financial Statements in order to prioritize the inputs utilized to measure fair value. We review and modify, as necessary, our fair value hierarchy classifications on a quarterly basis, which can result in reclassifications between hierarchy levels.
We follow the fair value hierarchy set forth in Note 24 to the Consolidated Financial Statements to prioritize the inputs utilized to measure fair value. We review and modify, as necessary, our fair value hierarchy classifications on a quarterly basis, which can result in reclassifications between hierarchy levels.
Valuation of Automotive Operating Lease Assets and Residuals We have significant investments in vehicles in our operating lease portfolio. In accounting for operating leases, management must make a determination at the beginning of the operating lease contract of the estimated realizable value of the vehicle at the end of the lease (i.e., residual value).
Valuation of Automotive Operating Lease Assets and Residuals We have significant investments in vehicles in our operating lease portfolio. In accounting for operating leases, we must make a determination at the beginning of the operating lease contract of the estimated realizable value of the vehicle at the end of the lease (i.e., residual value).
Our Technology and Security Risk Management Committee and Data Risk Management Committee, which report to our ERMC, provide oversight of senior management’s responsibility to manage and measure information technology/cybersecurity/data risks against the established risk appetite and monitors compliance with legal requirements and regulatory commitments.
Our Technology and Security Risk Management Sub-Committee and Data Risk Management Committee, which report to our ERMC, provide oversight of senior management’s responsibility to manage and measure information technology/cybersecurity/data risks against the established risk appetite and monitors compliance with legal requirements and regulatory commitments.
The allowance reflects management’s estimate of expected credit losses over the contractual term of our lending portfolio and involves significant judgment, which could materially affect the provision for credit losses and, therefore, net income.
The allowance reflects our estimate of expected credit losses over the contractual term of our lending portfolio and involves significant judgment, which could materially affect the provision for credit losses and, therefore, net income.
Recently Issued Accounting Standards Refer to Note 1 to the Consolidated Financial Statements for further information related to recently adopted accounting standards. 112 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Statistical Tables The accompanying supplemental information should be read in conjunction with the more detailed information, including our Consolidated Financial Statements and the notes thereto, which appears elsewhere in this Annual Report.
Recently Issued Accounting Standards Refer to Note 1 to the Consolidated Financial Statements for further information related to recently adopted accounting standards. 102 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Statistical Tables The accompanying supplemental information should be read in conjunction with the more detailed information, including our Consolidated Financial Statements and the notes thereto, which appears elsewhere in this Annual Report.
(f) Comprises adjustments related to our accumulated other comprehensive income opt-out election, which allows us to exclude most elements of accumulated other comprehensive income from regulatory capital. (g) Risk-weighted assets are defined by regulation and are generally determined by allocating assets and specified off-balance sheet exposures to various risk categories.
(e) Comprises adjustments related to our accumulated other comprehensive income opt-out election, which allows us to exclude most elements of accumulated other comprehensive income from regulatory capital. (f) Risk-weighted assets are defined by regulation and are generally determined by allocating assets and specified off-balance sheet exposures to various risk categories.
Potential difference in the interpretation or changes in the tax laws may result in additional accrual of income tax expense or benefit, which could be material to our reported results. We consistently monitor new and reassess existing tax laws for changes and adjust our tax estimates accordingly. Our provision for income taxes is comprised of current and deferred income taxes.
Potential differences in the interpretation or changes in the tax laws may result in additional accrual of income tax expense or benefit, which could be material to our reported results. We consistently monitor new and reassess existing tax laws for changes and adjust our tax estimates accordingly. Our provision for income taxes is comprised of current and deferred income taxes.
This available liquidity is held at various legal entities and is subject to regulatory restrictions and tax implications that may limit our ability to transfer funds across entities. 100 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table summarizes our total available liquidity.
This available liquidity is held at various legal entities and is subject to regulatory restrictions and tax implications that may limit our ability to transfer funds across entities. 93 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table summarizes our total available liquidity.
The goal is to maintain 95 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K operational risk at appropriate levels based on our financial strength, the characteristics of the businesses and the markets in which we operate, and the related competitive and regulatory environment.
The goal is to maintain 89 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K operational risk at appropriate levels based on our financial strength, the characteristics of the businesses and the markets in which we operate, and the related competitive and regulatory environment.
Strong customer acquisition and retention rates continue to deliver a favorable funding mix. Overall, we continue to maintain a relentless focus on customer experience and competitive rates. Approximately 92% of retail deposits at Ally Bank, excluding affiliate and intercompany deposits, were FDIC-insured as of December 31, 2024.
Strong customer acquisition and retention rates continue to deliver a favorable funding mix. Overall, we continue to maintain a relentless focus on customer experience and competitive rates. Approximately 92% of retail deposits at Ally Bank, excluding affiliate and intercompany deposits, were FDIC-insured as of December 31, 2025.
Refer to Note 15 to the Consolidated Financial Statements for a summary of the scheduled maturity of long-term debt at December 31, 2024. Deposits Ally Bank is a digital direct bank with no branch network that obtains retail deposits directly from customers.
Refer to Note 15 to the Consolidated Financial Statements for a summary of the scheduled maturity of long-term debt at December 31, 2025. Deposits Ally Bank is a digital direct bank with no branch network that obtains retail deposits directly from customers.
If actual results differ from our judgments and assumptions, then it may have an adverse impact on the results of operations and cash flows. Our management has discussed the development, selection, and disclosure of these critical accounting estimates with the AC, and the AC has reviewed our disclosure relating to these estimates.
If actual results differ from our judgments and assumptions, then it may have an adverse impact on the results of operations and cash flows. We have discussed the development, selection, and disclosure of these critical accounting estimates with the AC, and the AC has reviewed our disclosure relating to these estimates.
In some instances, deposits in excess of federal insurance limits may be insured based upon the number of account owners, beneficiaries, and accounts held. 116 Table of Contents Quantitative and Qualitative Disclosures about Market Risk Ally Financial Inc. • Form 10-K
In some instances, deposits in excess of federal insurance limits may be insured based upon the number of account owners, beneficiaries, and accounts held. 106 Table of Contents Quantitative and Qualitative Disclosures about Market Risk Ally Financial Inc. • Form 10-K
The monthly liquidity forecasts demonstrate our ability to generate and obtain adequate amounts of cash to meet loan and operating lease demand, debt maturities, deposit withdrawals, and other cash commitments under normal operating conditions throughout the forecast horizon (currently through December 2027).
The monthly liquidity forecasts demonstrate our ability to generate and obtain adequate amounts of cash to meet loan and operating lease demand, debt maturities, deposit withdrawals, and other cash commitments under normal operating conditions throughout the forecast horizon (currently through December 2028).
GAAP requires management to make certain judgments and assumptions, on the basis of information available at the time of the financial statements, in determining accounting estimates used in the preparation of these statements. Our significant accounting policies are described in Note 1 to the Consolidated Financial Statements.
GAAP requires us to make certain judgments and assumptions, on the basis of information available at the time of the financial statements, in determining accounting estimates used in the preparation of these statements. Our significant accounting policies are described in Note 1 to the Consolidated Financial Statements.
If the realized values of our leased vehicles were to decline 1% below our estimated realizable values, we would incur $49 million of incremental depreciation expense over the remaining life of our operating lease portfolio on a scheduled termination basis.
If the realized values of our leased vehicles were to decline 1% below our estimated realizable values, we would incur $41 million of incremental depreciation expense over the remaining life of our operating lease portfolio on a scheduled termination basis.
Our CISO, who has over 27 years of experience within the financial-services industry, is supported by employees involved in the management of information security/cybersecurity/data risks that possess experience across a variety of areas.
Our CISO, who has over 20 years of experience within the financial-services industry, is supported by employees involved in the management of information security/cybersecurity/data risks that possess experience across a variety of areas.
We recognize that cyber-related risks continue to evolve, including through the emergence of artificial intelligence, and have become increasingly sophisticated. As a result we continuously evaluate the adequacy of our preventive and detective measures. As a further protective measure, we maintain insurance coverage that, subject to terms and conditions, may cover certain aspects of cybersecurity and information risks.
We recognize that cyber-related risks continue to evolve, including through the emergence of AI, and have become increasingly sophisticated. As a result we continuously evaluate the adequacy of our preventive and detective measures. As a further protective measure, we maintain insurance coverage that, subject to terms and conditions, may cover certain aspects of cybersecurity and information risks.
This evaluation is primarily based on a proprietary model, which includes variables such as age of the vehicle, expected mileage, seasonality, segment factors, vehicle type, economic indicators, production cycle, automotive manufacturer incentives, and shifts in used vehicle supply. This internally generated data is compared against third-party, independent data for reasonableness.
This evaluation is primarily based on a proprietary model, which includes variables such as vehicle age, expected mileage, seasonality, segment factors, vehicle type, economic indicators, production cycle, automotive manufacturer incentives, and shifts in new and used vehicle supply. This internally generated data is compared against third-party, independent data for reasonableness.
We also monitor the market for recent trades, market surveys, or other market information that may be used to benchmark model inputs or outputs. Certain valuations will also be benchmarked to market indices when appropriate and available.
We also monitor the market for recent trades, market surveys, or other market information that may be used to benchmark model inputs or outputs. Certain valuations are also benchmarked to market indices when appropriate and available.
(c) We elected to delay recognizing the estimated impact of CECL on regulatory capital until after a two-year deferral period, which for us extended through December 31, 2021.
(b) We elected to delay recognizing the estimated impact of CECL on regulatory capital until after a two-year deferral period, which for us extended through December 31, 2021.
Determination of Provision for Income Taxes Our income tax expense, deferred tax assets and liabilities, and reserves for unrecognized tax benefits reflect management’s best assessment of estimated current and future taxes to be paid. We are subject to income taxes predominantly in the United States. We file income tax returns in approximately 50 jurisdictions: federal, state, and local.
Determination of Provision for Income Taxes Our income tax expense, deferred tax assets and liabilities, and reserves for unrecognized tax benefits reflect our best assessment of estimated current and future taxes to be paid. We are subject to income taxes predominantly in the United States. We file income tax returns in approximately 50 jurisdictions across federal, state, and local levels.
At both December 31, 2024, and December 31, 2023, the outstanding principal balance of the Guaranteed Notes was $2.0 billion, with the last scheduled maturity to take place in 2031.
At both December 31, 2025, and December 31, 2024, the outstanding principal balance of the Guaranteed Notes was $2.0 billion, with the last scheduled maturity to take place in 2031.
Allowance for Loan Losses We maintain an allowance for loan losses (the allowance) to reflect the net amount expected to be collected from our lending portfolios. The allowance is maintained at a level that management considers to be adequate based upon ongoing assessments and evaluations using relevant available information.
Allowance for Loan Losses We maintain an allowance for loan losses (the allowance) to reflect the net amount expected to be collected from our lending portfolios. The allowance is maintained at a level that we consider to be adequate based upon ongoing assessments and evaluations using relevant available information.
These metrics include comprehensive stress tests that measure the sufficiency of the liquidity portfolio over stressed horizons ranging from overnight to 12 months, stability ratios that measure longer-term structural liquidity, and concentration ratios that enable prudent funding diversification.
These metrics include comprehensive stress tests that measure the sufficiency of the liquidity portfolio over stressed horizons ranging from overnight to 12 months, a stability ratio that measures longer-term structural liquidity, and concentration ratios that enable prudent funding diversification.
Instead, it is a liquidity source that can be accessed in stressed environments or periods of market disruption. As of December 31, 2024, we had assets pledged and restricted as collateral to the FRB totaling $33.8 billion, resulting in $26.7 billion in total funding capacity with no debt outstanding.
Instead, it is a liquidity source that can be accessed in stressed environments or periods of market disruption. As of December 31, 2025, we had assets pledged and restricted as collateral to the FRB totaling $33.7 billion, resulting in $26.9 billion in total funding capacity with no debt outstanding.
The FSR is intended to be an indicator of the ability of the insurance company to meet its senior most obligations to policyholders. Lower ratings generally result in fewer opportunities to write business, as insureds, particularly large commercial insureds, and insurance companies purchasing reinsurance have guidelines requiring high FSR ratings. On September 20, 2024, A.M.
The FSR is intended to be an indicator of the ability of the insurance company to meet its senior most obligations to policyholders. Lower ratings generally result in fewer opportunities to write business, as insureds, particularly large commercial insureds, and insurance companies purchasing reinsurance have guidelines requiring high FSR ratings. On September 19, 2025, A.M.
In 2024, we: • Submitted our annual CDP (formally the Carbon Disclosure Project) climate change questionnaire. • Achieved third-party verification to a limited level of assurance using ISO 14064-3 for our reported 2023 greenhouse gas emissions metrics. • Executed Ally's operational carbon neutrality strategy for Scope 1 and 2 emissions for the fourth consecutive year through a combined purchase of carbon offsets and Green-e Energy Certified renewable energy credits. • Prepared for evolving regulatory requirements and reporting frameworks by conducting gap analyses and developing a compliance roadmap aligned with strategic priorities. • Enhanced climate risk management capabilities to further embed climate risk considerations into existing risk management strategies. • Engaged key suppliers via EcoVadis, a global sustainability assessment platform, to improve our ability to evaluate third-party sustainability performance. • Focused on improving operational sustainability through strategic initiatives, including installation of solar panels and additional EV charging stations, more efficient HVAC units, centralized trash and composting, and promotion of biodiversity through landscape redesign with native species. • Continued to support environmental volunteerism through Green Teams, an employee network of volunteers dedicated to sustainability. 99 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Liquidity Management, Funding, and Regulatory Capital Overview The purpose of liquidity management is to enable us to meet loan and operating lease demand, debt maturities, deposit withdrawals, and other cash commitments under both normal operating conditions as well as periods of economic or financial stress.
In 2025, we: • Submitted our annual CDP (formally the Carbon Disclosure Project) climate change questionnaire. • Achieved third-party verification to a limited level of assurance using ISO 14064-3 for our reported 2024 greenhouse gas emissions metrics. • Executed Ally's operational carbon neutrality strategy for Scope 1 and 2 emissions for the fifth consecutive year through a combined purchase of carbon offsets and Green-e Energy Certified renewable energy credits. • Prepared for and executed against evolving regulatory requirements and reporting frameworks by conducting gap analyses and developing a compliance roadmap aligned with strategic priorities. • Conducted a proportionate, data-driven evaluation of climate-related risks to further embed climate risk considerations into existing risk management strategies. • Engaged key suppliers via EcoVadis, a global sustainability assessment platform, to improve our ability to evaluate third-party sustainability performance. • Focused on improving operational sustainability through strategic initiatives, including installation of solar panels and additional EV charging stations, more efficient HVAC units, centralized trash and composting, and promotion of biodiversity through landscape redesign with native species. • Continued to support environmental volunteerism through Green Teams, an employee network of volunteers dedicated to sustainability. 92 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Liquidity Management, Funding, and Regulatory Capital Overview The purpose of liquidity management is to enable us to meet loan and operating lease demand, debt maturities, deposit withdrawals, and other cash commitments under both normal operating conditions as well as periods of economic or financial stress.
The critical assumptions underlying the allowance include: (i) segmentation of each portfolio based on common risk characteristics; (ii) the development of reasonable and supportable forecasts of future macroeconomic conditions; and (iii) evaluation by management of borrower, collateral, and geographic information.
The critical assumptions underlying the allowance include: (i) segmentation of each portfolio based on common risk characteristics; (ii) the development of reasonable and supportable forecasts of future macroeconomic conditions; and (iii) our evaluation of borrower, collateral, and geographic information.
Refer to Note 15 to the Consolidated Financial Statements for further discussion. Unsecured Financings We have long-term unsecured debt outstanding from retail term note programs. These programs are composed of callable fixed-rate instruments with fixed maturity dates. There were $893 million of retail term notes outstanding at December 31, 2024.
Refer to Note 15 to the Consolidated Financial Statements for further discussion. Unsecured Financings We have long-term unsecured debt outstanding from retail term note programs. These programs are composed of callable fixed-rate instruments with fixed maturity dates. There were $728 million of retail term notes outstanding at December 31, 2025.
The securities sold in repurchase agreements include U.S. government and federal agency obligations. As of December 31, 2024, we had no debt outstanding under repurchase agreements. Additionally, we have access to the FRB Discount Window and can borrow funds to meet short-term liquidity demands. The FRB, however, is not a primary source of funding for day-to-day business.
The securities sold in repurchase agreements include U.S. government and federal agency obligations. As of December 31, 2025, we had $545 million debt outstanding under repurchase agreements. Additionally, we have access to the FRB Discount Window and can borrow funds to meet short-term liquidity demands. The FRB, however, is not a primary source of funding for day-to-day business.
Examples of such risks include compliance with regulations set forth by banking agencies including fair and responsible banking, anti-money laundering, or community reinvestment act, risks associated with offering our products or services, or risks associated with deviating from internal policies and procedures including those that are established to promote sound risk-management and internal-control practices.
Examples of such risks include compliance with regulations set forth by banking agencies including fair and responsible banking, the Bank Secrecy Act and related anti-money-laundering requirements, or community reinvestment act, risks associated with offering our products or services, or risks associated with deviating from internal policies and procedures including those that are established to promote sound risk-management and internal-control practices.
We have scheduled model or input recalibrations that occur on a periodic basis but will recalibrate earlier if significant variances are observed as part of the backtesting or benchmarking noted above.
We have scheduled model or input recalibrations that occur on a periodic basis but will recalibrate earlier if significant variances are observed as part of backtesting or benchmarking.
All incentive pay, whether paid or unpaid, vested or not vested, is subject to cancellation or recoupment if based on, without limitation, material misstatements, misrepresentations, or fraud, or if the employee recipient failed to identify, raise, or assess issues with respect to financial loss or reputational risk to us or otherwise engaged in or contributed to other conduct adverse to us.
All incentive pay, whether paid or unpaid, vested or not vested, is subject to cancellation or recoupment if based on, without limitation, material misstatements, misrepresentations, or fraud, or if the employee recipient failed to identify, raise, or assess issues with respect to financial loss or otherwise engaged in or contributed to other conduct adverse to us which may result in material financial or reputational harm.
We believe that in addition to the traditional cash flow analysis, the discussion related to liquidity, dividends, and ALM herein may provide more useful context in evaluating our liquidity position and related activity. Net cash provided by operating activities was $4.5 billion and $4.6 billion for the years ended December 31, 2024, and 2023, respectively.
We believe that in addition to the traditional cash flow analysis, the discussion related to liquidity, dividends, and ALM herein may provide more useful context in evaluating our liquidity position and related activity. Net cash provided by operating activities was $3.7 billion and $4.5 billion for the years ended December 31, 2025, and 2024, respectively.
This portfolio is reported based on amortized cost.
This portfolio is reported based on amortized cost basis.
Rating agency Short-term Senior unsecured debt Outlook Fitch (a) F3 BBB- Stable Moody’s (b) P-3 Baa3 Stable S&P (c) A-3 BBB- Stable DBRS (d) R-2 (high) BBB Stable (a) Fitch affirmed our senior unsecured debt rating of BBB-, short-term rating of F3, and affirmed the outlook of Stable on March 8, 2024.
Rating agency Short-term Senior unsecured debt Outlook Fitch (a) F3 BBB- Stable Moody’s (b) P-3 Baa3 Stable S&P (c) A-3 BBB- Stable DBRS (d) R-2 (high) BBB Stable (a) Fitch affirmed our senior unsecured debt rating of BBB-, short-term rating of F3, and affirmed our outlook of Stable on March 3, 2025.
(i) Net interest spread represents the difference between the rate on total interest-earning assets and the rate on total interest-bearing liabilities.
(j) Net interest spread represents the difference between the rate on total interest-earning assets and the rate on total interest-bearing liabilities.
During the year ended December 31, 2024, our CD deposit liabilities decreased $7.9 billion while our savings, money market, and spending account deposit liabilities increased $4.9 billion. This trend was primarily due to customer migration to liquid savings as fixed-rate CD maturities occurred during the year ended December 31, 2024.
During the year ended December 31, 2025, our CD deposit liabilities decreased $4.9 billion while our savings, money market, and spending account deposit liabilities increased $5.0 billion. This trend was primarily due to customer migration to liquid savings as fixed-rate CD maturities occurred during the year ended December 31, 2025.
(d) Refer to Note 17 to the Consolidated Financial Statements for additional details about our non-cumulative perpetual preferred stock. (e) Contains deferred tax assets required to be deducted from capital under U.S. Basel III.
Refer to Note 20 to the Consolidated Financial Statements for further information. (c) Refer to Note 17 to the Consolidated Financial Statements for additional details about our non-cumulative perpetual preferred stock. (d) Contains deferred tax assets required to be deducted from capital under U.S. Basel III.
We maintain available liquidity in the form of cash, unencumbered highly liquid securities, available FHLB capacity, and available FRB Standing Repo Facility capacity and the FRB Discount Window capacity.
We maintain available liquidity in the form of cash, unencumbered highly liquid securities, available FHLB capacity, and the FRB Discount Window capacity.
Senior management briefs the RC, the TC, or the Board on information-technology, information-security, and data risk matters at least quarterly and identified cybersecurity incidents are reported to the Board as deemed appropriate pursuant to our business-continuity and crisis-management plans.
Senior management briefs the RC, the TC, or the Board on information-technology, information-security, and data risk matters at least quarterly and identified cybersecurity incidents are reported to the Board as deemed appropriate pursuant to our business-continuity and crisis-management plans. The RC and TC meet in a joint session at least annually.
The plan must also include a detailed description of our process for assessing capital adequacy, including a discussion of how we, under expected and stressful conditions, will maintain capital commensurate with our risks and above the minimum regulatory capital ratios, will serve as a source of strength to Ally Bank, and will maintain sufficient capital to continue our operations by maintaining ready access to funding, meeting our obligations to creditors and other counterparties, and continuing to serve as a credit intermediary.
The plan must also include a detailed description of our process for assessing capital adequacy, including a discussion of how we, under expected and stressful conditions, will maintain capital commensurate 97 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K with our risks and above the minimum regulatory capital ratios, will serve as a source of strength to Ally Bank, and will maintain sufficient capital to continue our operations by maintaining ready access to funding, meeting our obligations to creditors and other counterparties, and continuing to serve as a credit intermediary.
Officers and employees are expected to take personal responsibility for maintaining the highest standards of honesty, trustworthiness, and ethical behavior; to understand and manage the risks associated with their positions; and to escalate concerns about risk management (including reporting of potential violations of the Code of Conduct and Ethics, our policies, or other laws and regulations).
Officers and employees are expected to take personal responsibility for maintaining the highest standards of honesty, trustworthiness, and ethical behavior; to understand and manage the risks associated with their positions; and to escalate concerns (e.g., potential violations of the Code of Conduct and Ethics, our policies, or other laws and regulations).
(g) Includes average balances of Ally Lending earning assets prior to the completion of the sale on March 1, 2024, which were transferred to assets of operations held-for-sale at December 31, 2023. Refer to Note 2 to the Consolidated Financial Statements. (h) Represents interest expense on tax liabilities included in other liabilities on the Consolidated Balance Sheet.
(h) Includes average balances of Ally Lending earning assets prior to the completion of the sale on March 1, 2024, which were transferred to assets of operations held-for-sale at December 31, 2023. (i) Represents interest expense on tax liabilities included in other liabilities on the Consolidated Balance Sheet.
(b) Loan maturities are based on the remaining maturities under contractual terms. (c) Certain consumer automotive loans are included in fair value hedging relationships. The amortized cost excludes a liability of $41 million related to basis adjustments for loans in closed portfolios with active hedges under the portfolio layer method at December 31, 2024.
(b) Loan maturities are based on the remaining maturities under contractual terms. (c) Certain consumer automotive loans are included in fair value hedging relationships. The amortized cost basis excludes an asset of $6 million related to basis adjustments for loans in closed portfolios with active hedges under the portfolio layer method at December 31, 2025.
The critical assumptions underlying the estimated carrying value of automotive operating lease assets include: (i) estimated market value information obtained and used by management in estimating residual values, (ii) proper identification and estimation of business conditions, (iii) our remarketing abilities, and (iv) automotive manufacturer vehicle and marketing programs.
The critical assumptions underlying the estimated carrying value of automotive operating lease assets include: (i) estimated market value information we obtain and use in estimating residual values, (ii) proper identification and estimation of business conditions, (iii) our remarketing abilities, and (iv) automotive manufacturer vehicle and marketing programs.
We submitted our 2023 capital plan to the FRB in April 2023, and received an updated preliminary stress capital buffer requirement in June 2023 that remained unchanged at 2.5%. The 2.5% stress capital buffer requirement was finalized in July 2023 and became effective in October 2023. We submitted our 2024 capital plan to the FRB in April 2024.
The updated 2.6% stress capital buffer requirement was finalized in August 2024, and became effective in October 2024. We submitted our 2025 capital plan to the FRB in April 2025, and received in June 2025 an updated preliminary stress capital buffer requirement that remained unchanged at 2.6%.
Management monitors the adequacy of the allowance and makes adjustments as the assumptions in the underlying analyses change to reflect an estimate of expected lifetime loan losses at the reporting date, based on the best information available at that time.
We monitor the adequacy of the allowance and make adjustments as the assumptions in the underlying analyses change to reflect an estimate of expected lifetime loan losses at the reporting date, based on the best information available at that time.
(b) Includes brokered certificates of deposit average balance of $9.1 billion and $12.3 billion as of December 31, 2024, and 2023, respectively. The following table presents the amounts of uninsured certificates of deposit, segregated by time remaining until maturity.
(b) Includes brokered certificates of deposit average balance of $4.6 billion and $9.1 billion as of December 31, 2025, and 2024, respectively. The following table presents the amounts of uninsured certificates of deposit, segregated by time remaining until maturity.
(c) Includes interest expense related to margin received on derivative contracts of $20 million, $36 million, and $9 million for the years ended December 31, 2024, 2023, and 2022, respectively. Excluding this expense, the annualized yield was 5.15%, 5.06%, and 1.62% for the years ended December 31, 2024, 2023, and 2022, respectively.
(c) Includes interest expense related to margin received on derivative contracts of $4 million, $20 million, and $36 million for the years ended December 31, 2025, 2024, and 2023, respectively. Excluding this expense, the annualized yield was 4.21%, 5.15%, and 5.06% for the years ended December 31, 2025, 2024, and 2023, respectively.
For additional information regarding our portfolio segments and classes, allowance for loan losses, and other credit quality indicators, refer to Note 9 to the Consolidated Financial Statements. Macroeconomic Sensitivity Analysis We perform a sensitivity analysis using scenarios derived from widely published macroeconomic forecasts to quantify the sensitivity of our baseline forecast to alternative changes in macroeconomic conditions.
For additional information regarding our portfolio segments and classes, allowance for loan losses, and other credit quality indicators, refer to Note 9 to the Consolidated Financial Statements. 100 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Macroeconomic Sensitivity Analysis We perform a sensitivity analysis using scenarios derived from widely published macroeconomic forecasts to quantify the sensitivity of our baseline forecast to alternative changes in macroeconomic conditions.
We may also retain a portion of senior and subordinated interests issued by the SPEs. Subordinate interests typically provide credit support to the more highly rated senior interest in a securitization transaction and may be subject to all or a portion of the first-loss position related to the sold assets.
Subordinate interests typically provide credit support to the more highly rated senior interest in a securitization transaction and may be subject to all or a portion of the first-loss position related to the sold assets.
The alternative unfavorable scenario, which reflects a severe recession, assumes a five-quarter recession starting in the first quarter of 2025, with a 4.4% peak to trough decline in GDP, unemployment rising to 9.3% in September 2026, and HPI decreasing 18.6% in 2025.
The alternative unfavorable scenario, which reflects a severe recession, assumes a five-quarter recession starting in the first quarter of 2026, with a 4.4% peak to trough decline in GDP, unemployment rising to 9.4% in the fourth quarter of 2027, and 18.9% peak to trough decline in HPI.
Total retail deposits increased $1.2 billion during the year ended December 31, 2024, bringing the total retail deposits portfolio to $143.4 billion as of December 31, 2024. During the year ended December 31, 2024, we proactively implemented pricing actions to reduce rates paid on several of our key deposit product offerings.
Total retail deposits increased $99 million during the year ended December 31, 2025, bringing the total retail deposits portfolio to $143.5 billion as of December 31, 2025. During the year ended December 31, 2025, we proactively implemented pricing actions to reduce rates paid on several of our key deposit product offerings.
The Guarantors, both of which the Parent is deemed to possess control over, are fully consolidated after eliminating intercompany balances and transactions. Summarized financial data for nonguarantor subsidiaries is excluded.
The following tables present summarized financial data for the Parent and the Guarantors on a combined basis. The Guarantors, both of which the Parent is deemed to possess control over, are fully consolidated after eliminating intercompany balances and transactions. Summarized financial data for nonguarantor subsidiaries is excluded.
Refer to the Consolidated Results of Operation s section of this MD&A for further discussion. Net cash provided by investing activities was $5.0 billion for the year ended December 31, 2024, and net cash used in investing activities was $7.2 billion for the year ended December 31, 2023.
Refer to the Consolidated Results of Operation s section of this MD&A for further discussion. Net cash used in investing activities was $5.3 billion, and net cash provided by investing activities was $5.0 billion for the years ended December 31, 2025, and 2024, respectively.
As of December 31, 2024, the results of this hypothetical sensitivity analysis indicate that the downside scenario would increase our allowance for loan losses by 16% and the alternative downside scenario would increase our allowance for loan losses by 22%.
As of December 31, 2025, the results of this hypothetical sensitivity analysis indicate that the downside scenario would increase our allowance for loan losses by 18% and the alternative downside scenario would increase our allowance for loan losses by 24%.
These basis adjustments would be allocated to the amortized cost of specific loans within the pool if the hedge was dedesignated. Refer to Note 21 to the Consolidated Financial Statements for additional information. (d) Includes RV loans. RV lending was discontinued in 2018.
These basis adjustments would be allocated to the amortized cost basis of specific loans within the pool if the hedge was dedesignated. Refer to Note 21 to the Consolidated Financial Statements for additional information.
December 31, ($ in millions) 2024 2023 Total assets (a) $ 7,436 $ 7,242 Total liabilities $ 12,644 $ 11,671 (a) Excludes investments in all nonguarantor subsidiaries. Cash Flows The following summarizes the activity reflected in the Consolidated Statement of Cash Flows.
December 31, ($ in millions) 2025 2024 Total assets (a) $ 6,284 $ 7,436 Total liabilities $ 11,697 $ 12,644 (a) Excludes investments in all nonguarantor subsidiaries. Cash Flows The following summarizes the activity reflected in our Consolidated Statement of Cash Flows.
Other deposits also include a deposit related to Ally Invest customer cash balances deposited at Ally Bank by a third party of $1.3 billion as of December 31, 2024, $1.2 billion as of both September 30, 2024, and June 30, 2024, and $1.3 billion as of both March 31, 2024, and December 31, 2023.
Other deposits also include a deposit related to Ally Invest customer cash balances deposited at Ally Bank by a third party of $1.3 billion as of December 31, 2025, and $1.4 billion as of September 30, 2025, and $1.3 billion as of each of the periods ended June 30, 2025, March 31, 2025, and December 31, 2024.
Year ended December 31, ($ in millions) 2024 2023 2022 Net financing loss and other interest income (a) $ (884) $ (945) $ (1,000) Dividends from bank subsidiaries 1,200 1,350 3,150 Dividends from nonbank subsidiaries — 250 1 Total other revenue 134 169 103 Total net revenue 450 824 2,254 Provision for credit losses 8 (13) (32) Total noninterest expense 473 465 665 (Loss) income from continuing operations before income tax benefit (31) 372 1,621 Income tax benefit from continuing operations (b) (327) (408) (253) Net income from continuing operations 296 780 1,874 Loss from discontinued operations, net of tax (1) (2) (1) Net income (c) $ 295 $ 778 $ 1,873 (a) Net financing loss and other interest income is primarily driven by interest expense on long-term debt.
Year ended December 31, ($ in millions) 2025 2024 2023 Net financing loss and other interest income (a) $ (961) $ (884) $ (945) Dividends from bank subsidiaries 1,150 1,200 1,350 Dividends from nonbank subsidiaries — — 250 Total other revenue 175 134 169 Total net revenue 364 450 824 Provision for credit losses 5 8 (13) Total noninterest expense 435 473 465 (Loss) income from continuing operations before income tax benefit (76) (31) 372 Income tax benefit from continuing operations (b) (273) (327) (408) Income from continuing operations 197 296 780 Loss from discontinued operations, net of tax — (1) (2) Net Income (c) $ 197 $ 295 $ 778 (a) Net financing loss and other interest income is primarily driven by interest expense on long-term debt.
We actively partner with other industry peers in order to share knowledge and information to further our security environment and invest in training and employee awareness regarding cyber-related risks. Our business lines are actively engaged in overseeing our third-party service providers.
Third parties are also engaged to conduct cybersecurity penetration testing to assist us in identifying system vulnerabilities. We actively partner with other industry peers in order to share knowledge and information to further our security environment and invest in training and employee awareness regarding cyber-related risks. Our business lines are actively engaged in overseeing our third-party service providers.
Refer to Note 21 to the Consolidated Financial Statements for additional information. 115 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Deposit Liabilities The following table presents the average balances and interest rates paid for our deposit liabilities. 2024 2023 Year ended December 31, ($ in millions) Average balance (a) Average deposit rate Average balance (a) Average deposit rate Noninterest-bearing deposits $ 155 — % $ 172 — % Interest-bearing deposits Savings, money market, and spending accounts 102,043 3.96 100,999 3.74 Certificates of deposit (b) 50,673 4.63 51,916 3.92 Total deposit liabilities $ 152,871 4.18 $ 153,087 3.80 (a) Average balances are calculated using an average daily balance methodology.
Refer to Note 21 to the Consolidated Financial Statements for additional information. 105 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Deposit Liabilities The following table presents the average balances and interest rates paid for our deposit liabilities. 2025 2024 Year ended December 31, ($ in millions) Average balance (a) Average deposit rate Average balance (a) Average deposit rate Noninterest-bearing deposits $ 154 — % $ 155 — % Interest-bearing deposits Savings, money market, and spending accounts 106,950 3.36 102,043 3.96 Certificates of deposit (b) 41,831 4.07 50,673 4.63 Total deposit liabilities $ 148,935 3.56 $ 152,871 4.18 (a) Average balances are calculated using an average daily balance methodology.
(d) DBRS affirmed our senior unsecured debt rating of BBB, affirmed our short-term rating of R-2 (high), and affirmed our outlook of Stable on February 11, 2025. As illustrated by the issuer ratings above, as of December 31, 2024, Ally holds an investment-grade rating from all the respective nationally recognized rating agencies.
(d) DBRS affirmed our senior unsecured debt rating of BBB, short-term rating of R-2 (high), and affirmed our outlook of Stable on February 10, 2026. 99 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K As illustrated by the issuer ratings above, as of December 31, 2025, Ally holds an investment-grade rating from all the respective nationally recognized rating agencies.
Securitizations and Secured Financings In addition to building a larger deposit base in recent years, we maintain a presence in the securitization markets to finance our automotive loan portfolios.
Securitizations and Secured Financings In addition to our growing deposits base, we maintain a presence in the securitization markets to finance our automotive loan portfolios.
(j) Net yield on interest-earning assets represents net financing revenue and other interest income as a percentage of total interest-earning assets. 113 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents an analysis of the change in net financing revenue and other interest income due to the change in volume and yield/rate. 2024 vs. 2023 Increase (decrease) due to (a) 2023 vs. 2022 Increase (decrease) due to (a) Year ended December 31, ($ in millions) Volume Yield/rate Total Volume Yield/rate Total Assets Interest-bearing cash and cash equivalents $ 29 $ 25 $ 54 $ 47 $ 231 $ 278 Investment securities (45) 61 16 (81) 257 176 Loans held-for-sale, net (14) 2 (12) (10) 13 3 Finance receivables and loans, net (26) 400 374 629 2,292 2,921 Investment in operating leases, net (127) 36 (91) (48) 76 28 Other earning assets (3) 2 (1) (7) 12 5 Earning assets of operations held-for-sale 28 — 28 — — — Total interest-earning assets $ 368 $ 3,411 Liabilities Interest-bearing deposit liabilities $ (8) $ 577 $ 569 $ 138 $ 3,694 $ 3,832 Short-term borrowings (4) (3) (7) (73) 39 (34) Long-term debt (126) 142 16 116 122 238 Total interest-bearing liabilities 578 4,036 Other liabilities n/m n/m (3) n/m n/m 4 Net financing revenue and other interest income $ (207) $ (629) n/m = not meaningful (a) Changes in interest not solely due to volume or yield/rate are allocated in proportion to the absolute dollar amount of change in volume and yield/rate. 114 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Finance Receivables and Loans The tables below show the maturity of the finance receivables and loans portfolio and the distribution between fixed and floating interest rates based on the stated terms of the loan agreements.
(k) Net yield on interest-earning assets represents net financing revenue and other interest income as a percentage of total interest-earning assets. 103 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents an analysis of the change in net financing revenue and other interest income due to the change in volume and yield/rate. 2025 vs. 2024 Increase (decrease) due to (a) 2024 vs. 2023 Increase (decrease) due to (a) Year ended December 31, ($ in millions) Volume Yield/rate Total Volume Yield/rate Total Assets Interest-bearing cash and cash equivalents $ 50 $ (63) $ (13) $ 29 $ 25 $ 54 Investment securities (32) (29) (61) (45) 61 16 Loans held-for-sale, net (8) 10 2 (14) 2 (12) Finance receivables and loans, net (294) (403) (697) (26) 400 374 Investment in operating leases, net 7 (108) (101) (127) 36 (91) Other earning assets — (4) (4) (3) 2 (1) Earning assets of operations held-for-sale (28) — (28) 28 — 28 Total interest-earning assets $ (902) $ 368 Liabilities Interest-bearing deposit liabilities $ (165) $ (921) $ (1,086) $ (8) $ 577 $ 569 Short-term borrowings (24) (7) (31) (4) (3) (7) Long-term debt (4) 55 51 (126) 142 16 Total interest-bearing liabilities (1,066) 578 Other liabilities n/m n/m 2 n/m n/m (3) Net financing revenue and other interest income $ 162 $ (207) n/m = not meaningful (a) Changes in interest not solely due to volume or yield/rate are allocated in proportion to the absolute dollar amount of change in volume and yield/rate. 104 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Finance Receivables and Loans The tables below show the maturity of the finance receivables and loans portfolio and the distribution between fixed and floating interest rates based on the stated terms of the loan agreements.
Refer to Note 24 to the Consolidated Financial Statements for a description of valuation methodologies used to measure material assets and liabilities at fair value and details of the valuation models, key inputs to those models, and significant assumptions utilized.
Refer to Note 24 to the Consolidated Financial Statements for a description of valuation methodologies used to measure material assets and liabilities 101 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K at fair value and details of the valuation models, key inputs to those models, and significant assumptions utilized.
As of December 31, 2024, we continue to believe it is more likely than not that the benefit for certain foreign tax credit carryforwards and state net operating loss carryforwards will not be realized.
We perform regular assessments to determine whether our tax attributes are realizable. As of December 31, 2025, we continue to believe it is more likely than not that the benefit for certain foreign tax credit carryforwards and state net operating loss carryforwards will not be realized.
At this point, we are exposed to a risk of loss unless the vehicle is covered by an OEM residual value guarantee.
At this point, we are exposed to a risk of loss above the amount covered by an OEM residual value guarantee, if applicable.
December 31, ($ in millions) 2024 2023 Liquid cash and equivalents (a) $ 9,561 $ 6,468 FHLB unused pledged borrowing capacity (b) 12,211 10,333 Unencumbered highly liquid securities (c) 19,950 20,627 FRB Discount Window pledged capacity (d) 26,734 26,025 Total available liquidity $ 68,456 $ 63,453 (a) Excludes restricted cash and foreign currency cash balances.
December 31, ($ in millions) 2025 2024 Liquid cash and equivalents (a) $ 9,676 $ 9,561 FHLB unused pledged borrowing capacity (b) 9,115 12,211 Unencumbered highly liquid securities (c) 20,328 19,950 FRB Discount Window pledged capacity (d) 26,935 26,734 Total available liquidity $ 66,054 $ 68,456 (a) Excludes restricted cash and foreign currency cash balances.
The remainder of our unsecured debt is composed of institutional term debt. In July 2024, we accessed the unsecured debt capital markets and raised $750 million through the issuance of senior notes. In December 2024, we raised $500 million through the issuance of senior notes and $500 million through the issuance of subordinated notes.
The remainder of our unsecured debt is composed of institutional term debt. In May 2025, we accessed the unsecured debt capital markets and raised $750 million through the issuance of senior notes. In July 2025, we raised an additional $600 million through the issuance of senior notes.
As a Category IV firm, Ally is expected to have the ability to elect to participate in the supervisory stress test—and receive a correspondingly updated stress capital buffer requirement—in a year in which Ally would not generally be subject to the 106 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K supervisory stress test.
As a Category IV firm, Ally is expected to have the ability to elect to participate in the supervisory stress test—and receive a correspondingly updated stress capital buffer requirement—in a year in which Ally would not generally be subject to the supervisory stress test.
The amount and size of any future dividends and share repurchases also will be subject to various factors, including Ally’s capital and liquidity positions, accounting and regulatory considerations (including any restrictions that may be imposed by the FRB and any changes to capital, liquidity, and other regulatory requirements that may be proposed or adopted by the U.S. banking agencies), the taxation of share repurchases, financial and operational performance, alternative uses of capital, common-stock price, and general market conditions, and may be extended, modified, or discontinued at any time. 107 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Regulatory Capital We became subject to U.S.
The amount and size of any future dividends and share repurchases also will be subject to various factors, including Ally’s capital and liquidity positions, accounting and regulatory considerations (including any restrictions that may be imposed by the FRB and any changes to capital, liquidity, and other regulatory requirements that may be proposed or adopted by the U.S. banking agencies), Ally’s financial and operational performance, alternative uses of capital, the trading price of Ally’s common stock, and general market conditions.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeRisks Related to Regulation and Supervision • The regulatory and supervisory environment in which we operate could have an adverse effect on our business, financial condition, results of operations, and prospects. • Our ability to execute our business strategy for Ally Bank may be adversely affected by regulatory constraints. • We are subject to stress tests, capital and liquidity planning, and other enhanced prudential standards, which impose significant restrictions and costly requirements on our business and operations. • Our ability to rely on deposits as a part of our funding strategy may be limited. • Requirements under U.S.
Biggest changeRisks Related to Regulation and Supervision • The regulatory and supervisory environment in which we operate could have an adverse effect on our business, financial condition, results of operations, and prospects. • Our ability to execute our business strategy for Ally Bank may be adversely affected by regulatory constraints. • We are subject to stress tests, capital and liquidity planning, and other enhanced prudential standards, which impose significant restrictions and costly requirements on our business and operations. • Our ability to rely on deposits as a part of our funding strategy may be limited. • Our business and financial results could be adversely affected by the political environment and governmental fiscal and monetary policies. • If our ability to receive distributions from subsidiaries is restricted, we may not be able to satisfy our obligations to counterparties or creditors, make dividend payments to shareholders, or repurchase our common stock. • Legislative or regulatory initiatives on cybersecurity and data privacy could adversely impact our business and financial results. • Our business and financial results may be negatively affected by governmental actions related to climate and other sustainability-related matters.
Item 1A. Risk Factors We face many risks and uncertainties, any one or more of which could have a material adverse effect on our business, results of operations, financial condition (including capital and liquidity), or prospects or the value of or return on an investment in Ally.
Item 1A. Risk Factors We face many risks and uncertainties, any one or more of which could have a material adverse effect on our business, results of operations, financial condition (including capital and liquidity), prospects or the value of our return on an investment in Ally.
Summary of Risk Factors Below is a summary of the principal risk factors that could adversely affect our business, results of operations, financial condition (including capital and liquidity), or prospects or the value of or return on an investment in Ally.
Summary of Risk Factors Below is a summary of the principal risk factors that could adversely affect our business, results of operations, financial condition (including capital and liquidity), prospects or the value of or return on an investment in Ally.
Our enterprise risk-management framework or independent risk-management function may not be effective in mitigating risk and loss. We maintain an enterprise risk-management framework that is designed to identify, measure, assess, monitor, test, control, report, escalate, and mitigate the risks that we face. These include credit, insurance/underwriting, market, liquidity, business/strategic, reputation, operational, model, information-technology/cyber-security/data, compliance, and conduct risks.
Our enterprise risk-management framework or independent risk-management function may not be effective in mitigating risk and loss. We maintain an enterprise risk-management framework that is designed to identify, measure, assess, monitor, test, control, report, escalate, and mitigate the risks that we face. These include credit, insurance/underwriting, liquidity, market, business/strategic, reputation, model, operational, information-technology/cyber-security/data, compliance, and conduct risks.
Risks Related to Our Business • Weak or deteriorating economic conditions, failures in underwriting, changes in underwriting standards, financial or systemic shocks, or continued growth in our nonprime or used vehicle financing business could increase our credit risk, which could adversely affect our business and financial results. • Our allowance for loan losses may not be adequate to cover actual losses, and we may be required to significantly increase our allowance, which may adversely affect our financial condition and results of operations. • We have dealer-centric automotive finance and insurance businesses, and a change in the key role of dealers within the automotive industry or our ability to maintain or build relationships with them could have an adverse effect on our business, results of operations, financial condition, or prospects. • GM and Stellantis dealers and their retail customers continue to constitute a significant portion of our customer base, which creates concentration risk for us. • Our business and financial results are dependent upon overall U.S. automotive industry sales volume. • Vehicle loans and operating leases make up a significant part of our earning assets, and our business and financial results could suffer if used vehicle prices are low or volatile or decrease in the future beyond our expectation. • The levels of or changes in interest rates could affect our results of operations and financial condition. • We rely extensively on third-party service providers in delivering products and services to our customers and otherwise conducting our business and operations, and their failure to perform to our standards or other issues of concern with them could adversely affect our reputation, business, and financial results. • We are or may be subject to potential liability in connection with pending or threatened legal proceedings and other matters, which could adversely affect our business or financial results. • Our inability to attract, retain, or motivate qualified employees could adversely affect our business or financial results . 17 Table of Contents Ally Financial Inc. • Form 10-K • Our ability to successfully make acquisitions or complete divestitures is subject to significant risks, including the risk that governmental authorities will not provide the requisite approvals, the risk that integrating acquisitions may be more difficult, costly, or time consuming than expected, and the risk that the value of acquisitions may be less than anticipated . • Our business requires substantial capital and liquidity, and a disruption in our funding sources or access to the capital markets may have an adverse effect on our liquidity, capital positions, and financial condition. • Our indebtedness and other obligations are significant and could adversely affect our business and financial results. • Our non-deposit borrowing costs and access to the banking and capital markets could be negatively impacted if our credit ratings are downgraded or otherwise fail to meet investor expectations. • The markets for automotive financing, insurance, banking, brokerage, and investment-advisory services are extremely competitive, and competitive pressures could adversely affect our business and financial results. • Challenging business, economic, or market conditions may adversely affect our business, results of operations, and financial condition. • Geopolitical conditions, government shutdowns, military conflicts, acts or threats of terrorism, natural disasters, pandemics, disruptions in the economy caused by geopolitical events and related sanctions, and other conditions or events beyond our control could adversely affect us. • Our hedging strategies may not be successful in mitigating our interest rate, foreign exchange, and market risks, which could adversely affect our financial results. • We use estimates and assumptions in determining the value or amount of many of our assets and liabilities.
Risks Related to Our Business • Weak or deteriorating economic conditions, failures in underwriting, changes in underwriting standards, failures in servicing loans and operating leases, financial or systemic shocks, or continued growth in our nonprime or used vehicle financing business could increase our credit risk, which could adversely affect our business and financial results. • Our allowance for loan losses may not be adequate to cover actual losses, and we may be required to significantly increase our allowance, which may adversely affect our financial condition and results of operations. • We have dealer-centric automotive finance and insurance businesses, and a change in the key role of dealers within the automotive industry or our ability to maintain or build relationships with them could have an adverse effect on our business, results of operations, financial condition, or prospects. • GM and Stellantis dealers and their retail customers continue to constitute a significant portion of our customer base, which creates concentration risk for us. • Our business and financial results are dependent upon overall U.S. automotive industry sales volume. • Vehicle loans and operating leases make up a significant part of our earning assets, and our business and financial results could suffer if used vehicle prices are low or volatile or decrease in the future beyond our expectation. • The levels of or changes in interest rates could affect our results of operations and financial condition. • We rely extensively on third-party service providers in delivering products and services to our customers and otherwise conducting our business and operations, and their failure to perform to our standards or other issues of concern with them could adversely affect our reputation, business, and financial results. • We are or may be subject to potential liability in connection with pending or threatened legal proceedings and other matters, which could adversely affect our business or financial results. • Our inability to attract, retain, or motivate qualified employees could adversely affect our business or financial results . • Our ability to successfully make acquisitions or complete divestitures is subject to significant risks, including the risk that governmental authorities will not provide the requisite approvals, the risk that integrating acquisitions may be more difficult, costly, or time consuming than expected, and the risk that the value of acquisitions may be less than anticipated . 16 Table of Contents Ally Financial Inc. • Form 10-K • Our business requires substantial capital and liquidity, and a disruption in our funding sources or access to the capital markets may have an adverse effect on our liquidity, capital positions, and financial condition. • Our indebtedness and other obligations are significant and could adversely affect our business and financial results. • Our non-deposit borrowing costs and access to the banking and capital markets could be negatively impacted if our credit ratings are downgraded or otherwise fail to meet investor expectations. • The markets for automotive financing, insurance, banking, brokerage, and investment advisory services are extremely competitive, and competitive pressures could adversely affect our business and financial results. • Challenging business, economic, or market conditions may adversely affect our business, results of operations, and financial condition. • Geopolitical conditions, government shutdowns, military conflicts, acts or threats of terrorism, natural disasters, pandemics, disruptions in the economy caused by geopolitical events and related sanctions, and other conditions or events beyond our control could adversely affect us. • Our hedging strategies may not be successful in mitigating our interest rate, foreign exchange, and market risks, which could adversely affect our financial results. • We use estimates and assumptions in determining the value or amount of many of our assets and liabilities.
Changes in economic conditions affecting borrowers, revisions to accounting rules and related guidance, new qualitative or quantitative information about existing loans, identification of additional problem loans, changes in the size or composition of our finance receivables and loan portfolio, changes to or errors in our models or loss estimation techniques including consideration of forecasted economic assumptions, the impact of natural disasters and other catastrophic events that may be difficult to predict and other factors, both within and outside of our control, may require an increase in the allowance for loan losses.
Changes in economic conditions affecting borrowers, revisions to accounting rules and related guidance, new qualitative or quantitative information about existing loans, identification of additional problem loans, changes in the size or composition of our finance receivables and loan portfolio, changes to or errors in our models, data, or loss estimation techniques including consideration of forecasted economic assumptions, the impact of natural disasters and other catastrophic events that may be difficult to predict and other factors, both within and outside of our control, may require an increase in the allowance for loan losses.
Changes in the regulatory and supervisory environments, including as a result of changes from recent elections in the United States and the corresponding change in administrative regimes, could adversely affect us in substantial and unpredictable ways, including by limiting the types of financial services and products we may offer, enhancing the ability of others to offer more competitive financial services and products, and restricting our ability to make acquisitions or pursue other profitable opportunities.
Changes in the regulatory and supervisory environments, including as a result of changes from elections in the United States and the corresponding change in administrative regimes, could adversely affect us in substantial and unpredictable ways, including by limiting the types of financial services and products we may offer, enhancing the ability of others to offer more competitive financial services and products, and restricting our ability to make acquisitions or pursue other profitable opportunities.
In addition, any plans to continue dividends or establish a stock-repurchase program in the future will be subject to our stress capital buffer requirement and the FRB’s review of our annual capital plan, which are unpredictable. There is no assurance that our Board will approve, or the FRB will permit, future dividends or share repurchases.
In addition, any plans to continue dividends or establish a share repurchase program in the future will be subject to our stress capital buffer requirement and the FRB’s review of our annual capital plan, which are unpredictable. There is no assurance that our Board will approve, or the FRB will permit, future dividends or share repurchases.
Climate change and the management of climate and related environmental risks is inherently complex. The dynamic nature of climate and sustainability-related issues, as well as related science, standards, regulations, technology and methodologies create challenges in evaluating and measuring potential impacts of climate-related physical and transition risks, particularly those that occur over long time horizons.
The management of climate and related environmental risks is inherently complex. The dynamic nature of climate and sustainability-related issues, as well as related science, standards, regulations, technology and methodologies create challenges in evaluating and measuring potential impacts of climate-related physical and transition risks, particularly those that occur over long time horizons.
Weak business or operational performance, unexpected declines or limits on dividends or other distributions from our subsidiaries, and other failures to execute our strategic plan also could adversely affect Ally’s liquidity position. We have significant maturities of unsecured debt each year.
Weak business or operational performance, unexpected declines or limits on dividends or other distributions from our subsidiaries, and other failures to execute our strategic plan also could adversely affect Ally’s liquidity position. We have significant maturities of unsecured and secured debt each year.
In addition, our income tax positions have been and could continue to be challenged by taxing authorities, and any adverse results could materially impact our business, results of operations, and financial condition. The course and outcome of legal matters are inherently unpredictable.
In addition, our tax positions have been and could continue to be challenged by taxing authorities, and any adverse results could materially impact our business, results of operations, and financial condition. The course and outcome of legal matters are inherently unpredictable.
Any failure of or interruption in these systems or infrastructure or those of our service providers or others on whom we rely—including as a result of inadequate or failed technology or processes, coding errors, unplanned or unsuccessful updates to technology, sudden increases in transaction volume, human errors, fraud or other misconduct, deficiencies in the integration of acquisitions or the commencement of new businesses, energy or similar infrastructure outages, disruptions in communications networks or systems, natural disasters, catastrophic events, pandemics, acts of terrorism, political or social unrest, external or internal security breaches, acts of vandalism, cyberattacks such as computer viruses and malware, misplaced or lost data, or breakdowns in business continuity plans—could cause failures or delays in receiving applications for loans and operating leases, 33 Table of Contents Ally Financial Inc. • Form 10-K underwriting or processing loan or operating-lease applications, servicing loans and operating leases, accessing online accounts, processing transactions, executing brokerage orders, communicating with our customers, managing our investment portfolio, or otherwise conducting our business and operations.
Any failure of or interruption in these systems or infrastructure or those of our service providers or others on whom we rely—including as a result of inadequate or failed technology or processes, coding errors, unplanned or unsuccessful updates to technology, sudden increases in transaction volume, human errors, fraud or other misconduct, deficiencies in the integration of acquisitions or the commencement of new businesses, energy or similar infrastructure outages, disruptions in communications networks or systems, natural disasters, catastrophic events, pandemics, acts of terrorism, political or social unrest, external or internal security breaches, acts of vandalism, cyberattacks such as computer viruses and malware, misplaced or lost 32 Table of Contents Ally Financial Inc. • Form 10-K data, or breakdowns in business continuity plans—could cause failures or delays in receiving applications for loans and operating leases, underwriting or processing loan or operating-lease applications, servicing loans and operating leases, accessing online accounts, processing transactions, executing brokerage orders, communicating with our customers, managing our investment portfolio, facilitating timely financial reporting, or otherwise conducting our business and operations.
The above summary is subject in its entirety to the discussion of the risk factors set forth below. 18 Table of Contents Ally Financial Inc. • Form 10-K Risks Related to Regulation and Supervision The regulatory and supervisory environment in which we operate could have an adverse effect on our business, financial condition, results of operations, and prospects.
The above summary is subject in its entirety to the discussion of the risk factors set forth below. 17 Table of Contents Ally Financial Inc. • Form 10-K Risks Related to Regulation and Supervision The regulatory and supervisory environment in which we operate could have an adverse effect on our business, financial condition, results of operations, and prospects.
For example, if sensitive, confidential, or proprietary data or other information about us or our customers, employees, third-parties, or others were improperly disclosed, accessed, or destroyed because of a security breach, we could experience severe business or operational disruptions, reputational damage, contractual claims, supervisory actions, or litigation by private plaintiffs.
For example, if sensitive, confidential, or proprietary data or other information about us or our customers, employees, third-parties, or others were improperly disclosed, accessed, rendered inaccessible, or destroyed because of a security breach, we could experience severe business or operational disruptions, reputational damage, contractual claims, supervisory actions, or litigation by private plaintiffs.
We rely heavily upon communications, data management, and other operating systems and infrastructure—including cloud-based services—to conduct our business and operations, which creates meaningful operational risk for us. In the past, we have faced operational disruptions as a result of outages in connection with access to cloud-service providers.
We rely heavily upon communications, data management, and other operating systems and infrastructure—including cloud-based services—to conduct our business and operations, which creates meaningful operational risk for us. In the past, we have faced operational disruptions as a result of outages in connection with access to or use of cloud-service providers.
Risks Related to Our Operations • We face a wide array of security risks that could result in business, reputational, financial, regulatory, and other harm to us. • Our operating systems or infrastructure, as well as those of our service providers or others on whom we rely, could fail or be interrupted, which could disrupt our business and adversely affect our results of operations, financial condition, and prospects. • We are heavily reliant on technology, and a failure in effectively implementing technology initiatives, anticipating future technology needs or demands, or maintaining rights or interests in associated intellectual property could adversely affect our business or financial results . • Our enterprise risk-management framework or independent risk-management function may not be effective in mitigating risk and loss. • Our business and operations make extensive use of models, and we could be adversely affected if our design, implementation, or use of models is flawed .
Risks Related to Our Operations • We face a wide array of security risks that could result in business, reputational, financial, regulatory, and other harm to us. • Our operating systems or infrastructure, as well as those of our service providers or others on whom we rely, could fail or be interrupted, which could disrupt our business and adversely affect our results of operations, financial condition, and prospects. • We are heavily reliant on technology, and a failure in effectively implementing technology initiatives, anticipating future technology needs or demands, or maintaining rights or interests in associated intellectual property could adversely affect our business or financial results . • Our enterprise risk-management framework or independent risk-management function may not be effective in mitigating risk and loss. • Our business and operations make extensive use of models and certain other qualified tools, and we could be adversely affected if our design, implementation, or use of models and certain other qualified tools are flawed .
The secure collection, storage, processing, and transmission of this information are critical to our business and reputation, and if any of this information were mishandled, misused, improperly accessed, altered, lost, or stolen or if related operations were disabled or otherwise disrupted, we could suffer significant business, reputational, financial, regulatory, and other damage.
The secure collection, storage, processing, and transmission of this information are critical to our business and reputation, and if any of this information were mishandled, misused, improperly accessed, altered, rendered inaccessible, lost, or stolen or if related operations were disabled or otherwise disrupted, we could suffer significant business, reputational, financial, regulatory, and other damage.
Any future reductions in GM and Stellantis business that we are not able to offset could adversely affect our business and financial results. Refer to Note 29 to the Consolidated Financial Statements for additional information. Our business and financial results are dependent upon overall U.S. automotive industry sales volume.
Any future reductions in GM and Stellantis business that we are not able to offset would adversely affect our business and financial results. Refer to Note 29 to the Consolidated Financial Statements for additional information. Our business and financial results are dependent upon overall U.S. automotive industry sales volume.
Any failure to meet our stakeholders’ full range of expectations and demands could result in reputational damage, a loss of customer and investor confidence, increased legal and operational risks, and other adverse effects on our results of operations and prospects. Climate change could adversely affect our business, operations, and reputation.
Any failure to meet our stakeholders’ full range of expectations and demands could result in reputational damage, a loss of customer and investor confidence, increased legal and operational risks, and other adverse effects on our results of operations and prospects. Climate-related risks could adversely affect our business, operations, and reputation.
Even when a failure of or interruption in operating systems or infrastructure is timely resolved, we may need to expend substantial resources in doing so, may be required to take actions that could adversely affect customer satisfaction or behavior, and may be exposed to reputational damage.
Even when a failure of or interruption in operating systems or infrastructure is timely resolved, we may need to expend substantial resources in doing so, may be required to take actions that could adversely affect customer satisfaction or behavior, and may be exposed to revenue loss or reputational damage.
Risks Related to Ownership of Our Common Stock • Our ability to pay dividends on our common stock or repurchase shares in the future may be limited. • The market price of our common stock could be adversely impacted by anti-takeover provisions in our organizational documents and Delaware law that could delay or prevent a takeover attempt or change in control of Ally or by other banking, antitrust, or corporate laws that have or are perceived as having an anti-takeover effect.
Risks Related to Ownership of Our Common Stock • Our ability to pay dividends on our common stock or repurchase shares in the future may be limited. • The market price of our common stock could be adversely impacted by anti-takeover provisions in our organizational documents and Delaware law that could delay or prevent a takeover attempt or CIC of Ally or by other banking, antitrust, or corporate laws that have or are perceived as having an anti-takeover effect.
As part of the underwriting process, we rely heavily upon information supplied by applicants and other third-parties, such as credit reporting agencies, automotive dealers and retailers (in the case of automotive consumer and commercial loans), and service providers (in the case of unsecured personal loans).
As part of the underwriting process, we rely heavily upon information supplied by applicants and other third-parties, such as credit reporting agencies, automotive dealers and retailers (in the case of automotive consumer and commercial loans), and service providers.
Ally and Ally Bank are subject to ongoing requirements for Ally to qualify as an FHC, including that Ally and all of its depository institution subsidiaries must be “well capitalized” and “well managed,” as defined under applicable law.
As a result, Ally and Ally Bank are subject to ongoing requirements for Ally to qualify as an FHC, including that Ally and all of its depository institution subsidiaries must be “well capitalized” and “well managed,” as defined under applicable law.
In addition, the emergence, adoption, and evolution of new technologies that affect intermediation, including distributed ledgers such as digital assets and blockchain, as well as advances in robotic process automation or artificial intelligence could significantly affect the competition for financial services. Refer to the section above titled Industry and Competition in Part I, Item 1 of this report.
In addition, the emergence, adoption, and evolution of new technologies that affect intermediation, including distributed ledgers such as digital assets and blockchain, as well as advances in robotic process automation or AI could significantly affect the competition for financial services. Refer to the section above titled Industry and Competition in Part I, Item 1 of this report.
Refer to the risk factor above, titled Our business and financial results may be negatively affected by governmental responses to climate and other sustainability issues for more information on risks associated with governmental responses to climate change.
Refer to the risk factor above, titled Our business and financial results may be negatively affected by governmental responses to climate and other sustainability issues for more information on risks associated with governmental responses to climate-related risks.
See the risk factor above, titled Our business and financial results may be negatively affected by governmental actions related to climate change and related sustainability issues and the risk factor below, titled Climate change could adversely affect our business, operations, and reputation.
See the risk factor above, titled Our business and financial results may be negatively affected by governmental actions related to climate-related risks and related sustainability issues and the risk factor below, titled Climate-related risks could adversely affect our business, operations, and reputation.
As a digital financial-services company and a direct bank with no branch network, we significantly depend on technology to deliver our products and services and to otherwise conduct our business and operations. To remain technologically competitive and operationally efficient, we invest in system upgrades, new solutions, cloud-based services, artificial intelligence, and other technology initiatives.
As a digital financial-services company and a direct bank with no branch network, we significantly depend on technology to deliver our products and services and to otherwise conduct our business and operations. To remain technologically competitive and operationally efficient, we invest in system upgrades, new solutions, cloud-based services, AI, and other technology initiatives.
The market price of our common stock could be adversely impacted by anti-takeover provisions in our organizational documents and Delaware law that could delay or prevent a takeover attempt or change in control of Ally or by other banking, antitrust, or corporate laws that have or are perceived as having an anti-takeover effect.
The market price of our common stock could be adversely impacted by anti-takeover provisions in our organizational documents and Delaware law that could delay or prevent a takeover attempt or CIC of Ally or by other banking, antitrust, or corporate laws that have or are perceived as having an anti-takeover effect.
In addition, we use estimates and assumptions in determining our allowance for loan losses, reserves for legal matters, insurance losses, and loss adjustment expenses (which represent the accumulation of estimates for both reported losses and those incurred, but not reported, including claims adjustment expenses relating to direct insurance and assumed reinsurance agreements).
In addition, we use estimates and assumptions in determining our allowance for loan losses, provision for income taxes, reserves for legal matters, insurance losses, and loss adjustment expenses (which represent the accumulation of estimates for both reported losses and those incurred, but not reported, including claims adjustment expenses relating to direct insurance and assumed reinsurance agreements).
Our level and cost of deposits also could be adversely affected by regulatory or supervisory restrictions, including any applicable prior approval requirements or limits on our offered rates or brokered deposit growth, and by changes in monetary or fiscal policies that influence deposit or other interest rates.
Our level and cost of deposits also could be adversely affected by regulatory or supervisory restrictions, including any applicable prior approval requirements or limits on our offered rates or brokered deposit growth, and by changes (including the pace of change) in monetary or fiscal policies that influence deposit or other interest rates.
During the year ended December 31, 2024, approximately 59% of our average earning assets were composed of vehicle loans or operating leases and related residual securitization interests. If we experience higher losses on the sale of repossessed vehicles or lower or more volatile residual values for off-lease vehicles, our business or financial results could be adversely affected.
During the year ended December 31, 2025, approximately 60% of our average earning assets were composed of vehicle loans or operating leases and related residual securitization interests. If we experience higher losses on the sale of repossessed vehicles or lower or more volatile residual values for off-lease vehicles, our business or financial results could be adversely affected.
At December 31, 2024, and 2023, $286 million and $258 million, respectively, of nonprime consumer automotive loans were considered nonperforming as they had been placed on nonaccrual status in accordance with our accounting policies. Refer to the Nonaccrual Loans section of Note 1 to the Consolidated Financial Statements for additional information.
At December 31, 2025, and 2024, $262 million and $286 million, respectively, of nonprime consumer automotive loans were considered nonperforming as they had been placed on nonaccrual status in accordance with our accounting policies. Refer to the Nonaccrual Loans section of Note 1 to the Consolidated Financial Statements for additional information.
Compliance with such laws, regulations or policies, including any that may be adopted in the future, could, among other things, increase the costs of operating our businesses, reduce the demand for our products and services, impact our ability to meet or maintain current or future goals or targets or continue initiatives (including our sustainability targets or diversity, equity and inclusion initiatives), and increase our legal, operational and reputational risks, any or all of which could materially adversely affect our results of operations.
Compliance with such laws, regulations or policies, including any that may be adopted in the future, could, among other things, increase the costs of operating our businesses, reduce the demand for our products and services, impact our ability to meet or maintain current or future goals or targets or continue initiatives, and increase our legal, operational and other risks, any or all of which could materially adversely affect our results of operations.
If a BHC or any of its insured depository institutions is found not to be well capitalized or well managed, the BHC can be restricted from engaging in the broader range of financial and related activities permitted for FHCs, including the ability to acquire companies engaged in those activities, and can be required to discontinue these activities or even divest any of its insured depository institutions.
If a BHC or any of its IDIs is found not to be well capitalized or well managed, the BHC can be restricted from engaging in the broader range of financial and related activities permitted for FHCs, including the ability to acquire companies engaged in those activities, and can be required to discontinue these activities or even divest any of its IDIs.
As a result, we may change or cease some of our business or operational practices or incur additional capital, compliance, and other costs. The risks associated with climate change are rapidly changing and evolving in an escalating fashion, making them difficult to assess due to limited data.
As a result, we may change or cease some of our business or operational practices or incur additional capital, compliance, and other costs. Climate-related risks are rapidly changing and evolving in an escalating fashion, making them difficult to assess due to limited data.
General economic conditions, the supply of off-lease and other vehicles to be sold, the levels of demand for vehicle ownership and use, relative market prices for new and used vehicles, perceived vehicle quality, the shift from gasoline to electric vehicles, overall vehicle prices, the vehicle disposition channel, volatility in gasoline or diesel fuel prices, levels of household income and savings, interest rates, and other factors outside of our control heavily influence used vehicle prices.
General economic conditions, the supply of off-lease and other vehicles to be sold, the levels of demand for vehicle ownership and use, relative market prices for new and used vehicles, perceived vehicle quality, how OEM’s prioritize gasoline and electric vehicles, overall vehicle prices, the vehicle disposition channel, volatility in gasoline or diesel fuel prices, levels of household income and savings, interest rates, and other factors outside of our control heavily influence used vehicle prices.
These risks are amplified to the extent that we or our third-party service providers make use of cloud computing, artificial intelligence or other emerging technologies that may make our systems and those of our third-party service providers more susceptible to cyberattacks, which in turn could have an adverse effect on our business and operations to the extent that they are not able to mitigate their cybersecurity risks.
These risks are amplified to the extent that we or our third-party service providers make use of cloud computing, AI or other emerging technologies that may make our systems and those of our third-party service providers more susceptible to cyberattacks and other information technology risks, which in turn could have an adverse effect on our business and operations to the extent that they are not able to mitigate their cybersecurity or other information technology risks.
We use quantitative models to price products and services, measure risk, calculate the quantitative portion of our allowance for loan losses, estimate asset and liability values, assess capital and liquidity, manage our balance sheet, create financial forecasts, and otherwise conduct our business and operations.
We use quantitative models and certain other qualified tools to price products and services, measure risk, calculate the quantitative portion of our allowance for loan losses, estimate asset and liability values, assess capital and liquidity, manage our balance sheet, create financial forecasts, and otherwise conduct our business and operations.
Geopolitical conditions, government shutdowns, military conflicts (including Russia’s invasion of Ukraine and the conflicts in the Middle East), acts or threats of terrorism, natural disasters, pandemics (including the COVID-19 pandemic or similar global pandemics in the future), disruptions in the U.S. or global economy caused by geopolitical events and related sanctions, and other conditions or events beyond our control may adversely affect our business, results of operations, financial condition, or prospects.
Geopolitical conditions, government shutdowns, military conflicts (including Russia’s invasion of Ukraine and the conflicts in the Middle East), acts or threats of terrorism, natural disasters, pandemics, disruptions in the U.S. or global economy caused by geopolitical events and related sanctions, and other conditions or events beyond our control may adversely affect our business, results of operations, financial condition, or prospects.
Our share of commercial wholesale financing remains at risk of decreasing in the future as a result of intense competition and other factors. The number of dealers with whom we have wholesale relationships decreased approximately 5% as of December 31, 2024, compared to December 31, 2023.
Our share of commercial wholesale financing remains at risk of decreasing in the future as a result of intense competition and other factors. The number of dealers with whom we have wholesale relationships decreased approximately 3% as of December 31, 2025, compared to December 31, 2024.
In addition, to the extent that our customers are impacted by the physical or transition risks associated with climate change, it may impact their ability to repay loans, which in turn could increase the amount and rate of delinquencies and losses, raise our operating and other expenses, and negatively impact the returns on and the value of our loans.
In addition, to the extent that our customers are impacted by the physical or transition risks associated with climate-related risks and extreme weather events, it may impact their ability to repay loans, which in turn could increase the amount and rate of delinquencies and losses, raise our operating and other expenses, and negatively impact the returns on and the value of our loans.
Our brokered deposits totaled $6.7 billion at December 31, 2024, which represented 4.4% of total deposit liabilities.
Our brokered deposits totaled $6.7 billion at December 31, 2025, which represented 4.4% of total deposit liabilities.
In addition, if an insured-depository-institution subsidiary of a BHC fails to achieve a “satisfactory” or better rating in its most recent CRA performance evaluation, the ability of the BHC to expand its financial and related activities or make acquisitions could be restricted.
In addition, if an IDI subsidiary of a BHC fails to achieve a “satisfactory” or better rating in its most recent CRA performance evaluation, the ability of the BHC to expand its financial and related activities or make acquisitions could be restricted.
Risks Related to Our Business Weak or deteriorating economic conditions, failures in underwriting, changes in underwriting standards, financial or systemic shocks, or continued growth in our nonprime or used vehicle financing business could increase our credit risk, which could adversely affect our business and financial results.
Risks Related to Our Business Weak or deteriorating economic conditions, failures in underwriting, changes in underwriting standards, failures in servicing loans and operating leases, financial or systemic shocks, or continued growth in our nonprime or used vehicle financing business could increase our credit risk, which could adversely affect our business and financial results.
Additionally, the carrying value of our consumer automotive used vehicle loans before allowance for loan losses was $57.4 billion, or approximately 68.5% of our total consumer automotive loans at December 31, 2024, as compared to $57.6 billion, or approximately 68.3% of our total consumer automotive loans at December 31, 2023.
Additionally, the carrying value of our consumer automotive used vehicle loans before allowance for loan losses was $58.6 billion, or approximately 68.5% of our total consumer automotive loans at December 31, 2025, as compared to $57.4 billion, or approximately 68.5% of our total consumer automotive loans at December 31, 2024.
A downturn in economic conditions, disruptions in the equity or debt markets, high unemployment or underemployment, depressed vehicle or housing prices, unsustainable debt levels, high inflation, high interest rates, unfavorable changes in interest rates, the introduction of trade tariffs or other policies that negatively impact the automotive industry, declines in household incomes or savings, deteriorating consumer or business sentiment, consumer or commercial bankruptcy filings, or declines in the strength of national or local 29 Table of Contents Ally Financial Inc. • Form 10-K economies could decrease demand for our products and services, increase the amount and rate of delinquencies and losses, raise our operating and other expenses, and negatively impact the returns on and the value of our loans, investment portfolio, and other assets.
A downturn in economic conditions, disruptions in the equity or debt markets, high unemployment or underemployment, depressed vehicle or housing prices, unsustainable debt levels, high inflation, high interest rates, unfavorable changes in interest rates, the introduction of trade tariffs or other policies that negatively impact the automotive industry, declines in household incomes or savings, deteriorating consumer or business sentiment, consumer or commercial bankruptcy filings, or declines in the strength of national or local economies could decrease demand for our products and services, increase the amount and rate of delinquencies and losses, raise our operating and other expenses, and negatively impact the returns on and the value of our loans, investment portfolio, and other assets.
Any provision of our organizational documents or applicable law that deters, hinders, or prevents a non-negotiated takeover or change in control of Ally could limit the opportunity for our shareholders to receive a premium for their shares of our common stock and could also affect the price that some investors are willing to pay for our common stock. 35 Table of Contents Ally Financial Inc. • Form 10-K Item 1B.
Any provision of our organizational documents or applicable law that deters, hinders, or prevents a non-negotiated takeover or CIC of Ally could limit the opportunity for our shareholders to receive a premium for their shares of our common stock and could also affect the price that some investors are willing to pay for our common stock. 34 Table of Contents Ally Financial Inc. • Form 10-K Item 1B.
Ally Bank is a key part of our funding strategy, and we place great reliance on deposits at Ally Bank as a source of funding. Our reliance on deposits as a source of funding has increased in recent years. As of December 31, 2024, deposits represented approximately 89% of our liability-based funding sources.
Ally Bank is a key part of our funding strategy, and we place great reliance on deposits at Ally Bank as a source of funding. Our reliance on deposits as a source of funding has increased in recent years. As of December 31, 2025, deposits represented approximately 87% of our liability-based funding sources.
We describe certain of these risks and uncertainties in this section, although we may be adversely affected by other risks or uncertainties that are not presently known to us, that we have failed to appreciate, or that we currently consider immaterial.
We describe certain of these risks and uncertainties in this section, although we may be adversely affected by other risks or uncertainties that are not presently known to us, that we have failed to identify, or that we currently consider insignificant.
For example, in 2021 the U.S. banking agencies adopted a final rule requiring us to notify the FRB within 36 hours of any significant computer security incident and have proposed enhanced cyber risk management standards applicable to us and our service providers that would address cyber risk governance and management, management of internal and external dependencies, and incident response, cyber resilience, and situational awareness.
For example, U.S. banking agencies have adopted rules requiring us to notify the FRB within 36 hours of any significant computer security incident and have proposed enhanced cyber risk management standards applicable to us and our service providers that would address cyber risk governance and management, management of internal and external dependencies, and incident response, cyber resilience, and situational awareness.
These provisions, alone or together, could delay hostile takeovers and changes in control of Ally or changes in management.
These provisions, alone or together, could delay hostile takeovers and CIC of Ally or changes in management.
The extent of this risk is subject to change over time based on a number of factors, many of which are out of our control and may not be known at the time of entering into a definitive agreement in connection with any transaction, including adverse developments in the regulatory standing of us or our counterparty in any transaction, changes in macroeconomic conditions or other factors considered by regulators when granting such approval, governmental, political or community group inquiries, investigations or oppositions, or changes in the legislative, regulatory or political environment more generally.
The extent of this risk is subject to change over time based on a number of factors, many of which are out of our control and may not be known at the time of entering into a definitive agreement in connection with any transaction, including adverse developments in the regulatory standing of us or our counterparty in any transaction, changes in macroeconomic conditions or other factors considered by regulators when granting such approval, governmental, political or community group inquiries, investigations or oppositions, or changes in the legislative, regulatory or political environment more 26 Table of Contents Ally Financial Inc. • Form 10-K generally.
Weak or deteriorating economic conditions also may negatively impact the market value and liquidity of our investment securities, and we may be required to record additional impairment charges that adversely affect earnings if debt securities suffer a decline in value that is considered other-than-temporary.
Weak or deteriorating economic conditions also may negatively impact the market value and liquidity of our investment securities, and we may be required to record additional impairment charges that adversely affect earnings if debt securities suffer a decline in value.
These include challenges to the dealer’s role as intermediary between manufacturers and purchasers, shifting financial and other pressures exerted by manufacturers on dealers, the rise of vehicle sharing and ride hailing, the development of autonomous and alternative-energy vehicles, the impact of demographic shifts on attitudes and behaviors toward vehicle ownership and use, changing consumer and regulatory expectations around the vehicle buying experience, adjustments in the geographic distribution of new and used vehicle sales, and advancements in communications technology.
These include challenges to the dealer’s role as intermediary between manufacturers and purchasers, shifting financial and other pressures exerted by manufacturers on dealers, the rise of vehicle sharing and ride hailing, the development of autonomous and alternative-energy vehicles, the impact of demographic shifts on 23 Table of Contents Ally Financial Inc. • Form 10-K attitudes and behaviors toward vehicle ownership and use, changing consumer and regulatory expectations around the vehicle buying experience, adjustments in the geographic distribution of new and used vehicle sales, and advancements in communications technology.
We, along with other financial institutions, our service providers, and others on whom we rely, have been and are expected to continue to be the target of cyberattacks and fraud, which could include computer viruses, malware, malicious or destructive code, social engineering (including phishing, spear phishing, or other attacks), denial-of-service or denial-of-information attacks, ransomware, account takeover or identity theft, fraudulent remote work schemes, access violations or other insider threats by employees or vendors, attacks on the personal email of employees, and ransom demands accompanied by extortion or other threats to expose security vulnerabilities.
We, along with other financial institutions, our service providers, and others on whom we rely, have been and are expected to continue to be the target of cyberattacks and fraud, which could include computer viruses, malware, 31 Table of Contents Ally Financial Inc. • Form 10-K malicious or destructive code, social engineering (including phishing, spear phishing, or other attacks), deepfake-enabled attacks, denial-of-service or denial-of-information attacks, ransomware, account takeover or identity theft, fraudulent remote work schemes, access violations or other insider threats by employees or vendors, attacks on the personal email of employees, and ransom demands accompanied by extortion or other threats to expose security vulnerabilities.
If our estimates or assumptions prove to be incorrect, our cash flow, profitability, financial condition, and prospects could be adversely affected. • Significant fluctuations in the valuation of investment securities or market prices could negatively affect our financial results. • Changes in accounting standards could adversely affect our reported revenues, expenses, profitability, and financial condition. • The financial system is highly interrelated, and the failure of even a single financial institution or other participant in the financial system could adversely affect us. • Adverse economic conditions or changes in laws in the states where we have loan or operating lease concentrations may negatively affect our business and financial results. • Negative publicity outside of our control, or our failure to successfully manage issues arising from our conduct or in connection with the financial services industry generally, could damage our reputation and adversely affect our business or financial results. • Our failure to meet stakeholder expectations on sustainability-related issues could result in reputational harm, a loss of customer and investor confidence, and adverse business and financial results. • Climate change could adversely affect our business, operations, and reputation.
If our estimates or assumptions prove to be incorrect, our cash flow, profitability, financial condition, and prospects could be adversely affected. • Significant fluctuations in the valuation of investment securities or market prices could negatively affect our financial results. • Changes in accounting standards could adversely affect our reported revenues, expenses, profitability, and financial condition. • The financial system is highly interrelated, and the failure of even a single financial institution or other participant in the financial system could adversely affect us. • Adverse economic conditions or changes in laws in the states where we have loan or operating lease concentrations may negatively affect our business and financial results. • The development and use of AI is rapidly evolving and our failure to appropriately evaluate, adopt, govern, or effectively integrate AI where beneficial could adversely affect us. • Negative publicity outside of our control, or our failure to successfully manage issues arising from our conduct or in connection with the financial services industry generally, could damage our reputation and adversely affect our business or financial results. • Our failure to meet stakeholder expectations on sustainability-related issues could result in reputational harm, a loss of customer and investor confidence, and adverse business and financial results. • Climate-related risks could adversely affect our business, operations, and reputation.
Banking and antitrust laws, including associated regulatory-approval requirements, also impose significant restrictions on the acquisition of direct or indirect control over any BHC, like Ally, or any insured depository institution, like Ally Bank.
Banking and antitrust laws, including associated regulatory-approval requirements, also impose significant restrictions on the acquisition of direct or indirect control over any BHC, like Ally, or any IDI, like Ally Bank.
Any future dividends on our common stock or establishment of a stock-repurchase program will be determined by our Board in its sole discretion and will depend on our business, financial condition, earnings, capital, liquidity, and other factors at the time.
Any future dividends on our common stock or changes in our share repurchase program will be determined by our Board in its sole discretion and will depend on our business, financial condition, earnings, capital, liquidity, and other factors at the time.
Governmental oversight of this kind may increase our operating costs or reduce our revenues, limit the types of financial services and products we may offer, alter the investments we may make, affect the manner in which we conduct our business and operations, increase our litigation and regulatory costs, and enhance the ability of others to offer more competitive financial services and products.
In addition, changes in the regulatory environment or increased governmental oversight may increase our operating costs or reduce our revenues, limit the types of financial services and products we may offer, alter the investments we may make, affect the manner in which we conduct our business and operations, increase our litigation and regulatory costs, and enhance the ability of others to offer more competitive financial services and products.
Refer to the risk factor below, titled Our business and operations make extensive use of models, and we could be adversely affected if our design, implementation, or use of models is flawed , for more information on how risks associated with our use of models could affect our allowance for loan losses.
Refer to the risk factor below, titled Our business and operations make extensive use of models and certain other qualified tools, and we could be adversely affected if our design, implementation, or use of models and certain other qualified tools are flawed , for more information on how risks associated with our use of models could affect our allowance for loan losses.
Uncertainty regarding government shutdowns, funding, debt ceilings or deficits could adversely affect economic and market conditions, as well as the credit rating of the United States. A default by the United States could result in unprecedented market volatility.
Uncertainty regarding government shutdowns, government funding, debt ceilings or deficits could adversely affect economic and market conditions, as well as the credit rating of the United States. A default by the United States on its debt obligations or additional prolonged government shutdowns could result in unprecedented market volatility.
The carrying value of our nonprime consumer automotive loans before allowance for loan losses was $8.2 billion, or approximately 9.7% of our total consumer automotive loans at December 31, 2024, as compared to $8.7 billion, or approximately 10.3% of our total consumer automotive loans at December 31, 2023.
The carrying value of our nonprime consumer automotive loans before allowance for loan losses was $8.6 billion, or approximately 10.1% of our total consumer automotive loans at December 31, 2025, as compared to $8.2 billion, or approximately 9.7% of our total consumer automotive loans at December 31, 2024.
In recent years, regulatory and other governmental agencies have taken a host of actions that create more challenging and volatile financial and operating conditions for financial-services companies, including through formal rulemakings that change the law or interpretations of the law, supervisory expectations and public statements that are designed to informally compel changes in industry practices, and more aggressive approaches to enforcement that are accompanied by increasingly severe penalties.
Regulatory and other governmental agencies have in the past taken, and in the future may continue to take actions that create more challenging and volatile financial and operating conditions for financial-services companies, including through formal rulemakings that change the law or interpretations of the law, supervisory expectations and public statements that are designed to informally compel changes in industry practices, and more aggressive approaches to enforcement that are accompanied by increasingly severe penalties.
For example, physical and transition risks associated with climate change could affect households, communities, businesses, and governments, which could impede business activity, affect household incomes, and alter the value of assets and liabilities.
For example, physical and transition risks associated with climate-related risks and extreme weather events could affect households, communities, businesses, and governments, which could impede business activity, affect household incomes, and alter the value of assets and liabilities.
These risks are often difficult to quantify or predict, and may be 23 Table of Contents Ally Financial Inc. • Form 10-K propagated through the economy and financial system, the financial sector may experience credit and market risks associated with loss of income, defaults and changes in the values of assets, liquidity risks associated with changing demand for liquidity, operational risks associated with disruptions to infrastructure or other channels, or legal risks.
These risks are often difficult to quantify or predict, and may be propagated through the economy and financial system, the financial sector may experience credit and market risks associated with loss of income, defaults and changes in the values of assets, liquidity risks associated with changing demand for liquidity, operational risks associated with disruptions to infrastructure or other channels, or legal risks.
Many of these initiatives take a significant amount of time to develop and implement, are tied to critical systems, and require substantial financial, human, and other resources. Further, our utilization of artificial intelligence technologies could result in content or analyses that are inaccurate or deficient.
Many of these initiatives take a significant amount of time to develop and implement, are tied to critical systems, and require substantial financial, human, and other resources. Further, our utilization of AI technologies could result in content, analyses, or automated tasks that are inaccurate, deficient, or otherwise erroneous.
While we continue to diversify our automotive finance and insurance businesses and to expand into other financial services, GM and Stellantis dealers and their retail customers still constitute a significant portion of our customer base.
GM and Stellantis dealers and their retail customers continue to constitute a significant portion of our customer base, which creates concentration risk for us. While we continue to diversify our automotive finance and insurance businesses and to expand into other financial services, GM and Stellantis dealers and their retail customers still constitute a significant portion of our customer base.
Our failure to meet stakeholder expectations on sustainability-related issues could result in reputational harm, a loss of customer and investor confidence, and adverse business and financial results. A wide range of stakeholders, including governments, investors, customers, and the general public are increasingly focused on sustainability topics, including climate change and diversity.
Our failure to meet stakeholder expectations on sustainability-related issues could result in reputational harm, a loss of customer and investor confidence, and adverse business and financial results. A wide range of stakeholders, including governments, investors, customers, and the general public are increasingly focused on sustainability-related topics. Stakeholder views and expectations on sustainability-related issues are diverse, dynamic, and rapidly changing.
A financial or systemic shock and a failure of a significant counterparty or a significant group of counterparties could negatively impact us as well, possibly to a severe degree, due to our role as a financial intermediary and the interconnectedness of the financial system. We continue to have exposure to nonprime consumer automotive financing and used vehicle financing.
A financial or systemic shock and a failure of a significant counterparty or a significant group of counterparties could negatively impact us as well, possibly to a severe degree, due to our role as a financial intermediary and the interconnectedness of the financial system. 22 Table of Contents Ally Financial Inc. • Form 10-K We continue to have exposure to nonprime consumer automotive financing and used vehicle financing.
This is due, in part, to the introduction of new 32 Table of Contents Ally Financial Inc. • Form 10-K technologies, the continued expansion of the use of internet and telecommunications technologies (including mobile devices) to conduct financial and other business transactions, and the increased sophistication and activities of hostile state-sponsored actors, organized crime, perpetrators of fraud, hackers, terrorists, and others.
This is due, in part, to the introduction of new technologies, the continued expansion of the use of internet and telecommunications technologies (including mobile devices) to conduct financial and other business transactions, and the increased sophistication and activities of hostile state-sponsored actors, organized crime, perpetrators of fraud, hackers, terrorists, and others.
These enhanced liquidity standards could constrain our ability to originate or invest in longer-term or less liquid assets or to take advantage of other profitable opportunities and, therefore, may adversely affect our business, results of operations, and prospects. Our ability to rely on deposits as a part of our funding strategy may be limited.
These enhanced liquidity standards could constrain our ability to originate or invest in longer-term or less liquid assets or to take advantage of other profitable opportunities and, therefore, may adversely affect our business, results of operations, and prospects. 19 Table of Contents Ally Financial Inc. • Form 10-K Our ability to rely on deposits as a part of our funding strategy may be limited.
Continued uncertainty as to the U.S. federal debt ceiling, or any federal government shutdown, downgrade in the U.S. sovereign credit rating or other adverse effects of a prolonged period of elevated budget deficits, including changes in fiscal and monetary policies, could have severe repercussions on us and our clients.
Continued uncertainty as to the 20 Table of Contents Ally Financial Inc. • Form 10-K U.S. federal debt ceiling, or any federal government shutdown, downgrade in the U.S. sovereign credit rating or other adverse effects of a prolonged period of elevated budget deficits, including changes in fiscal and monetary policies, could have severe repercussions on us and our clients.
In addition, to the extent that any flawed or misused models or inappropriate inputs cause inaccurate model outputs are used in reports to banking agencies or the public, we could be subjected to supervisory actions, private litigation, and other proceedings that may adversely affect our business and financial results.
In addition, to the extent that any flawed or 33 Table of Contents Ally Financial Inc. • Form 10-K misused models or inappropriate inputs cause inaccurate model outputs are used in reports to banking agencies or the public, we could be subjected to supervisory actions, private litigation, and other proceedings that may adversely affect our business and financial results.
Failure to adequately respond to the changing regulatory environment or stakeholder expectations with respect to climate- or sustainability-related issues, including climate-related disclosure, could result in increases costs, a reduction in business opportunities, subject us to additional legal or regulatory proceedings or otherwise adversely affect our operations, reputation and our financial results.
Failure to adequately respond to the changing regulatory environment or stakeholder expectations with respect to climate- or sustainability-related matters, including climate-related disclosure, could result in increased costs, subject us to additional legal or regulatory proceedings or otherwise adversely affect our operations, reputation and our financial results.
For example, they often involve matters that are inherently difficult to predict and that are 30 Table of Contents Ally Financial Inc. • Form 10-K beyond our control (such as macroeconomic conditions and their impact on automotive dealers and retailers, and consumers) and often involve complex interactions between a number of dependent and independent variables, factors, and other assumptions.
For example, they often involve matters that are inherently difficult to predict and that are beyond our control (such as macroeconomic conditions and their impact on automotive dealers and retailers, and consumers) and often involve complex interactions between a number of dependent and independent variables, factors, and other assumptions.
Any of these developments, including the mere fact of being required by the FRB to revise or resubmit our capital plan and especially if unique to us or a group of firms like us, may damage our reputation and result in a loss of customer or investor confidence.
Any of these developments, including the mere fact of being required by the FRB to revise or resubmit our capital plan may damage our reputation and result in a loss of customer or investor confidence.
Regulatory agencies periodically review our allowance for loan losses, as well as our methodology and models used for calculating our allowance for loan losses, and from time to time may insist on an increase in the allowance for loan losses or the recognition of additional 24 Table of Contents Ally Financial Inc. • Form 10-K loan charge-offs based on judgments different than those of management.
Regulatory agencies periodically review our allowance for loan losses, as well as our methodology and models used for calculating our allowance for loan losses, and from time to time may insist on an increase in the allowance for loan losses or the recognition of additional loan charge-offs based on judgments different than those of management.
At December 31, 2024, we had approximately $18.2 billion in principal amount of indebtedness outstanding (including $6.4 billion in secured indebtedness). Interest expense on our indebtedness was equal to approximately 8% of our total financing revenue and other interest income for the year ended December 31, 2024. We also have the ability to create additional indebtedness.
At December 31, 2025, we had approximately $17.7 billion in principal amount of indebtedness outstanding (including $7.1 billion in secured indebtedness). Interest expense on our indebtedness was equal to approximately 8% of our total financing revenue and other interest income for the year ended December 31, 2025. We also have the ability to create additional indebtedness.
Further, the use of artificial intelligence by cybercriminals may increase the frequency and severity of cybersecurity attacks against us or our service providers and others on whom we rely.
Further, the use of AI by cybercriminals has and may continue to increase the frequency and severity of cybersecurity attacks against us or our service providers and others on whom we rely.
The development of new technologies, systems or processes, as well as the utilization of decentralized technology infrastructures (such as our increased utilization of cloud computing), software-defined networks and artificial intelligence, could expose us to additional cybersecurity risks.
The development of new technologies, systems or processes, as well as the utilization of decentralized technology infrastructures (such as our increased utilization of cloud computing), software-defined networks and AI, could expose us to additional cybersecurity risks and could increase the spread and severity of any cyberattacks.

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Item 2. Properties

Properties — owned and leased real estate

1 edited+0 added−0 removed2 unchanged
Biggest changeThe primary offices for both our Automotive Finance and Insurance operations are located in Detroit, and are included in the totals referenced above. The primary office for our Corporate Finance operations is located in New York, New York, where we lease approximately 55,000 square feet of office space under a lease that expires in October 2026.
Biggest changeThe primary offices for both our Automotive Finance and Insurance operations are located in Detroit, and are included in the totals referenced above. The primary office for our Corporate Finance operations is located in New York, New York, where we lease approximately 55,000 square feet of office space under a lease that expires in June 2033.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

2 edited+0 added−1 removed0 unchanged
Biggest changeItem 3. Legal Proceedings 36 Item 4. Mine Safety Disclosures 36 Part II Item 5. Market for Registrant’s Common Equity, Related S tock holder Matters and Issuer Purchases of Equity Securities 37 Item 6. [Reserved] 38 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 39 Item 7A.
Biggest changeItem 3. Legal Proceedings 35 Item 4. Mine Safety Disclosures 35 Part II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 36 Item 6. [Reserved] 37 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 38 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 107 Item 8.
Financial Statements and Supplementary Data 118 Management’s Report on Internal Control over Financial Reporting 118 Reports of Independent Registered Public Accounting Firm 119 Consolidated Statement of Income 122 Consolidated Statement of Comprehensive Income (Loss) 124 Consolidated Balance Sheet 125 Consolidated Statement of Changes in Equity 127 Consolidated Statement of Cash Flows 128 Notes to Consolidated Financial Statements 130
Financial Statements and Supplementary Data 108 Management’s Report on Internal Control over Financial Reporting 108 Reports of Independent Registered Public Accounting Firm 109 Consolidated Statement of Income 112 Consolidated Statement of Comprehensive Income 114 Consolidated Balance Sheet 115 Consolidated Statement of Changes in Equity 117 Consolidated Statement of Cash Flows 118 Notes to Consolidated Financial Statements 120
Removed
Quantitative and Qualitative Disclosures About Market Risk 117 Item 8.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

5 edited+2 added−1 removed3 unchanged
Biggest changeThree months ended December 31, 2024 Total number of shares repurchased (a) (in thousands) Weighted-average price paid per share (a) (in dollars) October 2024 — $ — November 2024 35 34.53 December 2024 132 39.28 Total 167 38.27 (a) Consists of common stock withheld to cover income taxes owed by participants in our share-based incentive plans.
Biggest changeThree months ended December 31, 2025 Total number of shares repurchased (a) (in thousands) Weighted-average price paid per share (a) (in dollars) Total number of shares repurchased as part of publicly announced program (a) (c) (in thousands) Maximum approximate dollar value of shares that may yet be repurchased under the program (a) (b) (c) ($ in millions) October 2025 177 $ 40.50 — $ — November 2025 43 37.71 — — December 2025 324 45.30 299 1,986 Total 544 43.14 299 (a) Includes common stock withheld to cover income taxes owed by participants in our share-based incentive plans.
An investment of $100 (with reinvestment of all dividends) is assumed to have been made in our common stock and in each index on December 31, 2019, and its relative performance is tracked through December 31, 2024. The returns shown are based on historical results and are not intended to suggest future performance.
An investment of $100 (with reinvestment of all dividends) is assumed to have been made in our common stock and in each index on December 31, 2020, and its relative performance is tracked through December 31, 2025. The returns shown are based on historical results and are not intended to suggest future performance.
Recent Sales of Unregistered Securities Ally did not have any sales of unregistered securities in the last three fiscal years. 37 Table of Contents Ally Financial Inc. • Form 10-K Purchases of Equity Securities by the Issuer The following table presents repurchases of our common stock, by month, for the three months ended December 31, 2024.
Recent Sales of Unregistered Securities Ally did not have any sales of unregistered securities in the last three fiscal years. 36 Table of Contents Ally Financial Inc. • Form 10-K Purchases of Equity Securities by the Issuer The following table presents repurchases of our common stock, by month, for the three months ended December 31, 2025.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock is listed on the NYSE under the symbol “ALLY.” At December 31, 2024, we had 305,387,550 shares of common stock outstanding, compared to 302,459,258 shares at December 31, 2023.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock is listed on the NYSE under the symbol “ALLY.” At December 31, 2025, we had 308,492,929 shares of common stock outstanding, compared to 305,387,550 shares at December 31, 2024.
Any future dividends on our common stock will be determined by our Board in its sole discretion and will depend on our business, financial condition, earnings, capital, liquidity, and other factors at the time.
On January 19, 2026, our Board declared a quarterly cash dividend of $0.30 per share on all common stock. Any future dividends on our common stock will be determined by our Board in its sole discretion and will depend on our business, financial condition, earnings, capital, liquidity, and other factors at the time.
Removed
As of February 14, 2025, we had approximately 33 holders of record of our common stock. On January 16, 2025, our Board declared a quarterly cash dividend of $0.30 per share on all common stock.
Added
As of February 23, 2026, we had approximately 32 holders of record of our common stock. On December 9, 2025, our Board authorized a share repurchase program, permitting us to repurchase up to $2.0 billion of our common stock under a multi-year program without a set expiration date.
Added
(b) Excludes brokerage commissions. (c) On December 10, 2025, we announced a multi-year share repurchase program of up to $2.0 billion in common stock. The program commenced in the fourth quarter of 2025 and does not have an expiration date. Refer to Note 20 to the Consolidated Financial Statements for further details.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

356 edited+61 added−140 removed209 unchanged
Biggest change(d) Coverage percentages are based on the allowance for loan losses related to finance receivables and loans excluding those loans held at fair value as a percentage of the amortized cost. 87 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K ($ in millions) Consumer automotive Consumer mortgage Consumer other (a) Total consumer Commercial Total Allowance at January 1, 2023 $ 3,020 $ 27 $ 426 $ 3,473 $ 238 $ 3,711 Charge-offs (b) (2,284) (3) (303) (2,590) (130) (2,720) Recoveries 793 9 25 827 6 833 Net charge-offs (1,491) 6 (278) (1,763) (124) (1,887) Write-downs from transfers to held-for-sale (c) (d) (41) — (174) (215) — (215) Provision for credit losses Provision due to change in portfolio size 80 (1) 57 136 16 152 Provision due to incremental charge-offs 1,491 (6) 278 1,763 124 1,887 Provision due to all other factors 24 (4) (16) 4 (64) (60) Total provision for credit losses (e) 1,595 (11) 319 1,903 76 1,979 Other — (1) — (1) — (1) Allowance at December 31, 2023 $ 3,083 $ 21 $ 293 $ 3,397 $ 190 $ 3,587 Net charge-offs to average finance receivables and loans outstanding for the year ended December 31, 2023 1.8 % — % 7.1 % 1.6 % 0.4 % 1.4 % Net charge-offs and write-downs from transfers to held-for-sale to average finance receivables and loans outstanding for the year ended December 31, 2023 1.8 % — % 11.6 % 1.8 % 0.4 % 1.5 % Allowance for loan losses to total nonperforming finance receivables and loans at December 31, 2023 (f) 273.0 % 39.6 % 317.8 % 266.5 % 160.2 % 257.4 % Nonaccrual loans to finance receivables and loans outstanding at December 31, 2023 1.3 % 0.3 % 4.6 % 1.2 % 0.3 % 1.0 % Ratio of allowance for loan losses to annualized net charge-offs at December 31, 2023 2.1 (3.7) 1.1 1.9 1.5 1.9 Ratio of allowance for loan losses to annualized net charge-offs and write-downs from transfers to held-for-sale at December 31, 2023 2.0 (3.7) 0.6 1.7 1.5 1.7 (a) Includes Credit Card and Personal Lending.
Biggest change($ in millions) Consumer automotive Consumer mortgage Consumer other (a) Total consumer Commercial Total Allowance at January 1, 2025 $ 3,170 $ 19 $ 319 $ 3,508 $ 206 $ 3,714 Charge-offs (b) (2,610) (3) (68) (2,681) (2) (2,683) Recoveries 946 8 5 959 4 963 Net charge-offs (1,664) 5 (63) (1,722) 2 (1,720) Write-downs from transfers to held-for-sale (c) — (5) — (5) — (5) Provision for credit losses Provision due to change in portfolio size 66 (1) — 65 35 100 Provision due to incremental charge-offs 1,664 (5) 63 1,722 (2) 1,720 Provision due to all other factors (28) — (320) (348) 5 (343) Total provision for credit losses 1,702 (6) (257) 1,439 38 1,477 Other (d) — (1) 1 — 24 24 Allowance at December 31, 2025 $ 3,208 $ 12 $ — $ 3,220 $ 270 $ 3,490 Net charge-offs to average finance receivables and loans outstanding for the year ended December 31, 2025 2.0 % — % n/m 1.7 % — % 1.3 % Net charge-offs and write-downs from transfers to held-for-sale to average finance receivables and loans outstanding for the year ended December 31, 2025 2.0 % — % n/m 1.7 % — % 1.3 % Allowance for loan losses to total nonperforming finance receivables and loans at December 31, 2025 (e) 277.8 % 18.1 % — % 264.4 % 181.9 % 255.4 % Nonaccrual loans to finance receivables and loans outstanding at December 31, 2025 1.3 % 0.4 % — % 1.2 % 0.4 % 1.0 % Ratio of allowance for loan losses to annualized net charge-offs at December 31, 2025 1.9 (2.5) — 1.9 (104.3) 2.0 Ratio of allowance for loan losses to annualized net charge-offs and write-downs from transfers to held-for-sale at December 31, 2025 1.9 17.3 — 1.9 (104.3) 2.0 n/m = not meaningful (a) Consists of Credit Card.
Operational risk includes business disruption risk, fraud risk, human capital risk, legal risk, process execution and management risk, and supplier (third party) risk. • Business disruption risk — The risk of significant disruption to our operations resulting from natural disasters, technology outages, or other incidents and crisis events, such as pandemics. • Fraud risk — The risk from deliberate misrepresentation or concealment of information material to a transaction with the intent to deceive another and that is reasonably relied on or used in decision making.
Operational risk includes business disruption risk, fraud risk, human capital risk, legal risk, process execution and management risk, and third party risk. • Business disruption risk — The risk of significant disruption to our operations resulting from natural disasters, technology outages, or other incidents and crisis events, such as pandemics. • Fraud risk — The risk from deliberate misrepresentation or concealment of information material to a transaction with the intent to deceive another and that is reasonably relied on or used in decision making.
While no list of assumptions, risks, or uncertainties could be complete, some of the factors that may cause actual results or other future events or circumstances to differ from those in forward-looking statements include: • evolving local, regional, national, or international business, economic, or political conditions; • changes in laws or the regulatory or supervisory environment, including as a result of financial-services legislation, regulation, or policies or changes in government officials or other personnel; • changes in monetary, fiscal, or trade laws or policies, including as a result of actions by governmental agencies, central banks, or supranational authorities; • changes in accounting standards or policies; • changes in the automotive industry or the markets for new or used vehicles, including the rise of vehicle sharing and ride hailing, the development of autonomous and alternative-energy vehicles, and the impact of demographic shifts on attitudes and behaviors toward vehicle type, ownership, and use; • any instability or breakdown in the financial system, including as a result of the failure of a financial institution or other participants in it (such as the banking failures during 2023); • disruptions or shifts in investor sentiment or behavior in the securities, capital, or other financial markets, including financial or systemic shocks and volatility or changes in market liquidity, interest or currency rates, or valuations; • changes in business or consumer sentiment, preferences, or behavior, including spending, borrowing, or saving by businesses or households; • changes in our corporate or business strategies, the composition of our assets, or the way in which we fund those assets; • our ability to execute our business strategy for Ally Bank, including its digital focus; • our ability to optimize our automotive finance and insurance businesses and to continue diversifying into and growing other consumer and commercial business lines, including corporate finance, brokerage, and personal advice; • our ability to develop capital plans acceptable to the FRB and our ability to implement them, including any payment of dividends or share repurchases; • our ability to conduct appropriate stress tests and effectively plan for and manage capital or liquidity consistent with evolving business or operational needs, risk-management standards, and regulatory or supervisory requirements or expectations; • our ability to cost-effectively fund our business and operations, including through deposits (which could be subject to sudden withdrawals) and the capital markets; • changes in any credit rating assigned to Ally, including Ally Bank, or the ratings for our insurance business; • adverse publicity or other reputational harm to us, our service providers, or our senior officers; • our ability to develop, maintain, or market our products or services or to absorb unanticipated costs or liabilities associated with those products or services; 39 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K • our ability to innovate, to anticipate the needs of current or future customers, to successfully compete, to increase or hold market share in changing competitive environments, or to deal with pricing or other competitive pressures; • the continuing profitability and viability of our dealer-centric automotive finance and insurance businesses, especially in the face of competition from captive finance companies and their automotive manufacturing sponsors and challenges to the dealer’s role as intermediary between manufacturers and purchasers; • our ability to appropriately underwrite loans that we originate or purchase and to otherwise manage credit risk; • changes in the credit, liquidity, or other financial condition of our customers, counterparties, service providers, or competitors; • our ability to effectively deal with economic, business, or market slowdowns or disruptions; • our ability to address heightened scrutiny and expectations from supervisory or other governmental authorities and to timely and credibly remediate related concerns or deficiencies; • judicial, regulatory, or administrative inquiries, examinations, investigations, proceedings, disputes, or rulings that create uncertainty for, or are adverse to, us or the financial services industry; • the potential outcomes of judicial, regulatory, or administrative inquiries, examinations, investigations, proceedings, or disputes to which we are or may be subject, and our ability to absorb and address any damages or other remedies that are sought or awarded, and any collateral consequences; • the performance and availability of third-party service providers on whom we rely in delivering products and services to our customers and otherwise conducting our business and operations; • our ability to manage and mitigate security risks, including our capacity to withstand cyberattacks; • our ability to maintain secure and functional financial, accounting, technology, data processing, or other operating systems or infrastructure; • the adequacy of our corporate governance, risk-management framework, compliance programs, or internal controls over financial reporting, including our ability to control lapses or deficiencies in financial reporting or to effectively mitigate or manage operational risk; • the efficacy of our methods or models in assessing business strategies or opportunities or in valuing, measuring, estimating, monitoring, or managing positions or risk; • our ability to keep pace with changes in technology, such as artificial intelligence, that affect us or our customers, counterparties, service providers, or competitors or to maintain rights or interests in associated intellectual property; • our ability to successfully make acquisitions or divestitures or to integrate acquired businesses; • the adequacy of our succession planning for key executives or other personnel and our ability to attract or retain qualified employees; • natural or man-made disasters, calamities, or conflicts, including terrorist events, cyber-warfare, and pandemics; • our ability to meet stakeholder expectations on sustainability-related issues; • policies and other actions of governments to manage and mitigate climate and other sustainability issues, and the effects of climate change or the transition to a lower-carbon economy on our business, operations, and reputation; or • other assumptions, risks, or uncertainties described in the Risk Factors (Item 1A), Management’s Discussion and Analysis of Financial Condition and Results of Operations (Item 7), or the Notes to the Consolidated Financial Statements (Item 8) in this Annual Report on Form 10-K or described in any of the Company’s annual, quarterly or current reports.
While no list of assumptions, risks, or uncertainties could be complete, some of the factors that may cause actual results or other future events or circumstances to differ from those in forward-looking statements include: • evolving local, regional, national, or international business, economic, or political conditions; • changes in laws or the regulatory or supervisory environment, including as a result of financial-services legislation, regulation, or policies or changes in government officials or other personnel; • changes in monetary, fiscal, or trade laws or policies, including as a result of actions by governmental agencies, central banks, or supranational authorities; • changes in accounting standards or policies; • changes in the automotive industry or the markets for new or used vehicles, including the rise of vehicle sharing and ride hailing, the development of autonomous and alternative-energy vehicles, and the impact of demographic shifts on attitudes and behaviors toward vehicle type, ownership, and use; • any instability or breakdown in the financial system, including as a result of the failure of a financial institution or other participants in it (such as the banking failures during 2023); • disruptions or shifts in investor sentiment or behavior in the securities, capital, or other financial markets, including financial or systemic shocks and volatility or changes in market liquidity, interest or currency rates, or valuations; • changes in business or consumer sentiment, preferences, or behavior, including spending, borrowing, or saving by businesses or households; • changes in our corporate or business strategies, the composition of our assets, or the way in which we fund those assets; • our ability to execute our business strategy for Ally Bank, including its digital focus; • our ability to grow and optimize our automotive finance and insurance businesses and to continue diversifying into and growing other consumer and commercial business lines, including corporate finance, brokerage, and personal advice; • our ability to develop capital plans acceptable to the FRB and our ability to implement them, including any payment of dividends or share repurchases; • our ability to conduct appropriate stress tests and effectively plan for and manage capital or liquidity consistent with evolving business or operational needs, risk-management standards, and regulatory or supervisory requirements or expectations; • our ability to cost-effectively fund our business and operations, including through deposits (which could be subject to sudden withdrawals) and the capital markets; • changes in any credit rating assigned to Ally, including Ally Bank, or the ratings for our insurance business; • adverse publicity or other reputational harm to us, our service providers, or our senior officers; • our ability to develop, maintain, or market our products or services or to absorb unanticipated costs or liabilities associated with those products or services; 38 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K • our ability to innovate, to anticipate the needs of current or future customers, to successfully compete, to increase or hold market share in changing competitive environments, or to respond to pricing or other competitive pressures; • the continuing profitability and viability of our dealer-centric automotive finance and insurance businesses, especially in the face of competition from captive finance companies and their automotive manufacturing sponsors and challenges to the dealer’s role as intermediary between manufacturers and purchasers; • our ability to appropriately underwrite loans that we originate or purchase and to otherwise manage credit risk; • changes in the credit, liquidity, or other financial condition of our customers, counterparties, service providers, or competitors; • our ability to effectively respond to economic, business, or market slowdowns or disruptions; • our ability to address heightened scrutiny and expectations from supervisory or other governmental authorities and to timely and credibly remediate related concerns or deficiencies; • judicial, regulatory, or administrative inquiries, examinations, investigations, proceedings, disputes, or rulings that create uncertainty for, or are adverse to, us or the financial services industry; • the potential outcomes of judicial, regulatory, or administrative inquiries, examinations, investigations, proceedings, or disputes to which we are or may be subject, and our ability to absorb and address any damages or other remedies that are sought or awarded, and any collateral consequences; • the performance and availability of third-party service providers on whom we rely in delivering products and services to our customers and otherwise conducting our business and operations; • our ability to manage and mitigate security risks, including our capacity to withstand cyberattacks; • our ability to maintain secure and functional financial, accounting, technology, data processing, or other operating systems or infrastructure; • the adequacy of our corporate governance, risk-management framework, compliance programs, or internal controls over financial reporting, including our ability to control lapses or deficiencies in financial reporting or to effectively mitigate or manage operational risk; • the efficacy of our methods or models in assessing business strategies or opportunities or in valuing, measuring, estimating, monitoring, or managing positions or risk; • our ability to keep pace with changes in technology, such as AI, that affect us or our customers, counterparties, service providers, or competitors or to maintain rights or interests in associated intellectual property; • our ability to successfully make acquisitions or divestitures or to integrate acquired businesses; • the adequacy of our succession planning for key executives or other personnel and our ability to attract or retain qualified employees; • natural or man-made disasters, calamities, or conflicts, including terrorist events, cyber-warfare, and pandemics; • our ability to meet stakeholder expectations on sustainability-related issues; • policies and other actions of governments to manage and mitigate climate and other sustainability issues, and the effects of climate change or the transition to a lower-carbon economy on our business, operations, and reputation; or • other assumptions, risks, or uncertainties described in the Risk Factors (Item 1A), Management’s Discussion and Analysis of Financial Condition and Results of Operations (Item 7), or the Notes to the Consolidated Financial Statements (Item 8) in this Annual Report on Form 10-K or described in any of the Company’s annual, quarterly or current reports.
At termination, our actual sales proceeds from remarketing the vehicle may be higher or lower than the estimated residual value, after adjusting for any residual value guarantees, resulting in a gain or loss on remarketing recorded through depreciation expense. • Remarketing abilities — Our ability to efficiently process and effectively market off-lease vehicles affects the disposal costs and the proceeds realized from vehicle sales.
At termination, our actual sales proceeds from remarketing the vehicle may be higher or lower than the estimated residual value, after adjusting for any OEM residual value guarantees, resulting in a gain or loss on remarketing recorded through depreciation expense. • Remarketing abilities — Our ability to efficiently process and effectively market off-lease vehicles affects the disposal costs and the proceeds realized from vehicle sales.
At termination, our actual sales proceeds from remarketing the vehicle may be higher or lower than the estimated residual value, after adjusting for any residual value guarantees, resulting in a gain or loss on remarketing recorded through depreciation expense. The balance sheet reflects both the operating lease asset as well as any associated rent receivables.
At termination, our actual sales proceeds from remarketing the vehicle may be higher or lower than the estimated residual value, after adjusting for any OEM residual value guarantees, resulting in a gain or loss on remarketing recorded through depreciation expense. The balance sheet reflects both the operating lease asset as well as any associated rent receivables.
Our vehicle inventory insurance product is covered by aggregate excess-of-loss protection, which provides coverage for the accumulation of climate-related losses that exceed pre-determined retention levels. In addition, loss control techniques such as storm path monitoring to assist dealers in preparing for severe weather help to mitigate loss potential.
Our vehicle inventory insurance product is covered by aggregate excess-of-loss protection, which provides coverage for the accumulation of weather-related losses that exceed pre-determined retention levels. In addition, loss control techniques such as storm path monitoring to assist dealers in preparing for severe weather help to mitigate loss potential.
Outside of GM and Stellantis, our other OEM-franchised dealers include brands such as Ford, Toyota, Hyundai, Kia, Nissan, Honda, and others, including automotive manufacturers who use a direct-to-consumer model. Our non-OEM-franchised dealers and automotive retailers include used-vehicle-only retailers with a national presence, as well as online-only automotive retailers, such as Carvana, CarMax, and EchoPark.
Outside of GM and Stellantis, our other OEM-franchised dealers include brands such as Ford, Toyota, Hyundai, Kia, Nissan, Honda, and others, including automotive manufacturers who use a direct-to-consumer model. Our non-OEM-franchised dealers and automotive retailers include used-vehicle-only retailers with a national presence, such as CarMax and EchoPark, as well as primarily online automotive retailers, such as Carvana.
Our automotive finance services include purchasing retail installment sales contracts and operating leases from dealers and automotive retailers, extending automotive loans directly to consumers, offering term loans to dealers, financing dealer floorplans and providing other lines of credit to dealers, supplying warehouse lines to automotive retailers, offering automotive-fleet financing, providing financing to companies and municipalities for the purchase or lease of vehicles, and supplying vehicle-remarketing services.
Our automotive finance services include purchasing retail installment sales contracts and operating leases from dealers and automotive retailers, extending automotive loans directly to consumers, offering term loans to dealers, financing dealer floorplans and providing other lines of credit to dealers, offering automotive-fleet financing, providing financing to companies and municipalities for the purchase or lease of vehicles, and supplying vehicle-remarketing services.
Consistent with industry practice, when we purchase the retail contract, we pay the dealer at a rate discounted below the rate agreed by the dealer and the consumer (generally described in the industry as the “buy rate”). Our agreements with dealers limit the amount of the discount that we will accept.
Consistent with industry practice, when we purchase a retail contract, we pay the dealer at a rate (generally described in the industry as the “buy rate”) discounted below the rate agreed to by the dealer and the consumer. Our agreements with dealers limit the amount of the discount that we will accept.
Our underwriting process uses a combination of automated strategies and manual evaluation by an experienced team of dedicated underwriters. Continued advancements in our data-driven risk assessment process have allowed us to methodically increase our use of automated credit decisioning in recent years.
Our underwriting process uses a combination of automated strategies and manual evaluation by an experienced team of dedicated underwriters. Advancements in our data-driven risk assessment process have allowed us to methodically increase our use of automated credit decisioning in recent years.
Given the fluctuations in used vehicle values, our actual sales proceeds from remarketing the vehicle may be higher or lower than the projected residual value after adjusting for any residual value guarantees, which results in gains or losses on lease termination.
Given the fluctuations in used vehicle values, our actual sales proceeds from remarketing the vehicle may be higher or lower than the projected residual value after adjusting for any OEM residual value guarantees, which results in gains or losses on lease termination.
Operating Lease Vehicle Terminations and Remarketing The following table summarizes the volume of operating lease terminations and average gain per vehicle, as well as our methods of vehicle sales at lease termination, stated as a percentage of total operating lease vehicle disposals.
Operating Lease Vehicle Terminations and Remarketing The following table summarizes the volume of operating lease terminations and average (loss) gain per vehicle, as well as our methods of vehicle sales at lease termination, stated as a percentage of total operating lease vehicle disposals.
In addition, we employ our own risk evaluation, including proprietary risk models, in evaluating credit risk, as described in the section above titled Automotive Financing Volume—Acquisition and Underwriting . 60 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents the percentage of retail loan and operating lease originations and purchases, in dollars, by FICO® Score and product type.
In addition, we employ our own risk evaluation, including proprietary risk models, in evaluating credit risk, as described in the section above titled Automotive Financing Volume—Acquisition and Underwriting . 57 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents the percentage of retail loan and operating lease originations and purchases, in dollars, by FICO® Score and product type.
We are a market leading provider of dealer insurance products and have approximately 5,700 dealer relationships to whom we offer a variety of commercial products and levels of coverage. Vehicle inventory insurance for dealers provides physical damage protection for dealers’ floorplan vehicles that may be financed by Ally, another lender, or may be owned by the dealer.
We are a market leading provider of dealer insurance products and have approximately 5,100 dealer relationships to whom we offer a variety of commercial products and levels of coverage. Vehicle inventory insurance for dealers provides physical damage protection for dealers’ floorplan vehicles that may be financed by Ally, another lender, or may be owned by the dealer.
The operating lease rent receivable is accrued when collection is reasonably assured and presented as a component of other assets. The operating lease asset is reviewed for impairment in accordance with applicable accounting standards. Refer to the section titled Critical Accounting Estimates within this MD&A and Note 1 to the Consolidated Financial Statements for further information.
The operating lease rent receivable is accrued when collection is reasonably assured and presented as a component of other assets. Operating lease assets are reviewed for impairment in accordance with applicable accounting standards. Refer to the section titled Critical Accounting Estimates within this MD&A and Note 1 to the Consolidated Financial Statements for further information.
In order to mitigate such risks, we regularly review the performance of such business assumed through reinsurance and our carried loss reserves may differ from reserves reported to us from third parties if deemed appropriate. In some instances, reinsurance is used to reduce the risk associated with volatile business lines, such as catastrophe risk in vehicle inventory insurance.
In order to mitigate such risks, we regularly review the performance of such business and our carried loss reserves may differ from reserves reported to us from third parties if deemed appropriate. In some instances, reinsurance is used to reduce the risk associated with volatile business lines, such as catastrophe risk in vehicle inventory insurance.
Refer to Note 13 to the Consolidated Financial Statements for additional information. 74 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Ally Invest Ally Invest is our digital brokerage and advisory offering, which enables us to complement our competitive deposit products with low-cost and commission-free investing.
Refer to Note 13 to the Consolidated Financial Statements for additional information. 69 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Ally Invest Ally Invest is our digital brokerage and advisory offering, which enables us to complement our competitive deposit products with low-cost and commission-free investing.
Under an operating lease, the consumer is obligated to make payments in amounts equal to the amount by which the negotiated purchase price of the vehicle (less any trade-in value, down payment, or any available manufacturer incentives) exceeds the contract residual value (including residual support) of the vehicle at lease termination, plus operating lease rental charges.
Under an operating lease, the consumer is obligated to make payments in amounts equal to the amount by which the negotiated purchase price of the vehicle (less any trade-in value, down payment, tax credits, or any available manufacturer incentives) exceeds the contract residual value (including residual support) of the vehicle at lease termination, plus operating lease rental charges.
In addition, for operating lease contracts, we require that bodily injury, collision, and comprehensive insurance be obtained by the consumer. 58 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents retail loan originations and purchases by credit tier and product type.
In addition, for operating lease contracts, we require that bodily injury, collision, and comprehensive insurance be obtained by the consumer. 55 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents retail loan originations and purchases by credit tier and product type.
In addition, the ERMC is responsible for supporting the Chief Risk Officer’s oversight of senior management’s responsibility to execute on our strategy within our risk appetite set by the RC, and the Chief 77 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Risk Officer’s implementation of our independent risk-management program.
In addition, the ERMC is responsible for supporting the Chief 71 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Risk Officer’s oversight of senior management’s responsibility to execute on our strategy within our risk appetite set by the RC, and the Chief Risk Officer’s implementation of our independent risk-management program.
The increase was primarily due to expenses to support the growth of our consumer product suite and expand our digital capabilities and portfolio of products.
The increase was primarily due to increased expenses to support the growth of our consumer product suite and expand our digital capabilities and portfolio of products.
The MD&A has been adjusted to exclude discontinued operations unless otherwise noted. 48 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Primary Business Lines Dealer Financial Services, which includes our Automotive Finance and Insurance operations, and Corporate Finance are our primary business lines.
The MD&A has been adjusted to exclude discontinued operations unless otherwise noted. 46 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Primary Business Lines Dealer Financial Services, which includes our Automotive Finance and Insurance operations, and Corporate Finance are our primary business lines.
The following table includes total commercial net charge-offs from finance receivables and loans at amortized cost and related ratios.
The following table includes total commercial net charge-offs from finance receivables and loans at amortized cost basis and related ratios.
Corporate and Other Overview Corporate and Other primarily consists of centralized corporate treasury activities such as management of the cash and corporate investment securities and loan portfolios, short- and long-term debt, retail and brokered deposit liabilities, derivative instruments, original issue discount, and the residual impacts of our corporate FTP and treasury ALM activities.
Corporate and Other Overview Corporate and Other primarily consists of centralized corporate treasury activities (including deposit operations) such as management of the cash and corporate investment securities and loan portfolios, short- and long-term debt, retail and brokered deposit liabilities, derivative instruments, original issue discount, and the residual impacts of our corporate FTP and treasury ALM activities.
Among other things, audits are intended to assess dealer compliance with the financing agreement and confirm the status of our collateral. 65 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Insurance Results of Operations The following table summarizes the operating results of our Insurance operations.
Among other things, audits are intended to assess dealer compliance with the financing agreement and confirm the status of our collateral. 61 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Insurance Results of Operations The following table summarizes the operating results of our Insurance operations.
We also utilize a New Product Committee, Reserving Committee, Underwriting Committee, and Risk Management Committee to monitor, manage, and mitigate insurance risks, including consideration of pricing adequacy and risk of unfavorable loss development. We actively manage claim settlement activities using experienced claims personnel and the evaluation of current period reported claims.
We also utilize a Reserving Committee, Underwriting Committee, and Risk Management Committee to monitor, manage, and mitigate insurance risks, including consideration of pricing adequacy and risk of unfavorable loss development. We actively manage claim settlement activities using experienced claims personnel and the evaluation of current period reported claims.
Through our pass-through programs, we are able to monetize our declined applications by generating a combination of acquisition fee and servicing revenue for loans that are originated, sold to, and serviced on behalf of a third-party lender, or one-time acquisition fees for loans funded and serviced by a third party.
Through our pass-through programs, we are able to monetize our declined applications by generating a combination of acquisition fee and servicing revenue for loans that are originated, sold to, and serviced on behalf of third-party lenders, or one-time acquisition fees for loans funded and serviced by a third party.
The term “consumer” means all consumer products associated with our 40 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K loan and operating-lease activities and all commercial retail installment sales contracts. The term “commercial” means all commercial products associated with our loan activities, other than commercial retail installment sales contracts.
The term “consumer” means all consumer products associated with our 39 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K loan and operating-lease activities and all commercial retail installment sales contracts. The term “commercial” means all commercial products associated with our loan activities, other than commercial retail installment sales contracts.
Our mortgage operations focus on applicants with credit profiles and income streams to support repayments of the loan and operates under credit standards that consider and assess the value of the underlying real estate in accordance with prudent credit practices and regulatory requirements.
Our mortgage operations focused on applicants with credit profiles and income streams to support repayments of the loan and operates under credit standards that consider and assess the value of the underlying real estate in accordance with prudent credit practices and regulatory requirements.
Substantially all the loans originated with a term of 76 months or more during both the years ended December 31, 2024, and 2023, were considered to be prime and in credit tiers S, A, or B.
Substantially all the loans originated with a term of 76 months or more during both the years ended December 31, 2025, and 2024, were considered to be prime and in credit tiers S, A, or B.
Refer to the section below titled Liquidity Management, Funding, and Regulatory Capital for a further discussion about liquidity risk management. Credit Strategy Our strategy and approach to extending credit, as well as our management of credit risk, are critical elements of our business.
Refer to the section below titled Liquidity Management, Funding, and Regulatory Capital section of this MD&A for a further discussion about liquidity risk management. Credit Strategy Our strategy and approach to extending credit, as well as our management of credit risk, are critical elements of our business.
Consumer loans and operating leases with FICO® Scores of less than 540 represented 1% of total originations for the year ended December 31, 2024, as compared to 2% and 1% of total originations for the years ended December 31, 2023, and 2022, respectively.
Consumer loans and operating leases with FICO® Scores of less than 540 represented 1% of total originations for the year ended December 31, 2025, as compared to 1% and 2% for the years ended December 31, 2024, and 2023, respectively.
For information on our commercial credit risk practices and policies regarding delinquencies, nonperforming status, and charge-offs, refer to Note 1 to the Consolidated Financial Statements. 83 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table includes total commercial finance receivables and loans reported at amortized cost.
For information on our commercial credit risk practices and policies regarding delinquencies, nonperforming status, and charge-offs, refer to Note 1 to the Consolidated Financial Statements. 77 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table includes total commercial finance receivables and loans reported at amortized cost basis.
Through December 31, 2024, forecasted economic variables incorporated into our quantitative allowance processes were updated to include the current macroeconomic environment and our future expectations reflecting slow GDP growth in the near term.
Through December 31, 2025, forecasted economic variables incorporated into our quantitative allowance processes were updated to include the current macroeconomic environment and our future expectations reflecting slow GDP growth in the near term.
The following table presents the pretax dollar impact to baseline forecasted net financing revenue over the next 12 months assuming various parallel shocks to the implied forward curve as of December 31, 2024, and December 31, 2023.
The following table presents the pretax dollar impact to baseline forecasted net financing revenue over the next 12 months assuming various parallel shocks to the implied forward curve as of December 31, 2025, and December 31, 2024.
(together with its consolidated subsidiaries unless the context otherwise requires, Ally, the Company, we, us, or our) is a financial-services company with the nation’s largest all-digital bank and an industry-leading automotive financing and insurance business, driven by a mission to “Do It Right” and be a relentless ally for customers and communities.
(together with its consolidated subsidiaries unless the context otherwise requires, Ally, the Company, we, us, or our) is a financial-services company with the nation’s largest all-digital bank and an industry-leading automotive financing and insurance business, driven by a mission to “Do It Right” and be a relentless ally for all stakeholders.
The potential financial statement impact of these exposures varies depending on the accounting classification and future 78 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K expected disposition strategy.
The potential financial statement impact of these exposures varies depending on the accounting classification and future 72 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K expected disposition strategy.
By syndicating loans to other lenders, we are able to provide financing commitments in excess of our target hold levels and generate loan syndication fee income while reducing single obligor risk exposure. All our loans are floating-rate facilities with maturities typically ranging from two to seven years.
By syndicating loans to other lenders, we are able to provide financing commitments in excess of our target hold levels and generate loan syndication fee income while reducing single obligor risk exposure. All our loans are floating-rate facilities with maturities typically ranging up to seven years.
The term “partnerships” means business arrangements rather than partnerships as defined by law. 41 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Overview Ally Financial Inc.
The term “partnerships” means business arrangements rather than partnerships as defined by law. 40 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Overview Ally Financial Inc.
We have deep dealer relationships that have been built throughout our over 100-year history, and we are leveraging competitive strengths to expand our dealer footprint. Our business model encourages dealers to use our broad range of products through incentive programs like our Ally Dealer Rewards program.
We have deep dealer relationships that have been built throughout our over 100-year history, and we are leveraging competitive strengths to expand our dealer footprint. Our business model encourages dealers to use our broad range of products through incentive programs such as our Ally Dealer Rewards program.
At December 31, 2024, and December 31, 2023, the consumer automotive whole-loan serviced portfolio related to our pass through program was $1.2 billion and $956 million, respectively. For consumers, we provide automotive loan financing and leasing for approximately 4.0 million new and used vehicle contracts.
At December 31, 2025, and December 31, 2024, the consumer automotive whole-loan serviced portfolio related to our pass-through program was $2.2 billion and $1.2 billion, respectively. For consumers, we provide automotive loan financing and leasing for approximately 4.0 million new and used vehicle contracts.
Our commercial real estate loans are primarily focused on lending to skilled nursing facilities, senior housing, memory care facilities, and medical office buildings. There are no exposures related to commercial office buildings.
Our commercial real estate loans are primarily focused on lending to skilled nursing facilities, senior housing, and medical office buildings. There are no exposures related to commercial office buildings.
Repossessed commercial automotive loan assets in our Automotive Finance operations were $2 million and $5 million at December 31, 2024, and December 31, 2023, respectively. 85 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Allowance for Loan Losses Our quantitatively determined allowance under CECL is impacted by certain forecasted economic factors as further described in Note 1 to the Consolidated Financial Statements.
Repossessed commercial automotive loan assets in our Automotive Finance operations were $1 million and $2 million at December 31, 2025, and December 31, 2024, respectively. 79 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Allowance for Loan Losses Our quantitatively determined allowance under CECL is impacted by certain forecasted economic factors as further described in Note 1 to the Consolidated Financial Statements.
Our primary customers are automotive dealers, which includes OEM-franchised dealers, non-OEM-franchised dealers with a national presence, and automotive retailers, such as Carvana, CarMax, and EchoPark.
Our primary customers are automotive dealers, which include OEM-franchised dealers, non-OEM-franchised dealers with a national presence, and automotive retailers, such as Carvana, CarMax, and EchoPark.
The extensive infrastructure, technology, and analytics of our servicing operations, as well as the experience of our servicing personnel, enhance our ability to manage our loan losses and enable us to deliver a favorable customer experience to both our dealers and retail customers. During 2024, we continued to reposition our origination profile to focus on capital optimization and risk-adjusted returns.
The extensive infrastructure, technology, and analytics of our servicing operations, as well as the experience of our servicing personnel, enhance our ability to manage our loan losses and enable us to deliver a favorable customer experience to both our dealers and retail customers. During 2025, we continued to refine our origination profile to focus on capital optimization and risk-adjusted returns.
According to the Bureau of Transportation Statistics, the average age of light vehicles in operation in the United States during 2024 was approximately 13 years.
According to the Bureau of Transportation Statistics, the average age of light vehicles in operation in the United States during 2025 was approximately 13 years.
The finance receivables and loans are reported at amortized cost.
The finance receivables and loans are reported at amortized cost basis.
We seek to pay a competitive dividend and may also distribute excess capital to shareholders through common share repurchases. Deposits We are focused on growing and retaining a stable deposit base and deepening relationships with our 3.3 million primary deposit customers by leveraging our compelling brand and strong value proposition.
We seek to pay a competitive dividend and distribute excess capital to shareholders through common share repurchases. We are focused on growing and retaining a stable deposit base and deepening relationships with our 3.5 million primary deposit customers by leveraging our compelling brand and strong value proposition.
Our target commitment hold level for these individual exposures ranges from $15 million to $150 million, depending on product type. Additionally, hold sizes in our Lender Finance business range from $50 million to $750 million. We also have a demonstrated track record of success in arranging larger transactions that we may retain on-balance sheet or syndicate to other lenders.
Our target commitment hold level for these individual exposures ranges from $15 million to $150 million, depending on product type. Additionally, hold sizes in our Private Credit Finance business range from $50 million to $850 million. We also have a demonstrated track record of success in arranging larger transactions that we may retain on-balance sheet or syndicate to other lenders.
Refer to Note 21 to the Consolidated Financial Statements for additional information. (b) Represents insurance advance agreements with dealers that we administer through a noninsurance entity. These advances are included within our automotive commercial and industrial portfolio class. (c) Primarily includes our consumer mortgage portfolio at both December 31, 2024, and December 31, 2023.
Refer to Note 21 to the Consolidated Financial Statements for additional information. (b) Represents insurance advance agreements with dealers that we administer through a noninsurance entity. These advances are included within our automotive commercial and industrial portfolio class. (c) Primarily includes our consumer mortgage portfolio at both December 31, 2025, and December 31, 2024. (d) Includes Credit Card.
(f) Coverage percentages are based on the allowance for loan losses related to finance receivables and loans excluding those loans held at fair value as a percentage of the amortized cost.
(d) Coverage percentages are based on the allowance for loan losses related to finance receivables and loans excluding those loans held at fair value as a percentage of the amortized cost basis.
Since some of these fees are not assessed until the vehicle is returned, these losses on the operating lease portfolio are correlated with lease termination volume. Operating lease accounts over 30 days past due represented 1.6% and 1.4% of the portfolio at December 31, 2024, and 2023, respectively.
Since some of these fees are not assessed until the vehicle is returned, these losses on the operating lease portfolio are correlated with lease termination volume. Operating lease accounts over 30 days past due represented 1.3% and 1.6% of the portfolio at December 31, 2025, and 2024, respectively.
Additionally, our Lender Finance business provides asset managers and other financing sources with facilities to partially fund their direct-lending activities. We also provide a commercial real estate product, primarily focused on lending to skilled nursing facilities, senior housing, memory care facilities, and medical office buildings. Sponsor Finance loan facilities typically include both a revolver and term loan component.
Additionally, our Private Credit Finance business provides asset managers and other financing sources with facilities to partially fund their direct-lending activities. We also provide a commercial real estate product, primarily focused on lending to skilled nursing facilities, senior housing, and medical office buildings. Sponsor Finance loan facilities typically include both a revolver and term loan component.
Our GAP products cover certain amounts owed by a customer beyond their covered vehicle’s value in the event the vehicle is damaged or stolen and declared a total loss. We offer F&I products in Canada, where we serve approximately 500,000 consumers and are the preferred VSC and other protection plan provider for GM Canada and VSC provider for Subaru Canada.
Our GAP products cover certain amounts owed by a customer beyond their covered vehicle’s value in the event the vehicle is damaged or stolen and declared a total loss. We offer F&I products in Canada, where we serve approximately 545,000 customers and are the preferred VSC and other protection plan provider for GM.
At December 31, 2024, 15.0% of the total amount outstanding in the servicing portfolio had been granted an extension or was modified, compared to 14.8% at December 31, 2023. 62 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Subject to legal considerations, we generally begin repossession activity once an account is at least 90 days past due.
At December 31, 2025, 14.6% of the total amount outstanding in the servicing portfolio had been granted an extension or was modified, compared to 15.0% at December 31, 2024. 59 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Subject to legal considerations, we generally begin repossession activity once an account is at least 90 days past due.
As of both December 31, 2024, and December 31, 2023, we had no exposures related to commercial office buildings . 84 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents the percentage of total commercial real estate finance receivables and loans by state concentration based on amortized cost.
As of both December 31, 2025, and December 31, 2024, we had no exposures related to commercial office buildings . 78 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents the percentage of total commercial real estate finance receivables and loans by state concentration based on amortized cost basis.
In 2024, approximately 556,000 vehicles were sold through SmartAuction, as compared to approximately 505,000 in 2023. • Physical auctions — We dispose of an off-lease vehicle not purchased at termination by the lessee or dealer or sold on SmartAuction through traditional third-party, physical auctions.
In 2025, approximately 573,000 vehicles were sold through SmartAuction, as compared to approximately 556,000 in 2024. • Physical auctions — We dispose of an off-lease vehicle not purchased at termination by the lessee or dealer or sold on SmartAuction through traditional third-party, physical auctions.
(b) P&C insurance includes vehicle inventory insurance and dealer ancillary products including property and liability coverage underwritten by a third-party carrier earned on a straight-line basis. (c) Primarily includes non-automotive assumed reinsurance and revenue associated with performing services as an underwriting carrier.
(b) P&C insurance includes vehicle inventory insurance and dealer ancillary products including property and liability coverage earned on a straight-line basis. (c) Primarily includes non-automotive assumed reinsurance and revenue associated with performing services as an underwriting carrier.
For the year ended December 31, 2024, management determined that there were no expected credit losses for available-for-sale or held-to-maturity securities in an unrealized loss position. Refer to Note 8 and Note 18 to the Consolidated Financial Statements for additional information.
For the year ended December 31, 2025, management determined that there were no expected credit losses for available-for-sale or held-to-maturity securities in an unrealized loss position. Refer to Note 8 to the Consolidated Financial Statements for additional information.
(b) The common dividend payout ratio was calculated using basic earnings per common share. 2024 Compared to 2023 We earned net income from continuing operations of $669 million for the year ended December 31, 2024, compared to $959 million for the year ended December 31, 2023.
(b) The common dividend payout ratio was calculated using basic earnings per common share. 2025 Compared to 2024 We earned net income from continuing operations of $852 million for the year ended December 31, 2025, compared to $669 million for the year ended December 31, 2024.
Originations with a FICO® Score of less than 620 (considered nonprime) represented 7% of total consumer loan and operating lease originations for the year ended December 31, 2024, compared to 9% for both the years ended December 31, 2023, and 2022.
Originations with a FICO® Score of less than 620 (considered nonprime) represented 9% of total consumer loan and operating lease originations for the year ended December 31, 2025, compared to 7% and 9% for the years ended December 31, 2024, and 2023, respectively.
At December 31, 2024, Carvana’s gross wholesale floorplan assets outstanding balance was $67 million. Other Commercial Automotive Financing We also provide other forms of commercial financing for the automotive industry including automotive dealer term and revolving loans and automotive fleet financing.
At December 31, 2025, Carvana’s gross wholesale floorplan assets outstanding balance was $58 million. Other Commercial Automotive Financing We also provide other forms of commercial financing for the automotive industry including automotive dealer term and revolving loans and automotive fleet financing.
Ally’s risk management and planning routines help to ensure strategic objectives complement the enterprise’s capital management priorities, including prudent balance sheet growth, meeting internal and regulatory capital requirements, and managing to an appropriate level of excess capital.
Ally’s risk management and planning routines help to ensure strategic objectives complement the enterprise’s capital management priorities, including prudent balance sheet growth, meeting internal and regulatory capital requirements, managing to an appropriate level of excess capital, and achieving other financial metrics.
Loan purchases from Carvana were 8% of our total consumer automotive financing originations during the year ended December 31, 2024, as compared to 9% during the year ended December 31, 2023. 61 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Manufacturer Marketing Incentives Automotive manufacturers may elect to sponsor incentive programs on retail contracts and operating leases by subsidizing finance rates below market rates.
Loan purchases from Carvana were 11% of our total consumer automotive financing originations during the year ended December 31, 2025, compared to 8% during the year ended December 31, 2024. 58 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K Manufacturer Marketing Incentives Automotive manufacturers may elect to sponsor incentive programs on retail contracts and operating leases by subsidizing finance rates below market rates.
Our underwriting processes are designed to consider various deal structure variables—such as payment-to-income, LTV, debt-to-income, and FICO® score—that compensate for longer loan terms and mitigate underwriting risk. During the year ended December 31, 2024, approximately 84% of our used retail loan originations were for vehicles with a model year of 2018 or newer.
Our underwriting processes are designed to consider various deal structure variables—such as payment-to-income, LTV, debt-to-income, and FICO® score—that compensate for longer loan terms and mitigate underwriting risk. During the year ended December 31, 2025, approximately 83% of our used retail loan originations were for vehicles with a model year of 2019 or newer.
The remaining activity is reported in Corporate and Other, which primarily consists of centralized treasury activities as well as Ally Invest, our digital brokerage and personal advice offering, Ally Lending, Ally Credit Card, the management of our consumer mortgage portfolio, CRA loans and investments, and certain strategic investments.
The remaining activity is reported in Corporate and Other, which primarily consists of centralized treasury activities (including deposit operations) as well as Ally Invest, our digital brokerage and personal advice offering, Ally Lending, Ally Credit Card, the management of our consumer mortgage portfolio, CRA loans and investments, and certain strategic investments through Ally Ventures.
Substantially all used retail loan originations with a term of 76 months or more during the year ended December 31, 2024, were for vehicles with a model year of 2018 or newer. 59 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents the percentage of total outstanding retail loans by origination year.
Substantially all used retail loan originations with a term of 76 months or more during the year ended December 31, 2025, were for vehicles with a model year of 2019 or newer. 56 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table presents the percentage of total outstanding retail loans by origination year.
(c) Excludes the effects of derivative financial instruments designated as hedges, which is included within Corporate and Other. Including the impact of hedging activities, the yield was 9.20%, 8.79%, and 7.19% for the years ended December 31, 2024, 2023, 2022, respectively. (d) Excludes the effects of derivative financial instruments designated as hedges, which is included within Corporate and Other.
(c) Excludes the effects of derivative financial instruments designated as hedges, which is included within Corporate and Other. Including the impact of hedging activities, the yield was 9.26%, 9.20%, and 8.79% for the years ended December 31, 2025, 2024, and 2023, respectively. (d) Excludes the effects of derivative financial instruments designated as hedges, which is included within Corporate and Other.
Underwriting profitability is indicated by a combined ratio under 100% and is calculated as the sum of all incurred losses and expenses (excluding interest and income tax expense) divided by the total of premiums and service revenue earned and other income (excluding interest, dividends, and other investment activity). 2024 Compared to 2023 Our Insurance operations earned income from continuing operations before income tax expense of $168 million for the year ended December 31, 2024, compared to $216 million for the same period in 2023.
Underwriting profitability is indicated by a combined ratio under 100% and is calculated as the sum of all incurred losses and expenses (excluding interest and income tax expense) divided by the total of premiums and service revenue earned and other income (excluding interest, dividends, and other investment activity). 2025 Compared to 2024 Our Insurance operations earned income from continuing operations before income tax expense of $200 million for the year ended December 31, 2025, compared to $168 million for the year ended December 31, 2024.
December 31, 2024 2023 Florida 16.0 % 17.6 % Texas 14.1 13.6 California 6.6 7.9 Ohio 5.6 5.9 New York 5.4 4.5 North Carolina 4.8 5.0 Michigan 4.1 5.4 Georgia 3.3 3.0 Missouri 2.9 2.8 Illinois 2.6 2.6 Other United States 34.6 31.7 Total commercial real estate finance receivables and loans 100.0 % 100.0 % Commercial Criticized Exposure Finance receivables and loans classified as special mention, substandard, or doubtful are reported as criticized.
December 31, 2025 2024 Florida 22.1 % 16.0 % Texas 12.1 14.1 California 8.0 6.6 New York 7.9 5.4 Ohio 5.4 5.6 North Carolina 3.6 4.8 Michigan 3.4 4.1 Georgia 3.0 3.3 Illinois 2.4 2.6 Missouri 2.2 2.9 Other United States 29.9 34.6 Total commercial real estate finance receivables and loans 100.0 % 100.0 % Commercial Criticized Exposure Finance receivables and loans classified as special mention, substandard, or doubtful are reported as criticized.
Our operating lease portfolio, net of accumulated depreciation was $8.0 billion and $9.1 billion as of December 31, 2024, and December 31, 2023, respectively. The expected lease residual value of our operating lease portfolio at scheduled termination was $6.5 billion and $7.4 billion as of December 31, 2024, and December 31, 2023, respectively.
Our operating lease portfolio, net of accumulated depreciation was $8.8 billion and $8.0 billion as of December 31, 2025, and December 31, 2024, respectively. The expected lease residual value of our operating lease portfolio at scheduled termination was $7.1 billion and $6.5 billion as of December 31, 2025, and December 31, 2024, respectively.
(d) Net charge-off and write-downs from transfers to held-for-sale ratios are calculated as net charge-offs and write-downs from transfers to held-for-sale divided by average outstanding finance receivables and loans excluding loans measured at fair value and loans held-for-sale during the period for each loan category.
(d) Net charge-off and write-downs from transfers to held-for-sale ratios are calculated as net charge-offs and write-downs from transfers to held-for-sale divided by average outstanding finance receivables and loans excluding loans measured at fair value and loans held-for-sale during the period for each loan category. (e) Consists of Credit Card.
Year ended December 31, 2024 Used retail New retail Lease 760 + 26 % 27 % 53 % 720–759 15 13 17 660–719 29 27 20 620–659 17 16 6 540–619 8 3 2 2 — — Unscored (a) 3 14 2 Total consumer automotive financing originations 100 % 100 % 100 % Year ended December 31, 2023 760 + 21 % 20 % 48 % 720–759 14 13 17 660–719 30 29 22 620–659 19 18 9 540–619 9 3 2 3 — — Unscored (a) 4 17 2 Total consumer automotive financing originations 100 % 100 % 100 % Year ended December 31, 2022 760 + 14 % 15 % 47 % 720–759 12 12 18 660–719 33 33 23 620–659 24 21 8 540–619 10 3 2 2 — — Unscored (a) 5 16 2 Total consumer automotive financing originations 100 % 100 % 100 % (a) Unscored are primarily CSG contracts with business entities that have no FICO® Score.
Year ended December 31, 2025 Used retail New retail Lease 760 + 24 % 31 % 49 % 720–759 14 13 17 660–719 28 25 21 620–659 18 15 8 540–619 10 4 3 2 — — Unscored (a) 4 12 2 Total consumer automotive financing originations 100 % 100 % 100 % Year ended December 31, 2024 760 + 26 % 27 % 53 % 720–759 15 13 17 660–719 29 27 20 620–659 17 16 6 540–619 8 3 2 2 — — Unscored (a) 3 14 2 Total consumer automotive financing originations 100 % 100 % 100 % Year ended December 31, 2023 760 + 21 % 20 % 48 % 720–759 14 13 17 660–719 30 29 22 620–659 19 18 9 540–619 9 3 2 3 — — Unscored (a) 4 17 2 Total consumer automotive financing originations 100 % 100 % 100 % (a) Unscored are primarily CSG contracts with business entities that have no FICO® Score.
Refer to the Risk Management section of this MD&A for further discussion on our provision for credit losses. Noninterest expense increased $16 million for the year ended December 31, 2024, compared to the year ended December 31, 2023.
Refer to the Risk Management section of this MD&A for further discussion on our provision for credit losses. Noninterest expense increased $207 million for the year ended December 31, 2025, compared to the year ended December 31, 2024.
Total criticized exposures were 10.5% and 6.2% of total commercial finance receivables and loans at December 31, 2024, and December 31, 2023, respectively, representing strong overall credit performance. The following table presents the percentage of total commercial criticized finance receivables and loans by industry concentration based on amortized cost.
Total criticized exposures were 8.2% and 10.5% of total commercial finance receivables and loans at December 31, 2025, and December 31, 2024, respectively, representing strong overall credit performance. The following table presents the percentage of total commercial criticized finance receivables and loans by industry concentration based on amortized cost basis.
Our portfolio yield for consumer automotive loans, including the effects of derivative financial instruments designated as hedges, was 32 basis points higher than our portfolio yield for consumer automotive loans excluding the effects of derivative financial instruments designated as hedges for the year ended December 31, 2024.
Our portfolio yield for consumer automotive loans including the effects of derivative financial instruments designated as hedges was 8 basis points higher than our portfolio yield for consumer automotive loans excluding the effects of derivative financial instruments designated as hedges for the year ended December 31, 2025.
The carrying value of our held-for-investment, nonprime consumer automotive loans before allowance for loan losses was $8.2 billion and $8.7 billion at December 31, 2024, and December 31, 2023, respectively, or approximately 9.7% and 10.3% of our total consumer automotive loans at December 31, 2024, and December 31, 2023, respectively.
The carrying value of our held-for-investment, nonprime consumer automotive loans before allowance for loan losses was $8.6 billion and $8.2 billion at December 31, 2025, and December 31, 2024, respectively, or approximately 10.1% and 9.7% of our total consumer automotive loans at December 31, 2025, and December 31, 2024, respectively.
(b) The amortization is included as interest on long-term debt in the Consolidated Statement of Income. 2024 Compared to 2023 Corporate and Other incurred a loss from continuing operations before income tax expense of $1.6 billion for the year ended December 31, 2024, compared to a loss of $1.7 billion for the year ended December 31, 2023.
(b) The amortization is included as interest on long-term debt in the Consolidated Statement of Income. 2025 Compared to 2024 Corporate and Other incurred a loss from continuing operations before income tax benefit of $1.2 billion for the year ended December 31, 2025, compared to a loss of $1.6 billion for the year ended December 31, 2024.
For operating leases, when the contract is originated, we estimate the residual value of the leased vehicle at lease termination. Periodically thereafter we revise the projected residual value of the leased vehicle at lease termination and may adjust depreciation expense over the remaining life of the lease, if appropriate.
For operating leases, when the contract is originated, we estimate the residual value of the leased vehicle at lease termination. Periodically thereafter we reassess the projected residual value of the leased vehicle at lease termination and may adjust depreciation expense over the remaining life of the lease or recognize impairment, if appropriate.
Under the retail contract, the consumer is obligated to make payments in an amount equal to the purchase price of the vehicle (less any trade-in or down payment) plus finance charges at a rate negotiated between the consumer and the dealer. In addition, the consumer is responsible for charges related to past-due payments.
Under the retail contract, the consumer is obligated to make payments in an amount equal to the purchase price of the vehicle (less any trade-in or down payment) plus finance charges at the rate agreed to by the consumer and the dealer. In addition, the consumer is responsible for charges due to us, related to past-due payments.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeItem 7A. Quantitative and Qualitative Disclosures about Market Risk Refer to the Market Risk section of Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations. 117 Table of Contents Management’s Report on Internal Control over Financial Reporting Ally Financial Inc. • Form 10-K
Biggest changeItem 7A. Quantitative and Qualitative Disclosures about Market Risk Refer to the Market Risk section of Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations. 107 Table of Contents Management’s Report on Internal Control over Financial Reporting Ally Financial Inc. • Form 10-K

Other ALLY 10-K year-over-year comparisons