|
(Mark One)
|
|
þ
|
Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
|
|
|
For the fiscal year ended December 31, 2017
|
|
|
or
|
|
|
|
o
|
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
|
|
|
For the transition period from __________ to __________
|
|
|
|
Commission file number 1-3950
|
Delaware
|
38-0549190
|
(State of incorporation)
|
(I.R.S. Employer Identification No.)
|
|
|
One American Road, Dearborn, Michigan
|
48126
|
(Address of principal executive offices)
|
(Zip Code)
|
Title of each class
|
|
Name of each exchange on which registered
|
Common Stock, par value $.01 per share
|
|
New York Stock Exchange
|
Document
|
|
Where Incorporated
|
Proxy Statement*
|
|
Part III (Items 10, 11, 12, 13, and 14)
|
*
|
As stated under various Items of this Report, only certain specified portions of such document are incorporated by reference in this Report.
|
|
|
Table of Contents
|
|
Page
|
|
Part I
|
|
|
Item 1
|
Business
|
|
|
|
Overview
|
|
|
|
Automotive Segment
|
|
|
|
Financial Services Segment
|
|
|
|
Governmental Standards
|
|
|
|
Employment Data
|
|
|
|
Engineering, Research, and Development
|
|
|
Item 1A
|
Risk Factors
|
|
|
Item 1B
|
Unresolved Staff Comments
|
|
|
Item 2
|
Properties
|
|
|
Item 3
|
Legal Proceedings
|
|
|
Item 4
|
Mine Safety Disclosures
|
|
|
Item 4A
|
Executive Officers of Ford
|
|
|
|
Part II
|
|
|
Item 5
|
Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
|
Item 6
|
Selected Financial Data
|
|
|
Item 7
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
|
|
|
Overview
|
|
|
|
Results of Operations - 2017
|
|
|
|
Automotive Segment
|
|
|
|
Financial Services Segment
|
|
|
|
All Other
|
|
|
|
Special Items
|
|
|
|
Taxes
|
|
|
|
Results of Operations - 2016
|
|
|
|
Automotive Segment
|
|
|
|
Financial Services Segment
|
|
|
|
All Other
|
|
|
|
Special Items
|
|
|
|
Taxes
|
|
|
|
Liquidity and Capital Resources
|
|
|
|
Credit Ratings
|
|
|
|
2018 Major External Factors Assumptions
|
|
|
|
Production Volumes
|
|
|
|
Outlook
|
|
|
|
Non-GAAP Financial Measure Reconciliations
|
|
|
|
2017 Supplemental Financial Information
|
|
|
|
Critical Accounting Estimates
|
|
|
|
Accounting Standards Issued But Not Yet Adopted
|
|
|
|
Aggregate Contractual Obligations
|
|
|
Item 7A
|
Quantitative and Qualitative Disclosures About Market Risk
|
|
|
Item 8
|
Financial Statements and Supplementary Data
|
|
|
Item 9
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|
|
Item 9A
|
Controls and Procedures
|
|
|
Item 9B
|
Other Information
|
|
|
|
Part III
|
|
|
Item 10
|
Directors, Executive Officers of Ford, and Corporate Governance
|
|
|
Item 11
|
Executive Compensation
|
|
|
Item 12
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
|
|
Item 13
|
Certain Relationships and Related Transactions, and Director Independence
|
|
|
Item 14
|
Principal Accounting Fees and Services
|
|
|
|
Part IV
|
|
|
Item 15
|
Exhibits and Financial Statement Schedules
|
|
|
Item 16
|
Form 10-K Summary
|
|
|
|
Signatures
|
|
|
|
Ford Motor Company and Subsidiaries Financial Statements
|
|
|
|
Report of Independent Registered Public Accounting Firm
|
|
|
|
Consolidated Income Statement
|
|
|
|
Consolidated Statement of Comprehensive Income
|
|
|
|
Consolidated Balance Sheet
|
|
|
|
Consolidated Statement of Cash Flows
|
|
|
|
Consolidated Statement of Equity
|
|
|
|
Notes to the Financial Statements
|
|
|
|
Schedule II — Valuation and Qualifying Accounts
|
|
Brand
|
Number of Dealerships
at December 31, 2017
|
|
Ford
|
10,345
|
|
Ford-Lincoln (combined)
|
820
|
|
Lincoln
|
263
|
|
Total
|
11,428
|
|
•
|
Wholesale unit volumes
|
•
|
Margin of profit on each vehicle sold - which in turn is affected by many factors, such as:
|
◦
|
Market factors - volume and mix of vehicles and options sold, and net pricing (reflecting, among other factors, incentive programs)
|
◦
|
Costs of components and raw materials necessary for production of vehicles
|
◦
|
Costs for customer warranty claims and additional service actions
|
◦
|
Costs for safety, emissions, and fuel economy technology and equipment
|
•
|
A high proportion of relatively fixed structural costs, so that small changes in wholesale unit volumes can significantly affect overall profitability
|
|
Wholesales (a)
|
|||||||
|
(in thousands of units)
|
|||||||
|
2015
|
|
2016
|
|
2017
|
|||
United States
|
2,677
|
|
|
2,588
|
|
|
2,566
|
|
Canada
|
285
|
|
|
313
|
|
|
308
|
|
Mexico
|
93
|
|
|
103
|
|
|
82
|
|
North America
|
3,073
|
|
|
3,019
|
|
|
2,967
|
|
Brazil
|
250
|
|
|
182
|
|
|
215
|
|
Argentina
|
94
|
|
|
101
|
|
|
115
|
|
South America
|
381
|
|
|
325
|
|
|
373
|
|
United Kingdom
|
447
|
|
|
428
|
|
|
418
|
|
Germany
|
261
|
|
|
283
|
|
|
277
|
|
Russia
|
38
|
|
|
45
|
|
|
54
|
|
Turkey
|
128
|
|
|
116
|
|
|
116
|
|
Europe
|
1,530
|
|
|
1,539
|
|
|
1,582
|
|
Middle East & Africa
|
187
|
|
|
161
|
|
|
119
|
|
China
|
1,160
|
|
|
1,267
|
|
|
1,215
|
|
Australia
|
71
|
|
|
82
|
|
|
78
|
|
India
|
78
|
|
|
86
|
|
|
88
|
|
ASEAN (b)
|
80
|
|
|
106
|
|
|
122
|
|
Asia Pacific (c)
|
1,464
|
|
|
1,607
|
|
|
1,566
|
|
Total Company
|
6,635
|
|
|
6,651
|
|
|
6,607
|
|
(a)
|
Wholesale unit volume includes sales of medium and heavy trucks. Wholesale unit volume includes all Ford and Lincoln badged units (whether produced by Ford or by an unconsolidated affiliate) that are sold to dealerships, units manufactured by Ford that are sold to other manufacturers, units distributed for other manufacturers, and local brand units produced by our unconsolidated Chinese joint venture Jiangling Motors Corporation, Ltd. (“JMC”) that are sold to dealerships. Vehicles sold to daily rental car companies that are subject to a guaranteed repurchase option (i.e., rental repurchase), as well as other sales of finished vehicles for which the recognition of revenue is deferred (e.g., consignments), also are included in wholesale unit volume. Revenue from certain vehicles in wholesale unit volume (specifically, Ford badged vehicles produced and distributed by our unconsolidated affiliates, as well as JMC brand vehicles) are not included in our revenue.
|
(b)
|
ASEAN includes Philippines, Thailand, and Vietnam.
|
(c)
|
Asia Pacific market share includes Ford brand and JMC brand vehicles produced and sold by our unconsolidated affiliates.
|
|
Retail Sales (a)
|
|
Industry Volume (b)
|
|
Market Share (c)
|
|||||||||||||||||||||
|
(in millions of units)
|
|
(in millions of units)
|
|
(as a percentage)
|
|||||||||||||||||||||
|
2015
|
|
2016
|
|
2017
|
|
2015
|
|
2016
|
|
2017
|
|
2015
|
|
2016
|
|
2017
|
|||||||||
United States
|
2.6
|
|
|
2.6
|
|
|
2.6
|
|
|
17.8
|
|
|
17.9
|
|
|
17.5
|
|
|
14.7
|
%
|
|
14.6
|
%
|
|
14.8
|
%
|
Canada
|
0.3
|
|
|
0.3
|
|
|
0.3
|
|
|
1.9
|
|
|
2.0
|
|
|
2.1
|
|
|
14.4
|
|
|
15.4
|
|
|
14.9
|
|
Mexico
|
0.1
|
|
|
0.1
|
|
|
0.1
|
|
|
1.4
|
|
|
1.6
|
|
|
1.6
|
|
|
6.4
|
|
|
6.2
|
|
|
5.3
|
|
North America
|
3.0
|
|
|
3.0
|
|
|
3.0
|
|
|
21.5
|
|
|
21.8
|
|
|
21.5
|
|
|
14.0
|
|
|
13.9
|
|
|
13.9
|
|
Brazil
|
0.3
|
|
|
0.2
|
|
|
0.2
|
|
|
2.6
|
|
|
2.1
|
|
|
2.2
|
|
|
10.4
|
%
|
|
9.2
|
%
|
|
9.6
|
%
|
Argentina
|
0.1
|
|
|
0.1
|
|
|
0.1
|
|
|
0.6
|
|
|
0.7
|
|
|
0.9
|
|
|
14.9
|
|
|
13.6
|
|
|
12.8
|
|
South America
|
0.4
|
|
|
0.3
|
|
|
0.4
|
|
|
4.2
|
|
|
3.7
|
|
|
4.2
|
|
|
9.6
|
|
|
8.8
|
|
|
8.9
|
|
United Kingdom
|
0.4
|
|
|
0.4
|
|
|
0.4
|
|
|
3.1
|
|
|
3.1
|
|
|
3.0
|
|
|
14.3
|
%
|
|
14.0
|
%
|
|
13.8
|
%
|
Germany
|
0.3
|
|
|
0.3
|
|
|
0.3
|
|
|
3.5
|
|
|
3.7
|
|
|
3.8
|
|
|
7.3
|
|
|
7.6
|
|
|
7.7
|
|
Russia
|
0.0
|
|
|
0.0
|
|
|
0.1
|
|
|
1.6
|
|
|
1.5
|
|
|
1.6
|
|
|
2.4
|
|
|
2.9
|
|
|
3.1
|
|
Turkey
|
0.1
|
|
|
0.1
|
|
|
0.1
|
|
|
1.0
|
|
|
1.0
|
|
|
1.0
|
|
|
12.6
|
|
|
11.4
|
|
|
11.9
|
|
Europe
|
1.5
|
|
|
1.5
|
|
|
1.6
|
|
|
19.2
|
|
|
20.1
|
|
|
20.9
|
|
|
7.7
|
|
|
7.7
|
|
|
7.5
|
|
Middle East & Africa
|
0.2
|
|
|
0.2
|
|
|
0.1
|
|
|
4.3
|
|
|
3.7
|
|
|
3.6
|
|
|
4.4
|
%
|
|
4.5
|
%
|
|
3.9
|
%
|
China
|
1.1
|
|
|
1.3
|
|
|
1.2
|
|
|
23.8
|
|
|
27.5
|
|
|
28.2
|
|
|
4.7
|
%
|
|
4.6
|
%
|
|
4.2
|
%
|
Australia
|
0.1
|
|
|
0.1
|
|
|
0.1
|
|
|
1.2
|
|
|
1.2
|
|
|
1.2
|
|
|
6.1
|
|
|
6.9
|
|
|
6.6
|
|
India
|
0.1
|
|
|
0.1
|
|
|
0.1
|
|
|
3.5
|
|
|
3.7
|
|
|
4.0
|
|
|
2.1
|
|
|
2.4
|
|
|
2.2
|
|
ASEAN (d)
|
0.1
|
|
|
0.1
|
|
|
0.1
|
|
|
1.4
|
|
|
1.5
|
|
|
1.6
|
|
|
6.0
|
|
|
7.0
|
|
|
7.6
|
|
Asia Pacific (e)
|
1.4
|
|
|
1.6
|
|
|
1.5
|
|
|
39.5
|
|
|
43.4
|
|
|
44.8
|
|
|
3.6
|
|
|
3.7
|
|
|
3.4
|
|
Global
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
88.7
|
|
|
92.7
|
|
|
94.9
|
|
|
7.3
|
%
|
|
7.2
|
%
|
|
7.0
|
%
|
Total Company
|
6.5
|
|
|
6.7
|
|
|
6.6
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
(a)
|
Retail sales represents primarily sales by dealers and is based, in part, on estimated vehicle registrations; includes medium and heavy trucks.
|
(b)
|
Industry volume is an internal estimate based on publicly-available data collected from various government, private, and public sources around the globe; includes medium and heavy trucks.
|
(c)
|
Market share represents reported retail sales of our brands as a percent of total industry volume in the relevant market or region.
|
(d)
|
ASEAN includes Philippines, Thailand, and Vietnam.
|
(e)
|
Asia Pacific market share includes Ford brand and JMC brand vehicles produced and sold by our unconsolidated affiliates.
|
|
U.S. Retail Sales
|
|
U.S. Wholesales
|
||
Trucks
|
1,123,416
|
|
|
1,114,304
|
|
SUVs
|
867,909
|
|
|
869,725
|
|
Cars
|
595,390
|
|
|
581,754
|
|
Total Vehicles
|
2,586,715
|
|
|
2,565,783
|
|
|
Years Ended December 31,
|
|||||||
|
2015
|
|
2016
|
|
2017
|
|||
United States - Financing Share
|
|
|
|
|
|
|||
Retail installment and lease share of Ford retail sales (excl. Fleet)
|
65
|
%
|
|
56
|
%
|
|
55
|
%
|
Wholesale
|
76
|
|
|
76
|
|
|
76
|
|
|
|
|
|
|
|
|||
Europe - Financing Share
(incl. Fleet)
|
|
|
|
|
|
|
|
|
Retail installment and lease share of total Ford sales
|
37
|
%
|
|
37
|
%
|
|
37
|
%
|
Wholesale
|
98
|
|
|
98
|
|
|
98
|
|
|
2016
|
|
2017
|
||
Automotive
|
|
|
|
||
North America
|
101
|
|
|
100
|
|
South America
|
15
|
|
|
14
|
|
Europe
|
52
|
|
|
54
|
|
Middle East & Africa
|
3
|
|
|
3
|
|
Asia Pacific
|
23
|
|
|
23
|
|
Financial Services
|
|
|
|
|
|
Ford Credit
|
7
|
|
|
7
|
|
Other
|
|
|
|
||
Ford Smart Mobility LLC
|
-
|
|
|
1
|
|
Total
|
201
|
|
|
202
|
|
Automotive Business Units
|
|
Plants
|
North America
|
|
31
|
South America
|
|
8
|
Europe
|
|
16
|
Middle East & Africa
|
|
2
|
Asia Pacific
|
|
4
|
Total
|
|
61
|
•
|
Ford Lio Ho Motor Company Ltd. (“FLH”)
— a joint venture in Taiwan among Ford (70% partner), the Lio Ho Group (25% partner), and individual shareholders (5% ownership in aggregate) that assembles a variety of Ford vehicles sourced from Ford. In addition to domestic assembly, FLH imports Ford brand built-up vehicles from the Asia Pacific region, Europe, and the United States. The joint venture operates one plant in Taiwan.
|
•
|
Ford Sollers Netherlands B.V. (“Ford Sollers”)
— a 50/50 joint venture between Ford and Sollers OJSC (“Sollers”), in which Ford has control.
The joint venture primarily is engaged in manufacturing a range of Ford passenger cars and light commercial vehicles for sale in Russia, and has an exclusive right to manufacture, assemble, and distribute certain Ford vehicles in Russia through the licensing of certain trademarks and intellectual property rights. The joint venture has been approved to participate in Russia’s industrial assembly regime, which qualifies it for reduced import duties for parts imported into Russia. The joint venture operates three manufacturing facilities and one engine plant in Russia.
|
•
|
Ford Vietnam Limited
— a joint venture between Ford (75% partner) and Diesel Song Cong One Member Limited Liability Company (a subsidiary of the Vietnam Engine and Agricultural Machinery Corporation, which in turn is majority owned (87.43%) by the State of Vietnam represented by the Ministry of Industry and Trade) (25% partner). Ford Vietnam Limited assembles and distributes a variety of Ford passenger and commercial vehicle models. The joint venture operates one plant in Vietnam.
|
•
|
AutoAlliance (Thailand) Co., Ltd. (“AAT”)
— a 50/50 joint venture between Ford and Mazda that owns and operates a manufacturing plant in Rayong, Thailand. AAT produces Ford and Mazda products for domestic and export sales.
|
•
|
Changan Ford Automobile Corporation, Ltd. (“CAF”)
— a 50/50 joint venture between Ford and Chongqing Changan Automobile Co., Ltd. (“Changan”). CAF operates five assembly plants, an engine plant, and a transmission plant in China where it produces and distributes an expanding variety of Ford passenger vehicle models.
|
•
|
Changan Ford Mazda Engine Company, Ltd. (“CFME”)
— a joint venture among Ford (25% partner), Mazda (25% partner), and Changan (50% partner). CFME is located in Nanjing, and produces engines for Ford and Mazda vehicles manufactured in China.
|
•
|
Ford Otomotiv Sanayi Anonim Sirketi (“Ford Otosan”)
— a joint venture in Turkey among Ford (41% partner), the Koc Group of Turkey (41% partner), and public investors (18%) that is the sole supplier to us of the Transit, Transit Custom, and Transit Courier commercial vehicles for Europe and is our sole distributor of Ford vehicles in Turkey. Ford Otosan also manufactures the Cargo truck for the Turkish and certain export markets and certain engines and transmissions, as well as certain components mainly for the Transit for supply to other regions. The joint venture owns three plants, a parts distribution depot, and a new research and development center in Turkey.
|
•
|
Getrag Ford Transmissions GmbH (“GFT”)
— a 50/50 joint venture with Getrag International GmbH, a German company belonging to Magna Powertrain GmbH. GFT operates plants in Halewood, England; Cologne, Germany; Bordeaux, France; and Kechnec, Slovakia to produce, among other things, manual transmissions for our Europe business unit.
|
•
|
JMC
— a publicly-traded company in China with Ford (32% shareholder) and Jiangling Holdings, Ltd. (41% shareholder) as its controlling shareholders. Jiangling Holdings, Ltd. is a 50/50 joint venture between Changan and Jiangling Motors Company Group. The public investors in JMC own 27% of its total outstanding shares. JMC assembles Ford Transit, Ford Everest, Ford engines, and non-Ford vehicles and engines for distribution in China and in other export markets. JMC operates two assembly plants and one engine plant in Nanchang, and is constructing a new passenger vehicle assembly plant in Nanchang. JMC also operates a plant in Taiyuan that assembles heavy duty trucks and engines.
|
Name
|
|
Position
|
|
Position
Held Since
|
|
Age
|
William Clay Ford, Jr. (a)
|
|
Executive Chairman and Chairman of the Board
|
|
September 2006
|
|
60
|
James P. Hackett (b)
|
|
President and Chief Executive Officer
|
|
May 2017
|
|
62
|
James D. Farley, Jr.
|
|
Executive Vice President and President, Global Markets
|
|
June 2017
|
|
55
|
Joseph R. Hinrichs
|
|
Executive Vice President and President, Global Operations
|
|
June 2017
|
|
51
|
Marcy Klevorn
|
|
Executive Vice President and President, Mobility
|
|
June 2017
|
|
58
|
Raj Nair
|
|
Executive Vice President and President, North America
|
|
June 2017
|
|
53
|
Bob Shanks
|
|
Executive Vice President and Chief Financial Officer
|
|
April 2012
|
|
65
|
Hau Thai-Tang
|
|
Executive Vice President, Product Development and Purchasing
|
|
June 2017
|
|
51
|
Steven Armstrong
|
|
Group Vice President and President, Europe, Middle East & Africa
|
|
June 2017
|
|
53
|
Joy Falotico
|
|
Group Vice President – Chairman and Chief Executive Officer, Ford Motor Credit Co.
|
|
October 2016
|
|
50
|
Peter Fleet
|
|
Group Vice President and President, Asia Pacific
|
|
July 2017
|
|
50
|
Kumar Galhotra
|
|
Group Vice President, Lincoln and Chief Marketing Officer
|
|
November 2017
|
|
52
|
Bradley M. Gayton
|
|
Group Vice President, Chief Administrative Officer and General Counsel
|
|
June 2017
|
|
54
|
Bruce Hettle
|
|
Group Vice President – Manufacturing and Labor Affairs
|
|
January 2016
|
|
56
|
Ziad S. Ojakli
|
|
Group Vice President – Government and Community Relations
|
|
January 2004
|
|
50
|
Kimberly Pittel
|
|
Group Vice President – Sustainability, Environment & Safety Engineering
|
|
January 2017
|
|
58
|
John Lawler
|
|
Vice President and Controller & Chief Financial Officer, Global Markets
|
|
June 2017
|
|
51
|
(a)
|
Also a Director, Chair of the Office of the Chairman and Chief Executive, Chair of the Finance Committee, and a member of the Sustainability Committee of the Board of Directors.
|
(b)
|
Also a Director and member of the Office of the Chairman and Chief Executive and the Finance Committee of the Board of Directors.
|
|
2016
|
|
2017
|
||||||||||||||||||||||||||||
Ford Common Stock price per share (a)
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||||||||||
High
|
$
|
14.00
|
|
|
$
|
14.22
|
|
|
$
|
14.04
|
|
|
$
|
13.20
|
|
|
$
|
13.27
|
|
|
$
|
11.70
|
|
|
$
|
12.06
|
|
|
$
|
12.81
|
|
Low
|
11.02
|
|
|
12.00
|
|
|
11.90
|
|
|
11.07
|
|
|
11.41
|
|
|
10.67
|
|
|
10.47
|
|
|
11.87
|
|
||||||||
Dividends per share of Ford Common and Class B Stock
|
0.40
|
|
|
0.15
|
|
|
0.15
|
|
|
0.15
|
|
|
0.20
|
|
|
0.15
|
|
|
0.15
|
|
|
0.15
|
|
(a)
|
New York Stock Exchange composite intraday prices as listed in the price history database available at www.nyse.com.
|
SUMMARY OF INCOME
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
||||||||||
Total revenues
|
$
|
146,917
|
|
|
$
|
144,077
|
|
|
$
|
149,558
|
|
|
$
|
151,800
|
|
|
$
|
156,776
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income before income taxes
|
$
|
14,371
|
|
|
$
|
1,234
|
|
|
$
|
10,252
|
|
|
$
|
6,796
|
|
|
$
|
8,148
|
|
Provision for/(Benefit from) income taxes
|
2,425
|
|
|
4
|
|
|
2,881
|
|
|
2,189
|
|
|
520
|
|
|||||
Net income
|
11,946
|
|
|
1,230
|
|
|
7,371
|
|
|
4,607
|
|
|
7,628
|
|
|||||
Less: Income/(Loss) attributable to noncontrolling interests
|
(7
|
)
|
|
(1
|
)
|
|
(2
|
)
|
|
11
|
|
|
26
|
|
|||||
Net income attributable to Ford Motor Company
|
$
|
11,953
|
|
|
$
|
1,231
|
|
|
$
|
7,373
|
|
|
$
|
4,596
|
|
|
$
|
7,602
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings Per Share Attributable to Ford Motor Company Common and Class B Stock
|
|||||||||||||||||||
Average number of shares of Ford Common and Class B Stock outstanding (in millions)
|
3,935
|
|
|
3,912
|
|
|
3,969
|
|
|
3,973
|
|
|
3,975
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic income
|
$
|
3.04
|
|
|
$
|
0.31
|
|
|
$
|
1.86
|
|
|
$
|
1.16
|
|
|
$
|
1.91
|
|
Diluted income
|
2.94
|
|
|
0.31
|
|
|
1.84
|
|
|
1.15
|
|
|
1.90
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash dividends declared
|
0.40
|
|
|
0.50
|
|
|
0.60
|
|
|
0.85
|
|
|
0.65
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Common Stock price range (NYSE Composite Intraday)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
High
|
18.02
|
|
|
18.12
|
|
|
16.74
|
|
|
14.22
|
|
|
13.27
|
|
|||||
Low
|
12.10
|
|
|
13.26
|
|
|
10.44
|
|
|
11.02
|
|
|
10.47
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
BALANCE SHEET DATA AT YEAR-END
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total assets
|
$
|
202,204
|
|
|
$
|
208,615
|
|
|
$
|
224,925
|
|
|
$
|
237,951
|
|
|
$
|
257,808
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive debt
|
$
|
15,683
|
|
|
$
|
13,824
|
|
|
$
|
12,839
|
|
|
$
|
15,907
|
|
|
$
|
15,931
|
|
Financial Services debt
|
99,005
|
|
|
105,347
|
|
|
120,015
|
|
|
127,063
|
|
|
138,356
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total equity
|
$
|
26,173
|
|
|
$
|
24,465
|
|
|
$
|
28,657
|
|
|
$
|
29,187
|
|
|
$
|
34,918
|
|
•
|
Company Adjusted Pre-tax Profit (Most Comparable GAAP Measure: Net Income Attributable to Ford)
– The non-GAAP measure is useful to management and investors because it allows users to evaluate our pre-tax results excluding pre-tax special items. Pre-tax special items consist of (i) pension and other postretirement employee benefits (“OPEB”) remeasurement gains and losses that are not reflective of our underlying business results, (ii) significant restructuring actions related to our efforts to match production capacity and cost structure to market demand and changing model mix, and (iii) other items that we do not necessarily consider to be indicative of earnings from ongoing operating activities. When we provide guidance for adjusted pre-tax profit, we do not provide guidance on a net income basis because the GAAP measure will include potentially significant special items that have not yet occurred and are difficult to predict with reasonable certainty prior to year-end, including pension and OPEB remeasurement gains and losses.
|
•
|
Adjusted Earnings Per Share (Most Comparable GAAP Measure: Earnings Per Share)
– Measure of Company’s diluted net earnings per share adjusted for impact of pre-tax special items (described above) and tax special items. The measure provides investors with useful information to evaluate performance of our business excluding items not indicative of the underlying run rate of our business. When we provide guidance for adjusted earnings per share, we do not provide guidance on an earnings per share basis because the GAAP measure will include potentially significant special items that have not yet occurred and are difficult to predict with reasonable certainty prior to year-end, including pension and OPEB remeasurement gains and losses.
|
•
|
Adjusted Effective Tax Rate (Most Comparable GAAP Measure: Effective Tax Rate)
– Measure of Company’s tax rate excluding pre-tax special items (described above) and tax special items. The measure provides an ongoing effective rate which investors find useful for historical comparisons and for forecasting. When we provide guidance for adjusted effective tax rate, we do not provide guidance on an effective tax rate basis because the GAAP measure will include potentially significant special items that have not yet occurred and are difficult to predict with reasonable certainty prior to year-end, including pension and OPEB remeasurement gains and losses.
|
•
|
Company Operating Cash Flow (Most Comparable GAAP Measure: Net Cash Provided By / (Used In) Operating Activities)
- Measure of Company’s operating cash flow excluding Ford Credit’s operating cash flows. The measure contains elements management considers operating activities, including Automotive and Mobility capital spending and settlement of derivatives. The measure excludes cash outflows for Automotive and Mobility funded pension contributions, separation payments, and other items that are considered operating cash outflows under U.S. GAAP. This measure is useful to management and investors because it is consistent with management’s assessment of the Company’s operating cash flow performance.
|
•
|
Ford Credit Managed Receivables (Most Comparable GAAP Measure: Net Finance Receivables plus Net Investment in Operating Leases)
– Measure of Ford Credit’s total net receivables, excluding unearned interest supplements and residual support, allowance for credit losses, and other (primarily accumulated supplemental depreciation). The measure is useful to management and investors as it closely approximates the customer’s outstanding balance on the receivables, which is the basis for earning revenue.
|
•
|
Ford Credit Managed Leverage (Most Comparable GAAP Measure: Financial Statement Leverage)
– Ford Credit’s debt-to-equity ratio adjusted (i) to exclude cash, cash equivalents, and marketable securities (other than amounts related to insurance activities), and (ii) for derivative accounting. The measure is useful to investors because it reflects the way Ford Credit manages its business. Cash, cash equivalents, and marketable securities are deducted because they generally correspond to excess debt beyond the amount required to support operations and on-balance sheet securitization transactions. Derivative accounting adjustments are made to asset, debt, and equity positions to reflect the impact of interest rate instruments used with Ford Credit’s term-debt issuances and securitization transactions. Ford Credit generally repays its debt obligations as they mature, so the interim effects of changes in market interest rates are excluded in the calculation of managed leverage.
|
•
|
Contribution Costs
– these costs typically vary with production volume. These costs include material, commodity, warranty, and freight and duty costs.
|
•
|
Structural Costs
– these costs typically do not have a directly proportionate relationship to production volume. These costs include manufacturing, engineering, spending-related, advertising and sales promotion, administrative and selling, and pension and OPEB costs.
|
1.
|
Rapidly improving our fitness to lower costs, release capital, and finance growth
|
2.
|
Accelerating the introduction of connected, smart vehicles and services
|
3.
|
Re-allocating capital to where we can win in the future
|
4.
|
Continuously innovating to create the most human-centered mobility solutions
|
5.
|
Empowering our team to work together effectively to compete and win
|
•
|
We launched fitness redesign efforts that are focused on customer centricity, simplicity, speed and agility, efficiency, and accountability
|
•
|
We announced collaborations with Dominos, Lyft, and Postmates in the United States to support autonomous vehicle development and testing. We also announced collaborations with Mahindra in India and Zotye in China to provide access to technology, capabilities, and scale that will enhance our competitive position
|
•
|
We invested in Autonomic to accelerate growth in digital services
|
•
|
We announced a plan to achieve 100% connectivity for new vehicles in the United States by 2019 and 90% globally by 2020
|
•
|
We announced that we are shifting toward a lower volume passenger car lineup in North America and Europe, and we are playing to our strengths by investing in authentic off-roaders and high performance city crossovers
|
•
|
We announced a plan to launch a performance SUV battery electric vehicle that offers at least a 300-mile range
|
|
|
Lower/(Higher)
|
||
Volume and mix, exchange, and other
|
|
$
|
(3.9
|
)
|
Contribution costs
|
|
|
|
|
Material excluding commodities
|
|
(0.1
|
)
|
|
Commodities
|
|
(1.2
|
)
|
|
Freight and other
|
|
0.1
|
|
|
Warranty
|
|
—
|
|
|
Structural costs
|
|
(0.7
|
)
|
|
Special items
|
|
0.1
|
|
|
Total
|
|
$
|
(5.7
|
)
|
|
Increase/(Decrease)
|
||
Net income
|
$
|
7.6
|
|
Shareholder distributions
|
(2.7
|
)
|
|
Other comprehensive income
|
—
|
|
|
Adoption of accounting standards
|
0.6
|
|
|
Common Stock issued (including share-based compensation impacts)
|
0.2
|
|
|
Total
|
$
|
5.7
|
|
•
|
Market Factors
:
|
◦
|
Volume and Mix
– primarily measures profit variance from changes in wholesale volumes (at prior-year average contribution margin per unit) driven by changes in industry volume, market share, and dealer stocks, as well as the profit variance resulting from changes in product mix, including mix among vehicle lines and mix of trim levels and options within a vehicle line
|
◦
|
Net Pricing
– primarily measures profit variance driven by changes in wholesale prices to dealers and marketing incentive programs such as rebate programs, low-rate financing offers, special lease offers, and stock adjustments on dealer inventory
|
•
|
Contribution Costs
– primarily measures profit variance driven by per-unit changes in cost categories that typically vary with volume, such as material costs (including commodity and component costs), warranty expense, and freight and duty costs
|
•
|
Structural Costs
– primarily measures profit variance driven by absolute change in cost categories that typically do not have a directly proportionate relationship to production volume. Structural costs include the following cost categories:
|
◦
|
Manufacturing, Including Volume Related
–
consists primarily of costs for hourly and salaried manufacturing personnel, plant overhead (such as utilities and taxes), and new product launch expense. These costs could be affected by volume for operating pattern actions such as overtime, line-speed, and shift schedules
|
◦
|
Engineering
–
consists primarily of costs for engineering personnel, prototype materials, testing, and outside engineering services
|
◦
|
Spending-Related
–
consists primarily of depreciation and amortization of our manufacturing and engineering assets, but also includes asset retirements and operating leases
|
◦
|
Advertising and Sales Promotions
–
includes costs for advertising, marketing programs, brand promotions, customer mailings and promotional events, and auto shows
|
◦
|
Administrative and Selling
–
includes primarily costs for salaried personnel and purchased services related to our staff activities and selling functions, as well as associated information technology costs
|
◦
|
Pension and OPEB
–
consists primarily of past service pension costs and other postretirement employee benefit costs
|
•
|
Exchange
– primarily measures profit variance driven by one or more of the following: (i) transactions denominated in currencies other than the functional currencies of the relevant entities, (ii) effects of converting functional currency income to U.S. dollars, (iii) effects of remeasuring monetary assets and liabilities of the relevant entities in currencies other than their functional currency, or (iv) results of our foreign currency hedging
|
•
|
Other
–
includes a variety of items, such as parts and services profits, royalties, government incentives and compensation-related changes
|
•
|
Wholesales and Revenue
– wholesale unit volumes include all Ford and Lincoln badged units (whether produced by Ford or by an unconsolidated affiliate) that are sold to dealerships, units manufactured by Ford that are sold to other manufacturers, units distributed by Ford for other manufacturers, and local brand units produced by our China joint venture, Jiangling Motors Corporation, Ltd. (“JMC”), that are sold to dealerships. Vehicles sold to daily rental car companies that are subject to a guaranteed repurchase option (i.e., rental repurchase), as well as other sales of finished vehicles for which the recognition of revenue is deferred (e.g., consignments), also are included in wholesale unit volumes. Revenue from certain vehicles in wholesale unit volumes (specifically, Ford badged vehicles produced and distributed by our unconsolidated affiliates, as well as JMC brand vehicles) are not included in our revenue
|
•
|
Automotive Segment Operating Margin
– defined as Automotive segment pre-tax profit divided by Automotive segment revenue
|
•
|
Industry Volume and Market Share
– based, in part, on estimated vehicle registrations; includes medium and heavy duty trucks
|
•
|
A
utomotive Cash
– includes cash, cash equivalents, and marketable securities
|
•
|
Volume and Mix:
|
◦
|
Volume primarily measures changes in net financing margin driven by changes in average managed receivables at prior period financing margin yield (defined below in financing margin) at prior period exchange rates. Volume changes are primarily driven by the volume of new and used vehicle sales and leases, the extent to which Ford Credit purchases retail installment sale and lease contracts, the extent to which Ford Credit provides wholesale financing, the sales price of the vehicles financed, the level of dealer inventories, Ford-sponsored special financing programs available exclusively through Ford Credit, and the availability of cost-effective funding for the purchase of retail installment sale and lease contracts and to provide wholesale financing
|
◦
|
Mix primarily measures changes in net financing margin driven by period over period changes in the composition of Ford Credit’s average managed receivables by product and by country or region
|
◦
|
Financing margin variance is the period-to-period change in financing margin yield multiplied by the present period average managed receivables at prior period exchange rates. This calculation is performed at the product and country level and then aggregated. Financing margin yield equals revenue, less interest expense and scheduled depreciation for the period, divided by average managed receivables for the same period
|
◦
|
Financing margin changes are driven by changes in revenue and interest expense. Changes in revenue are primarily driven by the level of market interest rates, cost assumptions in pricing, mix of business, and competitive environment. Changes in interest expense are primarily driven by the level of market interest rates, borrowing spreads, and asset-liability management
|
•
|
Credit Loss:
|
◦
|
Credit loss is the change in the provision for credit losses at prior period exchange rates. For analysis purposes, management splits the provision for credit losses into net charge-offs and the change in the allowance for credit losses
|
◦
|
Net charge-off changes are primarily driven by the number of repossessions, severity per repossession, and recoveries. Changes in the allowance for credit losses are primarily driven by changes in historical trends in credit losses and recoveries, changes in the composition and size of Ford Credit’s present portfolio, changes in trends in historical used vehicle values, and changes in economic conditions. For additional information on the allowance for credit losses, refer to the “Critical Accounting Estimates
-
Allowance for Credit Losses” section
|
•
|
Lease Residual:
|
◦
|
Lease residual measures changes to residual performance at prior period exchange rates. For analysis purposes, management splits residual performance primarily into residual gains and losses, and the change in accumulated supplemental depreciation
|
◦
|
Residual gain and loss changes are primarily driven by the number of vehicles returned to Ford Credit and sold, and the difference between the auction value and the depreciated value (which includes both base and accumulated supplemental depreciation) of the vehicles sold. Changes in accumulated supplemental depreciation are primarily driven by changes in Ford Credit’s estimate of the expected auction value at the end of the lease term, and changes in the estimate of the number of vehicles that will be returned to it and sold. For additional information on accumulated supplemental depreciation, refer to the “Critical Accounting Estimates
-
Accumulated Depreciation on Vehicles Subject to Operating Leases” section
|
•
|
Exchange:
|
◦
|
Reflects changes in pre-tax results driven by the effects of converting functional currency income to U.S. dollars
|
•
|
Other:
|
◦
|
Primarily includes operating expenses, other revenue, and insurance expenses at prior period exchange rates
|
◦
|
Changes in operating expenses are primarily driven by salaried personnel costs, facilities costs, and costs associated with the origination and servicing of customer contracts
|
◦
|
In general, other revenue changes are primarily driven by changes in earnings related to market valuation adjustments to derivatives (primarily related to movements in interest rates) and other miscellaneous items
|
•
|
Cash
(as shown on the Funding Structure, Liquidity Sources, and Leverage charts) – Cash, cash equivalents, and marketable securities, excluding amounts related to insurance activities
|
•
|
Securitizations
(as shown on the Public Term Funding Plan chart) – Public securitizations, Rule 144A offerings sponsored by Ford Credit, and widely distributed offerings by Ford Credit Canada
|
•
|
Term Asset-Backed Securities
(as shown on the Funding Structure chart) – Obligations issued in securitization transactions that are payable only out of collections on the underlying securitized assets and related enhancements
|
•
|
Total Debt
(as shown on the Leverage chart) – Debt on Ford Credit’s balance sheet. Includes debt issued in securitizations and payable only out of collections on the underlying securitized assets and related enhancements. Ford Credit holds the right to receive the excess cash flows not needed to pay the debt issued by, and other obligations of, the securitization entities that are parties to those securitization transactions
|
•
|
Total Net Receivables
(as shown on the Key Metrics and Receivables Reconciliation charts) – Includes finance receivables (retail and wholesale) sold for legal purposes and net investment in operating leases included in securitization transactions that do not satisfy the requirements for accounting sale treatment. These receivables and operating leases are reported on Ford Credit’s balance sheet and are available only for payment of the debt issued by, and other obligations of, the securitization entities that are parties to those securitization transactions; they are not available to pay the other obligations of Ford Credit or the claims of Ford Credit’s other creditors
|
|
|
Lower/(Higher)
|
||
Volume and mix, exchange, and other
|
|
$
|
(0.1
|
)
|
Contribution costs
|
|
|
||
Material excluding commodities
|
|
(0.3
|
)
|
|
Commodities
|
|
0.9
|
|
|
Warranty and other
|
|
(0.4
|
)
|
|
Structural costs
|
|
(1.5
|
)
|
|
Special items
|
|
(0.5
|
)
|
|
Total
|
|
$
|
(1.9
|
)
|
|
Increase/
(Decrease)
|
||
Net income
|
$
|
4.6
|
|
Dividends
|
(3.4
|
)
|
|
Other comprehensive income
|
(0.8
|
)
|
|
Compensation-related equity issuances
|
0.2
|
|
|
Treasury stock share repurchases
|
(0.1
|
)
|
|
Total
|
$
|
0.5
|
|
•
|
Limit our pension contributions to offset ongoing service cost or meet regulatory requirements, if any;
|
•
|
Continue progressively re-balancing assets to more fixed income investments, with a target asset allocation of about 80% fixed income investments and 20% growth assets, which will provide a better matching of plan assets to the characteristics of the liabilities, thereby reducing our net exposure; and
|
•
|
Evaluate strategic actions to reduce pension liabilities, such as plan design changes, curtailments, or settlements
|
•
|
On January 30, 2018, Moody’s revised the outlook to negative from stable for Ford and Ford Credit and affirmed their ratings.
|
|
NRSRO RATINGS
|
||||||||||||
|
Ford
|
|
Ford Credit
|
|
NRSROs
|
||||||||
|
Issuer
Default /
Corporate /
Issuer Rating
|
|
Long-Term Senior Unsecured
|
|
Outlook / Trend
|
|
Long-Term Senior Unsecured
|
|
Short-Term
Unsecured
|
|
Outlook / Trend
|
|
Minimum Long-Term Investment Grade Rating
|
DBRS
|
BBB
|
|
BBB
|
|
Stable
|
|
BBB
|
|
R-2M
|
|
Stable
|
|
BBB (low)
|
Fitch
|
BBB
|
|
BBB
|
|
Stable
|
|
BBB
|
|
F2
|
|
Stable
|
|
BBB-
|
Moody’s
|
N/A
|
|
Baa2
|
|
Negative
|
|
Baa2
|
|
P-2
|
|
Negative
|
|
Baa3
|
S&P
|
BBB
|
|
BBB
|
|
Stable
|
|
BBB
|
|
A-2
|
|
Stable
|
|
BBB-
|
•
|
Automotive profit to be flat to lower than in 2017 with continued headwinds from commodities and exchange, and higher market factors driven by mix and net pricing;
|
•
|
Mobility to have a higher loss due to increased investments in autonomous vehicles and mobility-related capabilities and services; and
|
•
|
Ford Credit profit to remain strong but lower than 2017 due to adverse financing margin from interest rates and derivative revaluation.
|
•
|
Ford’s long-term competitiveness depends on the successful execution of fitness actions;
|
•
|
Industry sales volume, particularly in the United States, Europe, or China, could decline if there is a financial crisis, recession, or significant geopolitical event;
|
•
|
Ford’s new and existing products and mobility services are subject to market acceptance;
|
•
|
Ford’s results are dependent on sales of larger, more profitable vehicles, particularly in the United States;
|
•
|
Ford may face increased price competition resulting from industry excess capacity, currency fluctuations, or other factors;
|
•
|
Fluctuations in commodity prices, foreign currency exchange rates, and interest rates can have a significant effect on results;
|
•
|
With a global footprint, Ford’s results could be adversely affected by economic, geopolitical, protectionist trade policies, or other events;
|
•
|
Ford’s production, as well as Ford’s suppliers’ production, could be disrupted by labor disputes, natural or man-made disasters, financial distress, production difficulties, or other factors;
|
•
|
Ford’s ability to maintain a competitive cost structure could be affected by labor or other constraints;
|
•
|
Pension and other postretirement liabilities could adversely affect Ford’s liquidity and financial condition;
|
•
|
Economic and demographic experience for pension and other postretirement benefit plans (e.g., discount rates or investment returns) could be worse than Ford has assumed;
|
•
|
Ford’s vehicles could be affected by defects that result in delays in new model launches, recall campaigns, or increased warranty costs;
|
•
|
Safety, emissions, fuel economy, and other regulations affecting Ford may become more stringent;
|
•
|
Ford could experience unusual or significant litigation, governmental investigations, or adverse publicity arising out of alleged defects in products, perceived environmental impacts, or otherwise;
|
•
|
Ford’s receipt of government incentives could be subject to reduction, termination, or clawback;
|
•
|
Operational systems, security systems, and vehicles could be affected by cyber incidents;
|
•
|
Ford Credit’s access to debt, securitization, or derivative markets around the world at competitive rates or in sufficient amounts could be affected by credit rating downgrades, market volatility, market disruption, regulatory requirements, or other factors;
|
•
|
Ford Credit could experience higher-than-expected credit losses, lower-than-anticipated residual values, or higher-than-expected return volumes for leased vehicles;
|
•
|
Ford Credit could face increased competition from banks, financial institutions, or other third parties seeking to increase their share of financing Ford vehicles; and
|
•
|
Ford Credit could be subject to new or increased credit regulations, consumer or data protection regulations, or other regulations.
|
|
|
For the year ended December 31, 2017
|
||||||||||||||
|
|
Automotive
|
|
Financial
Services
|
|
All Other, Special Items, & Adjustments
|
|
Consolidated
|
||||||||
Total revenues
|
|
$
|
145,653
|
|
|
$
|
11,113
|
|
|
$
|
10
|
|
|
$
|
156,776
|
|
Total costs and expenses
|
|
142,268
|
|
|
9,104
|
|
|
591
|
|
|
151,963
|
|
||||
Interest expense on Automotive debt
|
|
—
|
|
|
—
|
|
|
1,133
|
|
|
1,133
|
|
||||
Other income/(loss), net
|
|
2,705
|
|
|
207
|
|
|
355
|
|
|
3,267
|
|
||||
Equity in net income of affiliated companies
|
|
1,169
|
|
|
32
|
|
|
—
|
|
|
1,201
|
|
||||
Income/(loss) before income taxes
|
|
7,259
|
|
|
2,248
|
|
|
(1,359
|
)
|
|
8,148
|
|
||||
Provision for/(Benefit from) income taxes
|
|
2,365
|
|
|
(696
|
)
|
|
(1,149
|
)
|
|
520
|
|
||||
Net income/(Loss)
|
|
4,894
|
|
|
2,944
|
|
|
(210
|
)
|
|
7,628
|
|
||||
Less: Income/(Loss) attributable to noncontrolling interests
|
26
|
|
|
—
|
|
|
—
|
|
|
26
|
|
|||||
Net income/(Loss) attributable to Ford Motor Company
|
$
|
4,868
|
|
|
$
|
2,944
|
|
|
$
|
(210
|
)
|
|
$
|
7,602
|
|
|
|
December 31, 2017
|
||||||||||||||
Assets
|
|
Automotive
|
|
Financial
Services
|
|
All Other & Adjustments
|
|
Consolidated
|
||||||||
Cash and cash equivalents
|
|
$
|
8,930
|
|
|
$
|
9,558
|
|
|
$
|
4
|
|
|
$
|
18,492
|
|
Marketable securities
|
|
17,554
|
|
|
2,881
|
|
|
—
|
|
|
20,435
|
|
||||
Financial Services finance receivables, net
|
|
—
|
|
|
52,210
|
|
|
—
|
|
|
52,210
|
|
||||
Trade and other receivables, less allowances
|
|
4,049
|
|
|
6,548
|
|
|
2
|
|
|
10,599
|
|
||||
Inventories
|
|
10,277
|
|
|
—
|
|
|
—
|
|
|
10,277
|
|
||||
Other assets
|
|
2,631
|
|
|
1,258
|
|
|
—
|
|
|
3,889
|
|
||||
Receivable from other segments
|
|
57
|
|
|
1,948
|
|
|
(2,005
|
)
|
|
—
|
|
||||
Total current assets
|
|
43,498
|
|
|
74,403
|
|
|
(1,999
|
)
|
|
115,902
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Financial Services finance receivables, net
|
|
—
|
|
|
56,182
|
|
|
—
|
|
|
56,182
|
|
||||
Net investment in operating leases
|
|
1,574
|
|
|
26,661
|
|
|
—
|
|
|
28,235
|
|
||||
Net property
|
|
35,133
|
|
|
177
|
|
|
17
|
|
|
35,327
|
|
||||
Equity in net assets of affiliated companies
|
|
2,984
|
|
|
101
|
|
|
—
|
|
|
3,085
|
|
||||
Deferred income taxes
|
|
13,367
|
|
|
247
|
|
|
(2,641
|
)
|
|
10,973
|
|
||||
Other assets
|
|
6,329
|
|
|
1,702
|
|
|
73
|
|
|
8,104
|
|
||||
Receivable from other segments
|
|
—
|
|
|
865
|
|
|
(865
|
)
|
|
—
|
|
||||
Total assets
|
|
$
|
102,885
|
|
|
$
|
160,338
|
|
|
$
|
(5,415
|
)
|
|
$
|
257,808
|
|
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Payables
|
|
$
|
22,115
|
|
|
$
|
1,162
|
|
|
$
|
5
|
|
|
$
|
23,282
|
|
Other liabilities and deferred revenue
|
|
18,278
|
|
|
1,403
|
|
|
16
|
|
|
19,697
|
|
||||
Automotive debt payable within one year
|
|
3,356
|
|
|
—
|
|
|
—
|
|
|
3,356
|
|
||||
Financial Services debt payable within one year
|
|
—
|
|
|
48,265
|
|
|
—
|
|
|
48,265
|
|
||||
Payable to other segments
|
|
1,945
|
|
|
—
|
|
|
(1,945
|
)
|
|
—
|
|
||||
Total current liabilities
|
|
45,694
|
|
|
50,830
|
|
|
(1,924
|
)
|
|
94,600
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Other liabilities and deferred revenue
|
|
23,602
|
|
|
1,107
|
|
|
2
|
|
|
24,711
|
|
||||
Automotive long-term debt
|
|
12,575
|
|
|
—
|
|
|
—
|
|
|
12,575
|
|
||||
Financial Services long-term debt
|
|
—
|
|
|
90,091
|
|
|
—
|
|
|
90,091
|
|
||||
Deferred income taxes
|
|
155
|
|
|
3,301
|
|
|
(2,641
|
)
|
|
815
|
|
||||
Payable to other segments
|
|
853
|
|
|
—
|
|
|
(853
|
)
|
|
—
|
|
||||
Total liabilities
|
|
$
|
82,879
|
|
|
$
|
145,329
|
|
|
$
|
(5,416
|
)
|
|
$
|
222,792
|
|
|
|
For the year ended December 31, 2017
|
||||||||||||||
Cash flows from operating activities
|
|
Automotive
|
|
Financial
Services
|
|
All Other & Adjustments
|
|
Consolidated
|
||||||||
Net income
|
|
$
|
4,894
|
|
|
$
|
2,944
|
|
|
$
|
(210
|
)
|
|
$
|
7,628
|
|
Depreciation and tooling amortization
|
|
4,963
|
|
|
4,159
|
|
|
—
|
|
|
9,122
|
|
||||
Other amortization
|
|
134
|
|
|
(803
|
)
|
|
—
|
|
|
(669
|
)
|
||||
Provision for credit and insurance losses
|
|
6
|
|
|
711
|
|
|
—
|
|
|
717
|
|
||||
Pension and OPEB expense/(income)
|
|
(608
|
)
|
|
—
|
|
|
—
|
|
|
(608
|
)
|
||||
Equity investment (earnings)/losses in excess of dividends
received
|
|
271
|
|
|
(31
|
)
|
|
—
|
|
|
240
|
|
||||
Foreign currency adjustments
|
|
(395
|
)
|
|
(8
|
)
|
|
—
|
|
|
(403
|
)
|
||||
Net (gain)/loss on changes in investments in affiliates
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
||||
Stock compensation
|
|
233
|
|
|
10
|
|
|
3
|
|
|
246
|
|
||||
Net change in wholesale and other receivables
|
|
—
|
|
|
(836
|
)
|
|
—
|
|
|
(836
|
)
|
||||
Provision for deferred income taxes
|
|
651
|
|
|
(883
|
)
|
|
—
|
|
|
(232
|
)
|
||||
Decrease/(Increase) in intersegment receivables/payables
|
|
7
|
|
|
(28
|
)
|
|
21
|
|
|
—
|
|
||||
Decrease/(Increase) in accounts receivable and other assets
|
|
(1,824
|
)
|
|
(470
|
)
|
|
(3
|
)
|
|
(2,297
|
)
|
||||
Decrease/(Increase) in inventory
|
|
(959
|
)
|
|
—
|
|
|
—
|
|
|
(959
|
)
|
||||
Increase/(Decrease) in accounts payable and accrued and
other liabilities
|
|
5,777
|
|
|
301
|
|
|
11
|
|
|
6,089
|
|
||||
Other
|
|
307
|
|
|
(346
|
)
|
|
104
|
|
|
65
|
|
||||
Interest supplements and residual value support to Financial
Services
|
|
(4,524
|
)
|
|
4,524
|
|
|
—
|
|
|
—
|
|
||||
Net cash provided by/(used in) operating activities
|
|
8,926
|
|
|
$
|
9,244
|
|
|
$
|
(74
|
)
|
|
$
|
18,096
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Reconciling Adjustments to Automotive Segment Operating Cash Flows*
|
|
|
|
|
|
|
|
|||||||||
Automotive capital spending
|
|
(7,001
|
)
|
|
|
|
|
|
|
|||||||
Settlements of derivatives
|
|
217
|
|
|
|
|
|
|
|
|||||||
Funded pension contributions
|
|
1,434
|
|
|
|
|
|
|
|
|||||||
Separation payments
|
|
281
|
|
|
|
|
|
|
|
|||||||
Other
|
|
51
|
|
|
|
|
|
|
|
|||||||
Automotive Segment Operating Cash Flows
|
|
$
|
3,908
|
|
|
|
|
|
|
|
*
|
We measure and evaluate our Automotive segment operating cash flow on a different basis than Net cash provided by/(used in) operating activities in our consolidated statement of cash flows. Automotive segment operating cash flow includes additional elements management considers to be related to our Automotive operating activities, primarily capital spending and non-designated derivatives, and excludes outflows for funded pension contributions, separation payments, and other items that are considered operating cash flows under U.S. GAAP. The table above quantifies the reconciling adjustments to Net cash provided by/(used in) operating activities for the period ended December 31, 2017.
|
|
|
For the year ended December 31, 2017
|
||||||||||||||
Cash flows from investing activities
|
|
Automotive
|
|
Financial
Services
|
|
All Other & Adjustments
|
|
Consolidated
|
||||||||
Capital spending
|
|
$
|
(7,001
|
)
|
|
$
|
(45
|
)
|
|
$
|
(3
|
)
|
|
$
|
(7,049
|
)
|
Acquisitions of finance receivables and operating leases
|
|
—
|
|
|
(59,354
|
)
|
|
—
|
|
|
(59,354
|
)
|
||||
Collections of finance receivables and operating leases
|
|
—
|
|
|
44,641
|
|
|
—
|
|
|
44,641
|
|
||||
Purchases of equity and debt securities
|
|
(21,665
|
)
|
|
(5,898
|
)
|
|
(4
|
)
|
|
(27,567
|
)
|
||||
Sales and maturities of equity and debt securities
|
|
23,582
|
|
|
6,316
|
|
|
—
|
|
|
29,898
|
|
||||
Settlements of derivatives
|
|
217
|
|
|
(117
|
)
|
|
—
|
|
|
100
|
|
||||
Other
|
|
(71
|
)
|
|
17
|
|
|
(7
|
)
|
|
(61
|
)
|
||||
Investing activity (to)/from other segments
|
|
231
|
|
|
—
|
|
|
(231
|
)
|
|
—
|
|
||||
Net cash provided by/(used in) investing activities
|
|
$
|
(4,707
|
)
|
|
$
|
(14,440
|
)
|
|
$
|
(245
|
)
|
|
$
|
(19,392
|
)
|
Cash flows from financing activities
|
|
Automotive
|
|
Financial
Services
|
|
All Other & Adjustments
|
|
Consolidated
|
||||||||
Cash dividends
|
|
$
|
(2,584
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(2,584
|
)
|
Purchases of common stock
|
|
(131
|
)
|
|
—
|
|
|
—
|
|
|
(131
|
)
|
||||
Net changes in short-term debt
|
|
69
|
|
|
1,160
|
|
|
—
|
|
|
1,229
|
|
||||
Proceeds from issuance of other debt
|
|
807
|
|
|
44,994
|
|
|
—
|
|
|
45,801
|
|
||||
Principal payments on other debt
|
|
(1,398
|
)
|
|
(39,372
|
)
|
|
—
|
|
|
(40,770
|
)
|
||||
Other
|
|
(46
|
)
|
|
(105
|
)
|
|
—
|
|
|
(151
|
)
|
||||
Financing activity to/(from) other segments
|
|
—
|
|
|
(315
|
)
|
|
315
|
|
|
—
|
|
||||
Net cash provided by/(used in) financing activities
|
|
$
|
(3,283
|
)
|
|
$
|
6,362
|
|
|
$
|
315
|
|
|
$
|
3,394
|
|
|
|
|
|
|
|
|
|
|
||||||||
Effect of exchange rate changes on cash and cash equivalents
|
$
|
174
|
|
|
$
|
315
|
|
|
$
|
—
|
|
|
$
|
489
|
|
•
|
Discount rates.
Our discount rate assumption is based primarily on the results of a cash flow matching analysis, which matches the future cash outflows for each major plan to a yield curve based on high-quality bonds specific to the country of the plan. Benefit payments are discounted at the rates on the curve to determine the year-end obligations.
|
•
|
Expected long-term rate of return on plan assets.
Our expected long-term rate of return considers various sources, primarily inputs from a range of advisors for capital market returns, inflation, bond yields, and other variables, adjusted for specific aspects of our investment strategy by plan. Historical returns also are considered where appropriate. The assumption is based on consideration of all inputs, with a focus on long-term trends to avoid short-term market influences.
|
•
|
Salary growth.
Our salary growth assumption reflects our actual experience, long-term outlook, and assumed inflation.
|
•
|
Inflation.
Our inflation assumption is based on an evaluation of external market indicators, including real gross domestic product growth and central bank inflation targets.
|
•
|
Expected contributions.
Our expected amount and timing of contributions are based on an assessment of minimum requirements, cash availability, and other considerations (e.g., funded status, avoidance of regulatory premiums and levies, and tax efficiency).
|
•
|
Retirement rates.
Retirement rates are developed to reflect actual and projected plan experience.
|
•
|
Mortality rates.
Mortality rates are developed to reflect actual and projected plan experience.
|
•
|
Health care cost trends
. Our health care cost trend assumptions are developed based on historical cost data, the near-term outlook, and an assessment of likely long-term trends.
|
|
|
Basis
|
|
Increase/(Decrease) in
|
||
|
|
Point
|
|
December 31, 2017 Funded Status
|
||
Factor
|
|
Change
|
|
U.S. Plans
|
|
Non-U.S. Plans
|
Discount rate - obligation
|
|
+/- 100 bps.
|
|
$5,000/$(6,200)
|
|
$5,000/$(6,500)
|
Interest rate - fixed income assets
|
|
+/- 100
|
|
(4,800)/5,900
|
|
(3,400)/4,400
|
Net impact on funded status
|
|
|
|
$200/$(300)
|
|
$1,600/$(2,100)
|
|
|
Basis
|
|
Increase/(Decrease) in
|
||
|
|
Point
|
|
2018 Expense
|
||
Factor
|
|
Change
|
|
U.S. Plans
|
|
Non-U.S. Plans
|
Interest rate - service cost and interest cost
|
|
+/- 25 bps.
|
|
$40/$(40)
|
|
$10/$(10)
|
Expected long-term rate of return on assets
|
|
+/- 25
|
|
(110)/110
|
|
(70)/70
|
|
|
|
|
Worldwide OPEB
|
||
|
|
Basis
|
|
(Increase)/Decrease
2017 YE Obligation
|
|
Increase/(Decrease)
2018 Expense
|
|
|
Point
|
|
|
||
Factor
|
|
Change
|
|
|
||
Discount rate - obligation
|
|
+/- 100 bps.
|
|
$700/$(900)
|
|
N/A
|
Interest rate - service cost and interest cost
|
|
+/- 25
|
|
N/A
|
|
$5/$(5)
|
•
|
Frequency.
The number of finance receivables and operating lease contracts that are expected to default over the loss emergence period, measured as repossessions; repossession ratio reflects the number of finance receivables and operating lease contracts that we expect will default over a period of time divided by the average number of contracts outstanding; and
|
•
|
Loss severity.
The expected difference between the amount a customer owes when the finance contract is charged off and the amount received, net of expenses, from selling the repossessed vehicle.
|
Assumption
|
|
Basis Point Change
|
|
Increase/(Decrease)
|
Frequency - repossession ratio
|
|
+/- 10 bps
|
|
$41/$(41)
|
Loss severity per unit
|
|
+/- 100
|
|
5/(5)
|
•
|
Auction value.
Ford Credit’s projection of the market value of the vehicles when sold at the end of the lease; and
|
•
|
Return volume.
Ford Credit’s projection of the number of vehicles that will be returned at lease-end.
|
Assumption
|
|
Basis Point
Change
|
|
Increase/(Decrease)
|
Future auction values
|
|
+/- 100 bps
|
|
$(123)/$123
|
Return volumes
|
|
+/- 100
|
|
23/(23)
|
Standard
|
|
Effective Date (a)
|
|
2016-18
|
Statement of Cash Flows - Restricted Cash
|
|
January 1, 2018
|
2016-16
|
Income Taxes - Intra-Entity Transfers of Assets Other Than Inventory
|
|
January 1, 2018
|
2016-15
|
Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments
|
|
January 1, 2018
|
2016-01
|
Financial Instruments - Recognition and Measurement of Financial Assets and Financial Liabilities
|
|
January 1, 2018 (b)
|
2017-12
|
Derivatives and Hedging
|
|
January 1, 2019 (b)
|
2017-08
|
Nonrefundable Fees and Other Costs - Premium Amortization on Purchased Callable Debt Securities
|
|
January 1, 2019
|
2016-02
|
Leases
|
|
January 1, 2019 (b) (c)
|
2016-13
|
Credit Losses - Measurement of Credit Losses on Financial Instruments
|
|
January 1, 2020 (b)
|
(a)
|
Early adoption for each of the standards, except standard 2016-01, is permitted.
|
(b)
|
For additional information, see Note
3
of the Notes to the Financial Statements.
|
(c)
|
The FASB has issued the following update to the Leases standard: Accounting Standard Update (“ASU”) 2018-01 (Land Easement Practical Expedient for Transition to Topic 842). We will adopt the new leases guidance effective January 1, 2019.
|
|
Payments Due by Period
|
|
|
||||||||||||||||
|
2018
|
|
2019 - 2020
|
|
2021 - 2022
|
|
Thereafter
|
|
Total
|
||||||||||
Non-Financial Services
|
|
|
|
|
|
|
|
|
|
||||||||||
On-balance sheet
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt (a)
|
$
|
1,946
|
|
|
$
|
2,216
|
|
|
$
|
1,383
|
|
|
$
|
9,208
|
|
|
$
|
14,753
|
|
Interest payments relating to long-term debt
|
748
|
|
|
1,209
|
|
|
1,108
|
|
|
7,779
|
|
|
10,844
|
|
|||||
Capital leases (b)
|
48
|
|
|
109
|
|
|
19
|
|
|
12
|
|
|
188
|
|
|||||
Pension funding (c)
|
243
|
|
|
352
|
|
|
349
|
|
|
—
|
|
|
944
|
|
|||||
Off-balance sheet
|
|
|
|
|
|
|
|
|
|
||||||||||
Purchase obligations
|
1,538
|
|
|
1,595
|
|
|
801
|
|
|
459
|
|
|
4,393
|
|
|||||
Operating leases
|
330
|
|
|
485
|
|
|
229
|
|
|
331
|
|
|
1,375
|
|
|||||
Total Non-Financial Services
|
4,853
|
|
|
5,966
|
|
|
3,889
|
|
|
17,789
|
|
|
32,497
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial Services
|
|
|
|
|
|
|
|
|
|
||||||||||
On-balance sheet
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt (a)
|
31,115
|
|
|
53,679
|
|
|
26,259
|
|
|
10,405
|
|
|
121,458
|
|
|||||
Interest payments relating to long-term debt
|
2,859
|
|
|
3,783
|
|
|
1,647
|
|
|
1,057
|
|
|
9,346
|
|
|||||
Off-balance sheet
|
|
|
|
|
|
|
|
|
|
||||||||||
Purchase obligations
|
4
|
|
|
18
|
|
|
—
|
|
|
—
|
|
|
22
|
|
|||||
Operating leases
|
7
|
|
|
11
|
|
|
7
|
|
|
6
|
|
|
31
|
|
|||||
Total Financial Services
|
33,985
|
|
|
57,491
|
|
|
27,913
|
|
|
11,468
|
|
|
130,857
|
|
|||||
Total Company
|
$
|
38,838
|
|
|
$
|
63,457
|
|
|
$
|
31,802
|
|
|
$
|
29,257
|
|
|
$
|
163,354
|
|
(a)
|
Excludes unamortized debt discounts/premiums, debt issuance costs, and fair value adjustments.
|
(b)
|
Includes interest payments of $17 million.
|
(c)
|
Amounts represent our estimate of contractually obligated deficit contributions to U.K. and Ford-Werke plans. See
Note 17
for further information regarding our expected 2018 pension contributions and funded status.
|
Pre-Tax Cash Flow Sensitivity
|
|
2016
|
|
2017
|
||||
One percentage point instantaneous
increase
in interest rates
|
|
$
|
21
|
|
|
$
|
14
|
|
One percentage point instantaneous
decrease
in interest rates (a)
|
|
(21
|
)
|
|
(14
|
)
|
(a)
|
Pre-tax cash flow sensitivity given a one percentage point decrease in interest rates requires an assumption of negative interest rates in markets where existing interest rates are below one percent.
|
•
|
Report of Independent Registered Public Accounting Firm.
|
•
|
Consolidated Income Statement for the years ended December 31,
2015
,
2016
, and
2017
.
|
•
|
Consolidated Statement of Comprehensive Income for the years ended December 31,
2015
,
2016
, and
2017
.
|
•
|
Consolidated Balance Sheet at December 31,
2016
and
2017
.
|
•
|
Consolidated Statement of Cash Flows for the years ended December 31,
2015
,
2016
, and
2017
.
|
•
|
Consolidated Statement of Equity for the years ended December 31,
2015
,
2016
, and
2017
.
|
•
|
Notes to the Financial Statements.
|
Designation
|
Description
|
Schedule II
|
Valuation and Qualifying Accounts
|
Designation
|
|
Description
|
|
Method of Filing
|
|
Restated Certificate of Incorporation, dated August 2, 2000.
|
|
Filed as Exhibit 3-A to our Annual Report on Form 10-K for the year ended December 31, 2000.*
|
|
|
Certificate of Designation of Series A Junior Participating Preferred Stock filed on September 11, 2009.
|
|
Filed as Exhibit 3.1 to our Current Report on Form 8-K filed September 11, 2009.*
|
|
|
By-laws.
|
|
Filed as Exhibit 3.2 to our Form 8-A/A filed on September 11, 2015.*
|
|
|
Tax Benefit Preservation Plan (“TBPP”) dated September 11, 2009 between Ford Motor Company and Computershare Trust Company, N.A.
|
|
Filed as Exhibit 4.1 to our Current Report on Form 8-K filed September 11, 2009.*
|
|
|
Amendment No. 1 to TBPP dated September 11, 2012.
|
|
Filed as Exhibit 4 to our Current Report on Form 8-K filed September 12, 2012.*
|
|
|
Amendment No. 2 to TBPP dated September 9, 2015.
|
|
Filed as Exhibit 4 to our Current Report on Form 8-K filed September 11, 2015.*
|
|
|
Executive Separation Allowance Plan, as amended and restated effective as of January 1, 2018**
|
|
Filed as Exhibit 10.1 to our Current Report on Form 8-K filed February 7, 2018.*
|
|
|
Deferred Compensation Plan for Non-Employee Directors, as amended and restated as of January 1, 2012.**
|
|
Filed as Exhibit 10-B to our Annual Report on Form 10-K for the year ended December 31, 2011.*
|
|
|
2014 Stock Plan for Non-Employee Directors**
|
|
Filed as Exhibit 10-C to our Annual Report on Form 10-K for the year ended December 31, 2013.*
|
|
|
Benefit Equalization Plan, as amended and restated effective as of January 1, 2018.**
|
|
Filed as Exhibit 10.2 to our Current Report on Form 8-K filed February 7, 2018.*
|
|
|
Description of financial counseling services provided to certain executives.**
|
|
Filed as Exhibit 10-F to our Annual Report on Form 10-K for the year ended December 31, 2002.*
|
Designation
|
|
Description
|
|
Method of Filing
|
|
Defined Benefit Supplemental Executive Retirement Plan, as amended and restated effective as of January 1, 2018.**
|
|
Filed as Exhibit 10.3 to our Current Report on Form 8-K filed February 7, 2018.*
|
|
|
Defined Contribution Supplemental Executive Retirement Plan, as amended and restated effective as of January 1, 2017.**
|
|
Filed as Exhibit 10.4 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2017.*
|
|
|
Description of Director Compensation as of July 13, 2006.**
|
|
Filed as Exhibit 10-G-3 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2006.*
|
|
|
Amendment to Description of Director Compensation as of February 8, 2012.**
|
|
Filed as Exhibit 10-F-3 to our Annual Report on Form 10-K for the year ended December 31, 2011.*
|
|
|
Amendment to Description of Director Compensation as of July 1, 2013.**
|
|
Filed as Exhibit 10-G-2 to our Annual Report on Form 10-K for the year ended December 31, 2013.*
|
|
|
Amendment to Description of Director Compensation as of January 1, 2017.**
|
|
Filed as Exhibit 10-G-3 to our Annual Report on Form 10-K for the year ended December 31, 2016.*
|
|
|
2008 Long-Term Incentive Plan.**
|
|
Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2008.*
|
|
|
Description of Matching Gift Program and Vehicle Evaluation Program for Non-Employee Directors.**
|
|
Filed as Exhibit 10-I to our Annual Report on Form 10-K/A for the year ended December 31, 2005.*
|
|
|
Non-Employee Directors Life Insurance and Optional Retirement Plan as amended and restated as of December 31, 2010.**
|
|
Filed as Exhibit 10-I to our Annual Report on Form 10-K for the year ended December 31, 2010.*
|
|
Exhibit 10-K
|
|
Description of Non-Employee Directors Accidental Death, Dismemberment and Permanent Total Disablement Indemnity.**
|
|
Filed as Exhibit 10-S to our Annual Report on Form 10-K for the year ended December 31, 1992.*
|
|
Description of Amendment to Basic Life Insurance and Accidental Death & Dismemberment Insurance.**
|
|
Filed as Exhibit 10-K-1 to our Annual Report on Form 10-K for the year ended December 31, 2013.*
|
|
|
Description of Compensation Arrangements for Mark Fields.**
|
|
Filed as Exhibit 10-L to our Annual Report on Form 10-K for the year ended December 31, 2014.*
|
|
|
Executive Separation Waiver and Release Agreement between Ford Motor Company and Mark Fields dated May 21, 2017.**
|
|
Filed as Exhibit 10 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.*
|
|
|
Select Retirement Plan, as amended and restated effective as of January 1, 2018.**
|
|
Filed as Exhibit 10.4 to our Current Report on Form 8-K filed February 7, 2018.*
|
|
|
Deferred Compensation Plan, as amended and restated as of December 31, 2010.**
|
|
Filed as Exhibit 10-M to our Annual Report on Form 10-K for the year ended December 31, 2010.*
|
|
|
Suspension of Open Enrollment in Deferred Compensation Plan.**
|
|
Filed as Exhibit 10-M-1 to our Annual Report on Form 10-K for the year ended December 31, 2009.*
|
|
|
Annual Incentive Compensation Plan, as amended and restated as of March 1, 2008.**
|
|
Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2008.*
|
|
|
Amendment to the Ford Motor Company Annual Incentive Compensation Plan (effective as of December 31, 2008).**
|
|
Filed as Exhibit 10-N-1 to our Annual Report on Form 10-K for the year ended December 31, 2008.*
|
|
|
Annual Incentive Compensation Plan, as amended and restated effective as of March 1, 2018.**
|
|
Filed with this Report.
|
|
|
Annual Incentive Compensation Plan Metrics for 2016.**
|
|
Filed as Exhibit 10-O-4 to our Annual Report on Form 10-K for the year ended December 31, 2015.*
|
|
|
Annual Incentive Compensation Plan Metrics for 2017.**
|
|
Filed as Exhibit 10-O-4 to our Annual Report on Form 10-K for the year ended December 31, 2016.*
|
|
|
Performance-Based Restricted Stock Unit Metrics for 2013.**
|
|
Filed as Exhibit 10-N-9 to our Annual Report on Form 10-K for the year ended December 31, 2012.*
|
|
|
Performance-Based Restricted Stock Unit Metrics for 2014.**
|
|
Filed as Exhibit 10-O-9 to our Annual Report on Form 10-K for the year ended December 31, 2013.*
|
|
|
Performance-Based Restricted Stock Unit Metrics for 2015.**
|
|
Filed as Exhibit 10-O-11 to our Annual Report on Form 10-K for the year ended December 31, 2014.*
|
|
|
Performance-Based Restricted Stock Unit Metrics for 2016.**
|
|
Filed as Exhibit 10-O-9 to our Annual Report on Form 10-K for the year ended December 31, 2015.*
|
|
|
Performance-Based Restricted Stock Unit Metrics for 2017.**
|
|
Filed as Exhibit 10-O-10 to our Annual Report on Form 10-K for the year ended December 31, 2016.*
|
|
|
Executive Compensation Recoupment Policy.**
|
|
Filed as Exhibit 10-N-8 to our Annual Report on Form 10-K for the year ended December 31, 2010.*
|
|
|
Incremental Bonus Description.**
|
|
Filed as Exhibit 10-N-9 to our Annual Report on Form 10-K for the year ended December 31, 2010.*
|
|
|
1998 Long-Term Incentive Plan, as amended and restated effective as of January 1, 2003.**
|
|
Filed as Exhibit 10-R to our Annual Report on Form 10-K for the year ended December 31, 2002.*
|
|
|
Amendment to Ford Motor Company 1998 Long-Term Incentive Plan (effective as of January 1, 2006).**
|
|
Filed as Exhibit 10-P-1 to our Annual Report on Form 10-K/A for the year ended December 31, 2005.*
|
|
|
Form of Stock Option Terms and Conditions for Long-Term Incentive Plan.**
|
|
Filed with this Report.
|
Designation
|
|
Description
|
|
Method of Filing
|
|
Form of Stock Option Agreement for Long-Term Incentive Plan.**
|
|
Filed with this Report.
|
|
|
Form of Stock Option Agreement (ISO) for Long-Term Incentive Plan.**
|
|
Filed with this Report.
|
|
|
Form of Stock Option Agreement (U.K. NQO) for Long-Term Incentive Plan.**
|
|
Filed with this Report.
|
|
|
Form of Stock Option (U.K.) Terms and Conditions for Long-Term Incentive Plan.**
|
|
Filed with this Report.
|
|
|
Form of Restricted Stock Grant Letter.**
|
|
Filed with this Report.
|
|
|
Form of Final Award Notification Letter for Performance-Based Restricted Stock Units.**
|
|
Filed with this Report.
|
|
|
Form of Annual Equity Grant Letter V.1.**
|
|
Filed with this Report.
|
|
|
Form of Annual Equity Grant Letter V.2.**
|
|
Filed with this Report.
|
|
|
Long-Term Incentive Plan Restricted Stock Unit Agreement.**
|
|
Filed with this Report.
|
|
|
Long-Term Incentive Plan Restricted Stock Unit Terms and Conditions.**
|
|
Filed with this Report.
|
|
|
Form of Final Award Agreement for Performance-Based Restricted Stock Units under Long-Term Incentive Plan.**
|
|
Filed with this Report.
|
|
|
Form of Final Award Terms and Conditions for Performance-Based Restricted Stock Units under Long-Term Incentive Plan.**
|
|
Filed with this Report.
|
|
|
Form of Notification Letter for Time-Based Restricted Stock Units.**
|
|
Filed with this Report.
|
|
|
Agreement dated January 13, 1999 between Ford Motor Company and Edsel B. Ford II.**
|
|
Filed as Exhibit 10-X to our Annual Report on Form 10-K for the year ended December 31, 1998.*
|
|
|
Amendment dated May 5, 2010 to the Consulting Agreement between Ford Motor Company and Edsel B. Ford II.**
|
|
Filed as Exhibit 10.3 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2010.*
|
|
|
Amendment dated January 1, 2012 to the Consulting Agreement between Ford Motor Company and Edsel B. Ford II.**
|
|
Filed as Exhibit 10-P-2 to our Annual Report on Form 10-K for the year ended December 31, 2011.*
|
|
|
Amended and Restated Relationship Agreement dated April 30, 2015 between Ford Motor Company and Ford Motor Credit Company LLC.
|
|
Filed as Exhibit 10.2 to our Current Report on Form 8-K filed May 1, 2015.*
|
|
|
Form of Trade Secrets/Non-Compete Statement between Ford and certain of its Executive Officers.**
|
|
Filed as Exhibit 10-V to our Annual Report on Form 10-K for the year ended December 31, 2003.*
|
|
|
Arrangement between Ford Motor Company and William C. Ford, Jr., dated February 24, 2009.**
|
|
Filed as Exhibit 10-V to our Annual Report on Form 10-K for the year ended December 31, 2008.*
|
|
|
2015 Incentive Compensation Grants - Exclusion of Pension & OPEB Accounting Change.**
|
|
Filed as Exhibit 10-U to our Annual Report on Form 10-K for the year ended December 31, 2015.*
|
|
|
Description of Company Practices regarding Club Memberships for Executives.**
|
|
Filed as Exhibit 10-BB to our Annual Report on Form 10-K for the year ended December 31, 2006.*
|
|
|
Accession Agreement between Ford Motor Company and James D. Farley, Jr. as of October 9, 2007.**
|
|
Filed as Exhibit 10-W to our Annual Report on Form 10-K for the year ended December 31, 2012.*
|
|
|
Form of James D. Farley, Jr. Agreement Amendment, effective as of October 12, 2008.**
|
|
Filed as Exhibit 10-W-1 to our Annual Report on Form 10-K for the year ended December 31, 2012.*
|
|
|
Amended and Restated Credit Agreement dated as of November 24, 2009.
|
|
Filed as Exhibit 99.2 to our Current Report on Form 8-K filed November 25, 2009.*
|
|
|
Seventh Amendment dated as of March 15, 2012 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, and as further amended.
|
|
Filed as Exhibit 99.2 to our Current Report on Form 8-K filed March 15, 2012.*
|
|
|
Ninth Amendment dated as of April 30, 2013 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, and as further amended.
|
|
Filed as Exhibit 10 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013.*
|
|
|
Tenth Amendment dated as of April 30, 2014 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, and as further amended.
|
|
Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2014.*
|
|
|
Eleventh Amendment dated as of April 30, 2015 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, as amended and restated as of April 30, 2014, and as further amended, including the Third Amended and Restated Credit Agreement.
|
|
Filed as Exhibit 10.1 to our Current Report on Form 8-K filed May 1, 2015.*
|
Designation
|
|
Description
|
|
Method of Filing
|
|
Twelfth Amendment dated as of April 29, 2016 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, as amended and restated as of April 30, 2014, and as further amended and restated as of April 30, 2015.
|
|
Filed as Exhibit 10 to our Current Report on Form 8-K filed April 29, 2016.*
|
|
|
Thirteenth Amendment dated as of April 28, 2017 to our Credit Agreement dated as of December 15, 2006, as amended and restated as of November 24, 2009, as amended and restated as of April 30, 2014, and as further amended and restated as of April 30, 2015.
|
|
Filed as Exhibit 10 to our Current Report on Form 8-K filed April 28, 2017.*
|
|
|
Loan Arrangement and Reimbursement Agreement between Ford Motor Company and the U.S. Department of Energy dated as of September 16, 2009.
|
|
Filed as Exhibit 10.1 to our Current Report on Form 8-K filed September 22, 2009.*
|
|
|
Note Purchase Agreement dated as of September 16, 2009 among the Federal Financing Bank, Ford Motor Company, and the U.S. Secretary of Energy.
|
|
Filed as Exhibit 10.2 to our Current Report on Form 8-K filed September 22, 2009.*
|
|
|
Calculation of Ratio of Earnings to Fixed Charges.
|
|
Filed with this Report.
|
|
|
List of Subsidiaries of Ford as of January 31, 2018.
|
|
Filed with this Report.
|
|
|
Consent of Independent Registered Public Accounting Firm.
|
|
Filed with this Report.
|
|
|
Powers of Attorney.
|
|
Filed with this Report.
|
|
|
Rule 15d-14(a) Certification of CEO.
|
|
Filed with this Report.
|
|
|
Rule 15d-14(a) Certification of CFO.
|
|
Filed with this Report.
|
|
|
Section 1350 Certification of CEO.
|
|
Furnished with this Report.
|
|
|
Section 1350 Certification of CFO.
|
|
Furnished with this Report.
|
|
Exhibit 101.INS
|
|
XBRL Instance Document.
|
|
***
|
Exhibit 101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
|
***
|
Exhibit 101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
***
|
Exhibit 101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
***
|
Exhibit 101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
***
|
Exhibit 101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
***
|
By:
|
/s/ John T. Lawler
|
|
John T. Lawler, Vice President and Controller
|
|
(principal accounting officer)
|
|
|
Date:
|
February 8, 2018
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
WILLIAM CLAY FORD, JR.*
|
|
Director, Chairman of the Board, Executive Chairman, Chair of the Office of the Chairman and Chief Executive, and Chair of the Finance Committee
|
|
February 8, 2018
|
William Clay Ford, Jr.
|
|
|
|
|
|
|
|
|
|
JAMES P. HACKETT*
|
|
Director, President and Chief Executive Officer
|
|
February 8, 2018
|
James P. Hackett
|
|
(principal executive officer)
|
|
|
|
|
|
|
|
STEPHEN G. BUTLER*
|
|
Director and Chair of the Audit Committee
|
|
February 8, 2018
|
Stephen G. Butler
|
|
|
|
|
|
|
|
|
|
KIMBERLY A. CASIANO*
|
|
Director
|
|
February 8, 2018
|
Kimberly A. Casiano
|
|
|
|
|
|
|
|
|
|
ANTHONY F. EARLEY, JR.*
|
|
Director and Chair of the Compensation Committee
|
|
February 8, 2018
|
Anthony F. Earley, Jr.
|
|
|
|
|
|
|
|
|
|
EDSEL B. FORD II*
|
|
Director
|
|
February 8, 2018
|
Edsel B. Ford II
|
|
|
|
|
|
|
|
|
|
WILLIAM W. HELMAN IV*
|
|
Director and Chair of the Sustainability and Innovation Committee
|
|
February 8, 2018
|
William W. Helman IV
|
|
|
|
|
|
|
|
|
|
WILLIAM E. KENNARD*
|
|
Director and Chair of the Nominating and Governance Committee
|
|
February 8, 2018
|
William E. Kennard
|
|
|
|
|
|
|
|
|
|
JOHN C. LECHLEITER*
|
|
Director
|
|
February 8, 2018
|
John C. Lechleiter
|
|
|
|
|
|
|
|
|
|
ELLEN R. MARRAM*
|
|
Director
|
|
February 8, 2018
|
Ellen R. Marram
|
|
|
|
|
|
|
|
|
|
JOHN L. THORNTON*
|
|
Director
|
|
February 8, 2018
|
John L. Thornton
|
|
|
|
|
|
|
|
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
JOHN B. VEIHMEYER*
|
|
Director
|
|
February 8, 2018
|
John B. Veihmeyer
|
|
|
|
|
|
|
|
|
|
LYNN M. VOJVODICH*
|
|
Director
|
|
February 8, 2018
|
Lynn M. Vojvodich
|
|
|
|
|
|
|
|
|
|
JOHN S. WEINBERG*
|
|
Director
|
|
February 8, 2018
|
John S. Weinberg
|
|
|
|
|
|
|
|
|
|
BOB SHANKS*
|
|
Executive Vice President and Chief Financial Officer
|
|
February 8, 2018
|
Bob Shanks
|
|
(principal financial officer)
|
|
|
|
|
|
|
|
JOHN T. LAWLER*
|
|
Vice President and Controller
|
|
February 8, 2018
|
John T. Lawler
|
|
(principal accounting officer)
|
|
|
|
|
|
|
|
*By: /s/ JONATHAN E. OSGOOD
|
|
|
|
February 8, 2018
|
Jonathan E. Osgood
|
|
|
|
|
Attorney-in-Fact
|
|
|
|
|
|
|
|
|
|
|
For the years ended December 31,
|
||||||||||
|
2015
|
|
2016
|
|
2017
|
||||||
Revenues
|
|
|
|
|
|
||||||
Automotive
|
$
|
140,566
|
|
|
$
|
141,546
|
|
|
$
|
145,653
|
|
Financial Services
|
8,992
|
|
|
10,253
|
|
|
11,113
|
|
|||
Other
|
—
|
|
|
1
|
|
|
10
|
|
|||
Total revenues (Note 4)
|
149,558
|
|
|
151,800
|
|
|
156,776
|
|
|||
|
|
|
|
|
|
||||||
Costs and expenses
|
|
|
|
|
|
|
|
||||
Cost of sales
|
124,446
|
|
|
126,183
|
|
|
131,332
|
|
|||
Selling, administrative, and other expenses
|
10,763
|
|
|
10,972
|
|
|
11,527
|
|
|||
Financial Services interest, operating, and other expenses
|
7,368
|
|
|
8,904
|
|
|
9,104
|
|
|||
Total costs and expenses
|
142,577
|
|
|
146,059
|
|
|
151,963
|
|
|||
|
|
|
|
|
|
||||||
Interest expense on Automotive debt
|
773
|
|
|
894
|
|
|
1,133
|
|
|||
|
|
|
|
|
|
||||||
Non-Financial Services other income/(loss), net (Note 5)
|
1,854
|
|
|
(269
|
)
|
|
3,060
|
|
|||
Financial Services other income/(loss), net (Note 5)
|
372
|
|
|
438
|
|
|
207
|
|
|||
Equity in net income of affiliated companies
|
1,818
|
|
|
1,780
|
|
|
1,201
|
|
|||
Income before income taxes
|
10,252
|
|
|
6,796
|
|
|
8,148
|
|
|||
Provision for/(Benefit from) income taxes (Note 7)
|
2,881
|
|
|
2,189
|
|
|
520
|
|
|||
Net income
|
7,371
|
|
|
4,607
|
|
|
7,628
|
|
|||
Less: Income/(Loss) attributable to noncontrolling interests
|
(2
|
)
|
|
11
|
|
|
26
|
|
|||
Net income attributable to Ford Motor Company
|
$
|
7,373
|
|
|
$
|
4,596
|
|
|
$
|
7,602
|
|
|
|
|
|
|
|
||||||
EARNINGS PER SHARE ATTRIBUTABLE TO FORD MOTOR COMPANY COMMON AND CLASS B STOCK (Note 8)
|
|||||||||||
Basic income
|
$
|
1.86
|
|
|
$
|
1.16
|
|
|
$
|
1.91
|
|
Diluted income
|
1.84
|
|
|
1.15
|
|
|
1.90
|
|
|||
|
|
|
|
|
|
||||||
Cash dividends declared
|
0.60
|
|
|
0.85
|
|
|
0.65
|
|
|
For the years ended December 31,
|
||||||||||
|
2015
|
|
2016
|
|
2017
|
||||||
Net income
|
$
|
7,371
|
|
|
$
|
4,607
|
|
|
$
|
7,628
|
|
Other comprehensive income/(loss), net of tax (Note 21)
|
|
|
|
|
|
||||||
Foreign currency translation
|
(1,132
|
)
|
|
(1,024
|
)
|
|
314
|
|
|||
Marketable securities
|
(6
|
)
|
|
(8
|
)
|
|
(34
|
)
|
|||
Derivative instruments
|
227
|
|
|
219
|
|
|
(265
|
)
|
|||
Pension and other postretirement benefits
|
(81
|
)
|
|
56
|
|
|
37
|
|
|||
Total other comprehensive income/(loss), net of tax
|
(992
|
)
|
|
(757
|
)
|
|
52
|
|
|||
Comprehensive income
|
6,379
|
|
|
3,850
|
|
|
7,680
|
|
|||
Less: Comprehensive income/(loss) attributable to noncontrolling interests
|
(2
|
)
|
|
10
|
|
|
24
|
|
|||
Comprehensive income attributable to Ford Motor Company
|
$
|
6,381
|
|
|
$
|
3,840
|
|
|
$
|
7,656
|
|
|
December 31,
2016 |
|
December 31,
2017 |
||||
ASSETS
|
|
|
|
||||
Cash and cash equivalents (Note 9)
|
$
|
15,905
|
|
|
$
|
18,492
|
|
Marketable securities (Note 9)
|
22,922
|
|
|
20,435
|
|
||
Financial Services finance receivables, net (Note 10)
|
46,266
|
|
|
52,210
|
|
||
Trade and other receivables, less allowances of $392 and $412
|
11,102
|
|
|
10,599
|
|
||
Inventories (Note 12)
|
8,898
|
|
|
10,277
|
|
||
Other assets
|
3,368
|
|
|
3,889
|
|
||
Total current assets
|
108,461
|
|
|
115,902
|
|
||
|
|
|
|
||||
Financial Services finance receivables, net (Note 10)
|
49,924
|
|
|
56,182
|
|
||
Net investment in operating leases (Note 13)
|
28,829
|
|
|
28,235
|
|
||
Net property (Note 14)
|
32,072
|
|
|
35,327
|
|
||
Equity in net assets of affiliated companies (Note 15)
|
3,304
|
|
|
3,085
|
|
||
Deferred income taxes (Note 7)
|
9,705
|
|
|
10,973
|
|
||
Other assets
|
5,656
|
|
|
8,104
|
|
||
Total assets
|
$
|
237,951
|
|
|
$
|
257,808
|
|
|
|
|
|
||||
LIABILITIES
|
|
|
|
|
|
||
Payables
|
$
|
21,296
|
|
|
$
|
23,282
|
|
Other liabilities and deferred revenue (Note 16)
|
19,316
|
|
|
19,697
|
|
||
Automotive debt payable within one year (Note 18)
|
2,685
|
|
|
3,356
|
|
||
Financial Services debt payable within one year (Note 18)
|
46,984
|
|
|
48,265
|
|
||
Total current liabilities
|
90,281
|
|
|
94,600
|
|
||
|
|
|
|
||||
Other liabilities and deferred revenue (Note 16)
|
24,395
|
|
|
24,711
|
|
||
Automotive long-term debt (Note 18)
|
13,222
|
|
|
12,575
|
|
||
Financial Services long-term debt (Note 18)
|
80,079
|
|
|
90,091
|
|
||
Deferred income taxes (Note 7)
|
691
|
|
|
815
|
|
||
Total liabilities
|
208,668
|
|
|
222,792
|
|
||
|
|
|
|
||||
Redeemable noncontrolling interest (Note 20)
|
96
|
|
|
98
|
|
||
|
|
|
|
||||
EQUITY
|
|
|
|
|
|
||
Common Stock, par value $.01 per share (3,987 million shares issued of 6 billion authorized)
|
40
|
|
|
40
|
|
||
Class B Stock, par value $.01 per share (71 million shares issued of 530 million authorized)
|
1
|
|
|
1
|
|
||
Capital in excess of par value of stock
|
21,630
|
|
|
21,843
|
|
||
Retained earnings
|
15,634
|
|
|
21,218
|
|
||
Accumulated other comprehensive income/(loss) (Note 21)
|
(7,013
|
)
|
|
(6,959
|
)
|
||
Treasury stock
|
(1,122
|
)
|
|
(1,253
|
)
|
||
Total equity attributable to Ford Motor Company
|
29,170
|
|
|
34,890
|
|
||
Equity attributable to noncontrolling interests
|
17
|
|
|
28
|
|
||
Total equity
|
29,187
|
|
|
34,918
|
|
||
Total liabilities and equity
|
$
|
237,951
|
|
|
$
|
257,808
|
|
|
December 31,
2016 |
|
December 31,
2017 |
||||
ASSETS
|
|
|
|
||||
Cash and cash equivalents
|
$
|
3,047
|
|
|
$
|
3,479
|
|
Financial Services finance receivables, net
|
50,857
|
|
|
56,250
|
|
||
Net investment in operating leases
|
11,761
|
|
|
11,503
|
|
||
Other assets
|
25
|
|
|
64
|
|
||
LIABILITIES
|
|
|
|
||||
Other liabilities and deferred revenue
|
$
|
5
|
|
|
$
|
2
|
|
Debt
|
43,730
|
|
|
46,437
|
|
|
For the years ended December 31,
|
||||||||||
|
2015
|
|
2016
|
|
2017
|
||||||
Cash flows from operating activities
|
|
|
|
|
|
||||||
Net income
|
$
|
7,371
|
|
|
$
|
4,607
|
|
|
$
|
7,628
|
|
Depreciation and tooling amortization
|
7,993
|
|
|
9,023
|
|
|
9,122
|
|
|||
Other amortization
|
(27
|
)
|
|
(306
|
)
|
|
(669
|
)
|
|||
Provision for credit and insurance losses
|
418
|
|
|
672
|
|
|
717
|
|
|||
Pension and other postretirement employee benefits (“OPEB”) expense/(income)
|
512
|
|
|
2,667
|
|
|
(608
|
)
|
|||
Equity investment (earnings)/losses in excess of dividends received
|
(333
|
)
|
|
(178
|
)
|
|
240
|
|
|||
Foreign currency adjustments
|
710
|
|
|
283
|
|
|
(403
|
)
|
|||
Net (gain)/loss on changes in investments in affiliates
|
(42
|
)
|
|
(139
|
)
|
|
(7
|
)
|
|||
Stock compensation
|
199
|
|
|
210
|
|
|
246
|
|
|||
Net change in wholesale and other receivables
|
(5,090
|
)
|
|
(1,449
|
)
|
|
(836
|
)
|
|||
Provision for deferred income taxes
|
2,120
|
|
|
1,478
|
|
|
(232
|
)
|
|||
Decrease/(Increase) in accounts receivable and other assets
|
(3,563
|
)
|
|
(2,855
|
)
|
|
(2,297
|
)
|
|||
Decrease/(Increase) in inventory
|
(1,155
|
)
|
|
(815
|
)
|
|
(959
|
)
|
|||
Increase/(Decrease) in accounts payable and accrued and other liabilities
|
7,758
|
|
|
6,595
|
|
|
6,089
|
|
|||
Other
|
(645
|
)
|
|
57
|
|
|
65
|
|
|||
Net cash provided by/(used in) operating activities
|
16,226
|
|
|
19,850
|
|
|
18,096
|
|
|||
|
|
|
|
|
|
||||||
Cash flows from investing activities
|
|
|
|
|
|
||||||
Capital spending
|
(7,196
|
)
|
|
(6,992
|
)
|
|
(7,049
|
)
|
|||
Acquisitions of finance receivables and operating leases
|
(57,217
|
)
|
|
(56,007
|
)
|
|
(59,354
|
)
|
|||
Collections of finance receivables and operating leases
|
38,130
|
|
|
38,834
|
|
|
44,641
|
|
|||
Purchases of equity and debt securities
|
(41,279
|
)
|
|
(31,428
|
)
|
|
(27,567
|
)
|
|||
Sales and maturities of equity and debt securities
|
40,766
|
|
|
29,354
|
|
|
29,898
|
|
|||
Settlements of derivatives
|
134
|
|
|
825
|
|
|
100
|
|
|||
Other
|
500
|
|
|
62
|
|
|
(61
|
)
|
|||
Net cash provided by/(used in) investing activities
|
(26,162
|
)
|
|
(25,352
|
)
|
|
(19,392
|
)
|
|||
|
|
|
|
|
|
||||||
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
|||
Cash dividends
|
(2,380
|
)
|
|
(3,376
|
)
|
|
(2,584
|
)
|
|||
Purchases of common stock
|
(129
|
)
|
|
(145
|
)
|
|
(131
|
)
|
|||
Net changes in short-term debt
|
1,646
|
|
|
3,864
|
|
|
1,229
|
|
|||
Proceeds from issuance of other debt
|
48,860
|
|
|
45,961
|
|
|
45,801
|
|
|||
Principal payments on other debt
|
(33,358
|
)
|
|
(38,797
|
)
|
|
(40,770
|
)
|
|||
Other
|
(373
|
)
|
|
(107
|
)
|
|
(151
|
)
|
|||
Net cash provided by/(used in) financing activities
|
14,266
|
|
|
7,400
|
|
|
3,394
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(815
|
)
|
|
(265
|
)
|
|
489
|
|
|||
Net increase/(decrease) in cash and cash equivalents
|
$
|
3,515
|
|
|
$
|
1,633
|
|
|
$
|
2,587
|
|
|
|
|
|
|
|
||||||
Cash and cash equivalents at January 1
|
$
|
10,757
|
|
|
$
|
14,272
|
|
|
$
|
15,905
|
|
Net increase/(decrease) in cash and cash equivalents
|
3,515
|
|
|
1,633
|
|
|
2,587
|
|
|||
Cash and cash equivalents at December 31
|
$
|
14,272
|
|
|
$
|
15,905
|
|
|
$
|
18,492
|
|
|
Equity Attributable to Ford Motor Company
|
|
|
|
|
||||||||||||||||||||||||||
|
Capital Stock
|
|
Cap. in
Excess of
Par Value
of Stock
|
|
Retained Earnings/(Accumulated Deficit)
|
|
Accumulated Other Comprehensive Income/(Loss) (Note 21)
|
|
Treasury Stock
|
|
Total
|
|
Equity
Attributable
to Non-controlling Interests
|
|
Total
Equity
|
||||||||||||||||
Balance at December 31, 2014
|
$
|
40
|
|
|
$
|
21,089
|
|
|
$
|
9,422
|
|
|
$
|
(5,265
|
)
|
|
$
|
(848
|
)
|
|
$
|
24,438
|
|
|
$
|
27
|
|
|
$
|
24,465
|
|
Net income
|
—
|
|
|
—
|
|
|
7,373
|
|
|
—
|
|
|
—
|
|
|
7,373
|
|
|
(2
|
)
|
|
7,371
|
|
||||||||
Other comprehensive income/(loss), net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
(992
|
)
|
|
—
|
|
|
(992
|
)
|
|
—
|
|
|
(992
|
)
|
||||||||
Common stock issued (including share-based compensation impacts)
|
1
|
|
|
332
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
333
|
|
|
—
|
|
|
333
|
|
||||||||
Treasury stock/other
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(129
|
)
|
|
(130
|
)
|
|
(4
|
)
|
|
(134
|
)
|
||||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
(2,380
|
)
|
|
—
|
|
|
—
|
|
|
(2,380
|
)
|
|
(6
|
)
|
|
(2,386
|
)
|
||||||||
Balance at December 31, 2015
|
$
|
41
|
|
|
$
|
21,421
|
|
|
$
|
14,414
|
|
|
$
|
(6,257
|
)
|
|
$
|
(977
|
)
|
|
$
|
28,642
|
|
|
$
|
15
|
|
|
$
|
28,657
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance at December 31, 2015
|
$
|
41
|
|
|
$
|
21,421
|
|
|
$
|
14,414
|
|
|
$
|
(6,257
|
)
|
|
$
|
(977
|
)
|
|
$
|
28,642
|
|
|
$
|
15
|
|
|
$
|
28,657
|
|
Net income
|
—
|
|
|
—
|
|
|
4,596
|
|
|
—
|
|
|
—
|
|
|
4,596
|
|
|
11
|
|
|
4,607
|
|
||||||||
Other comprehensive income/(loss), net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
(756
|
)
|
|
—
|
|
|
(756
|
)
|
|
(1
|
)
|
|
(757
|
)
|
||||||||
Common stock issued (including share-based compensation impacts)
|
—
|
|
|
209
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
209
|
|
|
—
|
|
|
209
|
|
||||||||
Treasury stock/other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(145
|
)
|
|
(145
|
)
|
|
(3
|
)
|
|
(148
|
)
|
||||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
(3,376
|
)
|
|
—
|
|
|
—
|
|
|
(3,376
|
)
|
|
(5
|
)
|
|
(3,381
|
)
|
||||||||
Balance at December 31, 2016
|
$
|
41
|
|
|
$
|
21,630
|
|
|
$
|
15,634
|
|
|
$
|
(7,013
|
)
|
|
$
|
(1,122
|
)
|
|
$
|
29,170
|
|
|
$
|
17
|
|
|
$
|
29,187
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance at December 31, 2016
|
$
|
41
|
|
|
$
|
21,630
|
|
|
$
|
15,634
|
|
|
$
|
(7,013
|
)
|
|
$
|
(1,122
|
)
|
|
$
|
29,170
|
|
|
$
|
17
|
|
|
$
|
29,187
|
|
Adoption of accounting standards
(Note 3) |
—
|
|
|
6
|
|
|
566
|
|
|
—
|
|
|
—
|
|
|
572
|
|
|
—
|
|
|
572
|
|
||||||||
Net income
|
—
|
|
|
—
|
|
|
7,602
|
|
|
—
|
|
|
—
|
|
|
7,602
|
|
|
26
|
|
|
7,628
|
|
||||||||
Other comprehensive income/(loss), net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
54
|
|
|
—
|
|
|
54
|
|
|
(2
|
)
|
|
52
|
|
||||||||
Common stock issued (including share-based compensation impacts)
|
—
|
|
|
207
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
207
|
|
|
—
|
|
|
207
|
|
||||||||
Treasury stock/other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(131
|
)
|
|
(131
|
)
|
|
(2
|
)
|
|
(133
|
)
|
||||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
(2,584
|
)
|
|
—
|
|
|
—
|
|
|
(2,584
|
)
|
|
(11
|
)
|
|
(2,595
|
)
|
||||||||
Balance at December 31, 2017
|
$
|
41
|
|
|
$
|
21,843
|
|
|
$
|
21,218
|
|
|
$
|
(6,959
|
)
|
|
$
|
(1,253
|
)
|
|
$
|
34,890
|
|
|
$
|
28
|
|
|
$
|
34,918
|
|
Footnote
|
|
Page
|
Note 1
|
Presentation
|
|
Note 2
|
Summary of Significant Accounting Policies
|
|
Note 3
|
New Accounting Standards
|
|
Note 4
|
Revenue
|
|
Note 5
|
Other Income/(Loss)
|
|
Note 6
|
Share-Based Employee Compensation
|
|
Note 7
|
Income Taxes
|
|
Note 8
|
Capital Stock and Earnings Per Share
|
|
Note 9
|
Cash, Cash Equivalents, and Marketable Securities
|
|
Note 10
|
Financial Services Finance Receivables
|
|
Note 11
|
Financial Services Allowance for Credit Losses
|
|
Note 12
|
Inventories
|
|
Note 13
|
Net Investment in Operating Leases
|
|
Note 14
|
Net Property and Lease Commitments
|
|
Note 15
|
Equity in Net Assets of Affiliated Companies
|
|
Note 16
|
Other Liabilities and Deferred Revenue
|
|
Note 17
|
Retirement Benefits
|
|
Note 18
|
Debt and Commitments
|
|
Note 19
|
Derivative Financial Instruments and Hedging Activities
|
|
Note 20
|
Redeemable Noncontrolling Interest
|
|
Note 21
|
Accumulated Other Comprehensive Income/(Loss)
|
|
Note 22
|
Variable Interest Entities
|
|
Note 23
|
Commitments and Contingencies
|
|
Note 24
|
Segment Information
|
|
Note 25
|
Selected Quarterly Financial Data (unaudited)
|
|
2016
|
|
2017
|
||||||||||||||||||||
|
Automotive
|
|
Financial
Services
|
|
All Other
|
|
Automotive
|
|
Financial
Services
|
|
All Other
|
||||||||||||
Trade and other receivables (a)
|
|
|
$
|
6.1
|
|
|
|
|
|
|
$
|
5.8
|
|
|
|
||||||||
Unearned interest supplements and residual support (b)
|
|
|
(5.3
|
)
|
|
|
|
|
|
(6.1
|
)
|
|
|
||||||||||
Finance receivables and other (c) (d)
|
|
|
0.7
|
|
|
|
|
|
|
1.9
|
|
|
|
||||||||||
Net investment in operating leases (d)
|
|
|
0.9
|
|
|
|
|
|
|
—
|
|
|
|
||||||||||
Intersegment receivables/(payables)
|
$
|
(1.7
|
)
|
|
1.7
|
|
|
$
|
—
|
|
|
$
|
(2.7
|
)
|
|
2.8
|
|
|
$
|
(0.1
|
)
|
(a)
|
Automotive receivables (generated primarily from vehicle and parts sales to third parties) sold to Ford Credit.
|
(b)
|
Automotive segment pays amounts to Ford Credit at the point of retail financing or lease origination which represent interest supplements and residual support.
|
(c)
|
Primarily receivables with entities that are consolidated subsidiaries of Ford.
|
(d)
|
Sale-leaseback agreement between Automotive and Financial Services relating primarily to vehicles that we lease to our employees. Effective January 1, 2017, the financing Ford Credit provides under this agreement is reflected on our balance sheet in
Finance receivables, net.
Previously, these amounts were reflected in
Net investment in operating leases.
At
December 31, 2017
, these amounts are reflected in
Finance Receivables and other
described above.
|
•
|
Level 1 - inputs include quoted prices for identical instruments and are the most observable
|
•
|
Level 2 - inputs include quoted prices for similar instruments and observable inputs such as interest rates, currency exchange rates, and yield curves
|
•
|
Level 3 - inputs include data not observable in the market and reflect management judgment about the assumptions market participants would use in pricing the instruments
|
|
2015
|
|
2016
|
|
2017
|
||||||
Engineering, research, and development
|
$
|
6.7
|
|
|
$
|
7.3
|
|
|
$
|
8.0
|
|
Advertising
|
4.3
|
|
|
4.3
|
|
|
4.1
|
|
|
Balance at
December 31, 2016
|
|
Adjustments Due to
ASU 2016-09 |
|
Adjustments Due to
ASU 2014-09
|
|
Balance at
January 1, 2017
|
||||||||
Balance sheet
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Trade and other receivables
|
$
|
11,102
|
|
|
$
|
—
|
|
|
$
|
(17
|
)
|
|
$
|
11,085
|
|
Inventories
|
8,898
|
|
|
—
|
|
|
(9
|
)
|
|
8,889
|
|
||||
Other assets, current
|
3,368
|
|
|
—
|
|
|
307
|
|
|
3,675
|
|
||||
Net investment in operating leases
|
28,829
|
|
|
—
|
|
|
(1,078
|
)
|
|
27,751
|
|
||||
Deferred income taxes
|
9,705
|
|
|
536
|
|
|
(13
|
)
|
|
10,228
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Liabilities
|
|
|
|
|
|
|
|
||||||||
Payables
|
21,296
|
|
|
—
|
|
|
262
|
|
|
21,558
|
|
||||
Other liabilities and deferred revenue, current
|
19,316
|
|
|
—
|
|
|
(1,429
|
)
|
|
17,887
|
|
||||
Automotive debt payable within one year
|
2,685
|
|
|
—
|
|
|
326
|
|
|
3,011
|
|
||||
Other liabilities and deferred revenue, non-current
|
24,395
|
|
|
—
|
|
|
(5
|
)
|
|
24,390
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Equity
|
|
|
|
|
|
|
|
||||||||
Capital in excess of par value of stock
|
21,630
|
|
|
6
|
|
|
—
|
|
|
21,636
|
|
||||
Retained earnings
|
15,634
|
|
|
530
|
|
|
36
|
|
|
16,200
|
|
|
For the Year Ended December 31, 2017
|
||||||||||
|
As
Reported
|
|
Balances Without Adoption of ASC 606
|
|
Effect of Change
Higher/(Lower) |
||||||
Income statement
|
|
|
|
|
|
||||||
Revenues
|
|
|
|
|
|
||||||
Automotive
|
$
|
145,653
|
|
|
$
|
145,163
|
|
|
$
|
490
|
|
Financial Services
|
11,113
|
|
|
10,736
|
|
|
377
|
|
|||
|
|
|
|
|
|
||||||
Costs and expenses
|
|
|
|
|
|
||||||
Cost of sales
|
131,332
|
|
|
130,994
|
|
|
338
|
|
|||
Interest expense on Automotive debt
|
1,133
|
|
|
1,061
|
|
|
72
|
|
|||
Non-Financial Services other income/(loss), net
|
3,060
|
|
|
3,148
|
|
|
(88
|
)
|
|||
Financial Services other income/(loss), net
|
207
|
|
|
584
|
|
|
(377
|
)
|
|||
Provision for/(Benefit from) income taxes
|
520
|
|
|
527
|
|
|
(7
|
)
|
|||
Net income
|
7,628
|
|
|
7,629
|
|
|
(1
|
)
|
|
December 31, 2017
|
||||||||||
|
As
Reported
|
|
Balances Without Adoption of ASC 606
|
|
Effect of Change
Higher/(Lower) |
||||||
Balance sheet
|
|
|
|
|
|
||||||
Assets
|
|
|
|
|
|
||||||
Trade and other receivables
|
$
|
10,599
|
|
|
$
|
10,642
|
|
|
$
|
(43
|
)
|
Other assets, current
|
3,889
|
|
|
3,538
|
|
|
351
|
|
|||
Net investment in operating leases
|
28,235
|
|
|
29,021
|
|
|
(786
|
)
|
|||
Deferred income taxes
|
10,973
|
|
|
10,979
|
|
|
(6
|
)
|
|||
|
|
|
|
|
|
||||||
Liabilities
|
|
|
|
|
|
||||||
Payables
|
23,282
|
|
|
22,999
|
|
|
283
|
|
|||
Other liabilities and deferred revenue, current
|
19,697
|
|
|
20,879
|
|
|
(1,182
|
)
|
|||
Automotive debt payable within one year
|
3,356
|
|
|
2,971
|
|
|
385
|
|
|||
Other liabilities and deferred revenue, non-current
|
24,711
|
|
|
24,716
|
|
|
(5
|
)
|
|||
Deferred income taxes
|
815
|
|
|
815
|
|
|
—
|
|
|||
|
|
|
|
|
|
||||||
Equity
|
|
|
|
|
|
||||||
Retained earnings
|
21,218
|
|
|
21,183
|
|
|
35
|
|
|
For the Year Ended December 31, 2015
|
|
For the Year Ended December 31, 2016
|
||||||||||||||||||||
|
As
Revised
|
|
Previously Reported
|
|
Effect of Change
Higher/(Lower) |
|
As
Revised
|
|
Previously Reported
|
|
Effect of Change
Higher/(Lower) |
||||||||||||
Income statement
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of sales
|
$
|
124,446
|
|
|
$
|
124,041
|
|
|
$
|
405
|
|
|
$
|
126,183
|
|
|
$
|
126,584
|
|
|
$
|
(401
|
)
|
Selling, administrative, and other expenses
|
10,763
|
|
|
10,502
|
|
|
261
|
|
|
10,972
|
|
|
12,196
|
|
|
(1,224
|
)
|
||||||
Non-Financial Services other income/(loss), net
|
1,854
|
|
|
1,188
|
|
|
666
|
|
|
(269
|
)
|
|
1,356
|
|
|
(1,625
|
)
|
Standard
|
|
Effective Date
|
|
2017-05
|
Gains and Losses from the Derecognition of Nonfinancial Assets - Clarifying the Scope of Asset Derecognition Guidance
|
|
January 1, 2017
|
2017-04
|
Goodwill and Other - Simplifying the Test for Goodwill Impairment
|
|
January 1, 2017
|
2017-03
|
Accounting Changes and Error Corrections and Investments - Equity Method and Joint Ventures
|
|
January 1, 2017
|
2017-01
|
Business Combinations - Clarifying the Definition of a Business
|
|
January 1, 2017
|
2016-17
|
Consolidation - Interests Held through Related Parties That Are under Common Control
|
|
January 1, 2017
|
2016-07
|
Equity Method and Joint Ventures - Simplifying the Transition to the Equity Method of Accounting
|
|
January 1, 2017
|
2016-06
|
Derivatives and Hedging - Contingent Put and Call Options in Debt Instruments
|
|
January 1, 2017
|
2016-05
|
Derivatives and Hedging - Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships
|
|
January 1, 2017
|
2016-04
|
Extinguishments of Liabilities - Recognition of Breakage for Certain Prepaid Stored-Value Products
|
|
January 1, 2017
|
2017-09
|
Stock Compensation - Scope of Modification Accounting
|
|
April 1, 2017
|
|
Automotive
|
|
Financial Services
|
|
All
Other
|
|
Consolidated
|
||||||||
Vehicles, parts, and accessories
|
$
|
140,171
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
140,171
|
|
Used vehicles
|
2,956
|
|
|
—
|
|
|
—
|
|
|
2,956
|
|
||||
Extended service contracts
|
1,236
|
|
|
—
|
|
|
—
|
|
|
1,236
|
|
||||
Other revenue (a)
|
815
|
|
|
219
|
|
|
10
|
|
|
1,044
|
|
||||
Revenues from sales and services
|
145,178
|
|
|
219
|
|
|
10
|
|
|
145,407
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Leasing income
|
475
|
|
|
5,552
|
|
|
—
|
|
|
6,027
|
|
||||
Financing income
|
—
|
|
|
5,184
|
|
|
—
|
|
|
5,184
|
|
||||
Insurance income
|
—
|
|
|
158
|
|
|
—
|
|
|
158
|
|
||||
Total revenues
|
$
|
145,653
|
|
|
$
|
11,113
|
|
|
$
|
10
|
|
|
$
|
156,776
|
|
(a)
|
Primarily includes commissions and vehicle-related design and testing services.
|
|
2015
|
|
2016
|
|
2017
|
||||||
Net periodic pension and OPEB income/(cost), excluding service cost
|
$
|
666
|
|
|
$
|
(1,625
|
)
|
|
$
|
1,757
|
|
Investment-related interest income
|
233
|
|
|
217
|
|
|
346
|
|
|||
Interest income/(expense) on income taxes
|
—
|
|
|
(5
|
)
|
|
(3
|
)
|
|||
Realized and unrealized gains/(losses) on cash equivalents and marketable securities
|
46
|
|
|
(9
|
)
|
|
(22
|
)
|
|||
Gains/(Losses) on changes in investments in affiliates
|
42
|
|
|
139
|
|
|
7
|
|
|||
Gains/(Losses) on extinguishment of debt
|
1
|
|
|
—
|
|
|
—
|
|
|||
Royalty income
|
666
|
|
|
714
|
|
|
678
|
|
|||
Other
|
200
|
|
|
300
|
|
|
297
|
|
|||
Total
|
$
|
1,854
|
|
|
$
|
(269
|
)
|
|
$
|
3,060
|
|
|
2015
|
|
2016
|
|
2017
|
||||||
Investment-related interest income
|
$
|
76
|
|
|
$
|
74
|
|
|
$
|
113
|
|
Interest income/(expense) on income taxes
|
3
|
|
|
8
|
|
|
5
|
|
|||
Insurance premiums earned
|
133
|
|
|
156
|
|
|
—
|
|
|||
Other
|
160
|
|
|
200
|
|
|
89
|
|
|||
Total
|
$
|
372
|
|
|
$
|
438
|
|
|
$
|
207
|
|
|
2016
|
|
2017
|
||||
Fair value per stock award
|
$
|
15.56
|
|
|
$
|
12.44
|
|
Grant date stock price
|
13.54
|
|
|
12.66
|
|
||
Assumptions:
|
|
|
|
||||
Ford’s stock price expected volatility (a)
|
23.1
|
%
|
|
23.4
|
%
|
||
Expected average volatility of peer companies (a)
|
26.4
|
%
|
|
26.0
|
%
|
||
Risk-free interest rate
|
0.98
|
%
|
|
1.57
|
%
|
||
Dividend yield
|
4.43
|
%
|
|
4.74
|
%
|
(a)
|
Expected volatility based on
three years
of daily closing share price changes ending on the grant date.
|
|
Shares
|
|
Weighted-
Average Fair Value
|
|||
Outstanding, beginning of year
|
33.4
|
|
|
$
|
14.49
|
|
Granted
|
23.8
|
|
|
12.37
|
|
|
Vested
|
(11.8
|
)
|
|
14.87
|
|
|
Forfeited
|
(1.0
|
)
|
|
13.11
|
|
|
Outstanding, end of year
|
44.4
|
|
|
13.32
|
|
|
RSUs expected to vest
|
44.4
|
|
|
N/A
|
|
|
2015
|
|
2016
|
|
2017
|
||||||
Fair value of vested shares
|
$
|
126
|
|
|
$
|
157
|
|
|
$
|
175
|
|
Weighted average grant fair value (per unit)
|
15.86
|
|
|
13.54
|
|
|
12.37
|
|
|||
Compensation cost (a)
|
125
|
|
|
135
|
|
|
193
|
|
(a)
|
Net of tax benefit of
$65 million
,
$72 million
, and
$52 million
in
2015
,
2016
, and
2017
, respectively.
|
|
2015
|
|
2016
|
|
2017
|
||||||
Income before income taxes (in millions)
|
|
|
|
|
|
||||||
U.S.
|
$
|
5,374
|
|
|
$
|
5,266
|
|
|
$
|
4,850
|
|
Non-U.S.
|
4,878
|
|
|
1,530
|
|
|
3,298
|
|
|||
Total
|
$
|
10,252
|
|
|
$
|
6,796
|
|
|
$
|
8,148
|
|
Provision for/(Benefit from) income taxes (in millions)
|
|
|
|
|
|
|
|
|
|||
Current
|
|
|
|
|
|
|
|
|
|||
Federal
|
$
|
75
|
|
|
$
|
(122
|
)
|
|
$
|
(125
|
)
|
Non-U.S.
|
572
|
|
|
630
|
|
|
868
|
|
|||
State and local
|
17
|
|
|
12
|
|
|
85
|
|
|||
Total current
|
664
|
|
|
520
|
|
|
828
|
|
|||
Deferred
|
|
|
|
|
|
|
|
|
|||
Federal
|
1,494
|
|
|
1,323
|
|
|
(1,096
|
)
|
|||
Non-U.S.
|
472
|
|
|
121
|
|
|
593
|
|
|||
State and local
|
251
|
|
|
225
|
|
|
195
|
|
|||
Total deferred
|
2,217
|
|
|
1,669
|
|
|
(308
|
)
|
|||
Total
|
$
|
2,881
|
|
|
$
|
2,189
|
|
|
$
|
520
|
|
Reconciliation of effective tax rate
|
|
|
|
|
|
|
|
|
|||
U.S. statutory rate
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
|||
Non-U.S. tax rates under U.S. rates
|
(2.7
|
)
|
|
(1.0
|
)
|
|
(4.9
|
)
|
|||
State and local income taxes
|
1.7
|
|
|
2.3
|
|
|
2.2
|
|
|||
General business credits
|
(3.0
|
)
|
|
(3.1
|
)
|
|
(3.6
|
)
|
|||
Dispositions and restructurings
|
0.4
|
|
|
7.4
|
|
|
(11.7
|
)
|
|||
U.S. tax on non-U.S. earnings
|
(3.0
|
)
|
|
(5.6
|
)
|
|
(7.0
|
)
|
|||
Prior year settlements and claims
|
(0.4
|
)
|
|
—
|
|
|
(0.2
|
)
|
|||
Tax-exempt income
|
(2.0
|
)
|
|
(0.9
|
)
|
|
—
|
|
|||
Enacted change in tax laws
|
0.1
|
|
|
(4.2
|
)
|
|
(6.7
|
)
|
|||
Valuation allowances
|
3.6
|
|
|
2.7
|
|
|
5.6
|
|
|||
Other
|
(1.6
|
)
|
|
(0.4
|
)
|
|
(2.3
|
)
|
|||
Effective rate
|
28.1
|
%
|
|
32.2
|
%
|
|
6.4
|
%
|
|
2016
|
|
2017
|
||||
Deferred tax assets
|
|
|
|
||||
Employee benefit plans
|
$
|
6,870
|
|
|
$
|
5,293
|
|
Net operating loss carryforwards
|
1,764
|
|
|
2,235
|
|
||
Tax credit carryforwards
|
5,860
|
|
|
9,122
|
|
||
Research expenditures
|
1,469
|
|
|
577
|
|
||
Dealer and dealers’ customer allowances and claims
|
2,500
|
|
|
1,442
|
|
||
Other foreign deferred tax assets
|
28
|
|
|
430
|
|
||
All other
|
2,289
|
|
|
1,591
|
|
||
Total gross deferred tax assets
|
20,780
|
|
|
20,690
|
|
||
Less: valuation allowances
|
(909
|
)
|
|
(1,492
|
)
|
||
Total net deferred tax assets
|
19,871
|
|
|
19,198
|
|
||
Deferred tax liabilities
|
|
|
|
|
|
||
Leasing transactions
|
4,523
|
|
|
4,049
|
|
||
Deferred income
|
807
|
|
|
253
|
|
||
Depreciation and amortization (excluding leasing transactions)
|
3,175
|
|
|
2,646
|
|
||
Finance receivables
|
593
|
|
|
523
|
|
||
Other foreign deferred tax liabilities
|
371
|
|
|
842
|
|
||
All other
|
1,388
|
|
|
727
|
|
||
Total deferred tax liabilities
|
10,857
|
|
|
9,040
|
|
||
Net deferred tax assets/(liabilities)
|
$
|
9,014
|
|
|
$
|
10,158
|
|
|
2016
|
|
2017
|
||||
Beginning balance
|
$
|
1,601
|
|
|
$
|
1,586
|
|
Increase – tax positions in prior periods
|
12
|
|
|
716
|
|
||
Increase – tax positions in current period
|
69
|
|
|
44
|
|
||
Decrease – tax positions in prior periods
|
(67
|
)
|
|
(22
|
)
|
||
Settlements
|
(23
|
)
|
|
(263
|
)
|
||
Lapse of statute of limitations
|
(3
|
)
|
|
(10
|
)
|
||
Foreign currency translation adjustment
|
(3
|
)
|
|
12
|
|
||
Ending balance
|
$
|
1,586
|
|
|
$
|
2,063
|
|
|
2015
|
|
2016
|
|
2017
|
||||||
Basic and Diluted Income Attributable to Ford Motor Company
|
|
|
|
|
|
||||||
Basic income
|
$
|
7,373
|
|
|
$
|
4,596
|
|
|
$
|
7,602
|
|
Diluted income
|
7,373
|
|
|
4,596
|
|
|
7,602
|
|
|||
|
|
|
|
|
|
||||||
Basic and Diluted Shares
|
|
|
|
|
|
|
|
||||
Basic shares (average shares outstanding)
|
3,969
|
|
|
3,973
|
|
|
3,975
|
|
|||
Net dilutive options and unvested restricted stock units
|
33
|
|
|
26
|
|
|
23
|
|
|||
Diluted shares
|
4,002
|
|
|
3,999
|
|
|
3,998
|
|
|
|
|
December 31, 2016
|
||||||||||||||
|
Fair Value
Level
|
|
Automotive
|
|
Financial Services
|
|
All
Other
|
|
Consolidated
|
||||||||
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
||||||||
U.S. government
|
1
|
|
$
|
888
|
|
|
$
|
924
|
|
|
$
|
—
|
|
|
$
|
1,812
|
|
U.S. government agencies
|
2
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Non-U.S. government and agencies
|
2
|
|
200
|
|
|
142
|
|
|
—
|
|
|
342
|
|
||||
Corporate debt
|
2
|
|
100
|
|
|
—
|
|
|
—
|
|
|
100
|
|
||||
Total marketable securities classified as cash equivalents
|
|
|
1,188
|
|
|
1,066
|
|
|
—
|
|
|
2,254
|
|
||||
Cash, time deposits, and money market funds
|
|
|
6,632
|
|
|
7,011
|
|
|
8
|
|
|
13,651
|
|
||||
Total cash and cash equivalents
|
|
|
$
|
7,820
|
|
|
$
|
8,077
|
|
|
$
|
8
|
|
|
$
|
15,905
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Marketable securities
|
|
|
|
|
|
|
|
|
|
||||||||
U.S. government
|
1
|
|
$
|
8,099
|
|
|
$
|
1,634
|
|
|
$
|
—
|
|
|
$
|
9,733
|
|
U.S. government agencies
|
2
|
|
2,244
|
|
|
505
|
|
|
—
|
|
|
2,749
|
|
||||
Non-U.S. government and agencies
|
2
|
|
4,751
|
|
|
632
|
|
|
—
|
|
|
5,383
|
|
||||
Corporate debt
|
2
|
|
4,329
|
|
|
475
|
|
|
—
|
|
|
4,804
|
|
||||
Equities
|
1
|
|
165
|
|
|
—
|
|
|
—
|
|
|
165
|
|
||||
Other marketable securities
|
2
|
|
54
|
|
|
34
|
|
|
—
|
|
|
88
|
|
||||
Total marketable securities
|
|
|
$
|
19,642
|
|
|
$
|
3,280
|
|
|
$
|
—
|
|
|
$
|
22,922
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
December 31, 2017
|
||||||||||||||
|
Fair Value
Level
|
|
Automotive
|
|
Financial Services
|
|
All
Other
|
|
Consolidated
|
||||||||
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
||||||||
U.S. government
|
1
|
|
$
|
913
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
913
|
|
U.S. government agencies
|
2
|
|
433
|
|
|
300
|
|
|
—
|
|
|
733
|
|
||||
Non-U.S. government and agencies
|
2
|
|
—
|
|
|
703
|
|
|
—
|
|
|
703
|
|
||||
Corporate debt
|
2
|
|
55
|
|
|
25
|
|
|
—
|
|
|
80
|
|
||||
Total marketable securities classified as cash equivalents
|
|
|
1,401
|
|
|
1,028
|
|
|
—
|
|
|
2,429
|
|
||||
Cash, time deposits, and money market funds
|
|
|
7,529
|
|
|
8,530
|
|
|
4
|
|
|
16,063
|
|
||||
Total cash and cash equivalents
|
|
|
$
|
8,930
|
|
|
$
|
9,558
|
|
|
$
|
4
|
|
|
$
|
18,492
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Marketable securities
|
|
|
|
|
|
|
|
|
|
||||||||
U.S. government
|
1
|
|
$
|
5,580
|
|
|
$
|
966
|
|
|
$
|
—
|
|
|
$
|
6,546
|
|
U.S. government agencies
|
2
|
|
2,484
|
|
|
384
|
|
|
—
|
|
|
2,868
|
|
||||
Non-U.S. government and agencies
|
2
|
|
5,270
|
|
|
660
|
|
|
—
|
|
|
5,930
|
|
||||
Corporate debt
|
2
|
|
4,031
|
|
|
848
|
|
|
—
|
|
|
4,879
|
|
||||
Equities
|
1
|
|
138
|
|
|
—
|
|
|
—
|
|
|
138
|
|
||||
Other marketable securities
|
2
|
|
51
|
|
|
23
|
|
|
—
|
|
|
74
|
|
||||
Total marketable securities
|
|
|
$
|
17,554
|
|
|
$
|
2,881
|
|
|
$
|
—
|
|
|
$
|
20,435
|
|
|
December 31, 2016
|
|
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
Fair Value of Securities with
Contractual Maturities
|
||||||||||||||||||
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Value
|
|
Within 1 Year
|
|
After 1 Year through 5 Years
|
|
After 5 Years through 10 Years
|
||||||||||||||
Automotive
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
U.S. government
|
$
|
3,703
|
|
|
$
|
2
|
|
|
$
|
(14
|
)
|
|
$
|
3,691
|
|
|
$
|
727
|
|
|
$
|
2,776
|
|
|
$
|
188
|
|
U.S. government agencies
|
308
|
|
|
—
|
|
|
(2
|
)
|
|
306
|
|
|
—
|
|
|
306
|
|
|
—
|
|
|||||||
Non-U.S. government and agencies
|
1,443
|
|
|
1
|
|
|
(11
|
)
|
|
1,433
|
|
|
148
|
|
|
1,285
|
|
|
—
|
|
|||||||
Corporate debt
|
1,079
|
|
|
—
|
|
|
—
|
|
|
1,079
|
|
|
1,031
|
|
|
48
|
|
|
—
|
|
|||||||
Other marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Total
|
$
|
6,533
|
|
|
$
|
3
|
|
|
$
|
(27
|
)
|
|
$
|
6,509
|
|
|
$
|
1,906
|
|
|
$
|
4,415
|
|
|
$
|
188
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
December 31, 2017
|
|
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
Fair Value of Securities with
Contractual Maturities
|
||||||||||||||||||
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Value
|
|
Within 1 Year
|
|
After 1 Year through 5 Years
|
|
After 5 Years through 10 Years
|
||||||||||||||
Automotive
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
U.S. government
|
$
|
3,669
|
|
|
$
|
—
|
|
|
$
|
(18
|
)
|
|
$
|
3,651
|
|
|
$
|
1,377
|
|
|
$
|
2,274
|
|
|
$
|
—
|
|
U.S. government agencies
|
1,915
|
|
|
—
|
|
|
(15
|
)
|
|
1,900
|
|
|
265
|
|
|
1,620
|
|
|
15
|
|
|||||||
Non-U.S. government and agencies
|
4,021
|
|
|
—
|
|
|
(28
|
)
|
|
3,993
|
|
|
197
|
|
|
3,771
|
|
|
25
|
|
|||||||
Corporate debt
|
1,716
|
|
|
1
|
|
|
(8
|
)
|
|
1,709
|
|
|
194
|
|
|
1,509
|
|
|
6
|
|
|||||||
Other marketable securities
|
17
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|
—
|
|
|
16
|
|
|
1
|
|
|||||||
Total
|
$
|
11,338
|
|
|
$
|
1
|
|
|
$
|
(69
|
)
|
|
$
|
11,270
|
|
|
$
|
2,033
|
|
|
$
|
9,190
|
|
|
$
|
47
|
|
|
2015
|
|
2016
|
|
2017
|
||||||
Automotive
|
|
|
|
|
|
||||||
Sales proceeds
|
$
|
1
|
|
|
$
|
69
|
|
|
$
|
3,315
|
|
Gross realized gains
|
—
|
|
|
1
|
|
|
3
|
|
|||
Gross realized losses
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
December 31, 2016
|
||||||||||||||||||||||
|
Less than 1 year
|
|
1 Year or Greater
|
|
Total
|
||||||||||||||||||
|
Fair Value
|
|
Unrealized Losses
|
|
Fair Value
|
|
Unrealized Losses
|
|
Fair Value
|
|
Unrealized Losses
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Automotive
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. government
|
$
|
1,474
|
|
|
$
|
(14
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,474
|
|
|
$
|
(14
|
)
|
U.S. government agencies
|
261
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
261
|
|
|
(2
|
)
|
||||||
Non-U.S. government and agencies
|
1,137
|
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
|
1,137
|
|
|
(11
|
)
|
||||||
Corporate debt
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total
|
$
|
2,872
|
|
|
$
|
(27
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,872
|
|
|
$
|
(27
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
December 31, 2017
|
||||||||||||||||||||||
|
Less than 1 year
|
|
1 Year or Greater
|
|
Total
|
||||||||||||||||||
|
Fair Value
|
|
Unrealized Losses
|
|
Fair Value
|
|
Unrealized Losses
|
|
Fair Value
|
|
Unrealized Losses
|
||||||||||||
Automotive
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. government
|
$
|
2,382
|
|
|
$
|
(9
|
)
|
|
$
|
903
|
|
|
$
|
(9
|
)
|
|
$
|
3,285
|
|
|
$
|
(18
|
)
|
U.S. government agencies
|
1,625
|
|
|
(12
|
)
|
|
260
|
|
|
(3
|
)
|
|
1,885
|
|
|
(15
|
)
|
||||||
Non-U.S. government and agencies
|
3,148
|
|
|
(20
|
)
|
|
510
|
|
|
(8
|
)
|
|
3,658
|
|
|
(28
|
)
|
||||||
Corporate debt
|
1,396
|
|
|
(8
|
)
|
|
—
|
|
|
—
|
|
|
1,396
|
|
|
(8
|
)
|
||||||
Total
|
$
|
8,551
|
|
|
$
|
(49
|
)
|
|
$
|
1,673
|
|
|
$
|
(20
|
)
|
|
$
|
10,224
|
|
|
$
|
(69
|
)
|
|
2016
|
|
2017
|
||||
Consumer
|
|
|
|
||||
Retail financing, gross
|
$
|
68,121
|
|
|
$
|
78,331
|
|
Unearned interest supplements
|
(2,783
|
)
|
|
(3,280
|
)
|
||
Consumer finance receivables
|
65,338
|
|
|
75,051
|
|
||
Non-Consumer
|
|
|
|
|
|
||
Dealer financing
|
31,336
|
|
|
33,938
|
|
||
Non-Consumer finance receivables
|
31,336
|
|
|
33,938
|
|
||
Total recorded investment
|
$
|
96,674
|
|
|
$
|
108,989
|
|
|
|
|
|
||||
Recorded investment in finance receivables
|
$
|
96,674
|
|
|
$
|
108,989
|
|
Allowance for credit losses
|
(484
|
)
|
|
(597
|
)
|
||
Finance receivables, net
|
$
|
96,190
|
|
|
$
|
108,392
|
|
|
|
|
|
||||
Current portion
|
$
|
46,266
|
|
|
$
|
52,210
|
|
Non-current portion
|
49,924
|
|
|
56,182
|
|
||
Finance receivables, net
|
$
|
96,190
|
|
|
$
|
108,392
|
|
|
|
|
|
||||
Net finance receivables subject to fair value (a)
|
$
|
94,066
|
|
|
$
|
105,106
|
|
Fair value
|
94,785
|
|
|
104,521
|
|
(a)
|
At December 31,
2016
and
2017
, Finance receivables, net
includes
$2.1 billion
and
$3.3 billion
, respectively, of direct financing leases that are not subject to fair value disclosure requirements. The fair value of finance receivables is categorized within Level 3 of the fair value hierarchy.
|
|
Due in Year Ending December 31,
|
|
|
|
|
||||||||||||||
|
2018
|
|
2019
|
|
2020
|
|
Thereafter
|
|
Total
|
||||||||||
Consumer
|
|
|
|
|
|
|
|
|
|
||||||||||
Retail financing, gross (a)
|
$
|
22,902
|
|
|
$
|
20,380
|
|
|
$
|
16,162
|
|
|
$
|
18,887
|
|
|
$
|
78,331
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-Consumer
|
|
|
|
|
|
|
|
|
|
||||||||||
Dealer financing
|
30,498
|
|
|
1,941
|
|
|
185
|
|
|
1,314
|
|
|
33,938
|
|
|||||
Total finance receivables
|
$
|
53,400
|
|
|
$
|
22,321
|
|
|
$
|
16,347
|
|
|
$
|
20,201
|
|
|
$
|
112,269
|
|
(a)
|
Contractual maturities of retail financing, gross include
$436 million
of estimated unguaranteed residual values related to direct financing leases.
|
|
2016
|
|
2017
|
||||
Consumer
|
|
|
|
||||
31-60 days past due
|
$
|
760
|
|
|
$
|
748
|
|
61-90 days past due
|
114
|
|
|
113
|
|
||
91-120 days past due
|
34
|
|
|
36
|
|
||
Greater than 120 days past due
|
39
|
|
|
37
|
|
||
Total past due
|
947
|
|
|
934
|
|
||
Current
|
64,391
|
|
|
74,117
|
|
||
Consumer finance receivables
|
65,338
|
|
|
75,051
|
|
||
|
|
|
|
||||
Non-Consumer
|
|
|
|
||||
Total past due
|
107
|
|
|
122
|
|
||
Current
|
31,229
|
|
|
33,816
|
|
||
Non-Consumer finance receivables
|
31,336
|
|
|
33,938
|
|
||
Total recorded investment
|
$
|
96,674
|
|
|
$
|
108,989
|
|
•
|
Pass
– current to 60 days past due;
|
•
|
Special Mention
– 61 to 120 days past due and in intensified collection status; and
|
•
|
Substandard
– greater than 120 days past due and for which the uncollectible portion of the receivables has already been charged off, as measured using the fair value of collateral less costs to sell.
|
•
|
Group I
– strong to superior financial metrics;
|
•
|
Group II
– fair to favorable financial metrics;
|
•
|
Group III
– marginal to weak financial metrics; and
|
•
|
Group IV
– poor financial metrics, including dealers classified as uncollectible.
|
|
2016
|
|
2017
|
||||
Dealer Financing
|
|
|
|
||||
Group I
|
$
|
24,315
|
|
|
$
|
26,252
|
|
Group II
|
5,552
|
|
|
5,908
|
|
||
Group III
|
1,376
|
|
|
1,640
|
|
||
Group IV
|
93
|
|
|
138
|
|
||
Total recorded investment
|
$
|
31,336
|
|
|
$
|
33,938
|
|
•
|
Frequency - number of finance receivables contracts that are expected to default over the loss emergence period, measured as repossessions; and
|
•
|
Loss severity - expected difference between the amount a customer owes when the finance contract is charged off and the amount received, net of expenses, from selling the repossessed vehicle.
|
|
2016
|
||||||||||
|
Consumer
|
|
Non-Consumer
|
|
Total
|
||||||
Allowance for credit losses
|
|
|
|
|
|
||||||
Beginning balance
|
$
|
357
|
|
|
$
|
16
|
|
|
$
|
373
|
|
Charge-offs
|
(435
|
)
|
|
(8
|
)
|
|
(443
|
)
|
|||
Recoveries
|
116
|
|
|
6
|
|
|
122
|
|
|||
Provision for credit losses
|
436
|
|
|
2
|
|
|
438
|
|
|||
Other (a)
|
(5
|
)
|
|
(1
|
)
|
|
(6
|
)
|
|||
Ending balance (b)
|
$
|
469
|
|
|
$
|
15
|
|
|
$
|
484
|
|
|
|
|
|
|
|
||||||
Analysis of ending balance of allowance for credit losses
|
|
|
|
|
|||||||
Collective impairment allowance
|
$
|
450
|
|
|
$
|
13
|
|
|
$
|
463
|
|
Specific impairment allowance
|
19
|
|
|
2
|
|
|
21
|
|
|||
Ending balance (b)
|
469
|
|
|
15
|
|
|
484
|
|
|||
|
|
|
|
|
|
||||||
Analysis of ending balance of finance receivables
|
|
|
|
|
|||||||
Collectively evaluated for impairment
|
64,971
|
|
|
31,229
|
|
|
96,200
|
|
|||
Specifically evaluated for impairment
|
367
|
|
|
107
|
|
|
474
|
|
|||
Recorded investment
|
65,338
|
|
|
31,336
|
|
|
96,674
|
|
|||
|
|
|
|
|
|
||||||
Ending balance, net of allowance for credit losses
|
$
|
64,869
|
|
|
$
|
31,321
|
|
|
$
|
96,190
|
|
(a)
|
Primarily represents amounts related to translation adjustments.
|
(b)
|
Total allowance, including reserves for operating leases, was
$548 million
.
|
|
2017
|
||||||||||
|
Consumer
|
|
Non-Consumer
|
|
Total
|
||||||
Allowance for credit losses
|
|
|
|
|
|
||||||
Beginning balance
|
$
|
469
|
|
|
$
|
15
|
|
|
$
|
484
|
|
Charge-offs
|
(510
|
)
|
|
(7
|
)
|
|
(517
|
)
|
|||
Recoveries
|
139
|
|
|
9
|
|
|
148
|
|
|||
Provision for credit losses
|
471
|
|
|
(2
|
)
|
|
469
|
|
|||
Other (a)
|
13
|
|
|
—
|
|
|
13
|
|
|||
Ending balance (b)
|
$
|
582
|
|
|
$
|
15
|
|
|
$
|
597
|
|
|
|
|
|
|
|
||||||
Analysis of ending balance of allowance for credit losses
|
|
|
|
|
|
|
|||||
Collective impairment allowance
|
$
|
560
|
|
|
$
|
13
|
|
|
$
|
573
|
|
Specific impairment allowance
|
22
|
|
|
2
|
|
|
24
|
|
|||
Ending balance (b)
|
582
|
|
|
15
|
|
|
597
|
|
|||
|
|
|
|
|
|
||||||
Analysis of ending balance of finance receivables
|
|
|
|
|
|
|
|||||
Collectively evaluated for impairment
|
74,665
|
|
|
33,800
|
|
|
108,465
|
|
|||
Specifically evaluated for impairment
|
386
|
|
|
138
|
|
|
524
|
|
|||
Recorded investment
|
75,051
|
|
|
33,938
|
|
|
108,989
|
|
|||
|
|
|
|
|
|
||||||
Ending balance, net of allowance for credit losses
|
$
|
74,469
|
|
|
$
|
33,923
|
|
|
$
|
108,392
|
|
(a)
|
Primarily represents amounts related to translation adjustments.
|
(b)
|
Total allowance, including reserves for operating leases, was
$668 million
.
|
|
2016
|
|
2017
|
||||
Raw materials, work-in-process, and supplies
|
$
|
3,843
|
|
|
$
|
4,397
|
|
Finished products
|
5,943
|
|
|
6,779
|
|
||
Total inventories under FIFO
|
9,786
|
|
|
11,176
|
|
||
LIFO adjustment
|
(888
|
)
|
|
(899
|
)
|
||
Total inventories
|
$
|
8,898
|
|
|
$
|
10,277
|
|
|
2016
|
|
2017
|
||||
Automotive Segment
|
|
|
|
||||
Vehicles, net of depreciation
|
$
|
1,620
|
|
|
$
|
1,574
|
|
Financial Services Segment
|
|
|
|
||||
Vehicles and other equipment, at cost (a)
|
32,823
|
|
|
32,659
|
|
||
Accumulated depreciation
|
(5,550
|
)
|
|
(5,927
|
)
|
||
Allowance for credit losses
|
(64
|
)
|
|
(71
|
)
|
||
Total Financial Services Segment
|
27,209
|
|
|
26,661
|
|
||
Total
|
$
|
28,829
|
|
|
$
|
28,235
|
|
(a)
|
Includes Ford Credit’s operating lease assets of
$11.8 billion
and
$11.5 billion
at December 31,
2016
and
2017
, respectively, which have been included in certain lease securitization transactions. These net investments in operating leases are available only for payment of the debt or other obligations issued or arising in the securitization transactions; they are not available to pay other obligations or the claims of other creditors.
|
|
2015
|
|
2016
|
|
2017
|
||||||
Operating lease depreciation expense
|
$
|
3,640
|
|
|
$
|
4,330
|
|
|
$
|
4,135
|
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
||||||||||||
Minimum rentals on operating leases
|
$
|
4,585
|
|
|
$
|
2,797
|
|
|
$
|
977
|
|
|
$
|
74
|
|
|
$
|
6
|
|
|
$
|
8,439
|
|
|
2016
|
|
2017
|
||||
Land
|
$
|
391
|
|
|
$
|
411
|
|
Buildings and land improvements
|
10,308
|
|
|
11,096
|
|
||
Machinery, equipment, and other
|
34,149
|
|
|
37,533
|
|
||
Software
|
2,803
|
|
|
3,118
|
|
||
Construction in progress
|
2,170
|
|
|
2,608
|
|
||
Total land, plant and equipment, and other
|
49,821
|
|
|
54,766
|
|
||
Accumulated depreciation
|
(27,804
|
)
|
|
(29,862
|
)
|
||
Net land, plant and equipment, and other
|
22,017
|
|
|
24,904
|
|
||
Tooling, net of amortization
|
10,055
|
|
|
10,423
|
|
||
Total
|
$
|
32,072
|
|
|
$
|
35,327
|
|
|
2015
|
|
2016
|
|
2017
|
||||||
Depreciation and other amortization
|
$
|
2,049
|
|
|
$
|
2,130
|
|
|
$
|
2,292
|
|
Tooling amortization
|
2,304
|
|
|
2,563
|
|
|
2,695
|
|
|||
Total
|
$
|
4,353
|
|
|
$
|
4,693
|
|
|
$
|
4,987
|
|
|
|
|
|
|
|
||||||
Maintenance and rearrangement
|
$
|
1,656
|
|
|
$
|
1,801
|
|
|
$
|
1,970
|
|
|
2016
|
|
2017
|
||||
Beginning balance
|
$
|
216
|
|
|
$
|
186
|
|
Liabilities settled
|
(2
|
)
|
|
(2
|
)
|
||
Revisions to estimates
|
(28
|
)
|
|
(52
|
)
|
||
Ending balance
|
$
|
186
|
|
|
$
|
132
|
|
|
Operating Lease Commitments
|
||
2018
|
$
|
337
|
|
2019
|
289
|
|
|
2020
|
207
|
|
|
2021
|
136
|
|
|
2022
|
100
|
|
|
Thereafter
|
337
|
|
|
Total
|
$
|
1,406
|
|
|
Operating Lease
Expense
|
||
2015
|
$
|
460
|
|
2016
|
474
|
|
|
2017
|
526
|
|
|
Investment Balance
|
|
Ownership Percentage
|
|||||||
|
2016
|
|
2017
|
|
2017
|
|||||
Changan Ford Automobile Corporation, Limited
|
$
|
1,315
|
|
|
$
|
1,144
|
|
|
50.0
|
%
|
Jiangling Motors Corporation, Limited
|
623
|
|
|
675
|
|
|
32.0
|
|
||
AutoAlliance (Thailand) Co., Ltd.
|
476
|
|
|
439
|
|
|
50.0
|
|
||
Ford Otomotiv Sanayi Anonim Sirketi
|
306
|
|
|
329
|
|
|
41.0
|
|
||
Getrag Ford Transmissions GmbH
|
194
|
|
|
222
|
|
|
50.0
|
|
||
Changan Ford Mazda Engine Company, Ltd.
|
80
|
|
|
84
|
|
|
25.0
|
|
||
FFS Finance South Africa (Pty) Limited
|
59
|
|
|
71
|
|
|
50.0
|
|
||
DealerDirect LLC
|
27
|
|
|
33
|
|
|
97.7
|
|
||
RouteOne LLC
|
20
|
|
|
24
|
|
|
30.0
|
|
||
Ionity Holding GmbH & Co. KG
|
—
|
|
|
12
|
|
|
25.0
|
|
||
Thirdware Solutions Limited
|
9
|
|
|
12
|
|
|
20.0
|
|
||
Automotive Fuel Cell Cooperation Corporation
|
9
|
|
|
10
|
|
|
49.9
|
|
||
Percepta, LLC
|
8
|
|
|
8
|
|
|
45.0
|
|
||
CNF-Administradora de Consorcio Nacional Ltda.
|
6
|
|
|
6
|
|
|
33.3
|
|
||
Chongqing ANTE Trading Co., Ltd.
|
4
|
|
|
5
|
|
|
10.0
|
|
||
U.S. Council for Automotive Research LLC
|
5
|
|
|
5
|
|
|
33.3
|
|
||
Blue Diamond Parts, LLC
|
3
|
|
|
3
|
|
|
25.0
|
|
||
Crash Avoidance Metrics Partnership LLC
|
2
|
|
|
3
|
|
|
50.0
|
|
||
ZF Transmission Tech, LLC
|
—
|
|
|
—
|
|
|
49.0
|
|
||
Forso Nordic AB (a)
|
68
|
|
|
—
|
|
|
—
|
|
||
Velodyne LiDAR, Inc. (b)
|
75
|
|
|
—
|
|
|
—
|
|
||
ZoomCar, Inc. (b)
|
15
|
|
|
—
|
|
|
—
|
|
||
Total
|
$
|
3,304
|
|
|
$
|
3,085
|
|
|
|
Summarized Balance Sheet
|
2016
|
|
2017
|
||||||||
Current assets
|
$
|
10,368
|
|
|
$
|
10,191
|
|
||||
Non-current assets
|
9,956
|
|
|
9,796
|
|
||||||
Total assets
|
$
|
20,324
|
|
|
$
|
19,987
|
|
||||
|
|
|
|
||||||||
Current liabilities
|
$
|
10,690
|
|
|
$
|
10,557
|
|
||||
Non-current liabilities
|
2,934
|
|
|
3,022
|
|
||||||
Total liabilities
|
$
|
13,624
|
|
|
$
|
13,579
|
|
||||
|
|
|
|
||||||||
Equity attributable to noncontrolling interests
|
$
|
14
|
|
|
$
|
10
|
|
||||
|
|
|
|
|
|
||||||
|
For the years ended December 31,
|
||||||||||
Summarized Income Statement
|
2015
|
|
2016
|
|
2017
|
||||||
Total revenue
|
$
|
35,623
|
|
|
$
|
36,992
|
|
|
$
|
35,172
|
|
Income before income taxes
|
4,525
|
|
|
4,401
|
|
|
2,980
|
|
|||
Net income
|
3,894
|
|
|
3,747
|
|
|
2,584
|
|
Balance Sheet
|
2016
|
|
2017
|
||||
Receivables
|
$
|
722
|
|
|
$
|
769
|
|
Payables
|
603
|
|
|
850
|
|
|
2016
|
|
2017
|
||||
Current
|
|
|
|
||||
Dealer and dealers’ customer allowances and claims
|
$
|
9,542
|
|
|
$
|
10,902
|
|
Deferred revenue
|
3,866
|
|
|
2,107
|
|
||
Employee benefit plans
|
1,469
|
|
|
1,661
|
|
||
Accrued interest
|
974
|
|
|
1,057
|
|
||
OPEB
|
349
|
|
|
348
|
|
||
Pension
|
247
|
|
|
229
|
|
||
Other
|
2,869
|
|
|
3,393
|
|
||
Total current other liabilities and deferred revenue
|
$
|
19,316
|
|
|
$
|
19,697
|
|
Non-current
|
|
|
|
|
|
||
Pension
|
$
|
10,150
|
|
|
$
|
9,932
|
|
OPEB
|
5,516
|
|
|
5,821
|
|
||
Dealer and dealers’ customer allowances and claims
|
2,564
|
|
|
2,471
|
|
||
Deferred revenue
|
3,687
|
|
|
3,829
|
|
||
Employee benefit plans
|
1,063
|
|
|
1,139
|
|
||
Other
|
1,415
|
|
|
1,519
|
|
||
Total non-current other liabilities and deferred revenue
|
$
|
24,395
|
|
|
$
|
24,711
|
|
|
Pension Benefits
|
|
|
|
|
||||||||||||
|
U.S. Plans
|
|
Non-U.S. Plans
|
|
Worldwide OPEB
|
||||||||||||
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
||||||
Weighted Average Assumptions at December 31
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Discount rate
|
4.03
|
%
|
|
3.60
|
%
|
|
2.44
|
%
|
|
2.33
|
%
|
|
4.00
|
%
|
|
3.61
|
%
|
Average rate of increase in compensation
|
3.50
|
|
|
3.50
|
|
|
3.38
|
|
|
3.37
|
|
|
3.51
|
|
|
3.44
|
|
Weighted Average Assumptions Used to Determine Net Benefit Cost for the Year Ended December 31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Discount rate - Service Cost
|
4.60
|
%
|
|
4.18
|
%
|
|
3.36
|
%
|
|
2.51
|
%
|
|
4.53
|
%
|
|
4.15
|
%
|
Effective interest rate on benefit obligation
|
3.46
|
|
|
3.40
|
|
|
2.72
|
|
|
2.07
|
|
|
3.48
|
|
|
3.41
|
|
Expected long-term rate of return on assets
|
6.75
|
|
|
6.75
|
|
|
5.56
|
|
|
5.19
|
|
|
—
|
|
|
—
|
|
Average rate of increase in compensation
|
3.80
|
|
|
3.50
|
|
|
3.40
|
|
|
3.38
|
|
|
3.81
|
|
|
3.44
|
|
|
Pension Benefits
|
|
|
|
|
|
|
||||||||||||||||||||||||||||
|
U.S. Plans
|
|
Non-U.S. Plans
|
|
Worldwide OPEB
|
||||||||||||||||||||||||||||||
|
2015
|
|
2016
|
|
2017
|
|
2015
|
|
2016
|
|
2017
|
|
2015
|
|
2016
|
|
2017
|
||||||||||||||||||
Service cost
|
$
|
586
|
|
|
$
|
510
|
|
|
$
|
534
|
|
|
$
|
532
|
|
|
$
|
483
|
|
|
$
|
566
|
|
|
$
|
60
|
|
|
$
|
49
|
|
|
$
|
49
|
|
Interest cost
|
1,817
|
|
|
1,524
|
|
|
1,525
|
|
|
936
|
|
|
782
|
|
|
671
|
|
|
236
|
|
|
194
|
|
|
197
|
|
|||||||||
Expected return on assets
|
(2,928
|
)
|
|
(2,693
|
)
|
|
(2,734
|
)
|
|
(1,480
|
)
|
|
(1,339
|
)
|
|
(1,375
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Amortization of prior service costs/(credits)
|
155
|
|
|
170
|
|
|
143
|
|
|
47
|
|
|
38
|
|
|
37
|
|
|
(204
|
)
|
|
(142
|
)
|
|
(120
|
)
|
|||||||||
Net remeasurement (gain)/loss
|
1,964
|
|
|
900
|
|
|
(538
|
)
|
|
(974
|
)
|
|
1,876
|
|
|
407
|
|
|
(292
|
)
|
|
220
|
|
|
293
|
|
|||||||||
Separation programs/other
|
17
|
|
|
12
|
|
|
74
|
|
|
39
|
|
|
81
|
|
|
18
|
|
|
1
|
|
|
—
|
|
|
2
|
|
|||||||||
Settlements and curtailments
|
—
|
|
|
—
|
|
|
(354
|
)
|
|
—
|
|
|
2
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Net periodic benefit cost/(income)
|
$
|
1,611
|
|
|
$
|
423
|
|
|
$
|
(1,350
|
)
|
|
$
|
(900
|
)
|
|
$
|
1,923
|
|
|
$
|
321
|
|
|
$
|
(199
|
)
|
|
$
|
321
|
|
|
$
|
421
|
|
|
|
Pension Benefits
|
|
|
|
|
||||||||||||||||||
|
|
U.S. Plans
|
|
Non-U.S. Plans
|
|
Worldwide OPEB
|
||||||||||||||||||
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
||||||||||||
Change in Benefit Obligation
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Benefit obligation at January 1
|
|
$
|
44,936
|
|
|
$
|
45,746
|
|
|
$
|
29,639
|
|
|
$
|
30,624
|
|
|
$
|
5,701
|
|
|
$
|
5,865
|
|
Service cost
|
|
510
|
|
|
534
|
|
|
483
|
|
|
566
|
|
|
49
|
|
|
49
|
|
||||||
Interest cost
|
|
1,524
|
|
|
1,525
|
|
|
782
|
|
|
671
|
|
|
194
|
|
|
197
|
|
||||||
Amendments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
|
—
|
|
||||||
Separation programs/other
|
|
(30
|
)
|
|
35
|
|
|
71
|
|
|
17
|
|
|
—
|
|
|
1
|
|
||||||
Curtailments
|
|
—
|
|
|
(356
|
)
|
|
2
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
||||||
Settlements
|
|
—
|
|
|
—
|
|
|
(131
|
)
|
|
(52
|
)
|
|
—
|
|
|
—
|
|
||||||
Plan participant contributions
|
|
27
|
|
|
24
|
|
|
22
|
|
|
20
|
|
|
20
|
|
|
24
|
|
||||||
Benefits paid
|
|
(2,966
|
)
|
|
(3,267
|
)
|
|
(1,252
|
)
|
|
(1,316
|
)
|
|
(382
|
)
|
|
(368
|
)
|
||||||
Foreign exchange translation
|
|
—
|
|
|
—
|
|
|
(2,576
|
)
|
|
3,323
|
|
|
49
|
|
|
108
|
|
||||||
Actuarial (gain)/loss
|
|
1,745
|
|
|
2,099
|
|
|
3,584
|
|
|
248
|
|
|
220
|
|
|
293
|
|
||||||
Benefit obligation at December 31
|
|
45,746
|
|
|
46,340
|
|
|
30,624
|
|
|
34,098
|
|
|
5,865
|
|
|
6,169
|
|
||||||
Change in Plan Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Fair value of plan assets at January 1
|
|
41,252
|
|
|
41,939
|
|
|
25,141
|
|
|
25,549
|
|
|
—
|
|
|
—
|
|
||||||
Actual return on plan assets
|
|
3,538
|
|
|
5,371
|
|
|
3,041
|
|
|
1,216
|
|
|
—
|
|
|
—
|
|
||||||
Company contributions
|
|
130
|
|
|
133
|
|
|
1,346
|
|
|
1,624
|
|
|
—
|
|
|
—
|
|
||||||
Plan participant contributions
|
|
27
|
|
|
24
|
|
|
22
|
|
|
20
|
|
|
—
|
|
|
—
|
|
||||||
Benefits paid
|
|
(2,966
|
)
|
|
(3,267
|
)
|
|
(1,252
|
)
|
|
(1,316
|
)
|
|
—
|
|
|
—
|
|
||||||
Settlements
|
|
—
|
|
|
—
|
|
|
(131
|
)
|
|
(52
|
)
|
|
—
|
|
|
—
|
|
||||||
Foreign exchange translation
|
|
—
|
|
|
—
|
|
|
(2,612
|
)
|
|
2,623
|
|
|
—
|
|
|
—
|
|
||||||
Other
|
|
(42
|
)
|
|
(40
|
)
|
|
(6
|
)
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
||||||
Fair value of plan assets at December 31
|
|
41,939
|
|
|
44,160
|
|
|
25,549
|
|
|
29,657
|
|
|
—
|
|
|
—
|
|
||||||
Funded status at December 31
|
|
$
|
(3,807
|
)
|
|
$
|
(2,180
|
)
|
|
$
|
(5,075
|
)
|
|
$
|
(4,441
|
)
|
|
$
|
(5,865
|
)
|
|
$
|
(6,169
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Amounts Recognized on the Balance Sheet
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Prepaid assets
|
|
$
|
—
|
|
|
$
|
386
|
|
|
$
|
1,515
|
|
|
$
|
3,154
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Other liabilities
|
|
(3,807
|
)
|
|
(2,566
|
)
|
|
(6,590
|
)
|
|
(7,595
|
)
|
|
(5,865
|
)
|
|
(6,169
|
)
|
||||||
Total
|
|
$
|
(3,807
|
)
|
|
$
|
(2,180
|
)
|
|
$
|
(5,075
|
)
|
|
$
|
(4,441
|
)
|
|
$
|
(5,865
|
)
|
|
$
|
(6,169
|
)
|
Amounts Recognized in Accumulated Other Comprehensive Loss (pre-tax)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unamortized prior service costs/(credits)
|
|
$
|
383
|
|
|
$
|
238
|
|
|
$
|
213
|
|
|
$
|
191
|
|
|
$
|
(322
|
)
|
|
$
|
(209
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pension Plans in which Accumulated Benefit Obligation Exceeds Plan Assets at December 31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Accumulated benefit obligation
|
|
$
|
26,170
|
|
|
$
|
2,092
|
|
|
$
|
10,039
|
|
|
$
|
11,506
|
|
|
|
|
|
|
|
||
Fair value of plan assets
|
|
23,204
|
|
|
155
|
|
|
4,700
|
|
|
5,287
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accumulated Benefit Obligation at December 31
|
|
$
|
44,513
|
|
|
$
|
45,081
|
|
|
$
|
27,166
|
|
|
$
|
30,449
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pension Plans in which Projected Benefit Obligation Exceeds Plan Assets at December 31
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Projected benefit obligation
|
|
$
|
45,746
|
|
|
$
|
22,378
|
|
|
$
|
11,703
|
|
|
$
|
13,385
|
|
|
|
|
|
||||
Fair value of plan assets
|
|
41,939
|
|
|
19,812
|
|
|
5,113
|
|
|
5,790
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Projected Benefit Obligation at December 31
|
|
$
|
45,746
|
|
|
$
|
46,340
|
|
|
$
|
30,624
|
|
|
$
|
34,098
|
|
|
|
|
|
|
|
Benefit Payments
|
||||||||||
|
|
Pension
|
|
|
||||||||
|
|
U.S. Plans
|
|
Non-U.S.
Plans
|
|
Worldwide
OPEB
|
||||||
2018
|
|
$
|
2,960
|
|
|
$
|
1,360
|
|
|
$
|
350
|
|
2019
|
|
2,860
|
|
|
1,240
|
|
|
350
|
|
|||
2020
|
|
2,850
|
|
|
1,260
|
|
|
340
|
|
|||
2021
|
|
2,840
|
|
|
1,280
|
|
|
340
|
|
|||
2022
|
|
2,820
|
|
|
1,290
|
|
|
340
|
|
|||
2023-2027
|
|
14,200
|
|
|
6,850
|
|
|
1,690
|
|
|
2016
|
||||||||||||||||||||||||||||||||||||||
|
U.S. Plans
|
|
Non-U.S. Plans
|
||||||||||||||||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Assets measured at NAV (a)
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Assets measured at NAV (a)
|
|
Total
|
||||||||||||||||||||
Asset Category
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
U.S. companies
|
$
|
2,353
|
|
|
$
|
6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,359
|
|
|
$
|
1,614
|
|
|
$
|
93
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,707
|
|
International companies
|
1,457
|
|
|
19
|
|
|
1
|
|
|
7
|
|
|
1,484
|
|
|
1,278
|
|
|
360
|
|
|
—
|
|
|
—
|
|
|
1,638
|
|
||||||||||
Total equity
|
3,810
|
|
|
25
|
|
|
1
|
|
|
7
|
|
|
3,843
|
|
|
2,892
|
|
|
453
|
|
|
—
|
|
|
—
|
|
|
3,345
|
|
||||||||||
Fixed Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. government and agencies
|
5,157
|
|
|
3,030
|
|
|
—
|
|
|
—
|
|
|
8,187
|
|
|
433
|
|
|
57
|
|
|
—
|
|
|
—
|
|
|
490
|
|
||||||||||
Non-U.S. government
|
—
|
|
|
1,343
|
|
|
—
|
|
|
—
|
|
|
1,343
|
|
|
—
|
|
|
11,171
|
|
|
—
|
|
|
—
|
|
|
11,171
|
|
||||||||||
Corporate bonds
|
—
|
|
|
20,637
|
|
|
13
|
|
|
—
|
|
|
20,650
|
|
|
—
|
|
|
2,352
|
|
|
—
|
|
|
—
|
|
|
2,352
|
|
||||||||||
Mortgage/other asset-backed
|
—
|
|
|
855
|
|
|
—
|
|
|
—
|
|
|
855
|
|
|
—
|
|
|
242
|
|
|
—
|
|
|
—
|
|
|
242
|
|
||||||||||
Commingled funds
|
—
|
|
|
—
|
|
|
—
|
|
|
153
|
|
|
153
|
|
|
—
|
|
|
379
|
|
|
—
|
|
|
—
|
|
|
379
|
|
||||||||||
Derivative financial instruments, net
|
27
|
|
|
(213
|
)
|
|
—
|
|
|
—
|
|
|
(186
|
)
|
|
5
|
|
|
28
|
|
|
—
|
|
|
—
|
|
|
33
|
|
||||||||||
Total fixed income
|
5,184
|
|
|
25,652
|
|
|
13
|
|
|
153
|
|
|
31,002
|
|
|
438
|
|
|
14,229
|
|
|
—
|
|
|
—
|
|
|
14,667
|
|
||||||||||
Alternatives
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Hedge funds
|
—
|
|
|
—
|
|
|
—
|
|
|
2,802
|
|
|
2,802
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,383
|
|
|
1,383
|
|
||||||||||
Private equity
|
—
|
|
|
—
|
|
|
—
|
|
|
2,548
|
|
|
2,548
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
679
|
|
|
679
|
|
||||||||||
Real estate
|
—
|
|
|
—
|
|
|
—
|
|
|
1,135
|
|
|
1,135
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
485
|
|
|
485
|
|
||||||||||
Total alternatives
|
—
|
|
|
—
|
|
|
—
|
|
|
6,485
|
|
|
6,485
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,547
|
|
|
2,547
|
|
||||||||||
Cash and cash equivalents (b)
|
1,755
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,755
|
|
|
281
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
281
|
|
||||||||||
Other (c)
|
(1,146
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,146
|
)
|
|
(543
|
)
|
|
—
|
|
|
5,252
|
|
|
—
|
|
|
4,709
|
|
||||||||||
Total assets at fair value
|
$
|
9,603
|
|
|
$
|
25,677
|
|
|
$
|
14
|
|
|
$
|
6,645
|
|
|
$
|
41,939
|
|
|
$
|
3,068
|
|
|
$
|
14,682
|
|
|
$
|
5,252
|
|
|
$
|
2,547
|
|
|
$
|
25,549
|
|
(a)
|
Certain assets that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.
|
(b)
|
Primarily short-term investment funds to provide liquidity to plan investment managers and cash held to pay benefits.
|
(c)
|
For U.S. plans, amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales). For non-U.S plans, primarily Ford-Werke, plan assets (insurance contract valued at
$4.5 billion
at year-end
2016
) and amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales).
|
|
2017
|
||||||||||||||||||||||||||||||||||||||
|
U.S. Plans
|
|
Non-U.S.Plans
|
||||||||||||||||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Assets measured at NAV (a)
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Assets measured at NAV (a)
|
|
Total
|
||||||||||||||||||||
Asset Category
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
U.S. companies
|
$
|
2,135
|
|
|
$
|
25
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,160
|
|
|
$
|
1,593
|
|
|
$
|
143
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,736
|
|
International companies
|
1,669
|
|
|
38
|
|
|
1
|
|
|
—
|
|
|
1,708
|
|
|
1,333
|
|
|
428
|
|
|
—
|
|
|
—
|
|
|
1,761
|
|
||||||||||
Total equity
|
3,804
|
|
|
63
|
|
|
1
|
|
|
—
|
|
|
3,868
|
|
|
2,926
|
|
|
571
|
|
|
—
|
|
|
—
|
|
|
3,497
|
|
||||||||||
Fixed Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
U.S. government and agencies
|
6,603
|
|
|
2,842
|
|
|
—
|
|
|
—
|
|
|
9,445
|
|
|
495
|
|
|
98
|
|
|
—
|
|
|
—
|
|
|
593
|
|
||||||||||
Non-U.S. government
|
—
|
|
|
1,575
|
|
|
—
|
|
|
—
|
|
|
1,575
|
|
|
—
|
|
|
14,088
|
|
|
—
|
|
|
—
|
|
|
14,088
|
|
||||||||||
Corporate bonds
|
—
|
|
|
21,617
|
|
|
4
|
|
|
—
|
|
|
21,621
|
|
|
—
|
|
|
3,217
|
|
|
—
|
|
|
—
|
|
|
3,217
|
|
||||||||||
Mortgage/other asset-backed
|
—
|
|
|
590
|
|
|
—
|
|
|
—
|
|
|
590
|
|
|
—
|
|
|
301
|
|
|
—
|
|
|
—
|
|
|
301
|
|
||||||||||
Commingled funds
|
—
|
|
|
49
|
|
|
—
|
|
|
—
|
|
|
49
|
|
|
—
|
|
|
251
|
|
|
—
|
|
|
—
|
|
|
251
|
|
||||||||||
Derivative financial instruments, net
|
11
|
|
|
(24
|
)
|
|
—
|
|
|
—
|
|
|
(13
|
)
|
|
(2
|
)
|
|
44
|
|
|
—
|
|
|
—
|
|
|
42
|
|
||||||||||
Total fixed income
|
6,614
|
|
|
26,649
|
|
|
4
|
|
|
—
|
|
|
33,267
|
|
|
493
|
|
|
17,999
|
|
|
—
|
|
|
—
|
|
|
18,492
|
|
||||||||||
Alternatives
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Hedge funds
|
—
|
|
|
—
|
|
|
—
|
|
|
3,060
|
|
|
3,060
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,179
|
|
|
1,179
|
|
||||||||||
Private equity
|
—
|
|
|
—
|
|
|
—
|
|
|
2,322
|
|
|
2,322
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
722
|
|
|
722
|
|
||||||||||
Real estate
|
—
|
|
|
—
|
|
|
—
|
|
|
1,216
|
|
|
1,216
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
461
|
|
|
461
|
|
||||||||||
Total alternatives
|
—
|
|
|
—
|
|
|
—
|
|
|
6,598
|
|
|
6,598
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,362
|
|
|
2,362
|
|
||||||||||
Cash and cash equivalents (b)
|
1,380
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,380
|
|
|
388
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
388
|
|
||||||||||
Other (c)
|
(953
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(953
|
)
|
|
(715
|
)
|
|
—
|
|
|
5,633
|
|
|
—
|
|
|
4,918
|
|
||||||||||
Total assets at fair value
|
$
|
10,845
|
|
|
$
|
26,712
|
|
|
$
|
5
|
|
|
$
|
6,598
|
|
|
$
|
44,160
|
|
|
$
|
3,092
|
|
|
$
|
18,570
|
|
|
$
|
5,633
|
|
|
$
|
2,362
|
|
|
$
|
29,657
|
|
(a)
|
Certain assets that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.
|
(b)
|
Primarily short-term investment funds to provide liquidity to plan investment managers and cash held to pay benefits.
|
(c)
|
For U.S. plans, amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales). For non-U.S plans, primarily Ford-Werke, plan assets (insurance contract valued at
$4.8 billion
at year-end
2017
) and amounts related to net pending security (purchases)/sales and net pending foreign currency purchases/(sales).
|
|
2016
|
||||||||||||||||||||||
|
|
Return on plan assets
|
|
|
|
|
|
|
|||||||||||||||
|
Fair
Value
at
January 1
|
|
Attributable
to Assets
Held
at
December 31
|
|
Attributable
to
Assets
Sold
|
|
Net Purchases/
(Settlements)
|
|
Transfers Into/ (Out of) Level 3
|
|
Fair
Value
at
December 31
|
||||||||||||
U.S. Plans
|
$
|
22
|
|
|
$
|
5
|
|
|
$
|
—
|
|
|
$
|
(13
|
)
|
|
$
|
—
|
|
|
$
|
14
|
|
Non-U.S. Plans (a)
|
5,257
|
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,252
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
2017
|
||||||||||||||||||||||
|
|
Return on plan assets
|
|
|
|
|
|
|
|||||||||||||||
|
Fair
Value
at
January 1
|
|
Attributable
to Assets
Held
at
December 31
|
|
Attributable
to
Assets
Sold
|
|
Net Purchases/
(Settlements)
|
|
Transfers Into/ (Out of) Level 3
|
|
Fair
Value
at
December 31
|
||||||||||||
U.S. Plans
|
$
|
14
|
|
|
$
|
(2
|
)
|
|
$
|
2
|
|
|
$
|
(9
|
)
|
|
$
|
—
|
|
|
$
|
5
|
|
Non-U.S. Plans (a)
|
5,252
|
|
|
381
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,633
|
|
(a)
|
Primarily Ford-Werke plan assets (insurance contract valued at
$4.5 billion
and
$4.8 billion
at year-end
2016
and
2017
, respectively).
|
|
|
|
|
|
Interest Rates
|
|
||||||||||||||
|
|
|
|
|
Average Contractual
|
|
Average Effective (a)
|
|
||||||||||||
Automotive Segment
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
||||||||
Debt payable within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Short-term
|
$
|
1,324
|
|
|
$
|
1,396
|
|
|
10.3
|
%
|
|
5.5
|
%
|
|
10.3
|
%
|
|
5.5
|
%
|
|
Long-term payable within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Public unsecured debt securities
|
—
|
|
|
361
|
|
|
|
|
|
|
|
|
|
|
||||||
U.S. Department of Energy Advanced Technology Vehicles Manufacturing (“DOE ATVM”) Incentive Program
|
591
|
|
|
591
|
|
|
|
|
|
|
|
|
|
|
||||||
Other debt
|
827
|
|
|
1,031
|
|
|
|
|
|
|
|
|
|
|
||||||
Unamortized (discount)/premium
|
(57
|
)
|
|
(23
|
)
|
|
|
|
|
|
|
|
|
|
||||||
Total debt payable within one year
|
2,685
|
|
|
3,356
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt payable after one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Public unsecured debt securities
|
9,394
|
|
|
9,033
|
|
|
|
|
|
|
|
|
|
|
||||||
DOE ATVM Incentive Program
|
2,651
|
|
|
2,060
|
|
|
|
|
|
|
|
|
|
|
||||||
Other debt
|
1,573
|
|
|
1,848
|
|
|
|
|
|
|
|
|
|
|
||||||
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Unamortized (discount)/premium
|
(320
|
)
|
|
(290
|
)
|
|
|
|
|
|
|
|
|
|
||||||
Unamortized issuance costs
|
(76
|
)
|
|
(76
|
)
|
|
|
|
|
|
|
|
|
|
||||||
Total long-term debt payable after one year
|
13,222
|
|
|
12,575
|
|
|
5.5
|
%
|
(b)
|
5.1
|
%
|
(b)
|
6.2
|
%
|
(b)
|
5.8
|
%
|
(b)
|
||
Total Automotive Segment
|
$
|
15,907
|
|
|
$
|
15,931
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fair value of Automotive Segment debt (c)
|
$
|
17,433
|
|
|
$
|
17,976
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Financial Services Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Debt payable within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Short-term
|
$
|
15,330
|
|
|
$
|
17,153
|
|
|
2.3
|
%
|
|
3.0
|
%
|
|
2.3
|
%
|
|
3.0
|
%
|
|
Long-term payable within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unsecured debt
|
12,369
|
|
|
13,298
|
|
|
|
|
|
|
|
|
|
|
||||||
Asset-backed debt
|
19,286
|
|
|
17,817
|
|
|
|
|
|
|
|
|
|
|
||||||
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Unamortized (discount)/premium
|
(2
|
)
|
|
1
|
|
|
|
|
|
|
|
|
|
|
||||||
Unamortized issuance costs
|
(16
|
)
|
|
(16
|
)
|
|
|
|
|
|
|
|
|
|
||||||
Fair value adjustments (d)
|
17
|
|
|
12
|
|
|
|
|
|
|
|
|
|
|
||||||
Total debt payable within one year
|
46,984
|
|
|
48,265
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt payable after one year
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Unsecured debt
|
49,912
|
|
|
56,291
|
|
|
|
|
|
|
|
|
|
|
||||||
Asset-backed debt
|
30,112
|
|
|
34,052
|
|
|
|
|
|
|
|
|
|
|
||||||
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Unamortized (discount)/premium
|
(9
|
)
|
|
(5
|
)
|
|
|
|
|
|
|
|
|
|
||||||
Unamortized issuance costs
|
(197
|
)
|
|
(214
|
)
|
|
|
|
|
|
|
|
|
|
||||||
Fair value adjustments (d)
|
261
|
|
|
(33
|
)
|
|
|
|
|
|
|
|
|
|
||||||
Total long-term debt payable after one year
|
80,079
|
|
|
90,091
|
|
|
2.4
|
%
|
(b)
|
2.5
|
%
|
(b)
|
2.5
|
%
|
(b)
|
2.6
|
%
|
(b)
|
||
Total Financial Services Segment
|
$
|
127,063
|
|
|
$
|
138,356
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fair value of Financial Services Segment debt (c)
|
$
|
128,777
|
|
|
$
|
140,406
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Average effective rates reflect the average contractual interest rate plus amortization of discounts, premiums, and issuance costs.
|
(b)
|
Includes interest on long-term debt payable within one year and after one year.
|
(c)
|
At
December 31, 2016
and
2017
, the fair value of debt includes
$1.1 billion
of Automotive segment short-term debt and
$14.3 billion
and
$16.4 billion
of Financial Services segment short-term debt, respectively, carried at cost which approximates fair value. All debt is categorized within Level 2 of the fair value hierarchy.
|
(d)
|
Adjustments related to designated fair value hedging of unsecured debt.
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
|
Adjustments
|
|
Total Debt Maturities
|
||||||||||||||||
Automotive Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Public unsecured debt securities
|
$
|
361
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
86
|
|
|
$
|
8,947
|
|
|
$
|
(203
|
)
|
|
$
|
9,191
|
|
DOE ATVM Incentive Program
|
591
|
|
|
591
|
|
|
591
|
|
|
591
|
|
|
287
|
|
|
—
|
|
|
—
|
|
|
2,651
|
|
||||||||
Short-term and other debt (a)
|
2,427
|
|
|
820
|
|
|
319
|
|
|
290
|
|
|
147
|
|
|
272
|
|
|
(186
|
)
|
|
4,089
|
|
||||||||
Total
|
$
|
3,379
|
|
|
$
|
1,411
|
|
|
$
|
910
|
|
|
$
|
881
|
|
|
$
|
520
|
|
|
$
|
9,219
|
|
|
$
|
(389
|
)
|
|
$
|
15,931
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Financial Services Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Unsecured debt
|
$
|
29,665
|
|
|
$
|
13,424
|
|
|
$
|
13,953
|
|
|
$
|
11,308
|
|
|
$
|
7,952
|
|
|
$
|
9,655
|
|
|
$
|
(185
|
)
|
|
$
|
85,772
|
|
Asset-backed debt
|
18,603
|
|
|
15,667
|
|
|
10,635
|
|
|
3,391
|
|
|
3,608
|
|
|
750
|
|
|
(70
|
)
|
|
52,584
|
|
||||||||
Total
|
$
|
48,268
|
|
|
$
|
29,091
|
|
|
$
|
24,588
|
|
|
$
|
14,699
|
|
|
$
|
11,560
|
|
|
$
|
10,405
|
|
|
$
|
(255
|
)
|
|
$
|
138,356
|
|
(a)
|
Primarily non-U.S. affiliate debt.
|
|
Aggregate Principal Amount Outstanding
|
||||||
Title of Security
|
2016
|
|
2017
|
||||
6 1/2% Debentures due August 1, 2018
|
$
|
361
|
|
|
$
|
361
|
|
8 7/8% Debentures due January 15, 2022
|
86
|
|
|
86
|
|
||
7 1/8% Debentures due November 15, 2025
|
209
|
|
|
209
|
|
||
7 1/2% Debentures due August 1, 2026
|
193
|
|
|
193
|
|
||
6 5/8% Debentures due February 15, 2028
|
104
|
|
|
104
|
|
||
6 5/8% Debentures due October 1, 2028
(a)
|
638
|
|
|
638
|
|
||
6 3/8% Debentures due February 1, 2029
(a)
|
260
|
|
|
260
|
|
||
7.45% GLOBLS due July 16, 2031
(a)
|
1,794
|
|
|
1,794
|
|
||
8.900% Debentures due January 15, 2032
|
151
|
|
|
151
|
|
||
9.95% Debentures due February 15, 2032
|
4
|
|
|
4
|
|
||
7.75% Debentures due June 15, 2043
|
73
|
|
|
73
|
|
||
7.40% Debentures due November 1, 2046
|
398
|
|
|
398
|
|
||
9.980% Debentures due February 15, 2047
|
181
|
|
|
181
|
|
||
7.70% Debentures due May 15, 2097
|
142
|
|
|
142
|
|
||
4.346% Notes due December 8, 2026
|
1,500
|
|
|
1,500
|
|
||
5.291% Notes due December 8, 2046
|
1,300
|
|
|
1,300
|
|
||
4.75% Notes due January 15, 2043
|
2,000
|
|
|
2,000
|
|
||
Total public unsecured debt securities (b)
|
$
|
9,394
|
|
|
$
|
9,394
|
|
(a)
|
Listed on the Luxembourg Exchange and on the Singapore Exchange.
|
(b)
|
Excludes
9.215%
Debentures due September 15, 2021
with an outstanding balance at
December 31, 2017
of
$180 million
. The proceeds from these securities were on-lent by Ford to Ford Holdings to fund Financial Services activity and are reported as
Financial Services long-term debt
.
|
|
2016
|
|
2017
|
||||
Assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
3.4
|
|
|
$
|
3.8
|
|
Finance receivables, net
|
58.3
|
|
|
63.2
|
|
||
Net investment in operating leases
|
11.8
|
|
|
11.5
|
|
||
|
|
|
|
||||
Liabilities
|
|
|
|
||||
Debt (a)
|
$
|
50.4
|
|
|
$
|
52.6
|
|
(a)
|
Debt is net of unamortized discount and issuance costs.
|
•
|
Foreign currency exchange contracts, including forwards, that are used to manage foreign exchange exposure;
|
•
|
Commodity contracts, including forwards, that are used to manage commodity price risk;
|
•
|
Interest rate contracts, including swaps, that are used to manage the effects of interest rate fluctuations; and
|
•
|
Cross-currency interest rate swap contracts that are used to manage foreign currency and interest rate exposures on foreign-denominated debt.
|
|
2015
|
|
2016
|
|
2017
|
||||||
Cash flow hedges (a)
|
|
|
|
|
|
||||||
Reclassified from AOCI to net income
|
$
|
(239
|
)
|
|
$
|
537
|
|
|
$
|
456
|
|
Fair value hedges
|
|
|
|
|
|
||||||
Interest rate contracts
|
|
|
|
|
|
||||||
Net interest settlements and accruals excluded from the assessment of hedge effectiveness
|
370
|
|
|
367
|
|
|
217
|
|
|||
Ineffectiveness (b)
|
3
|
|
|
4
|
|
|
(1
|
)
|
|||
Derivatives not designated as hedging instruments
|
|
|
|
|
|
||||||
Foreign currency exchange contracts
|
425
|
|
|
257
|
|
|
(662
|
)
|
|||
Cross-currency interest rate swap contracts
|
100
|
|
|
398
|
|
|
103
|
|
|||
Interest rate contracts
|
(58
|
)
|
|
(9
|
)
|
|
58
|
|
|||
Commodity contracts
|
(64
|
)
|
|
7
|
|
|
74
|
|
|||
Total
|
$
|
537
|
|
|
$
|
1,561
|
|
|
$
|
245
|
|
(a)
|
For
2015
,
2016
, and
2017
, a
$123 million
gain
, a
$770 million
gain
, and a
$134 million
gain
, respectively, were recorded in
Other comprehensive income/(loss), net of tax
.
|
(b)
|
For
2015
,
2016
, and
2017
, hedge ineffectiveness reflects the net change in fair value on derivatives of
$72 million
gain
,
$120 million
loss
, and
$268 million
loss
, respectively, and a change in value on hedged debt attributable to the change in benchmark interest rates of
$69 million
loss
,
$124 million
gain
, and
$267 million
gain
, respectively.
|
|
2016
|
|
2017
|
||||||||||||||||||||
|
Notional
|
|
Fair Value of
Assets
|
|
Fair Value of
Liabilities
|
|
Notional
|
|
Fair Value of
Assets
|
|
Fair Value of
Liabilities
|
||||||||||||
Cash flow hedges
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency exchange contracts
|
$
|
19,091
|
|
|
$
|
620
|
|
|
$
|
257
|
|
|
$
|
19,595
|
|
|
$
|
407
|
|
|
$
|
306
|
|
Fair value hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Interest rate contracts
|
33,175
|
|
|
487
|
|
|
80
|
|
|
28,008
|
|
|
248
|
|
|
135
|
|
||||||
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Foreign currency exchange contracts
|
17,227
|
|
|
379
|
|
|
194
|
|
|
20,679
|
|
|
172
|
|
|
302
|
|
||||||
Cross-currency interest rate swap contracts
|
3,201
|
|
|
242
|
|
|
8
|
|
|
4,006
|
|
|
408
|
|
|
28
|
|
||||||
Interest rate contracts
|
61,689
|
|
|
156
|
|
|
74
|
|
|
60,504
|
|
|
276
|
|
|
137
|
|
||||||
Commodity contracts
|
531
|
|
|
11
|
|
|
6
|
|
|
660
|
|
|
37
|
|
|
4
|
|
||||||
Total derivative financial instruments, gross (a) (b)
|
$
|
134,914
|
|
|
$
|
1,895
|
|
|
$
|
619
|
|
|
$
|
133,452
|
|
|
$
|
1,548
|
|
|
$
|
912
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current portion
|
|
|
$
|
1,108
|
|
|
$
|
371
|
|
|
|
|
$
|
802
|
|
|
$
|
568
|
|
||||
Non-current portion
|
|
|
787
|
|
|
248
|
|
|
|
|
746
|
|
|
344
|
|
||||||||
Total derivative financial instruments, gross
|
|
|
$
|
1,895
|
|
|
$
|
619
|
|
|
|
|
$
|
1,548
|
|
|
$
|
912
|
|
(a)
|
At December 31,
2016
and
2017
, we held collateral of
$15 million
, and we posted collateral of
$12 million
and
$38 million
, respectively.
|
(b)
|
At December 31,
2016
and
2017
, the fair value of assets and liabilities available for counterparty netting was
$554 million
and
$618 million
, respectively. All derivatives are categorized within Level 2 of the fair value hierarchy.
|
|
2015
|
|
2016
|
|
2017
|
||||||
Foreign currency translation
|
|
|
|
|
|
||||||
Beginning balance
|
$
|
(2,438
|
)
|
|
$
|
(3,570
|
)
|
|
$
|
(4,593
|
)
|
Gains/(Losses) on foreign currency translation
|
(969
|
)
|
|
(494
|
)
|
|
38
|
|
|||
Less: Tax/(Tax benefit) (a)
|
177
|
|
|
537
|
|
|
(294
|
)
|
|||
Net gains/(losses) on foreign currency translation
|
(1,146
|
)
|
|
(1,031
|
)
|
|
332
|
|
|||
(Gains)/Losses reclassified from AOCI to net income (b)
|
14
|
|
|
8
|
|
|
(16
|
)
|
|||
Other comprehensive income/(loss), net of tax
|
(1,132
|
)
|
|
(1,023
|
)
|
|
316
|
|
|||
Ending balance
|
$
|
(3,570
|
)
|
|
$
|
(4,593
|
)
|
|
$
|
(4,277
|
)
|
|
|
|
|
|
|
||||||
Marketable securities
|
|
|
|
|
|
||||||
Beginning balance
|
$
|
—
|
|
|
$
|
(6
|
)
|
|
$
|
(14
|
)
|
Gains/(Losses) on available for sale securities
|
(10
|
)
|
|
(13
|
)
|
|
(53
|
)
|
|||
Less: Tax/(Tax benefit)
|
(4
|
)
|
|
(10
|
)
|
|
(15
|
)
|
|||
Net gains/(losses) on available for sale securities
|
(6
|
)
|
|
(3
|
)
|
|
(38
|
)
|
|||
(Gains)/Losses reclassified from AOCI to net income
|
—
|
|
|
(1
|
)
|
|
5
|
|
|||
Less: Tax/(Tax benefit)
|
—
|
|
|
4
|
|
|
1
|
|
|||
Net (gains)/losses reclassified from AOCI to net income
|
—
|
|
|
(5
|
)
|
|
4
|
|
|||
Other comprehensive income/(loss), net of tax
|
(6
|
)
|
|
(8
|
)
|
|
(34
|
)
|
|||
Ending balance
|
$
|
(6
|
)
|
|
$
|
(14
|
)
|
|
$
|
(48
|
)
|
|
|
|
|
|
|
||||||
Derivative instruments
|
|
|
|
|
|
||||||
Beginning balance
|
$
|
(163
|
)
|
|
$
|
64
|
|
|
$
|
283
|
|
Gains/(Losses) on derivative instruments
|
123
|
|
|
770
|
|
|
134
|
|
|||
Less: Tax/(Tax benefit)
|
50
|
|
|
144
|
|
|
80
|
|
|||
Net gains/(losses) on derivative instruments
|
73
|
|
|
626
|
|
|
54
|
|
|||
(Gains)/Losses reclassified from AOCI to net income
|
239
|
|
|
(537
|
)
|
|
(456
|
)
|
|||
Less: Tax/(Tax benefit)
|
85
|
|
|
(130
|
)
|
|
(137
|
)
|
|||
Net (gains)/losses reclassified from AOCI to net income (c)
|
154
|
|
|
(407
|
)
|
|
(319
|
)
|
|||
Other comprehensive income/(loss), net of tax
|
227
|
|
|
219
|
|
|
(265
|
)
|
|||
Ending balance
|
$
|
64
|
|
|
$
|
283
|
|
|
$
|
18
|
|
|
|
|
|
|
|
||||||
Pension and other postretirement benefits
|
|
|
|
|
|
||||||
Beginning balance
|
$
|
(2,664
|
)
|
|
$
|
(2,745
|
)
|
|
$
|
(2,689
|
)
|
Prior service (costs)/credits arising during the period
|
(104
|
)
|
|
(16
|
)
|
|
5
|
|
|||
Less: Tax/(Tax benefit)
|
(41
|
)
|
|
(4
|
)
|
|
—
|
|
|||
Net prior service (costs)/credits arising during the period
|
(63
|
)
|
|
(12
|
)
|
|
5
|
|
|||
Amortization and recognition of prior service costs/(credits) (d)
|
(2
|
)
|
|
66
|
|
|
60
|
|
|||
Less: Tax/(Tax benefit)
|
6
|
|
|
22
|
|
|
20
|
|
|||
Net prior service costs/(credits) reclassified from AOCI to net income
|
(8
|
)
|
|
44
|
|
|
40
|
|
|||
Translation impact on non-U.S. plans
|
(10
|
)
|
|
24
|
|
|
(8
|
)
|
|||
Other comprehensive income/(loss), net of tax
|
(81
|
)
|
|
56
|
|
|
37
|
|
|||
Ending balance
|
$
|
(2,745
|
)
|
|
$
|
(2,689
|
)
|
|
$
|
(2,652
|
)
|
|
|
|
|
|
|
||||||
Total AOCI ending balance at December 31
|
$
|
(6,257
|
)
|
|
$
|
(7,013
|
)
|
|
$
|
(6,959
|
)
|
(a)
|
We do not recognize deferred taxes for a majority of the foreign currency translation gains and losses because we do not anticipate reversal in the foreseeable future. However, we have made elections to tax certain non-U.S. operations simultaneously in U.S. tax returns, and have recorded deferred taxes for temporary differences that will reverse, independent of repatriation plans, on U.S. tax returns. Taxes or tax benefits resulting from foreign currency translation of the temporary differences are recorded in
Other comprehensive income/(loss), net of tax
.
|
(b)
|
Reclassified to
Non-Financial Services other income/(loss), net.
|
(c)
|
Reclassified to
Cost of sales
. During the next twelve months we expect to reclassify existing net gains on cash flow hedges of
$49 million
. See Note
19
for additional information.
|
(d)
|
Amortization and recognition of prior service costs/(credits)
is included in the computation of net periodic pension cost/(income). See Note
17
for additional information.
|
|
2016
|
|
2017
|
||||
Maximum potential payments
|
$
|
177
|
|
|
$
|
1,397
|
|
Carrying value of recorded liabilities related to guarantees and limited indemnities
|
23
|
|
|
408
|
|
|
2016
|
|
2017
|
||||
Beginning balance
|
$
|
4,558
|
|
|
$
|
4,960
|
|
Payments made during the period
|
(3,286
|
)
|
|
(3,457
|
)
|
||
Changes in accrual related to warranties issued during the period
|
2,326
|
|
|
2,260
|
|
||
Changes in accrual related to pre-existing warranties
|
1,360
|
|
|
1,415
|
|
||
Foreign currency translation and other
|
2
|
|
|
118
|
|
||
Ending balance
|
$
|
4,960
|
|
|
$
|
5,296
|
|
|
Automotive
|
|
Financial
Services
|
|
All Other
|
|
Special
Items
|
|
Adjustments
|
|
Total
|
||||||||||||
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Revenues
|
$
|
140,566
|
|
|
$
|
8,992
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
149,558
|
|
Pre-tax results - income/(loss)
|
9,568
|
|
|
2,028
|
|
|
(796
|
)
|
|
(548
|
)
|
|
—
|
|
|
10,252
|
|
||||||
Depreciation and tooling amortization
|
4,332
|
|
|
3,661
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,993
|
|
||||||
Interest expense
|
—
|
|
|
2,454
|
|
|
773
|
|
|
—
|
|
|
—
|
|
|
3,227
|
|
||||||
Investment-related interest income
|
42
|
|
|
76
|
|
|
191
|
|
|
—
|
|
|
—
|
|
|
309
|
|
||||||
Equity in net income/(loss) of affiliated companies
|
1,786
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,818
|
|
||||||
Cash outflow for capital spending
|
7,147
|
|
|
49
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,196
|
|
||||||
Cash, cash equivalents, and marketable securities
|
23,567
|
|
|
11,609
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35,176
|
|
||||||
Total assets
|
91,959
|
|
|
137,026
|
|
|
—
|
|
|
—
|
|
|
(4,060
|
)
|
(a)
|
224,925
|
|
||||||
Debt
|
12,839
|
|
|
120,015
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
132,854
|
|
||||||
Operating cash flows
|
7,285
|
|
|
3,876
|
|
|
—
|
|
|
—
|
|
|
5,065
|
|
(b)
|
16,226
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Revenues
|
$
|
141,546
|
|
|
$
|
10,253
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
151,800
|
|
Pre-tax results - income/(loss)
|
9,422
|
|
|
1,820
|
|
|
(867
|
)
|
|
(3,579
|
)
|
|
—
|
|
|
6,796
|
|
||||||
Depreciation and tooling amortization
|
4,667
|
|
|
4,356
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,023
|
|
||||||
Interest expense
|
—
|
|
|
2,808
|
|
|
894
|
|
|
—
|
|
|
—
|
|
|
3,702
|
|
||||||
Investment-related interest income
|
75
|
|
|
74
|
|
|
142
|
|
|
—
|
|
|
—
|
|
|
291
|
|
||||||
Equity in net income/(loss) of affiliated companies
|
1,747
|
|
|
33
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,780
|
|
||||||
Cash outflow for capital spending
|
6,947
|
|
|
45
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,992
|
|
||||||
Cash, cash equivalents, and marketable securities
|
27,462
|
|
|
11,357
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
38,827
|
|
||||||
Total assets
|
96,929
|
|
|
146,252
|
|
|
69
|
|
|
—
|
|
|
(5,299
|
)
|
(a)
|
237,951
|
|
||||||
Debt
|
15,907
|
|
|
127,063
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
142,970
|
|
||||||
Operating cash flows
|
6,385
|
|
|
8,754
|
|
|
(7
|
)
|
|
—
|
|
|
4,718
|
|
(b)
|
19,850
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Revenues
|
$
|
145,653
|
|
|
$
|
11,113
|
|
|
$
|
10
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
156,776
|
|
Pre-tax results - income/(loss)
|
7,259
|
|
|
2,248
|
|
|
(1,070
|
)
|
|
(289
|
)
|
|
—
|
|
|
8,148
|
|
||||||
Depreciation and tooling amortization
|
4,963
|
|
|
4,159
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,122
|
|
||||||
Interest expense
|
—
|
|
|
3,231
|
|
|
1,133
|
|
|
—
|
|
|
—
|
|
|
4,364
|
|
||||||
Investment-related interest income
|
93
|
|
|
113
|
|
|
253
|
|
|
—
|
|
|
—
|
|
|
459
|
|
||||||
Equity in net income/(loss) of affiliated companies
|
1,169
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,201
|
|
||||||
Cash outflow for capital spending
|
7,001
|
|
|
45
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
7,049
|
|
||||||
Cash, cash equivalents, and marketable securities
|
26,484
|
|
|
12,439
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
38,927
|
|
||||||
Total assets
|
102,885
|
|
|
160,338
|
|
|
96
|
|
|
—
|
|
|
(5,511
|
)
|
(a)
|
257,808
|
|
||||||
Debt
|
15,931
|
|
|
138,356
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
154,287
|
|
||||||
Operating cash flows
|
3,908
|
|
|
9,244
|
|
|
(74
|
)
|
|
—
|
|
|
5,018
|
|
(b)
|
18,096
|
|
(a)
|
Includes deferred tax netting and eliminations of intersegment transactions occurring in the ordinary course of business.
|
(b)
|
We measure and evaluate our Automotive segment operating cash flow on a different basis than
Net cash provided by/(used in) operating activities
in our consolidated statement of cash flows. Automotive segment operating cash flow includes additional elements management considers to be related to our Automotive operating activities, primarily capital spending and non-designated derivatives, and excludes outflows for funded pension contributions, separation payments, and other items that are considered operating cash flows under U.S. GAAP. The table below quantifies these reconciling adjustments to
Net cash provided by/(used in) operating activities
for the years ended
December 31
(in millions):
|
|
|
2015
|
|
2016
|
|
2017
|
||||||
|
Automotive capital spending
|
$
|
7,147
|
|
|
$
|
6,947
|
|
|
$
|
7,001
|
|
|
Settlements of derivatives
|
76
|
|
|
(610
|
)
|
|
(217
|
)
|
|||
|
Funded pension contributions
|
(1,115
|
)
|
|
(1,155
|
)
|
|
(1,434
|
)
|
|||
|
Separation payments
|
(613
|
)
|
|
(336
|
)
|
|
(281
|
)
|
|||
|
Other
|
(430
|
)
|
|
(128
|
)
|
|
(51
|
)
|
|||
|
Total operating cash flow adjustments
|
$
|
5,065
|
|
|
$
|
4,718
|
|
|
$
|
5,018
|
|
|
2015
|
|
2016
|
|
2017
|
||||||||||||||||||
|
Revenues
|
|
Long-Lived
Assets (a)
|
|
Revenues
|
|
Long-Lived
Assets (a)
|
|
Revenues
|
|
Long-Lived
Assets (a)
|
||||||||||||
United States
|
$
|
93,142
|
|
|
$
|
39,853
|
|
|
$
|
93,433
|
|
|
$
|
42,946
|
|
|
$
|
93,844
|
|
|
$
|
42,504
|
|
United Kingdom
|
11,451
|
|
|
1,490
|
|
|
10,041
|
|
|
1,302
|
|
|
9,619
|
|
|
1,691
|
|
||||||
Canada
|
8,978
|
|
|
3,814
|
|
|
10,028
|
|
|
4,264
|
|
|
10,580
|
|
|
4,771
|
|
||||||
Germany
|
6,950
|
|
|
2,203
|
|
|
7,322
|
|
|
2,254
|
|
|
7,265
|
|
|
3,182
|
|
||||||
All Other
|
29,037
|
|
|
9,896
|
|
|
30,976
|
|
|
10,135
|
|
|
35,468
|
|
|
11,414
|
|
||||||
Total Company
|
$
|
149,558
|
|
|
$
|
57,256
|
|
|
$
|
151,800
|
|
|
$
|
60,901
|
|
|
$
|
156,776
|
|
|
$
|
63,562
|
|
(a)
|
Includes
Net property
and
Net investment in operating leases
from our consolidated balance sheet.
|
|
2016
|
|
2017
|
||||||||||||||||||||||||||||
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||||||||||
Total revenues
|
$
|
37,718
|
|
|
$
|
39,485
|
|
|
$
|
35,943
|
|
|
$
|
38,654
|
|
|
$
|
39,146
|
|
|
$
|
39,853
|
|
|
$
|
36,451
|
|
|
$
|
41,326
|
|
Income/(Loss) before income taxes
|
3,651
|
|
|
2,875
|
|
|
1,387
|
|
|
(1,117
|
)
|
|
2,243
|
|
|
2,259
|
|
|
1,757
|
|
|
1,889
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Amounts Attributable to Ford Motor Company Common and Class B Shareholders
|
|||||||||||||||||||||||||||||||
Net income/(loss)
|
$
|
2,452
|
|
|
$
|
1,970
|
|
|
$
|
957
|
|
|
$
|
(783
|
)
|
|
$
|
1,587
|
|
|
$
|
2,042
|
|
|
$
|
1,564
|
|
|
$
|
2,409
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Common and Class B per share from income from continuing operations
|
|||||||||||||||||||||||||||||||
Basic
|
$
|
0.62
|
|
|
$
|
0.50
|
|
|
$
|
0.24
|
|
|
$
|
(0.20
|
)
|
|
$
|
0.40
|
|
|
$
|
0.51
|
|
|
$
|
0.39
|
|
|
$
|
0.61
|
|
Diluted
|
0.61
|
|
|
0.49
|
|
|
0.24
|
|
|
(0.20
|
)
|
|
0.40
|
|
|
0.51
|
|
|
0.39
|
|
|
0.60
|
|
Description
|
|
Balance at
Beginning of
Period
|
|
Charged to
Costs and
Expenses
|
|
Deductions
|
|
Balance at End
of Period
|
||||||||||
For the Year Ended December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
||||||||
Allowances deducted from assets
|
|
|
|
|
|
|
|
|
|
|
||||||||
Credit losses
|
|
$
|
384
|
|
|
$
|
347
|
|
|
|
$
|
294
|
|
(a)
|
|
$
|
437
|
|
Doubtful receivables
|
|
455
|
|
|
(7
|
)
|
|
|
76
|
|
(b)
|
|
372
|
|
||||
Inventories (primarily service part obsolescence)
|
|
254
|
|
|
(29
|
)
|
(c)
|
|
—
|
|
|
|
225
|
|
||||
Deferred tax assets
|
|
1,604
|
|
|
227
|
|
(d)
|
|
—
|
|
|
|
1,831
|
|
||||
Total allowances deducted from assets
|
|
$
|
2,697
|
|
|
$
|
538
|
|
|
|
$
|
370
|
|
|
|
$
|
2,865
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
For the Year Ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Allowances deducted from assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Credit losses
|
|
$
|
437
|
|
|
$
|
551
|
|
|
|
$
|
421
|
|
(a)
|
|
$
|
567
|
|
Doubtful receivables
|
|
372
|
|
|
24
|
|
|
|
19
|
|
(b)
|
|
377
|
|
||||
Inventories (primarily service part obsolescence)
|
|
225
|
|
|
(33
|
)
|
(c)
|
|
—
|
|
|
|
192
|
|
||||
Deferred tax assets
|
|
1,831
|
|
|
209
|
|
(d)
|
|
1,131
|
|
(e)
|
|
909
|
|
||||
Total allowances deducted from assets
|
|
$
|
2,865
|
|
|
$
|
751
|
|
|
|
$
|
1,571
|
|
|
|
$
|
2,045
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
For the Year Ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Allowances deducted from assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Credit losses
|
|
$
|
567
|
|
|
$
|
595
|
|
|
|
$
|
483
|
|
(a)
|
|
$
|
679
|
|
Doubtful receivables
|
|
377
|
|
|
24
|
|
|
|
(3
|
)
|
(b)
|
|
404
|
|
||||
Inventories (primarily service part obsolescence)
|
|
192
|
|
|
14
|
|
(c)
|
|
—
|
|
|
|
206
|
|
||||
Deferred tax assets
|
|
909
|
|
|
583
|
|
(d)
|
|
—
|
|
|
|
1,492
|
|
||||
Total allowances deducted from assets
|
|
$
|
2,045
|
|
|
$
|
1,216
|
|
|
|
$
|
480
|
|
|
|
$
|
2,781
|
|
(a)
|
Finance receivables and lease investments deemed to be uncollectible and other changes, principally amounts related to finance receivables sold and translation adjustments.
|
(b)
|
Accounts and notes receivable deemed to be uncollectible as well as translation adjustments.
|
(c)
|
Net change in inventory allowances, including translation adjustments.
|
(d)
|
Includes
$(142) million
,
$26 million
, and
$127 million
in
2015
,
2016
, and
2017
, respectively, of valuation allowance for deferred tax assets through
Accumulated other comprehensive income/(loss),
including translation adjustments and
$369 million
,
$183 million
, and
$456 million
in
2015
,
2016
, and
2017
, respectively, of valuation allowance for deferred tax assets through the income statement.
|
(e)
|
During 2016 we elected to tax a significant portion of our South American operations simultaneously in U.S. tax returns resulting in a
$1.1 billion
reduction in deferred tax assets and related valuation allowance.
|
1.
|
The Option may not be exercised prior to the date one year from the date of the Stock Option Agreement of which these terms and conditions are a part (the Agreement). Thereafter, the Option may be exercised in installments as follows:
|
2.
|
The Stock Appreciation Right, if any, granted by the Company to the Optionee under the Agreement shall entitle the Optionee to receive, without payment to the Company and as the Optionee may elect, either (a) that number of shares of Stock determined by dividing (i) the total number of shares of Stock subject to the Option (or the portion or portions thereof which the Optionee from time to time elects to use for purposes of this clause (a)), multiplied by the amount by which the fair market value of a share of Stock on the day this right is exercised exceeds the option price set forth in the Agreement (such amount being hereinafter referred to as the Spread), by (ii) the fair market value of a share of Stock on the exercise date; or (b) cash in an amount determined by multiplying (i) the total number of shares of Stock subject to the Option (or the portion or portions thereof which the Optionee from time to time elects to use for purposes of this clause (b)), by (ii) the amount of the Spread; or (c) a combination of shares of Stock and cash, in amounts determined as set forth in clauses (a) and (b) above; all subject to the terms and conditions set forth herein and any rules and regulations established by the Committee pursuant to the Plan.
|
3.
|
Except as provided in the immediately following two paragraphs, if, prior to the date one year from the date of the Agreement, the Optionee's employment with the Company shall be terminated by the Company, with or without cause, or by the act, death, incapacity or retirement of the Optionee, the Optionee's right to exercise the Option and any Stock Appreciation Right shall terminate on the date of such termination of employment and all rights hereunder and under the Agreement shall cease.
|
4.
|
Anything contained herein or in the Agreement to the contrary notwithstanding, the right of the Optionee to exercise the Option or any Stock Appreciation Right following termination of the Optionee's employment with the Company shall remain effective only if, during the entire period from the date of the Optionee's termination to the date of such exercise, the Optionee shall have earned out such right by (i) making himself or herself available, upon request, at reasonable times and upon a reasonable basis, to consult with, supply information to and otherwise cooperate with the Company or any subsidiary thereof with respect to any matter that shall have been handled by him or her or under his or her supervision while he or she was in the employ of the Company or of any subsidiary thereof, and (ii) refraining from engaging in any activity that is directly or indirectly in competition with any activity of the Company or any subsidiary thereof.
|
5.
|
Payment for any shares of Stock purchased upon exercise of the Option shall be made in full at the time of exercise. Such payment may be made in cash, by wire, by delivery of shares of Stock beneficially owned by the Optionee or by a combination of cash and Stock, at the election of the Optionee; provided, however, that any shares of Stock so delivered shall have been beneficially owned by the Optionee for a period of not less than six months (or 12 months if the stock being surrendered was acquired through the exercise of an ISO) prior to the date of such exercise. Any shares of Stock so delivered shall be valued at their fair market value (determined as provided in Article 2 hereof) on the date of such exercise.
|
6.
|
As a condition of the granting of the Option and any Stock Appreciation Right, the Optionee and the Optionee's successors and assigns agree that any dispute or disagreement which shall arise under or as a result of the Agreement or these terms and conditions shall be determined by the Committee in its sole discretion and judgment and that any such determination and any interpretation by the Committee of the Agreement or of these terms and conditions shall be final and shall be binding and conclusive for all purposes.
|
7.
|
Unless the Committee determines otherwise, neither the Option nor any Stock Appreciation Right is transferable by the Optionee otherwise than by will or the laws of descent and distribution, and, during the Optionee's lifetime, each is exercisable only by the Optionee or the Optionee's guardian or legal representative. Once transferred by will or by the laws of descent and distribution, neither the Option nor any Stock Appreciation Right shall be further transferable. Any transferee of the Option and any Stock Appreciation Right shall take the same subject to the terms and conditions set forth herein. No such transfer of the Option and any Stock Appreciation Right shall be effective to bind the Company unless the Company shall have been furnished with written notice thereof and a copy of the will and/or such other evidence as the Committee may deem necessary to establish the validity of the transfer and the acceptance by the transferee or transferees of the terms and conditions set forth herein. No assignment or transfer of the Option and any Stock Appreciation Right, or of the rights represented thereby, other than as provided in this Article, shall vest in the purported assignee or transferee any interest or right therein whatsoever.
|
8.
|
The Optionee, a beneficiary designated pursuant to Article 7 hereof or a transferee of the Option and any Stock Appreciation Right shall have no rights as a stockholder with respect to any share covered by the Option or any Stock Appreciation Right until such person shall have become the holder of record of such share, and, except as provided in Article 10 hereof, no adjustment shall be made for dividends (ordinary or extraordinary, whether in cash or securities or other property) or distributions or other rights in respect of such share for which the record date is prior to the date upon which such person shall become the holder of record thereof.
|
9.
|
The existence of the Option or any Stock Appreciation Right shall not affect in any way the right or power of the Company or its stockholders to make or authorize any adjustments, recapitalizations, reorganizations or other changes in the Company's capital structure or its business, or any merger or consolidation of the Company, or any issue of bonds, debentures, preferred or prior preference stocks ahead of or affecting the Stock or the rights thereof, or the dissolution or liquidation of the Company, or any sale or transfer of all or any part of its assets or business, or any other corporate act or proceedings whether of a similar character or otherwise.
|
10.
|
The shares covered by the Option and any Stock Appreciation Right are shares of Stock as presently constituted, but if, and whenever, prior to the delivery by the Company of all of the shares of Stock and/or cash deliverable upon exercise of the Option or any Stock Appreciation Right, the Company shall effect the payment of a stock dividend on Stock payable in shares of Stock, a subdivision or combination of the shares of Stock, or a reclassification of Stock, the number and price of shares remaining under the Option and any Stock Appreciation Right shall be appropriately adjusted. Such adjustment shall be made by the Committee, whose determination as to what adjustment shall be made, and the extent thereof, shall be final and shall be binding and conclusive for all purposes. Any such adjustment may provide for the elimination of any fractional share which might otherwise become subject to the Option.
|
11.
|
Except as hereinbefore expressly provided, (a) the issue by the Company of shares of Stock of any class, or securities convertible into shares of Stock of any class, for cash or property or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefore, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, or (b) the payment of a stock dividend on any other class of the Company's stock, or (c) any subdivision or combination of the shares of any other class of the Company's stock, or (d) any reclassification of any other class of the Company's stock, shall not affect, and no adjustment by reason thereof shall be made with respect to, the number or price of shares of Stock subject to the Option or any Stock Appreciation Right.
|
12.
|
After any merger of one or more corporations into the Company, or after any consolidation of the Company and one or more corporations in which the Company shall be the surviving corporation, the Optionee shall, at no additional cost, be entitled upon any exercise of the Option or any exercise of any Stock Appreciation Right for Stock, to receive (subject to any required action by stockholders), in lieu of the number of shares as to which the Option or any Stock Appreciation Right shall then be so exercised, the number and class of shares of stock or other securities to which the Optionee would have been entitled pursuant to the terms of the agreement of merger or consolidation if at the time of such merger or consolidation the Optionee had been a holder of record of a number of shares of Stock equal to the number of shares as to which such Option or Stock Appreciation Right shall then be so exercised. Comparable rights shall accrue to the
|
13.
|
Optionee acknowledges and agrees that, in order for the Company to perform its requirements under the Plan, the Company may process, for an indefinite period of time, personal data about Optionee. Such data includes, but is not limited to, the information provided in the Option grant materials and any changes thereto, and other appropriate personal data about Optionee, including information about Optionee's participation in the Plan and options exercised under the Plan from time to time. Optionee also hereby gives for an indefinite period of time Optionee's explicit consent to the Company to collect, use, store and transfer any such personal data for use in the United States of America or any other required location. The legal persons for whom the personal data is intended include Ford and any of its subsidiaries, the outside plan administrator as selected by the Company from time to time and any other person that the Company may deem appropriate in its administration of the Plan. Optionee has been informed of Optionee's right to access and correct Optionee's personal data by contacting Optionee's local Human Resources Representative. Optionee has been informed of Optionee's right to withdraw at any time Optionee's consent to the processing of personal data. Optionee has been informed that the provision of personal data is voluntary. Optionee understands that the transfer of the information outlined here is important to the administration of the Plan. Optionee's consent is given freely and is valid as long as it is needed for administration of the Plan or to comply with applicable legal requirements. Optionee's failure to consent to the Company's collection, use, storage and transfer of such personal data may limit Optionee's right to participate in the Plan. For purposes of this paragraph, the term "Company" shall be deemed to include Ford Motor Company, Optionee's employer, and any other affiliate of Ford Motor Company involved in the administration of the Plan.
|
14.
|
Optionee acknowledges that the Company is entitled to terminate the Plan unilaterally, and Optionee hereby waives any right to receive Plan benefits in the event that the Plan is terminated or Optionee's right to exercise the Option otherwise terminates under the terms of the Agreement. Optionee further acknowledges that the Company's grant of the option to Optionee is not an element of the Optionee's compensation and that the option is awarded in the Company's discretion. Optionee further acknowledges that receipt of the Option does not entitle Optionee to any further grants of an Option in the future, and that the Company does not guarantee that benefits under the Plan will have a particular value or be granted to Optionee in the future.
|
15.
|
Notwithstanding any of the other provisions of the Agreement or these terms and conditions, the Optionee agrees not to exercise the Option or any Stock Appreciation Right, and that the Company will not be obligated to issue any shares or deliver any cash pursuant to the Agreement, if the exercise of the Option or any Stock Appreciation Right or the issuance of such shares or delivery of such cash would constitute a violation by the Optionee or by the Company of any provisions of any law or regulation of any governmental authority. Any determination of the Committee in this connection shall be final and shall be binding and conclusive for all purposes. The Company shall in no event be obligated to take any affirmative action in order to cause the exercise of the Option or any Stock Appreciation Right or the issuance of shares or delivery of cash pursuant thereto to comply with any law or any regulation of any governmental authority.
|
16.
|
Every notice relating to the Agreement shall be in writing and shall be given by registered mail with return receipt requested. All notices to the Company shall be addressed to:
|
17.
|
Whenever the term Optionee is used in any provision of the Agreement or these terms and conditions under circumstances such that the provision should logically apply to any other person or persons designated as a beneficiary pursuant to the provisions of Article 7 hereof, or to whom the Option and any Stock Appreciation Right, in accordance with the provisions of Article 7 hereof, may be transferred, the term Optionee shall be deemed to include such person or persons.
|
18.
|
The Agreement has been made in and it and these terms and conditions shall be construed in accordance with the laws of the State of Michigan.
|
AUTHENTICATED
as of the above date |
|
FORD MOTOR COMPANY
Optionee
Optionee ID: _______________ |
AUTHENTICATED
as of the above date |
|
FORD MOTOR COMPANY
Optionee
Optionee ID: _______________ |
AUTHENTICATED
as of the above date |
|
FORD MOTOR COMPANY
Optionee
Optionee ID: _______________ |
1.
|
The Option may not be exercised prior to the date one year from the date of the Stock Option Agreement of which these terms and conditions are a part (the "Agreement"). Thereafter, the Option may be exercised in installments as follows:
|
2.
|
Except as provided in the immediately following two paragraphs, if, prior to the date one year from the date of the Agreement, the Optionee's employment with the Company shall be terminated by the Company, with or without cause, or by the act, death, incapacity or retirement of the Optionee, the Optionee's right to exercise the Option shall terminate on the date of such termination of employment and all rights hereunder and under the Agreement shall cease.
|
3.
|
Anything contained herein or in the Agreement to the contrary notwithstanding, the right of the Optionee to exercise the Option following termination of the Optionee's employment with the Company shall remain effective only if, during the entire period from the date of the Optionee's termination to the date of such exercise, the Optionee shall have earned out such right by (i) making himself or herself available, upon request, at reasonable times and upon a reasonable basis, to consult with, supply information to and otherwise cooperate with the Company or any subsidiary thereof with respect to any matter that shall have been handled by him or her or under his or her supervision while he or she was in the employ of the Company or of any subsidiary thereof, and (ii) refraining from engaging in any activity that is directly or indirectly in competition with any activity of the Company or any subsidiary thereof.
|
4.
|
Payment for any shares of Stock purchased upon exercise of the Option shall be made in full at the time of exercise. Such payment must be made in cash.
|
5.
|
As a condition of the granting of the Option, the Optionee and the Optionee's successors and assigns agree that any dispute or disagreement which shall arise under or as a result of the Agreement or these terms and conditions shall be determined by the Committee in its sole discretion and judgment and that any such determination and any interpretation by the Committee of the Agreement or of these terms and conditions shall be final and shall be binding and conclusive for all purposes.
|
6.
|
The option is not transferable by the Optionee and, during the Optionee's lifetime, the Option is exercisable only by the Optionee or the Optionee's legal representative.
|
7.
|
The Optionee, or the Optionee's legal representative shall have no rights as a stockholder with respect to any share covered by the Option until such person shall have become the holder of record of such share, and, except as provided in Article 9 hereof, no adjustment shall be made for dividends (ordinary or extraordinary, whether in cash or securities or other property) or distributions or other rights in respect of such share for
|
8.
|
The existence of the Option shall not affect in any way the right or power of the Company or its stockholders to make or authorize any adjustments, recapitalizations, reorganizations or other changes in the Company's capital structure or its business, or any merger or consolidation of the Company, or any issue of bonds, debentures, preferred or prior preference stocks ahead of or affecting the Stock or the rights thereof, or the dissolution or liquidation of the Company, or any sale or transfer of all or any part of its assets or business, or any other corporate act or proceedings whether of a similar character or otherwise.
|
9.
|
The shares covered by the Option are shares of Stock as presently constituted, but if, and whenever, prior to the delivery by the Company of all of the shares of Stock deliverable upon exercise of the Option, the Company shall effect the payment of a stock dividend on Stock payable in shares of Stock, a subdivision or combination of the shares of Stock, or a reclassification of Stock, the number and price of shares remaining under the Option shall be appropriately adjusted, provided that the adjustment is permitted by paragraph 29, Schedule 9 t the Income and Corporation Taxes Act 1988 and also provided that the adjustment will not be effective until and unless it is approved by the Board of the Inland Revenue. Such adjustment shall be made by the Committee, whose determination as to what adjustment shall be made, and the extent thereof, shall be final and shall be binding and conclusive for all purposes. Any such adjustment may provide for the elimination of any fractional share which might otherwise become subject to the Option.
|
10.
|
Except as hereinbefore expressly provided, (a) the issue by the Company of shares of Stock of any class, or securities convertible into shares of Stock of any class, for cash or property or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefore, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, or (b) the payment of a stock dividend on any other class of the Company's stock, or (c) any subdivision or combination of the shares of any other class of the Company's stock, or (d) any reclassification of any other class of the Company's stock, shall not affect, and no adjustment by reason thereof shall be made with respect to, the number or price of shares of Stock subject to the Option.
|
11.
|
Subject to Rule 6 of the United Kingdom Rules, after any merger of one or more corporations into the Company, or after any consolidation of the Company and one or more corporations in which the Company shall be the surviving corporation, the Optionee shall, at no additional cost, be entitled upon any exercise of the Option, to receive (subject to any required action by stockholders), in lieu of the number of shares as to which the Option shall then be so exercised, the number and class of shares of Stock or other securities to which the Optionee would have been entitled pursuant to the terms of the agreement of merger or consolidation if at the time of such merger or consolidation the Optionee had been a holder of record of a number of shares of Stock equal to the number of shares as to which such Option shall then be so exercised. Comparable rights shall accrue to the Optionee in the event of successive mergers or consolidations of the character described above. Anything contained herein or in the Agreement to the contrary notwithstanding, upon the dissolution or liquidation of the Company, or upon any merger or consolidation in which the Company is not the surviving corporation, the Option shall terminate; but if a period of one year from the date of the Agreement shall have expired, the Optionee shall have the right, immediately prior to such dissolution, liquidation, merger or consolidation, to exercise the Option in whole or in part to the extent it shall not have been exercised, without regard to the installment provisions of Article 1 hereof but
|
12.
|
Optionee acknowledges and agrees that, in order for the Company to perform its requirements under the Plan, the Company may process, for an indefinite period of time, personal data about Optionee. Such data includes, but is not limited to, the information provided in the Option grant materials and any changes thereto, and other appropriate personal data about Optionee, including information about Optionee's participation in the Plan and options exercised under the Plan from time to time. Optionee also hereby gives for an indefinite period of time Optionee's explicit consent to the Company to collect, use, store and transfer any such personal data for use in the United States of America or any other required location. The legal persons for whom the personal data is intended include Ford and any of its subsidiaries, the outside plan administrator as selected by the Company from time to time and any other person that the Company may deem appropriate in its administration of the Plan. Optionee has been informed of Optionee's right to access and correct Optionee's personal data by contacting Optionee's local Human Resources Representative. Optionee has been informed of Optionee's right to withdraw at any time Optionee's consent to the processing of personal data. Optionee has been informed that the provision of personal data is voluntary. Optionee understands that the transfer of the information outlined here is important to the administration of the Plan. Optionee's consent is given freely and is valid as long as it is needed for administration of the Plan or to comply with applicable legal requirements. Optionee's failure to consent to the Company's collection, use, storage and transfer of such personal data may limit Optionee's right to participate in the Plan. For purposes of this paragraph, the term "Company" shall be deemed to include Ford Motor Company, Optionee's employer, and any other affiliate of Ford Motor Company involved in the administration of the Plan.
|
13.
|
Optionee acknowledges that the Company is entitled to terminate the Plan unilaterally, and Optionee hereby waives any right to receive Plan benefits in the event that the Plan is terminated or Optionee's right to exercise the Option otherwise terminates under the terms of the Agreement. Optionee further acknowledges that the Company's grant of the option to Optionee is not an element of the Optionee's compensation and that the option is awarded in the Company's discretion. Optionee further acknowledges that receipt of the Option does not entitle Optionee to any further grants of an Option in the future, and that the Company does not guarantee that benefits under the Plan will have a particular value or be granted to Optionee in the future.
|
14.
|
Notwithstanding any of the other provisions of the Agreement or these terms and conditions, the Optionee agrees not to exercise the Option, and that the Company will not be obligated to issue any shares pursuant to the Agreement, if the exercise of the Option or the issuance of such shares would constitute a violation by the Optionee or by the Company of any provisions of any law or regulation of any governmental authority. Any determination of the Committee in this connection shall be final and shall be binding and conclusive for all purposes. The Company shall in no event be obligated to take any affirmative action in order to cause the exercise of the Option or the issuance of shares pursuant thereto to comply with any law or any regulation of any governmental authority.
|
15.
|
Every notice relating to the Agreement shall be in writing and shall be given by registered mail with return receipt requested. All notices to the Company shall be addressed to:
|
16.
|
The Agreement has been made in and it and these terms and conditions shall be construed in accordance with the laws of the State of Michigan.
|
17.
|
No U.K. income tax will be payable on the grant of the Option. The Company will, however, inform the U.K. Inland Revenue of the grant of the Option. No U.K. income tax will be payable on the exercise of the Option, provided that the scheme retains its U.K. Inland Revenue approved status and:
|
|
World Headquarters, Room 538
One American Road
Dearborn, MI 48126-2798
|
|
DATE
|
What is Restricted Stock?
|
Will I receive dividends on my Restricted Stock?
|
What about Taxes?
|
Are there any other conditions related to the Restricted Stock?
|
1)
|
You must remain an active employee for a period of six months following the date of the grant or the date specified in your grant agreement, whichever is later. If you should terminate your employment before the applicable period expires, your grant will automatically be forfeited.
|
2)
|
If your employment should terminate for any reason other than death and under the terms of the LTIP you are allowed to keep your grant, you must refrain from engaging in any activity that is directly or indirectly in competition with any activity of the Company or any subsidiary thereof. In the event of nonfulfillment of this condition, your right to receive your Restricted Stock Award will be forfeited and cancelled.
|
3)
|
Your right to receive your Restricted Stock Award will terminate if it is determined that you have acted in a manner inimical to the best interests of the Company.
|
|
World Headquarters, Room 538
One American Road
Dearborn, MI 48126-2798
|
|
[Date]
|
•
|
[Describe applicable metrics]
|
|
World Headquarters, Room 538
One American Road
Dearborn, MI 48126-2798
|
|
[Date]
|
•
|
[Describe applicable metrics]
|
|
World Headquarters, Room 538
One American Road
Dearborn, MI 48126-2798
|
|
[Date]
|
•
|
[Describe applicable metrics]
|
1.
|
The rights of Grantees with respect to the RSUs shall remain forfeitable at all times prior to the date on which such rights become vested, and the restrictions with respect to the RSUs lapse, in accordance with Articles 2, 3, or 4.
|
2.
|
Subject to the terms and conditions of any applicable RSU Agreement, the Plan and the terms and conditions set forth herein, the RSU will vest according to the terms specified in such Agreement.
|
3.
|
Except as provided in the following two paragraphs, if, prior to the date six months from the date of the applicable RSU Agreement, the Grantee's employment with the Company shall be terminated by the Company, with or without cause, or by the act, death, incapacity or retirement of the Grantee, the RSU shall terminate on the date of such termination of employment and all rights hereunder and under the applicable RSU Agreement shall cease.
|
4.
|
Anything herein or in the applicable RSU Agreement to the contrary notwithstanding, the vesting of any unvested RSUs shall continue only if the Grantee satisfies each of the following conditions: (i) makes himself or herself available, upon request, at reasonable times and upon a reasonable basis, to consult with, supply information to, and otherwise cooperate with the Company or any subsidiary thereof with respect to any matter that shall have been handled by him or her or under his or her supervision while he or she was in the employ of the company or of any subsidiary
|
A.
|
if the Grantee at any time shall have been subject to the reporting requirements of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or the liability provisions of Section 16(b) of the Exchange Act (any such Grantee being hereinafter called a "Section 16 Person"), such waiver may be granted by the Committee upon its determination that in its sole judgment there shall not have been and will not be any substantial adverse effect upon the Company or any subsidiary thereof by reason of the nonfulfillment of such condition; and
|
B.
|
if the Grantee shall not at any time have been a Section 16 Person, such waiver may be granted by the Committee (or any committee appointed by it for the purpose) upon its determination that in its sole judgment there shall not have been and will not be any such substantial adverse effect.
|
5.
|
As a condition of the granting of the RSU, the Grantee and the Grantee's successors and assignees agree that any dispute or disagreement which shall arise under or as a result of the applicable RSU Agreement or these terms and conditions shall be determined by the Committee in its sole discretion and judgment and that any such determination and any interpretation by the Committee of the applicable RSU Agreement or of these terms and conditions shall be final and shall be binding and conclusive for all purposes.
|
6.
|
Unless the Committee determines otherwise, unvested RSUs shall not be transferable by the Grantee otherwise than by will or the laws of descent and distribution, and, during the Grantee's lifetime, unvested RSUs may only vest in the Grantee or the Grantee's guardian or legal representative. Once transferred by will or by the laws of descent and distribution, any unvested RSU shall not be further transferable. Any permitted transferee of an unvested RSU shall take the same subject to the terms and conditions set forth herein. No such transfer of any unvested RSU shall be effective to bind the Company unless the Company shall have been furnished with written notice thereof and a copy of the will and/or such other evidence as the Committee may deem necessary to establish the validity of the transfer and the acceptance by the transferees of the terms and conditions set forth herein. No assignment or transfer of an unvested RSU, or of the rights represented thereby, other than as provided in this Article, shall vest in the purported assignee or transferee any interest or right therein whatsoever.
|
7.
|
The Grantee, a beneficiary designated pursuant to Article 6 hereof, or a transferee of the unvested RSU shall have no rights as a stockholder with respect to any share covered by an unvested RSU until such person have become the holder of record of such share, and, except as provided in Article 9 hereof and in the immediately following sentences of this Article 7, no adjustment shall be made for dividends (ordinary or extraordinary, whether in cash or securities or other property) or distributions or other rights in respect of such share for which the record date is prior to the date upon which such person shall become the holder of record thereof. [Grantee shall be entitled to receive the value of dividends paid on Stock as if, on each record date during the entire restriction period relating to such RSU, such Grantee had been a holder of record of a number of shares of Stock equal to the number of RSUs specified in the applicable RSU Agreement (“dividend equivalents”). Such dividend equivalents shall be paid as an award of additional Restricted Stock Units and the Company shall credit to Grantee’s account an additional number of Restricted Stock Units (“Additional RSUs”), equal to (x) divided by (y), where (x) equals the related RSUs granted under the applicable RSU Agreement and previously accrued Additional Restricted Stock Units, if any, on the record date of the related dividend declaration on Stock multiplied by the dollar amount of the cash dividend paid per share of Stock on the payment date of the related Stock dividend, and (y) equals the Fair Market Value of a share of Stock on the payment date of the related Stock dividend. Such Additional RSUs will accrue during the restriction period related to such RSUs, but not less frequently than annually, and be paid in shares of Stock on, or as soon as practicable following the vesting date of the related RSUs (any fractional Additional RSU resulting from such calculation will be disregarded). Any shares of Stock so paid shall be treated as Final Awards, subject to the terms and conditions of the Plan, including, without limitation, the provisions of paragraphs (b), (d), and (e) of Article 4 and Articles 8, 9, and 11.] [Grantee shall be entitled to receive payment of the same amount of cash that such Grantee would have received as cash dividends if, on each record date during the entire restriction period relating to such RSU, such Grantee had been the holder of record of a number of shares of Stock equal to the number of RSUs specified in the applicable RSU Agreement (as adjusted pursuant to Article 11) (“dividend equivalents”). Such cash dividend equivalents will accrue on each of the dividend payment dates of the related Stock dividends during the restriction period of such RSU, but not less frequently than annually, and be paid in cash on, or as soon as practical following, the vesting date of such RSU.] For purposes of designating the time and form of payments under the Plan in accordance with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations thereunder, the accrual and payment of any dividend equivalents hereunder shall be treated separately from the right to receive any amount of RSUs, shares of Stock or cash under any RSU to which the dividend equivalents relate.
|
8.
|
The existence of the RSU shall not affect in any way the right or power of the Company or its stockholders to make or authorize any adjustments, recapitalizations, reorganizations or other changes in the Company's capital structure or its business, or any merger or consolidation of the Company, or any issue of bonds, debentures, preferred or prior preference stocks ahead of or affecting the Stock or the rights thereof, or the dissolution or liquidation of the Company, or any sale or transfer of all or any part of its assets or business, or any other corporate act or proceedings whether of a similar character or otherwise.
|
9.
|
The shares covered by an RSU are shares of Stock as presently constituted, but if, and whenever, prior to the delivery by the Company of all of the shares of Stock and/or cash deliverable upon the vesting of an RSU, the Company shall effect the payment of a stock dividend on Stock payable in shares of Stock, a subdivision or combination of the shares of Stock, or a reclassification of Stock, the number and price of shares under the RSU shall be appropriately adjusted. Such adjustment shall be made by the Committee, whose determination as to what adjustment shall be made, and the extent thereof, shall be final and shall be binding and conclusive for all purposes. Any such adjustment may provide for the elimination of any fractional share which might otherwise become subject to the RSU.
|
10.
|
Except as hereinbefore expressly provided, (a) the issue by the Company of shares of Stock of any class, or securities convertible into shares of Stock of any class, for cash or property or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefore, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, or (b) the payment of a stock dividend on any other class of the Company's stock, or (c) any subdivision or combination of the shares of any other class of the Company's stock, or (d) any reclassification of any other class of the Company's stock, shall not affect, and no adjustment by reason thereof shall be made with respect to, the number or price of shares of Stock subject to the RSU.
|
11.
|
After any merger of one or more corporations into the Company, or after any consolidation of the Company and one or more corporations in which the Company shall be the surviving corporation, the Grantee shall, at no additional cost, be entitled upon any vesting of a RSU, to receive (subject to any required action by stockholders), in lieu of the number of shares as to which the RSU shall then be so vested, the number and class of shares of stock or other securities to which the Grantee would have been entitled pursuant to the terms of the agreement of merger or consolidation if at the time of such merger or consolidation the Grantee had been a holder of record of a number of shares of Stock equal to the number of shares as to which such RSU shall then be so vested. Comparable rights shall accrue to the Grantee in the event of successive mergers or consolidations of the character described above.
|
12.
|
Grantee acknowledges and agrees that, in order for the Company to perform its requirements under the Plan, and to calculate any tax liability that Grantee may have relating to the RSU, the Company may process, for an indefinite period of time personal data about Grantee. Such data includes, but is not limited to, the information provided in the grant materials and any changes thereto, and other appropriate personal data about Grantee, including information about Grantee's participation in the Plan, grants under the Plan, and Grantee's individual tax rate, income, and/or other information used in determining Grantee's applicable tax rate from time to time. Grantee also hereby gives for an indefinite period of time explicit consent to the Company to collect, use, store and transfer any such personal data for use in the United States of America or any other required location. The legal persons for whom the personal data is intended include the Company and any of its subsidiaries, the outside Plan or program administrator(s) as selected by the Company form time to time, the Company's independent registered public accounting firm, and any other person that the Company may deem appropriate in its administration of the Plan. Grantee agrees that he or she has been informed that the provision of personal data is voluntary. Grantee understands that the transfer of the information outlined here is important to the administration of the Plan. Grantee's consent is given freely and is valid as long as it is needed for the administration of the Plan or to comply with applicable legal requirements. Grantee's failure to consent to the Company's collection, use, storage and transfer of such personal data may limit Grantee's right to participate in the Plan. For purposes of this paragraph, the term "Company" shall be deemed to include Ford Motor Company, my employer, and any other affiliate of Ford Motor Company involved in the administration of the Plan.
|
13.
|
Grantee acknowledges that the Company is entitled to terminate the Plan unilaterally, and Grantee hereby waives any right to receive Plan benefits in the event that the Plan is terminated or Grantee's right to receive shares of Stock from any unvested RSUs otherwise terminates under the terms of the applicable RSU Agreement. Grantee further acknowledges that the Company's grant of the RSUs to the Grantee is not an element of the Grantee's compensation and that the RSU is awarded in the Company's discretion. The value of the RSU shall not be included as compensation, earnings, salaries, or other similar terms used when calculating the Grantee's benefits under any employee benefit plan sponsored by the Company except as such plan otherwise expressly provides. Grantee further acknowledges that receipt of the RSU does not entitle Grantee to any further grants of RSUs in the future, and that the Company does not guarantee that benefits under the Plan will have a particular value or be granted to Grantee in the future.
|
14.
|
Notwithstanding any of the other provisions of the applicable Agreement or these terms and conditions, the Company will not be obligated to issue any shares or deliver any cash pursuant to the applicable RSU Agreement if issuance of such shares or delivery of such cash would constitute a violation by the Grantee or by the Company of any provisions of any law or regulation of any governmental authority. Any determination of the Committee in this connection shall be final and shall be binding and conclusive for all purposes. The Company shall in no event be obligated to take any affirmative action in order to cause the issuance of shares or delivery of cash pursuant to the vesting of any RSU to comply with any law or any regulation of any governmental authority.
|
15.
|
Every notice relating to the applicable RSU Agreement shall be in writing and shall be given by registered mail with return receipt requested. All notices to the Company shall be addressed to:
|
16.
|
Whenever the term Grantee is used in any provision of the applicable RSU Agreement or these terms and conditions under circumstances such that the provision should logically apply to any other person or persons designated as a beneficiary pursuant to the provisions of Article 6 hereof, or to whom the RSU, in accordance with the provisions of Article 7 hereof, may be transferred, the term Grantee shall be deemed to include such person or persons.
|
17.
|
The applicable RSU Agreement has been made in and it and these terms and conditions shall be construed in accordance with the laws of the State of Michigan.
|
AUTHENTICATED
|
|
|
FORD MOTOR COMPANY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Grantee
|
|
|
|
|
Grantee ID: __________________________
|
1.
|
The rights of Grantees with respect to the RSUs shall remain forfeitable at all times prior to the date on which such rights become vested, and the restrictions with respect to the RSUs lapse, in accordance with Articles 2, 3, or 4.
|
2.
|
Subject to the terms and conditions of an applicable RSU Agreement, the Plan and the terms and conditions set forth herein, the final award RSU will vest according to the terms specified in such RSU Agreement.
|
3.
|
If the Grantee's employment with the Company shall be terminated at any time by reason of discharge, release in the best interest of the Company, release under mutually satisfactory conditions, termination under a voluntary or involuntary Company separation program or career transition program, voluntary quit, or retirement without the approval of the Company, prior to the vesting of all or any portion of the RSU, the Grantee shall forfeit the unvested portion of such RSU.
|
4.
|
Anything herein or in the RSU Agreement to the contrary notwithstanding, the vesting of any unvested RSUs shall continue only if the Grantee satisfies each of the following conditions: (i) makes himself or herself available, upon request, at reasonable times and upon a reasonable basis, to consult with, supply information to, and otherwise cooperate with the Company or any subsidiary thereof with respect to any matter that shall have been handled by him or her or under his or her supervision while he or she was in the employ of the company or of any subsidiary thereof, and (ii) he or she refrains from engaging in any activity that is directly or indirectly in competition with any activity of the Company or any subsidiary thereof.
|
A.
|
if the Grantee at any time shall have been subject to the reporting requirements of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or the liability provisions of Section 16(b) of the Exchange Act (any such Grantee being hereinafter called a "Section 16 Person"), such waiver may be granted by the Committee upon its determination that in its sole judgment there shall not have been and will not be any substantial adverse effect upon the Company or any subsidiary thereof by reason of the nonfulfillment of such condition; and
|
B.
|
if the Grantee shall not at any time have been a Section 16 Person, such waiver may be granted by the Committee (or any committee appointed by it for the purpose) upon its determination that in its sole judgment there shall not have been and will not be any such substantial adverse effect.
|
5.
|
As a condition of the granting of the RSU, the Grantee and the Grantee's successors and assignees agree that any dispute or disagreement which shall arise under, or as a result of, the applicable RSU Agreement or these terms and conditions shall be determined by the Committee in its sole discretion and judgment and that any such determination and any interpretation by the Committee of the applicable RSU Agreement or of these terms and conditions shall be final and shall be binding and conclusive for all purposes.
|
6.
|
Unless the Committee determines otherwise, unvested RSUs shall not be transferable by the Grantee otherwise than by will or the laws of descent and distribution, and, during the Grantee's lifetime, unvested RSUs may only vest in the Grantee or the Grantee's guardian or legal representative. Once transferred by will or by the laws of descent and distribution, any unvested RSU shall not be further transferable. Any permitted transferee of an unvested RSU shall take the same subject to the terms and conditions set forth herein. No such transfer of any unvested RSU shall be effective to bind the Company unless the Company shall have been furnished with written notice thereof and a copy of the will and/or such other evidence as the Committee may deem necessary to establish the validity of the transfer and the acceptance by the transferees of the terms and conditions set forth herein. No assignment or transfer of an unvested RSU, or of the rights represented thereby, other than as provided in this Article, shall vest in the purported assignee or transferee any interest or right therein whatsoever.
|
7.
|
The Grantee, a beneficiary designated pursuant to Article 6 hereof, or a transferee of the unvested RSU shall have no rights as a stockholder with respect to any share covered by an unvested RSU until such person have become the holder of record of such share, and, except as provided in Article 9 hereof and in the immediately following sentences of this Article 7, no adjustment shall be made for dividends (ordinary or extraordinary, whether in cash or securities or
|
8.
|
The existence of the RSU shall not affect in any way the right or power of the Company or its stockholders to make or authorize any adjustments, recapitalizations, reorganizations or other changes in the Company's capital structure or its business, or any merger or consolidation of the Company, or any issue of bonds, debentures, preferred or prior preference stocks ahead of or affecting the Stock or the rights thereof, or the dissolution or liquidation of the Company, or any sale or transfer of all or any part of its assets or business, or any other corporate act or proceedings whether of a similar character or otherwise.
|
9.
|
The shares covered by an RSU are shares of Stock as presently constituted, but if, and whenever, prior to the delivery by the Company of all of the shares of Stock and/or cash deliverable upon the vesting of an RSU, the Company shall effect the payment of a stock dividend on Stock payable in shares of Stock, a subdivision or combination of the shares of Stock, or a reclassification of Stock, the number and price of shares under the RSU shall be appropriately adjusted. Such adjustment shall be made by the Committee, whose determination as to what adjustment shall be made, and the extent thereof, shall be final and shall be binding and conclusive for all purposes. Any such adjustment may provide for the elimination of any fractional share which might otherwise become subject to the RSU.
|
10.
|
Except as hereinbefore expressly provided, (a) the issue by the Company of shares of Stock of any class, or securities convertible into shares of Stock of any class, for cash or property or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefore, or upon conversion of shares or obligations of the Company convertible into such
|
11.
|
After any merger of one or more corporations into the Company, or after any consolidation of the Company and one or more corporations in which the Company shall be the surviving corporation, the Grantee shall, at no additional cost, be entitled upon any vesting of a RSU, to receive (subject to any required action by stockholders), in lieu of the number of shares as to which the RSU shall then be so vested, the number and class of shares of stock or other securities to which the Grantee would have been entitled pursuant to the terms of the agreement of merger or consolidation if at the time of such merger or consolidation the Grantee had been a holder of record of a number of shares of Stock equal to the number of shares as to which such RSU shall then be so vested. Comparable rights shall accrue to the Grantee in the event of successive mergers or consolidations of the character described above.
|
12.
|
Grantee acknowledges and agrees that, in order for the Company to perform its requirements under the Plan, and to calculate any tax liability that Grantee may have relating to the RSU, the Company may process, for an indefinite period of time personal data about Grantee. Such data includes, but is not limited to, the information provided in the grant materials and any changes thereto, and other appropriate personal data about Grantee, including information about Grantee's participation in the Plan, grants under the Plan, and Grantee's individual tax rate, income, and/or other information used in determining Grantee's applicable tax rate from time to time. Grantee also hereby gives for an indefinite period of time explicit consent to the Company to collect, use, store and transfer any such personal data for use in the United States of America or any other required location. The legal persons for whom the personal data is intended include the Company and any of its subsidiaries, the outside Plan or program administrator(s) as
|
13.
|
Grantee acknowledges that the Company is entitled to terminate the Plan unilaterally, and Grantee hereby waives any right to receive Plan benefits in the event that the Plan is terminated or Grantee's right to receive shares of Stock from any unvested RSUs otherwise terminates under the terms of the applicable RSU Agreement. Grantee further acknowledges that the Company's grant of the RSUs to the Grantee is not an element of the Grantee's compensation and that the RSU is awarded in the Company's discretion. The value of the RSU shall not be included as compensation, earnings, salaries, or other similar terms used when calculating the Grantee's benefits under any employee benefit plan sponsored by the Company except as such plan otherwise expressly provides. Grantee further acknowledges that receipt of the RSU does not entitle Grantee to any further grants of RSUs in the future, and that the Company does not guarantee that benefits under the Plan will have a particular value or be granted to Grantee in the future.
|
14.
|
Notwithstanding any of the other provisions of the applicable RSU Agreement or these terms and conditions, the Company will not be obligated to issue any shares or deliver any cash pursuant to the applicable RSU Agreement if issuance of such shares or delivery of such cash would constitute a violation by the Grantee or by the Company of any provisions of any law or regulation of any governmental authority. Any determination of the Committee in this connection shall be final and shall be binding and conclusive for all purposes. The Company shall in no event be obligated to take any affirmative action in order to cause the issuance of shares or delivery of cash pursuant to the vesting of any RSU to comply with any law or any regulation of any governmental authority.
|
15.
|
Every notice relating to the applicable RSU Agreement shall be in writing and shall be given by registered mail with return receipt requested. All notices to the Company shall be addressed to:
|
16.
|
Whenever the term Grantee is used in any provision of the applicable RSU Agreement or these terms and conditions under circumstances such that the provision should logically apply to any other person or persons designated as a beneficiary pursuant to the provisions of Article 6 hereof, or to whom the RSU, in accordance with the provisions of Article 7 hereof, may be transferred, the term Grantee shall be deemed to include such person or persons.
|
17.
|
The applicable RSU Agreement has been made in and it and these terms and conditions shall be construed in accordance with the laws of the State of Michigan.
|
|
World Headquarters, Room 538
One American Road
Dearborn, MI 48126-2798
|
|
[Date]
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
||||||||||
Earnings
|
|
|
|
|
|
|
|
|
|
||||||||||
Income before income taxes
|
$
|
14,371
|
|
|
$
|
1,234
|
|
|
$
|
10,252
|
|
|
$
|
6,796
|
|
|
$
|
8,148
|
|
Add/(Deduct):
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity in net income of affiliated companies
|
(1,069
|
)
|
|
(1,275
|
)
|
|
(1,818
|
)
|
|
(1,780
|
)
|
|
(1,201
|
)
|
|||||
Dividends from affiliated companies
|
529
|
|
|
1,463
|
|
|
1,485
|
|
|
1,613
|
|
|
1,444
|
|
|||||
Fixed charges excluding capitalized interest
|
3,861
|
|
|
3,671
|
|
|
3,380
|
|
|
3,860
|
|
|
4,539
|
|
|||||
Amortization of capitalized interest
|
41
|
|
|
39
|
|
|
38
|
|
|
37
|
|
|
37
|
|
|||||
Earnings
|
$
|
17,733
|
|
|
$
|
5,132
|
|
|
$
|
13,337
|
|
|
$
|
10,526
|
|
|
$
|
12,967
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed Charges
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense
|
$
|
3,689
|
|
|
$
|
3,496
|
|
|
$
|
3,227
|
|
|
$
|
3,702
|
|
|
$
|
4,364
|
|
Interest portion of rental expense (a)
|
172
|
|
|
175
|
|
|
153
|
|
|
158
|
|
|
175
|
|
|||||
Capitalized interest
|
18
|
|
|
21
|
|
|
20
|
|
|
27
|
|
|
35
|
|
|||||
Total fixed charges
|
$
|
3,879
|
|
|
$
|
3,692
|
|
|
$
|
3,400
|
|
|
$
|
3,887
|
|
|
$
|
4,574
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratios
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of earnings to fixed charges
|
4.6
|
|
|
1.4
|
|
|
3.9
|
|
|
2.7
|
|
|
2.8
|
|
Organization
|
Jurisdiction
|
|
Blue Oval Holdings
|
England
|
|
CAB East LLC
|
Delaware, U.S.A.
|
|
CAB West LLC
|
Delaware, U.S.A.
|
|
Canadian Road Leasing Company
|
Canada
|
|
FCE Bank plc
|
|
England
|
FCIF Holdings LP
|
|
Canada
|
FCSH GmbH
|
|
Switzerland
|
FMC Automobiles SAS
|
|
France
|
Ford Argentina S.C.A.
|
|
Argentina
|
Ford Asia Pacific Automotive Holdings Ltd.
|
|
Mauritius
|
Ford Auto Securitization Trust
|
Canada
|
|
Ford Automotive Finance (China) Limited
|
|
China
|
Ford Credit Auto Owner Trust 2014-REV1
|
|
Delaware, U.S.A.
|
Ford Credit Auto Owner Trust 2014-REV2
|
|
Delaware, U.S.A.
|
Ford Credit Auto Owner Trust 2015-REV1
|
|
Delaware, U.S.A.
|
Ford Credit Auto Owner Trust 2016-REV1
|
|
Delaware, U.S.A.
|
Ford Credit Auto Owner Trust 2016-REV2
|
|
Delaware, U.S.A.
|
Ford Credit Auto Owner Trust 2017-REV1
|
Delaware, U.S.A.
|
|
Ford Credit Auto Owner Trust 2017-REV2
|
Delaware, U.S.A.
|
|
Ford Credit Canada Company
|
|
Canada
|
Ford Credit CP Auto Receivables LLC
|
|
Delaware, U.S.A.
|
Ford Credit Floorplan Master Owner Trust A
|
|
Delaware, U.S.A.
|
Ford Credit International LLC
|
|
Delaware, U.S.A.
|
Ford Deutschland Holding GmbH
|
|
Germany
|
Ford Espana S.L.
|
Spain
|
|
Ford European Holdings LLC
|
Delaware, U.S.A.
|
|
Ford Floorplan Auto Securitization Trust
|
Canada
|
|
Ford Global Technologies, LLC
|
Delaware, U.S.A.
|
|
Ford Holdings LLC
|
Delaware, U.S.A.
|
|
Ford India Private Limited
|
|
India
|
Ford International Capital LLC
|
|
Delaware, U.S.A.
|
Ford Italia S.p.A.
|
|
Italy
|
Ford Lease Trust
|
|
Canada
|
Ford Mexico Holdings LLC
|
|
Delaware, U.S.A.
|
Ford Motor (China) Ltd.
|
China
|
|
Ford Motor Company Brasil Ltda.
|
|
Brazil
|
Ford Motor Company Limited
|
|
England
|
Ford Motor Company of Australia Limited
|
|
Australia
|
Ford Motor Company of Canada, Limited
|
|
Canada
|
Ford Motor Company of Southern Africa (Pty) Limited
|
|
South Africa
|
Ford Motor Company, S.A. de C.V.
|
|
Mexico
|
Ford Motor Credit Company LLC
|
|
Delaware, U.S.A.
|
Ford Motor Service Company
|
|
Michigan, U.S.A.
|
Organization
|
|
Jurisdiction
|
Ford Retail Group Limited
|
|
England
|
Ford Sales and Service (Thailand) Co., Ltd.
|
|
Thailand
|
Ford Sollers Holding LLC
|
|
Russia
|
Ford Trading Company, LLC
|
|
Delaware, U.S.A.
|
Ford VH Limited
|
|
England
|
Ford VHC AB
|
|
Sweden
|
Ford-Werke GmbH
|
|
Germany
|
Global Investments 1 Inc.
|
|
Delaware, U.S.A.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
101 Other U.S. Subsidiaries
|
|
|
142 Other Non-U.S. Subsidiaries
|
|
/s/ Jonathan E. Osgood
|
Jonathan E. Osgood
|
Secretary
|
/s/ William Clay Ford, Jr.
|
|
/s/ John C. Lechleiter
|
(William Clay Ford, Jr.)
|
|
(John C. Lechleiter)
|
|
|
|
/s/ Stephen G. Butler
|
|
/s/ Ellen R. Marram
|
(Stephen G. Butler)
|
|
(Ellen R. Marram)
|
|
|
|
/s/ Kimberly A. Casiano
|
|
/s/ John L. Thornton
|
(Kimberly A. Casiano)
|
|
(John L. Thornton)
|
|
|
|
/s/ Anthony F. Earley, Jr.
|
|
/s/ John B. Veihmeyer
|
(Anthony F. Earley, Jr.)
|
|
(John B. Veihmeyer)
|
|
|
|
/s/ Edsel B. Ford II
|
|
/s/ Lynn M. Vojvodich
|
(Edsel B. Ford II)
|
|
(Lynn M. Vojvodich)
|
|
|
|
/s/ James P. Hackett
|
|
/s/ John S. Weinberg
|
(James P. Hackett)
|
|
(John S. Weinberg)
|
|
|
|
/s/ William W. Helman IV
|
|
/s/ Bob Shanks
|
(William W. Helman IV)
|
|
(Bob Shanks)
|
|
|
|
/s/ William E. Kennard
|
|
/s/ John T. Lawler
|
(William E. Kennard)
|
|
(John T. Lawler)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.
|
I have reviewed this Annual Report on Form 10-K for the period ended
December 31, 2017
of Ford Motor Company;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
Dated:
|
February 8, 2018
|
/s/ James P. Hackett
|
|
|
James P. Hackett
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this Annual Report on Form 10-K for the period ended
December 31, 2017
of Ford Motor Company;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
Dated:
|
February 8, 2018
|
/s/ Bob Shanks
|
|
|
Bob Shanks
|
|
|
Executive Vice President and
|
|
|
Chief Financial Officer
|
1.
|
The Company’s Annual Report on Form 10-K for the period ended
December 31, 2017
, to which this statement is furnished as an exhibit (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Dated:
|
February 8, 2018
|
/s/ James P. Hackett
|
|
|
James P. Hackett
|
|
|
President and Chief Executive Officer
|
1.
|
The Company’s Annual Report on Form 10-K for the period ended
December 31, 2017
, to which this statement is furnished as an exhibit (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Dated:
|
February 8, 2018
|
/s/ Bob Shanks
|
|
|
Bob Shanks
|
|
|
Executive Vice President and
|
|
|
Chief Financial Officer
|