þ
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2018 or
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from to
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Delaware
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38-0572512
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Title of each class
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Common Stock, par value $0.01 per share
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8.125% Fixed Rate/Floating Rate Trust Preferred Securities, Series 2 of GMAC Capital Trust I
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Page
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Item 15.
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Item 16.
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•
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Permitted Activities
— Under the BHC Act, BHCs and their subsidiaries are generally limited to the business of banking and to closely related activities that are incident to banking. The GLB Act amended the BHC Act and created a regulatory framework for FHCs, which are BHCs that meet certain qualifications and elect FHC status. FHCs, directly or indirectly through their nonbank subsidiaries, are generally permitted to engage in a broader range of financial and related activities than those that are permissible for BHCs—for example, (1) underwriting, dealing in, and making a market in securities; (2) providing financial, investment, and economic advisory services; (3) underwriting insurance; and (4) merchant banking activities. The FRB regulates, supervises, and examines FHCs, as it does all BHCs, but insurance and securities activities conducted by an FHC or any of its nonbank subsidiaries are also regulated, supervised, and examined by functional regulators such as state insurance commissioners, the SEC, or FINRA. Ally’s status as an FHC allows us to provide insurance products and services, to deliver our SmartAuction finder services and a number of related vehicle-remarketing services for third parties, and to offer a range of brokerage and advisory services. To remain eligible to conduct these broader financial and related activities, Ally and Ally Bank must remain “well-capitalized” and “well-managed” as defined under applicable law. Refer to
Note 20
to the Consolidated Financial Statements and the section below titled
Basel Capital Frameworks
for additional information. In addition, our ability to expand these financial and related activities or to make acquisitions generally requires that we achieve a satisfactory or better rating under the Community Reinvestment Act (CRA).
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•
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Enhanced Prudential Standards
— Ally is currently subject to enhanced prudential standards that have been established by the FRB as required or authorized under the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd-Frank Act). In May 2018, targeted amendments to the Dodd-Frank Act and other financial-services laws were enacted through the Economic Growth, Regulatory Relief, and Consumer Protection Act (EGRRCP Act), including amendments that affect whether and, if so, how the FRB applies enhanced prudential standards to BHCs like us with $100 billion or more but less than $250 billion in total consolidated assets. During the fourth quarter of 2018, the FRB and other U.S. banking agencies issued proposals that would implement these amendments in the EGRRCP Act and establish risk-based categories for determining the prudential standards and the capital and liquidity requirements that apply to large U.S. banking organizations. Under the proposals, Ally would be treated as a Category IV firm and, as such, would be (1) made subject to the FRB’s Comprehensive Capital Analysis and Review (CCAR) on a two-year cycle rather than the current one-year cycle, (2) made subject to supervisory stress testing on a two-year cycle rather than the current one-year cycle, (3) required to continue submitting an annual capital plan to the FRB for non-objection, (4) allowed to continue excluding accumulated other comprehensive income (AOCI) from regulatory capital, (5) required to continue maintaining a buffer of unencumbered highly liquid assets to meet projected net cash outflows for 30 days, (6) required to conduct liquidity stress tests on a quarterly basis rather than the current monthly basis, (7) allowed to engage in more tailored liquidity risk management, including monthly rather than weekly calculations of collateral positions, the elimination of limits for activities that are not relevant to the firm, and fewer required elements of monitoring of intraday liquidity exposures, (8) exempted from company-run stress testing, the modified liquidity coverage ratio (LCR), and the proposed modified net stable funding ratio (NSFR), and (9) allowed to remain exempted from the supplementary leverage ratio, the countercyclical capital buffer, and single-counterparty credit limits. In the proposals, the FRB also expressed an intent to propose at a later date similar amendments to its capital-plan rule and a separate rulemaking on the applicability of resolution-planning requirements to banking organizations with $100 billion or more but less than $250 billion in total consolidated assets. The FRB and other U.S. banking agencies control when and how the existing proposals and any future proposals may be considered and adopted, and their actions cannot be predicted with any certainty. In the meantime, Ally remains subject to the enhanced prudential standards and the capital and liquidity requirements as currently applied and, in the case of the latter, further described later in this section.
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•
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Liquidity Coverage Ratio Requirements
— The FRB and other U.S. banking agencies have adopted the LCR consistent with international standards developed by the Basel Committee on Banking Supervision (Basel Committee). The LCR complements the enhanced prudential standards for managing liquidity risk and establishes a minimum quantitative ratio of high-quality liquid assets to total net cash outflows over a prospective 30 calendar-day period. Pending the adoption of proposals described earlier in
Enhanced Prudential Standards
, Ally is subject to a modified and less stringent version of the LCR that applies to BHCs with $100 billion or more but less than $250 billion in total consolidated assets and less than $10 billion in foreign exposures. Ally is required to calculate its LCR on a monthly basis and is subject to a minimum LCR of 100%. Additionally, effective October 1, 2018, Ally is required to publicly disclose quantitative information about its LCR calculation and a qualitative discussion of the factors that have a significant effect on its LCR.
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•
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Capital Adequacy Requirements
— Ally and Ally Bank are subject to various capital adequacy requirements.
Refer to
Note 20
to the Consolidated Financial Statements and the section below titled
Basel Capital Frameworks
for additional information.
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•
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Capital Planning and Stress Tests
— Pending the adoption of proposals described earlier in
Enhanced Prudential Standards
, Ally must comply with the FRB’s current capital planning and stress testing requirements for large and noncomplex BHCs with $100 billion or more but less than $250 billion in total consolidated assets and less than $75 billion in total nonbank assets. Specifically, Ally is subject to annual supervisory and semiannual company-run stress tests and must submit a proposed capital plan to the FRB annually in connection with CCAR. The proposed capital plan must include an assessment of our expected uses and sources of capital and a description of all planned capital actions over a nine-quarter planning horizon, including any issuance of a debt or equity capital instrument, any dividend or other capital distribution, and any similar action that the FRB determines could have an impact on Ally’s capital. The proposed capital plan must also include a discussion of how Ally, under expected and stressful conditions, will maintain capital commensurate with its risks and above the minimum regulatory capital ratios and will serve as a source of strength to Ally Bank. The FRB will either object to Ally’s proposed capital plan, in whole or in part, or provide a notice of non-objection. If the FRB objects to the proposed capital plan, or if certain material events occur after approval of the plan, Ally must submit a revised capital plan within 30 days. Ally received a non-objection to its 2018 capital plan in June 2018.
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•
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Resolution Planning
— Under the Dodd-Frank Act, Ally is required to periodically submit to the FRB and the FDIC plans (commonly known as a living will) for the rapid and orderly resolution of Ally and its significant legal entities under the U.S. Bankruptcy Code and other applicable insolvency laws in the event of future material financial distress or failure. If the FRB and the FDIC jointly determine that the resolution plan is not credible and the deficiencies are not adequately remedied in a timely manner, they may jointly impose on us more stringent capital, leverage, or liquidity requirements or restrictions on our growth, activities, or operations. Further, if we were to fail to address any deficiencies in our resolution plan when required, we could eventually be compelled to divest specified assets or operations. Ally submitted its most recent resolution plan to the FRB and the FDIC on December 31, 2017. In addition, under rules issued by the FDIC, Ally Bank is required to periodically submit to the FDIC a separate resolution plan, which is similarly assessed for its credibility. The most recent Ally Bank plan was filed on July 1, 2018. The public versions of the resolution plans previously submitted by Ally and Ally Bank are available on the FRB’s and the FDIC’s websites. With the enactment of the EGRRCP Act, the FRB and the FDIC have expressed their intent to revise the resolution-planning requirements for banking organizations like Ally and Ally Bank with $100 billion or more but less than $250 billion in total consolidated assets. As with related proposals, the FRB and the FDIC control when and how the revisions may be considered and adopted, and their actions cannot be predicted with any certainty.
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•
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Limitations on Bank and BHC Dividends and Other Capital Distributions
— Federal and Utah law place a number of conditions, limits, and other restrictions on dividends and other capital distributions that may be paid by Ally Bank to IB Finance and thus indirectly to Ally. In addition, even if the FRB does not object to our capital plan, Ally and IB Finance may be precluded from or limited in paying dividends or other capital distributions without the FRB’s approval under certain circumstances—for example, when Ally or IB Finance would not meet minimum regulatory capital ratios after giving effect to the distributions. FRB supervisory guidance also directs BHCs like us to consult with the FRB prior to increasing dividends, implementing common-stock-repurchase programs, or redeeming or repurchasing capital instruments. Further, the U.S. banking agencies are authorized to prohibit an insured depository institution, like Ally Bank, or a BHC, like Ally, from engaging in unsafe or unsound banking practices and, depending upon the circumstances, could find that paying a dividend or other capital distribution would constitute an unsafe or unsound banking practice.
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•
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Transactions with Affiliates
— Sections 23A and 23B of the Federal Reserve Act and the FRB’s Regulation W prevent Ally and its nonbank subsidiaries from taking undue advantage of the benefits afforded to Ally Bank as a depository institution, including its access to federal deposit insurance and the FRB’s discount window. Pursuant to these laws, “covered transactions”—including Ally Bank’s extensions of credit to and asset purchases from its affiliates—are generally subject to meaningful restrictions. For example, unless otherwise exempted, (1) covered transactions are limited to 10% of Ally Bank’s capital stock and surplus in the case of any individual affiliate and 20% of Ally Bank’s capital stock and surplus in the case of all affiliates; (2) Ally Bank’s credit transactions with an affiliate are generally subject to stringent collateralization requirements; (3) with few exceptions, Ally Bank may not purchase any “low quality asset” from an affiliate; and (4) covered transactions must be conducted on terms and conditions that are consistent with safe and sound banking practices (collectively, Affiliate Transaction Restrictions). In addition, transactions between Ally Bank and an affiliate must be on terms and conditions that are either substantially the same as or more beneficial to Ally Bank than those prevailing at the time for comparable transactions with or involving nonaffiliates.
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Source of Strength
— The Dodd-Frank Act codified the FRB’s policy requiring a BHC, like Ally, to serve as a source of financial strength for a depository institution subsidiary, like Ally Bank, and to commit resources to support the subsidiary in circumstances when Ally might not otherwise elect to do so. This commitment is also reflected in Ally Bank’s application for membership in the Federal Reserve System, as described in
Note 20
to the Consolidated Financial Statements.
The functional regulator of any nonbank subsidiary of Ally, however, may prevent that subsidiary from directly or indirectly contributing its financial support, and if that were to preclude Ally from serving as an adequate source of financial strength, the FRB may instead require the divestiture of Ally Bank and impose operating restrictions pending such a divestiture.
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•
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Single Point of Entry Resolution Authority
— Under the Dodd-Frank Act, a BHC whose failure would have serious adverse effects on the financial stability of the United States may be subjected to an FDIC-administered resolution regime called the orderly liquidation authority as an alternative to bankruptcy. If Ally were to be placed into receivership under the orderly liquidation authority, the FDIC as receiver would have considerable rights and powers in liquidating and winding up Ally, including the ability to assign assets and liabilities without the need for creditor consent or prior court review and the ability to differentiate and determine priority among creditors. In doing so, moreover, the FDIC’s primary goal would be a liquidation that mitigates risk to the financial stability of the United States and that minimizes moral hazard. Under the FDIC’s proposed Single Point of Entry strategy for the resolution of a systemically important financial institution under the orderly liquidation authority, the FDIC would place the top-tier U.S. holding company in receivership, keep its operating subsidiaries open and out of insolvency proceedings by transferring them to a new bridge holding company, impose losses on the stockholders and creditors of the holding company in receivership according to their statutory order of priority, and address the problems that led to the institution’s failure.
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•
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Enforcement Authority
— The FRB possesses extensive authorities and powers to regulate and supervise the conduct of Ally’s businesses and operations. If the FRB were to take the position that Ally or any of its subsidiaries have violated any law or commitment or engaged in any unsafe or unsound practice, formal or informal enforcement and other supervisory actions could be taken by the FRB against Ally, its subsidiaries, and institution-affiliated parties (such as directors, officers, and agents). The UDFI and the
FDIC
have similarly expansive authorities and powers over Ally Bank and its subsidiaries. For example, these governmental authorities could order us to cease and desist from engaging in specified activities or practices or could affirmatively compel us to correct specified violations or practices. Some or all of these government authorities also would have the power, as applicable, to issue administrative orders against us that can be judicially enforced, to direct us to increase capital and liquidity, to limit our dividends and other capital distributions, to restrict or redirect the growth of our assets, businesses, and operations, to assess civil money penalties against us, to remove our officers and directors, to require the divestiture or the retention of assets or entities, to terminate deposit insurance, or to force us into bankruptcy, conservatorship, or receivership. These actions could directly affect not only Ally, its subsidiaries, and institution-affiliated parties but also Ally’s counterparties, stockholders, and creditors and its commitments, arrangements, and other dealings with them.
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•
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Mortgage Operations
— Our mortgage business is subject to extensive federal, state, and local laws, including related judicial and administrative decisions. The federal, state, and local laws to which our mortgage business is subject, among other things, impose licensing obligations and financial requirements; limit the interest rates, finance charges, and other fees that can be charged; regulate the use of credit reports and the reporting of credit information; impose underwriting requirements; regulate marketing techniques and practices; require the safeguarding of nonpublic information about customers; and regulate servicing practices, including in connection with assessments, collection and foreclosure activities, claims handling, and investment and interest payments on escrow accounts.
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•
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Automotive Lending Business
— In March 2013, the CFPB issued guidance about compliance with the fair-lending requirements of the Equal Credit Opportunity Act and Regulation B. The guidance was specific to the practice of indirect automotive finance companies purchasing financing contracts executed between dealers and consumers and paying dealers for the contracts at a discount below the rates dealers charge consumers. In December 2017, the Government Accountability Office (GAO) determined that the CFPB’s guidance constituted a rule under the Congressional Review Act. In May 2018, the guidance was disapproved and nullified under the Congressional Review Act by a joint resolution adopted by Congress and signed by the President.
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•
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Privacy and Data Security
— The GLB Act and related regulations impose obligations on financial institutions to safeguard specified consumer information maintained by them, to provide notice of their privacy practices to consumers in specified circumstances, and to allow consumers to “opt-out” of specified kinds of information sharing with unaffiliated parties. Related regulatory guidance also directs financial institutions to notify consumers in specified cases of unauthorized access to sensitive consumer information. In addition, most states have enacted laws requiring notice of specified cases of unauthorized access to information. In February 2017, the NYDFS adopted expansive cybersecurity regulations that require regulated entities to establish cybersecurity programs and policies, to designate chief information security officers, to comply with notice and reporting obligations, and to take other actions in connection with the security of their information. As these and future laws impose increasingly stringent privacy and data-security obligations on us, our compliance costs and other liabilities could increase substantially.
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•
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Volcker Rule
— Under the Dodd-Frank Act and implementing regulations of the CFTC, FDIC, FRB, Office of the Comptroller of the Currency and the SEC (the Volcker Rule), insured depository institutions and their affiliates are prohibited from (1) engaging in “proprietary trading,” and (2) investing in or sponsoring certain types of funds (covered funds) subject to certain limited exceptions. The final rules contain exemptions for market-making, hedging, underwriting, trading in U.S. government and agency obligations and also permit certain ownership interests in certain types of funds to be retained. They also permit the offering and sponsoring of funds under certain conditions. In early 2017, the FRB granted us a five-year extension to conform with requirements related to certain covered funds activities. The Volcker Rule imposes significant compliance and reporting obligations on banking entities. The impact of the Volcker Rule is not expected to be material to Ally’s business operations.
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•
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Fair Lending Laws
— The Equal Credit Opportunity Act, the Fair Housing Act, and similar fair-lending laws (collectively, Fair Lending Laws) generally prohibit a creditor from discriminating against an applicant or borrower in any aspect of a credit transaction on the basis of specified characteristics known as “prohibited bases,” such as race, gender, and religion. Creditors are also required under the Fair Lending Laws to follow a number of highly prescriptive rules, including rules requiring credit decisions to be made promptly, notices of adverse actions to be given, and, in the case of mortgage lenders of a certain size, anonymized data and information about mortgage applicants and credit decisions to be gathered and made publicly available. Ally, under the oversight of its Fair and Responsible Banking team, has established a comprehensive fair-lending program that is designed to identify and mitigate fair-lending risk. Because the Fair Lending Laws and interpretations of them continue to evolve, however, Ally remains at risk of being accused of violations.
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•
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Fair Credit Reporting Act
— The Fair Credit Reporting Act regulates the dissemination of credit reports by credit reporting agencies, requires users of credit reports to provide specified notices to the subjects of those reports, imposes standards on the furnishing of information to credit reporting agencies, obligates furnishers to maintain reasonable procedures to deal with the risk of identity theft, addresses the sharing of specified kinds of information with affiliates and third parties, and regulates the use of credit reports to make preapproved offers of credit and insurance to consumers. All of these provisions impose additional regulatory and compliance costs on us and affect our marketing programs.
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•
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Truth in Lending Act
— The Truth in Lending Act (TILA) and Regulation Z, which implements TILA, require lenders to provide borrowers with uniform, understandable information about the terms and conditions in certain credit transactions. These rules apply to Ally and its subsidiaries when they extend credit to consumers and require, in the case of certain mortgage and automotive consumer loans, conspicuous disclosure of the finance charge and annual percentage rate, as applicable. In addition, if an advertisement for credit states specific credit terms, Regulation Z requires that the advertisement state only those terms that actually are or will be arranged or offered by the creditor together with specified notices. The CFPB has issued substantial amendments to the mortgage requirements under Regulation Z, and additional changes are likely in the future. Amendments to Regulation Z and Regulation X, which implements the Real Estate Settlement Procedures Act, require integrated mortgage loan disclosures to be provided for applications received on or after October 3, 2015. Failure to comply with TILA can result in liability for damages as well as criminal and civil penalties.
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•
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Sarbanes-Oxley Act
— The Sarbanes-Oxley Act of 2002 implemented a broad range of corporate governance and accounting measures designed to promote honesty and transparency in corporate America. The principal provisions of the act include, among other things, (1) the creation of an independent accounting oversight board; (2) auditor independence provisions that restrict non-audit services that accountants may provide to their audit clients; (3) additional corporate governance and responsibility measures including the requirement that the principal executive and financial officers certify financial statements; (4) the potential forfeiture of bonuses or other incentive-based compensation and profits from the sale of an issuer’s securities by directors and senior officers in the twelve-month period following initial publication of any financial statements that later require restatement; (5) an increase in the oversight and enhancement of certain requirements relating to audit committees and how they interact with the independent auditors; (6) requirements that audit committee members must be independent and are barred from accepting consulting, advisory, or other compensatory fees from the issuer; (7) requirements that companies disclose whether at least one member of the audit committee is a “financial expert” (as defined by the SEC) and, if not, why the audit committee does not have a financial expert; (8) a prohibition on personal loans to directors and officers, except certain loans made by insured financial institutions, on nonpreferential terms and in compliance with other bank regulatory requirements; (9) disclosure of a code of ethics; (10) requirements that management assess the effectiveness of internal control over financial reporting and that the independent registered public accounting firm attest to the assessment; and (11) a range of enhanced penalties for fraud and other violations.
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•
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USA PATRIOT Act/Anti-Money-Laundering Requirements
— In 2001, the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (USA PATRIOT Act) was signed into law. Title III of the USA PATRIOT Act amends the Bank Secrecy Act and contains provisions designed to detect and prevent the use of the U.S. financial system for money laundering and terrorist financing activities. The Bank Secrecy Act, as amended by the USA PATRIOT Act, requires banks, certain other financial institutions, and, in certain cases, BHCs to undertake activities including maintaining an anti-money-laundering program, verifying the identity of clients, monitoring for and reporting on suspicious transactions, reporting on cash transactions exceeding specified thresholds, and responding to certain requests for information by regulatory authorities and law enforcement agencies. We have implemented internal practices, procedures, and controls designed to comply with these anti-money-laundering requirements.
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•
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Community Reinvestment Act
— Under the CRA, a bank has a continuing and affirmative obligation, consistent with the safe and sound operation of the institution, to help meet the credit needs of its entire community, including low- and moderate-income persons and neighborhoods. The CRA does not establish specific lending requirements or programs for financial institutions. However, institutions are rated on their performance in meeting the needs of their communities. Ally Bank filed its three-year CRA Strategic Plan with the FRB in October 2016, and received approval in November 2016. In addition, in 2017, Ally Bank received an “Outstanding” rating in its most recent CRA performance evaluation. Failure by Ally Bank to maintain a “Satisfactory” or better rating under the CRA may adversely affect our ability to expand our financial and related activities as an FHC or make acquisitions.
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•
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increase the cost or decrease the availability of deposits or other variable-rate funding instruments;
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•
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reduce the return on or demand for loans or increase the prepayment speed of loans;
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increase customer or counterparty delinquencies or defaults;
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negatively impact our ability to remarket off-lease and repossessed vehicles; and
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reduce the value of our loans, retained interests in securitizations, and fixed-income securities in our investment portfolio and the efficacy of our hedging strategies.
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limiting the liability of our directors and providing indemnification to our directors and officers; and
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limiting the ability of our stockholders to call and bring business before special meetings of stockholders by requiring any requesting stockholders to hold at least 25% of our common stock in the aggregate.
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Plan category
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(1)
Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)
(in thousands)
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(2)
Weighted-average exercise price of outstanding options, warrants and rights
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(3)
Number of securities remaining available for further issuance under equity compensation plans (excluding securities reflected in column (1)) (b)
(in thousands)
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Equity compensation plans approved by security holders
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7,576
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—
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27,289
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Total
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7,576
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—
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27,289
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(a)
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Includes restricted stock units outstanding under the Incentive Compensation Plan and deferred stock units outstanding under the Non-Employee Directors Equity Compensation Plan.
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(b)
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Includes
24,883,283
securities available for issuance under the plans identified in (a) above and
2,405,374
securities available for issuance under Ally’s Employee Stock Purchase Plan.
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Three months ended December 31, 2018
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Total number
of shares
repurchased (a)
(in thousands)
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Weighted-average price paid per share (a) (b)
(in dollars)
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Total number of shares repurchased as part of publicly announced program (a) (c)
(in thousands)
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Maximum approximate dollar value of shares that may yet be repurchased under the program (a) (b) (c)
($ in millions)
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||||||
October 2018
|
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3,887
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|
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$
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25.84
|
|
|
3,887
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|
|
$
|
650
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|
November 2018
|
|
6,195
|
|
|
25.57
|
|
|
6,195
|
|
|
491
|
|
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December 2018
|
|
2,039
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|
|
24.73
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|
|
2,039
|
|
|
441
|
|
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Total
|
|
12,121
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|
|
25.52
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|
|
12,121
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|
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(a)
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Includes shares of common stock withheld to cover income taxes owed by participants in our share-based incentive plans.
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(b)
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Excludes brokerage commissions.
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(c)
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On June 28, 2018, we announced a common-stock-repurchase program of up to $1.0 billion. The program commenced in the third quarter of 2018 and will expire on June 30, 2019. Refer to
Note 20
to the Consolidated Financial Statements for a discussion of our 2018 capital plan.
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($ in millions, except per share data; shares in thousands)
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2018
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2017
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2016
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2015
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|
2014
|
||||||||||
Total financing revenue and other interest income
|
|
$
|
9,052
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|
|
$
|
8,322
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|
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$
|
8,305
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|
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$
|
8,397
|
|
|
$
|
8,391
|
|
Total interest expense
|
|
3,637
|
|
|
2,857
|
|
|
2,629
|
|
|
2,429
|
|
|
2,783
|
|
|||||
Net depreciation expense on operating lease assets
|
|
1,025
|
|
|
1,244
|
|
|
1,769
|
|
|
2,249
|
|
|
2,233
|
|
|||||
Net financing revenue and other interest income
|
|
4,390
|
|
|
4,221
|
|
|
3,907
|
|
|
3,719
|
|
|
3,375
|
|
|||||
Total other revenue
|
|
1,414
|
|
|
1,544
|
|
|
1,530
|
|
|
1,142
|
|
|
1,276
|
|
|||||
Total net revenue
|
|
5,804
|
|
|
5,765
|
|
|
5,437
|
|
|
4,861
|
|
|
4,651
|
|
|||||
Provision for loan losses
|
|
918
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|
|
1,148
|
|
|
917
|
|
|
707
|
|
|
457
|
|
|||||
Total noninterest expense
|
|
3,264
|
|
|
3,110
|
|
|
2,939
|
|
|
2,761
|
|
|
2,948
|
|
|||||
Income from continuing operations before income tax expense
|
|
1,622
|
|
|
1,507
|
|
|
1,581
|
|
|
1,393
|
|
|
1,246
|
|
|||||
Income tax expense from continuing operations (a)
|
|
359
|
|
|
581
|
|
|
470
|
|
|
496
|
|
|
321
|
|
|||||
Net income from continuing operations
|
|
1,263
|
|
|
926
|
|
|
1,111
|
|
|
897
|
|
|
925
|
|
|||||
Income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
3
|
|
|
(44
|
)
|
|
392
|
|
|
225
|
|
|||||
Net income
|
|
$
|
1,263
|
|
|
$
|
929
|
|
|
$
|
1,067
|
|
|
$
|
1,289
|
|
|
$
|
1,150
|
|
Basic earnings per common share (b) (c):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income (loss) from continuing operations
|
|
$
|
2.97
|
|
|
$
|
2.04
|
|
|
$
|
2.25
|
|
|
$
|
(3.47
|
)
|
|
$
|
1.36
|
|
Net income (loss)
|
|
2.97
|
|
|
2.05
|
|
|
2.15
|
|
|
(2.66
|
)
|
|
1.83
|
|
|||||
Weighted-average common shares outstanding
|
|
425,165
|
|
|
453,704
|
|
|
481,105
|
|
|
482,873
|
|
|
481,155
|
|
|||||
Diluted earnings per common share (b) (c):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income (loss) from continuing operations
|
|
$
|
2.95
|
|
|
$
|
2.03
|
|
|
$
|
2.24
|
|
|
$
|
(3.47
|
)
|
|
$
|
1.36
|
|
Net income (loss)
|
|
2.95
|
|
|
2.04
|
|
|
2.15
|
|
|
(2.66
|
)
|
|
1.83
|
|
|||||
Weighted-average common shares outstanding (d)
|
|
427,680
|
|
|
455,350
|
|
|
482,182
|
|
|
482,873
|
|
|
481,934
|
|
|||||
Common share information (c):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash dividends declared per common share
|
|
$
|
0.56
|
|
|
$
|
0.40
|
|
|
$
|
0.16
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Period-end common shares outstanding
|
|
404,900
|
|
|
437,054
|
|
|
467,000
|
|
|
481,980
|
|
|
480,095
|
|
(a)
|
As a result of the Tax Cuts and Jobs Act of 2017 (the Tax Act) an additional $119 million of tax expense was incurred during 2017.
|
(b)
|
Includes shares related to share-based compensation that vested but were not yet issued
. Earnings per common share is reflected net of preferred stock dividends, which included $2.4 billion for the year ended December 31, 2015, recognized in connection with the partial redemption of the Series G Preferred Stock and the repurchase of the Series A Preferred Stock. These dividends represent an additional return to preferred stockholders calculated as the excess consideration paid over the carrying amount derecognized.
|
(c)
|
In April 2014, we completed an initial public offering (IPO) of 95 million shares of common stock at $25 per share. In connection with the IPO, we effected a 310-for-one stock split on shares of our common stock, $0.01 par value per share. Accordingly, these references to share and per share amounts relating to common stock have been adjusted, on a retroactive basis, to recognize the 310-for-one stock split.
|
(d)
|
Due to antidilutive effect of the net loss from continuing operations attributable to common stockholders for the year ended December 31, 2015, basic weighted-average common shares outstanding was used to calculate basic and diluted earnings per share.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Selected period-end balance sheet data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
|
$
|
178,869
|
|
|
$
|
167,148
|
|
|
$
|
163,728
|
|
|
$
|
158,581
|
|
|
$
|
151,631
|
|
Total deposit liabilities
|
|
$
|
106,178
|
|
|
$
|
93,256
|
|
|
$
|
79,022
|
|
|
$
|
66,478
|
|
|
$
|
58,203
|
|
Long-term debt
|
|
$
|
44,193
|
|
|
$
|
44,226
|
|
|
$
|
54,128
|
|
|
$
|
66,234
|
|
|
$
|
66,380
|
|
Preferred stock
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
696
|
|
|
$
|
1,255
|
|
Total equity
|
|
$
|
13,268
|
|
|
$
|
13,494
|
|
|
$
|
13,317
|
|
|
$
|
13,439
|
|
|
$
|
15,399
|
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|||||
Financial ratios:
|
|
|
|
|
|
|
|
|
|
|
|||||
Return on average assets (a)
|
|
0.74
|
%
|
|
0.57
|
%
|
|
0.68
|
%
|
|
0.84
|
%
|
|
0.77
|
%
|
Return on average equity (a)
|
|
9.65
|
%
|
|
6.89
|
%
|
|
7.80
|
%
|
|
8.69
|
%
|
|
7.77
|
%
|
Equity to assets (a)
|
|
7.65
|
%
|
|
8.28
|
%
|
|
8.69
|
%
|
|
9.65
|
%
|
|
9.86
|
%
|
Common dividend payout ratio (b)
|
|
18.86
|
%
|
|
19.51
|
%
|
|
7.44
|
%
|
|
—
|
%
|
|
—
|
%
|
Net interest spread (a) (c) (d)
|
|
2.47
|
%
|
|
2.58
|
%
|
|
2.49
|
%
|
|
2.44
|
%
|
|
2.26
|
%
|
Net yield on interest-earning assets (a) (d) (e)
|
|
2.65
|
%
|
|
2.71
|
%
|
|
2.63
|
%
|
|
2.57
|
%
|
|
2.41
|
%
|
(a)
|
The ratios were based on average assets and average equity using a combination of monthly and daily average methodologies.
|
(b)
|
Common dividend payout ratio was calculated using basic earnings per common share.
|
(c)
|
Net interest spread represents the difference between the rate on total interest-earning assets and the rate on total interest-bearing liabilities, excluding discontinued operations for the periods shown.
|
(d)
|
Amounts for the years ended December 31, 2015, and 2014, were adjusted to include previously excluded equity investments and related income on equity investments.
|
(e)
|
Net yield on interest-earning assets represents net financing revenue and other interest income as a percentage of total interest-earning assets.
|
(a)
|
U.S. Basel III became effective for us on January 1, 2015, subject to transitional provisions primarily related to deductions and adjustments impacting Common Equity Tier 1 capital and Tier 1 capital.
|
(b)
|
Our fully phased-in capital ratios are non-GAAP financial measures that management believes are important to the reader of the
Consolidated Financial Statements
but should be supplemental to, and not a substitute for, primary GAAP measures. The fully phased-in capital ratios are compared to the transitional capital ratios above. We believe these capital ratios are important because we believe investors, analysts, and banking regulators may assess our capital utilization and adequacy using these ratios. Additionally, presentation of these ratios allows readers to compare certain aspects of our capital utilization and adequacy on the same basis to other companies in the industry.
|
(c)
|
Capital ratios as of December 31, 2014, are presented under the U.S. Basel I capital framework.
|
(d)
|
Tier 1 leverage ratio equals Tier 1 capital divided by adjusted quarterly average total assets (which reflects adjustments for disallowed goodwill, certain intangible assets, and disallowed deferred tax assets).
|
(e)
|
Contains deferred tax assets required to be deducted from capital under U.S. Basel III.
|
(f)
|
Risk-weighted assets are defined by regulation and are generally determined by allocating assets and specified off-balance sheet exposures into various risk categories.
|
•
|
evolving local, regional, national, or international business, economic, or political conditions;
|
•
|
changes in laws or the regulatory or supervisory environment, including as a result of recent financial services legislation, regulation, or policies or changes in government officials or other personnel;
|
•
|
changes in monetary, fiscal, or trade laws or policies, including as a result of actions by government agencies, central banks, or supranational authorities;
|
•
|
changes in accounting standards or policies, including ASU 2016-13,
Financial Instruments — Credit Losses
;
|
•
|
changes in the automotive industry or the markets for new or used vehicles, including the rise of vehicle sharing and ride hailing, the development of autonomous and alternative-energy vehicles, and the impact of demographic shifts on attitudes and behaviors toward vehicle ownership and use;
|
•
|
disruptions or shifts in investor sentiment or behavior in the securities, capital, or other financial markets, including financial or systemic shocks and volatility or changes in market liquidity, interest or currency rates, or valuations;
|
•
|
changes in business or consumer sentiment, preferences, or behavior, including spending, borrowing, or saving by businesses or households;
|
•
|
changes in our corporate or business strategies, the composition of our assets, or the way in which we fund those assets;
|
•
|
our ability to execute our business strategy for Ally Bank, including its digital focus;
|
•
|
our ability to optimize our automotive finance and insurance businesses and to continue diversifying into and growing other consumer and commercial business lines, including mortgage finance, corporate finance, brokerage, and wealth management;
|
•
|
our ability to develop capital plans that will be approved by the FRB and our ability to implement them, including any payment of dividends or share repurchases;
|
•
|
our ability to effectively manage capital or liquidity consistent with evolving business or operational needs, risk-management standards, and regulatory or supervisory requirements;
|
•
|
our ability to cost-effectively fund our business and operations, including through deposits and the capital markets;
|
•
|
changes in any credit rating assigned to Ally, including Ally Bank;
|
•
|
adverse publicity or other reputational harm to us or our senior officers;
|
•
|
our ability to develop, maintain, or market our products or services or to absorb unanticipated costs or liabilities associated with those products or services;
|
•
|
our ability to innovate, to anticipate the needs of current or future customers, to successfully compete, to increase or hold market share in changing competitive environments, or to deal with pricing or other competitive pressures;
|
•
|
the continuing profitability and viability of our dealer-centric automotive finance and insurance businesses, especially in the face of competition from captive finance companies and their automotive manufacturing sponsors and challenges to the dealer’s role as intermediary between manufacturers and purchasers;
|
•
|
our ability to appropriately underwrite loans that we originate or purchase and to otherwise manage credit risk;
|
•
|
changes in the credit, liquidity, or other financial condition of our customers, counterparties, service providers, or competitors;
|
•
|
our ability to effectively deal with economic, business, or market slowdowns or disruptions;
|
•
|
judicial, regulatory, or administrative investigations, proceedings, disputes, or rulings that create uncertainty for, or are adverse to, us or the financial services industry;
|
•
|
our ability to address stricter or heightened regulatory or supervisory requirements and expectations;
|
•
|
the performance and availability of third-party service providers on whom we rely in delivering products and services to our customers and otherwise conducting our business and operations;
|
•
|
our ability to maintain secure and functional financial, accounting, technology, data processing, or other operating systems or infrastructure, including our capacity to withstand cyberattacks;
|
•
|
the adequacy of our corporate governance, risk-management framework, compliance programs, or internal controls over financial reporting, including our ability to control lapses or deficiencies in financial reporting or to effectively mitigate or manage operational risk;
|
•
|
the efficacy of our methods or models in assessing business strategies or opportunities or in valuing, measuring, estimating, monitoring, or managing positions or risk;
|
•
|
our ability to keep pace with changes in technology that affect us or our customers, counterparties, service providers, or competitors;
|
•
|
our ability to successfully make and integrate acquisitions;
|
•
|
the adequacy of our succession planning for key executives or other personnel and our ability to attract or retain qualified employees;
|
•
|
natural or man-made disasters, calamities, or conflicts, including terrorist events and pandemics; or
|
•
|
other assumptions, risks, or uncertainties described in the Risk Factors (Item 1A), Management’s Discussion and Analysis of Financial Condition and Results of Operations (Item 7), or the Notes to the Consolidated Financial Statements (Item 8) in this Annual Report on Form 10-K or described in any of the Company’s annual, quarterly or current reports.
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
Favorable/(unfavorable) 2018–2017 % change
|
|
Favorable/(unfavorable) 2017
–
2016 % change
|
||||||
Total net revenue
|
|
|
|
|
|
|
|
|
|
|
||||||
Dealer Financial Services
|
|
|
|
|
|
|
|
|
|
|
||||||
Automotive Finance
|
|
$
|
4,038
|
|
|
$
|
4,068
|
|
|
$
|
3,971
|
|
|
(1)
|
|
2
|
Insurance
|
|
1,035
|
|
|
1,118
|
|
|
1,097
|
|
|
(7)
|
|
2
|
|||
Mortgage Finance
|
|
186
|
|
|
136
|
|
|
97
|
|
|
37
|
|
40
|
|||
Corporate Finance
|
|
242
|
|
|
212
|
|
|
147
|
|
|
14
|
|
44
|
|||
Corporate and Other
|
|
303
|
|
|
231
|
|
|
125
|
|
|
31
|
|
85
|
|||
Total
|
|
$
|
5,804
|
|
|
$
|
5,765
|
|
|
$
|
5,437
|
|
|
1
|
|
6
|
Income (loss) from continuing operations before income tax expense
|
|
|
|
|
|
|
|
|
|
|
||||||
Dealer Financial Services
|
|
|
|
|
|
|
|
|
|
|
||||||
Automotive Finance
|
|
$
|
1,368
|
|
|
$
|
1,220
|
|
|
$
|
1,380
|
|
|
12
|
|
(12)
|
Insurance
|
|
80
|
|
|
168
|
|
|
157
|
|
|
(52)
|
|
7
|
|||
Mortgage Finance
|
|
45
|
|
|
20
|
|
|
34
|
|
|
125
|
|
(41)
|
|||
Corporate Finance
|
|
144
|
|
|
114
|
|
|
71
|
|
|
26
|
|
61
|
|||
Corporate and Other
|
|
(15
|
)
|
|
(15
|
)
|
|
(61
|
)
|
|
—
|
|
75
|
|||
Total
|
|
$
|
1,622
|
|
|
$
|
1,507
|
|
|
$
|
1,581
|
|
|
8
|
|
(5)
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
Favorable/(unfavorable) 2018–2017 % change
|
|
Favorable/(unfavorable) 2017–2016 % change
|
||||||
Net financing revenue and other interest income
|
|
|
|
|
|
|
|
|
|
|
||||||
Total financing revenue and other interest income
|
|
$
|
9,052
|
|
|
$
|
8,322
|
|
|
$
|
8,305
|
|
|
9
|
|
—
|
Total interest expense
|
|
3,637
|
|
|
2,857
|
|
|
2,629
|
|
|
(27)
|
|
(9)
|
|||
Net depreciation expense on operating lease assets
|
|
1,025
|
|
|
1,244
|
|
|
1,769
|
|
|
18
|
|
30
|
|||
Net financing revenue and other interest income
|
|
4,390
|
|
|
4,221
|
|
|
3,907
|
|
|
4
|
|
8
|
|||
Other revenue
|
|
|
|
|
|
|
|
|
|
|
||||||
Insurance premiums and service revenue earned
|
|
1,022
|
|
|
973
|
|
|
945
|
|
|
5
|
|
3
|
|||
Gain on mortgage and automotive loans, net
|
|
25
|
|
|
68
|
|
|
11
|
|
|
(63)
|
|
n/m
|
|||
Other (loss) gain on investments, net
|
|
(50
|
)
|
|
102
|
|
|
185
|
|
|
(149)
|
|
(45)
|
|||
Other income, net of losses
|
|
417
|
|
|
401
|
|
|
389
|
|
|
4
|
|
3
|
|||
Total other revenue
|
|
1,414
|
|
|
1,544
|
|
|
1,530
|
|
|
(8)
|
|
1
|
|||
Total net revenue
|
|
5,804
|
|
|
5,765
|
|
|
5,437
|
|
|
1
|
|
6
|
|||
Provision for loan losses
|
|
918
|
|
|
1,148
|
|
|
917
|
|
|
20
|
|
(25)
|
|||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
||||||
Compensation and benefits expense
|
|
1,155
|
|
|
1,095
|
|
|
992
|
|
|
(5)
|
|
(10)
|
|||
Insurance losses and loss adjustment expenses
|
|
295
|
|
|
332
|
|
|
342
|
|
|
11
|
|
3
|
|||
Other operating expenses
|
|
1,814
|
|
|
1,683
|
|
|
1,605
|
|
|
(8)
|
|
(5)
|
|||
Total noninterest expense
|
|
3,264
|
|
|
3,110
|
|
|
2,939
|
|
|
(5)
|
|
(6)
|
|||
Income from continuing operations before income tax expense
|
|
1,622
|
|
|
1,507
|
|
|
1,581
|
|
|
8
|
|
(5)
|
|||
Income tax expense from continuing operations
|
|
359
|
|
|
581
|
|
|
470
|
|
|
38
|
|
(24)
|
|||
Net income from continuing operations
|
|
$
|
1,263
|
|
|
$
|
926
|
|
|
$
|
1,111
|
|
|
36
|
|
(17)
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
Favorable/(unfavorable) 2018–2017
% change
|
|
Favorable/(unfavorable) 2017–2016 % change
|
||||||
Net financing revenue and other interest income
|
|
|
|
|
|
|
|
|
|
|
||||||
Consumer
|
|
$
|
4,287
|
|
|
$
|
3,882
|
|
|
$
|
3,587
|
|
|
10
|
|
8
|
Commercial
|
|
1,516
|
|
|
1,306
|
|
|
1,068
|
|
|
16
|
|
22
|
|||
Loans held-for-sale
|
|
3
|
|
|
—
|
|
|
—
|
|
|
n/m
|
|
—
|
|||
Operating leases
|
|
1,489
|
|
|
1,867
|
|
|
2,711
|
|
|
(20)
|
|
(31)
|
|||
Other interest income
|
|
7
|
|
|
6
|
|
|
11
|
|
|
17
|
|
(45)
|
|||
Total financing revenue and other interest income
|
|
7,302
|
|
|
7,061
|
|
|
7,377
|
|
|
3
|
|
(4)
|
|||
Interest expense
|
|
2,508
|
|
|
2,104
|
|
|
1,943
|
|
|
(19)
|
|
(8)
|
|||
Net depreciation expense on operating lease assets
|
|
1,025
|
|
|
1,244
|
|
|
1,769
|
|
|
18
|
|
30
|
|||
Net financing revenue and other interest income
|
|
3,769
|
|
|
3,713
|
|
|
3,665
|
|
|
2
|
|
1
|
|||
Other revenue
|
|
|
|
|
|
|
|
|
|
|
||||||
Gain on automotive loans, net
|
|
22
|
|
|
76
|
|
|
17
|
|
|
(71)
|
|
n/m
|
|||
Other income
|
|
247
|
|
|
279
|
|
|
289
|
|
|
(11)
|
|
(3)
|
|||
Total other revenue
|
|
269
|
|
|
355
|
|
|
306
|
|
|
(24)
|
|
16
|
|||
Total net revenue
|
|
4,038
|
|
|
4,068
|
|
|
3,971
|
|
|
(1)
|
|
2
|
|||
Provision for loan losses
|
|
920
|
|
|
1,134
|
|
|
924
|
|
|
19
|
|
(23)
|
|||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
||||||
Compensation and benefits expense
|
|
505
|
|
|
510
|
|
|
481
|
|
|
1
|
|
(6)
|
|||
Other operating expenses
|
|
1,245
|
|
|
1,204
|
|
|
1,186
|
|
|
(3)
|
|
(2)
|
|||
Total noninterest expense
|
|
1,750
|
|
|
1,714
|
|
|
1,667
|
|
|
(2)
|
|
(3)
|
|||
Income from continuing operations before income tax expense
|
|
$
|
1,368
|
|
|
$
|
1,220
|
|
|
$
|
1,380
|
|
|
12
|
|
(12)
|
Total assets
|
|
$
|
117,304
|
|
|
$
|
114,089
|
|
|
$
|
116,347
|
|
|
3
|
|
(2)
|
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
Favorable/(unfavorable) 2018–2017 % change
|
|
Favorable/(unfavorable) 2017–2016 % change
|
||||||
Net operating lease revenue
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating lease revenue
|
|
$
|
1,489
|
|
|
$
|
1,867
|
|
|
$
|
2,711
|
|
|
(20)
|
|
(31)
|
Depreciation expense
|
|
|
|
|
|
|
|
|
|
|
||||||
Depreciation expense on operating lease assets (excluding remarketing gains)
|
|
1,115
|
|
|
1,368
|
|
|
1,982
|
|
|
18
|
|
31
|
|||
Remarketing gains, net
|
|
(90
|
)
|
|
(124
|
)
|
|
(213
|
)
|
|
(27)
|
|
(42)
|
|||
Net depreciation expense on operating lease assets
|
|
1,025
|
|
|
1,244
|
|
|
1,769
|
|
|
18
|
|
30
|
|||
Total net operating lease revenue
|
|
$
|
464
|
|
|
$
|
623
|
|
|
$
|
942
|
|
|
(26)
|
|
(34)
|
Investment in operating leases, net
|
|
$
|
8,417
|
|
|
$
|
8,741
|
|
|
$
|
11,470
|
|
|
(4)
|
|
(24)
|
|
|
2018
|
|
2017
|
|
2016
|
||||||||||||
Year ended December 31,
($ in millions)
|
|
Average balance
|
Yield
|
|
Average balance
|
Yield
|
|
Average balance
|
Yield
|
|||||||||
Finance receivables and loans, net (a) (b)
|
|
|
|
|
|
|
|
|
|
|||||||||
Consumer automotive (c)
|
|
$
|
69,804
|
|
6.14
|
%
|
|
$
|
66,502
|
|
5.80
|
%
|
|
$
|
64,230
|
|
5.52
|
%
|
Commercial
|
|
|
|
|
|
|
|
|
|
|||||||||
Wholesale floorplan
|
|
29,455
|
|
4.21
|
|
|
31,586
|
|
3.37
|
|
|
29,989
|
|
2.86
|
|
|||
Other commercial automotive (d)
|
|
6,038
|
|
4.55
|
|
|
5,802
|
|
4.15
|
|
|
5,202
|
|
4.00
|
|
|||
Investment in operating leases, net (e)
|
|
8,590
|
|
5.40
|
|
|
9,791
|
|
6.36
|
|
|
13,791
|
|
6.83
|
|
(a)
|
Average balances are calculated using a daily average methodology.
|
(b)
|
Nonperforming finance receivables and loans are included in the average balances. For information on our accounting policies regarding nonperforming status, refer to
Note 1
to the Consolidated Financial Statements.
|
(c)
|
Includes the effects of derivative financial instruments designated as hedges.
|
(d)
|
Consists primarily of automotive dealer term loans, including those to finance dealership land and buildings, and dealer fleet financing.
|
(e)
|
Yield includes gains on the sale of off-lease vehicles of
$90 million
,
$124 million
, and
$213 million
for
years ended
December 31, 2018
,
2017
, and
2016
, respectively. Excluding these gains on sale, the yield would be
4.35%
,
5.10%
, and
5.29%
for the
years ended
December 31, 2018
,
2017
, and
2016
, respectively.
|
|
|
Used retail
|
|
New retail
|
|||||||||||||||
Credit Tier (a)
|
|
Volume
($ in billions)
|
|
% Share of volume
|
|
Average FICO®
|
|
Volume
($ in billions)
|
|
% Share of volume
|
|
Average FICO®
|
|||||||
Year ended December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
S
|
|
$
|
5.0
|
|
|
27
|
|
739
|
|
|
$
|
6.2
|
|
|
47
|
|
|
746
|
|
A
|
|
7.8
|
|
|
43
|
|
675
|
|
|
4.8
|
|
|
37
|
|
|
676
|
|
||
B
|
|
4.3
|
|
|
24
|
|
644
|
|
|
1.8
|
|
|
14
|
|
|
645
|
|
||
C
|
|
1.1
|
|
|
6
|
|
611
|
|
|
0.3
|
|
|
2
|
|
|
613
|
|
||
Total retail originations
|
|
$
|
18.2
|
|
|
100
|
|
682
|
|
|
$
|
13.1
|
|
|
100
|
|
|
701
|
|
Year ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
S
|
|
$
|
4.1
|
|
|
26
|
|
749
|
|
|
$
|
6.8
|
|
|
46
|
|
|
757
|
|
A
|
|
7.0
|
|
|
45
|
|
666
|
|
|
5.4
|
|
|
37
|
|
|
670
|
|
||
B
|
|
3.8
|
|
|
24
|
|
640
|
|
|
2.1
|
|
|
14
|
|
|
641
|
|
||
C
|
|
0.8
|
|
|
5
|
|
606
|
|
|
0.4
|
|
|
3
|
|
|
610
|
|
||
Total retail originations
|
|
$
|
15.7
|
|
|
100
|
|
679
|
|
|
$
|
14.7
|
|
|
100
|
|
|
702
|
|
Year ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
S
|
|
$
|
3.5
|
|
|
23
|
|
759
|
|
|
$
|
7.1
|
|
|
41
|
|
|
761
|
|
A
|
|
6.8
|
|
|
44
|
|
667
|
|
|
6.8
|
|
|
39
|
|
|
671
|
|
||
B
|
|
4.0
|
|
|
26
|
|
642
|
|
|
2.8
|
|
|
16
|
|
|
643
|
|
||
C
|
|
1.0
|
|
|
7
|
|
607
|
|
|
0.7
|
|
|
4
|
|
|
609
|
|
||
Total retail originations
|
|
$
|
15.3
|
|
|
100
|
|
677
|
|
|
$
|
17.4
|
|
|
100
|
|
|
699
|
|
(a)
|
Represents Ally’s internal credit score, incorporating numerous borrower and structure attributes including: severity and aging of delinquency; number of credit inquiries; LTV ratio; and payment-to-income ratio. We periodically update our underwriting scorecard, which can have an impact on our credit tier scoring. We originated an insignificant amount of retail loans classified below Tier C during the periods presented.
|
Year ended December 31,
|
|
2018
|
|
2017
|
|
2016
|
|||
0
–
71
|
|
20
|
%
|
|
20
|
%
|
|
18
|
%
|
72
–
75
|
|
67
|
|
|
66
|
|
|
67
|
|
76 +
|
|
13
|
|
|
14
|
|
|
15
|
|
Total retail originations (a)
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
(a)
|
Excludes RV loans.
|
(a)
|
Includes CSG originations of
$3.7 billion
,
$3.8 billion
, and
$3.6 billion
for the
years ended
December 31, 2018
,
2017
, and
2016
, respectively, and RV originations of
$238 million
,
$459 million
, and
$504 million
for the
years ended
December 31, 2018
,
2017
, and
2016
, respectively.
|
|
|
Used retail
|
|
New retail
|
|
Lease
|
|||
Year ended December 31, 2018
|
|
|
|
|
|
|
|||
740 +
|
|
19
|
%
|
|
25
|
%
|
|
49
|
%
|
660–739
|
|
39
|
|
|
34
|
|
|
34
|
|
620
–
659
|
|
27
|
|
|
21
|
|
|
10
|
|
540–619
|
|
12
|
|
|
6
|
|
|
5
|
|
< 540
|
|
1
|
|
|
1
|
|
|
—
|
|
Unscored (a)
|
|
2
|
|
|
13
|
|
|
2
|
|
Total consumer automotive financing originations
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
Year ended December 31, 2017
|
|
|
|
|
|
|
|||
740 +
|
|
18
|
%
|
|
28
|
%
|
|
46
|
%
|
660–739
|
|
37
|
|
|
32
|
|
|
38
|
|
620
–
659
|
|
29
|
|
|
21
|
|
|
10
|
|
540–619
|
|
13
|
|
|
7
|
|
|
4
|
|
< 540
|
|
1
|
|
|
1
|
|
|
—
|
|
Unscored (a)
|
|
2
|
|
|
11
|
|
|
2
|
|
Total consumer automotive financing originations
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
Year ended December 31, 2016
|
|
|
|
|
|
|
|||
740 +
|
|
18
|
%
|
|
26
|
%
|
|
42
|
%
|
660–739
|
|
37
|
|
|
35
|
|
|
41
|
|
620
–
659
|
|
29
|
|
|
22
|
|
|
10
|
|
540–619
|
|
13
|
|
|
7
|
|
|
5
|
|
< 540
|
|
1
|
|
|
1
|
|
|
—
|
|
Unscored (a)
|
|
2
|
|
|
9
|
|
|
2
|
|
Total consumer automotive financing originations
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
(a)
|
Unscored are primarily CSG contracts with business entities that have no FICO® Score.
|
•
|
Sale to dealer
— After the lessee declines an option to purchase the off-lease vehicle, the dealer who accepts it has the opportunity to purchase it directly from us at a price we define.
|
•
|
Internet auctions
— Once the lessee and the dealer decline to purchase the off-lease vehicle, we offer it to dealers and other third parties through our proprietary internet site (SmartAuction). Through SmartAuction, we seek to maximize the net sales proceeds from an off-lease vehicle by reducing the time between vehicle return and ultimate disposition, reducing holding costs, and
|
•
|
Physical auctions
— We dispose of an off-lease vehicle not purchased at termination by the lessee or dealer or sold on SmartAuction through traditional third-party, physical auctions. We are responsible for handling decisions at the auction including arranging for inspections, authorizing repairs and reconditioning, and determining whether bids received at auction should be accepted.
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
Favorable/(unfavorable) 2018–2017 % change
|
|
Favorable/(unfavorable) 2017–2016 % change
|
||||||
Insurance premiums and other income
|
|
|
|
|
|
|
|
|
|
|
||||||
Insurance premiums and service revenue earned
|
|
$
|
1,022
|
|
|
$
|
973
|
|
|
$
|
945
|
|
|
5
|
|
3
|
Interest and dividends on investment securities and cash and cash equivalents, net (a)
|
|
54
|
|
|
59
|
|
|
61
|
|
|
(8)
|
|
(3)
|
|||
Other (loss) gain on investments, net (b)
|
|
(51
|
)
|
|
78
|
|
|
84
|
|
|
(165)
|
|
(7)
|
|||
Other income
|
|
10
|
|
|
8
|
|
|
7
|
|
|
25
|
|
14
|
|||
Total insurance premiums and other income
|
|
1,035
|
|
|
1,118
|
|
|
1,097
|
|
|
(7)
|
|
2
|
|||
Expense
|
|
|
|
|
|
|
|
|
|
|
||||||
Insurance losses and loss adjustment expenses
|
|
295
|
|
|
332
|
|
|
342
|
|
|
11
|
|
3
|
|||
Acquisition and underwriting expense
|
|
|
|
|
|
|
|
|
|
|
||||||
Compensation and benefits expense
|
|
75
|
|
|
73
|
|
|
68
|
|
|
(3)
|
|
(7)
|
|||
Insurance commissions expense
|
|
440
|
|
|
415
|
|
|
389
|
|
|
(6)
|
|
(7)
|
|||
Other expenses
|
|
145
|
|
|
130
|
|
|
141
|
|
|
(12)
|
|
8
|
|||
Total acquisition and underwriting expense
|
|
660
|
|
|
618
|
|
|
598
|
|
|
(7)
|
|
(3)
|
|||
Total expense
|
|
955
|
|
|
950
|
|
|
940
|
|
|
(1)
|
|
(1)
|
|||
Income from continuing operations before income tax expense
|
|
$
|
80
|
|
|
$
|
168
|
|
|
$
|
157
|
|
|
(52)
|
|
7
|
Total assets
|
|
$
|
7,734
|
|
|
$
|
7,464
|
|
|
$
|
7,172
|
|
|
4
|
|
4
|
Insurance premiums and service revenue written
|
|
$
|
1,174
|
|
|
$
|
996
|
|
|
$
|
948
|
|
|
18
|
|
5
|
Combined ratio (c)
|
|
92.6
|
%
|
|
96.8
|
%
|
|
98.7
|
%
|
|
|
|
|
(a)
|
Includes interest expense of
$67 million
,
$50 million
, and
$47 million
for the
years ended
December 31, 2018
,
2017
, and
2016
, respectively. Amounts for the
years ended
December 31, 2017
, and
2016
, were adjusted to include $7 million and $9 million, respectively, of interest on cash and cash equivalents previously classified as other income to conform to the current period presentation.
|
(b)
|
Includes net unrealized losses on equity investments of
$112 million
for the
year ended
December 31, 2018
, which are included in net income as a result of the adoption of Accounting Standards Update (ASU) 2016-01 on January 1, 2018.
|
(c)
|
Management uses a combined ratio as a primary measure of underwriting profitability. Underwriting profitability is indicated by a combined ratio under 100% and is calculated as the sum of all incurred losses and expenses (excluding interest and income tax expense) divided by the total of premiums and service revenues earned and other income.
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Vehicle service contracts
|
|
|
|
|
|
|
||||||
New retail
|
|
$
|
475
|
|
|
$
|
453
|
|
|
$
|
444
|
|
Used retail
|
|
551
|
|
|
464
|
|
|
427
|
|
|||
Reinsurance (a)
|
|
(170
|
)
|
|
(206
|
)
|
|
(189
|
)
|
|||
Total vehicle service contracts (b)
|
|
856
|
|
|
711
|
|
|
682
|
|
|||
Vehicle inventory insurance (c)
|
|
217
|
|
|
191
|
|
|
191
|
|
|||
Other (d)
|
|
101
|
|
|
94
|
|
|
75
|
|
|||
Total
|
|
$
|
1,174
|
|
|
$
|
996
|
|
|
$
|
948
|
|
(a)
|
Reinsurance represents the transfer of premiums and risk from an Ally insurance company to a third-party insurance company.
|
(b)
|
VSC revenue is earned over the life of the service contract on a basis proportionate to the anticipated cost pattern.
Refer to the section titled
Recently Adopted Accounting Standards
in
Note 1
to the
Consolidated Financial Statements
for further information regarding our adoption of the amendments to the revenue recognition principles of Accounting Standards Codification 606,
Revenue from Contracts with Customers
, and
Note 3
to the
Consolidated Financial Statements
for further discussion of this revenue stream and the related impacts of adoption.
|
(c)
|
Vehicle inventory insurance includes dealer ancillary products.
|
(d)
|
Other products include GAP coverage, VMCs, ClearGuard, and other ancillary products.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Cash
|
|
|
|
|
||||
Noninterest-bearing cash
|
|
$
|
252
|
|
|
$
|
298
|
|
Interest-bearing cash
|
|
644
|
|
|
983
|
|
||
Total cash
|
|
896
|
|
|
1,281
|
|
||
Equity securities
|
|
766
|
|
|
518
|
|
||
Available-for-sale securities
|
|
|
|
|
||||
Debt securities
|
|
|
|
|
||||
U.S. Treasury and federal agencies
|
|
460
|
|
|
380
|
|
||
U.S. States and political subdivisions
|
|
691
|
|
|
773
|
|
||
Foreign government
|
|
145
|
|
|
154
|
|
||
Agency mortgage-backed residential
|
|
758
|
|
|
613
|
|
||
Mortgage-backed residential
|
|
135
|
|
|
174
|
|
||
Mortgage-backed commercial
|
|
—
|
|
|
22
|
|
||
Corporate debt
|
|
1,241
|
|
|
1,256
|
|
||
Total available-for-sale securities
|
|
3,430
|
|
|
3,372
|
|
||
Total cash and securities
|
|
$
|
5,092
|
|
|
$
|
5,171
|
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
Favorable/(unfavorable) 2018
–
2017 % change
|
|
Favorable/(unfavorable) 2017–2016 % change
|
||||||
Net financing revenue and other interest income
|
|
|
|
|
|
|
|
|
|
|
||||||
Total financing revenue and other interest income
|
|
$
|
483
|
|
|
$
|
308
|
|
|
$
|
250
|
|
|
57
|
|
23
|
Interest expense
|
|
304
|
|
|
176
|
|
|
153
|
|
|
(73)
|
|
(15)
|
|||
Net financing revenue and other interest income
|
|
179
|
|
|
132
|
|
|
97
|
|
|
36
|
|
36
|
|||
Gain on mortgage loans, net
|
|
5
|
|
|
3
|
|
|
—
|
|
|
67
|
|
n/m
|
|||
Other income, net of losses
|
|
2
|
|
|
1
|
|
|
—
|
|
|
100
|
|
n/m
|
|||
Total other revenue
|
|
7
|
|
|
4
|
|
|
—
|
|
|
75
|
|
n/m
|
|||
Total net revenue
|
|
186
|
|
|
136
|
|
|
97
|
|
|
37
|
|
40
|
|||
Provision for loan losses
|
|
1
|
|
|
8
|
|
|
(4
|
)
|
|
88
|
|
n/m
|
|||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
||||||
Compensation and benefits expense
|
|
32
|
|
|
23
|
|
|
13
|
|
|
(39)
|
|
(77)
|
|||
Other operating expenses
|
|
108
|
|
|
85
|
|
|
54
|
|
|
(27)
|
|
(57)
|
|||
Total noninterest expense
|
|
140
|
|
|
108
|
|
|
67
|
|
|
(30)
|
|
(61)
|
|||
Income from continuing operations before income tax expense
|
|
$
|
45
|
|
|
$
|
20
|
|
|
$
|
34
|
|
|
125
|
|
(41)
|
Total assets
|
|
$
|
15,211
|
|
|
$
|
11,708
|
|
|
$
|
8,307
|
|
|
30
|
|
41
|
FICO® Score
|
|
Volume
($ in millions)
|
|
% Share of volume
|
||
Year ended December 31, 2018
|
|
|
|
|
||
740 +
|
|
$
|
3,861
|
|
|
80
|
720–739
|
|
520
|
|
|
11
|
|
700–719
|
|
391
|
|
|
8
|
|
680–699
|
|
74
|
|
|
1
|
|
660–679
|
|
1
|
|
|
—
|
|
Total consumer mortgage financing volume
|
|
$
|
4,847
|
|
|
100
|
Year ended December 31, 2017
|
|
|
|
|
||
740 +
|
|
$
|
3,831
|
|
|
83
|
720–739
|
|
478
|
|
|
10
|
|
700–719
|
|
288
|
|
|
6
|
|
680–699
|
|
22
|
|
|
1
|
|
660–679
|
|
10
|
|
|
—
|
|
Total consumer mortgage financing volume
|
|
$
|
4,629
|
|
|
100
|
Year ended December 31, 2016
|
|
|
|
|
||
740 +
|
|
$
|
3,045
|
|
|
81
|
720–739
|
|
447
|
|
|
12
|
|
700–719
|
|
219
|
|
|
6
|
|
680–699
|
|
30
|
|
|
1
|
|
660–679
|
|
13
|
|
|
—
|
|
Total consumer mortgage financing volume
|
|
$
|
3,754
|
|
|
100
|
Product
|
|
Net UPB (a)
($ in millions)
|
|
% of total net UPB
|
|
WAC
|
|
Net premium
($ in millions)
|
|
Average refreshed LTV (b)
|
|
Average refreshed FICO® (c)
|
|||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Adjustable-rate
|
|
$
|
2,828
|
|
|
19
|
|
3.40
|
%
|
|
$
|
37
|
|
|
53.69
|
%
|
|
775
|
|
Fixed-rate
|
|
12,042
|
|
|
81
|
|
4.15
|
|
|
248
|
|
|
60.97
|
|
|
774
|
|
||
Total
|
|
$
|
14,870
|
|
|
100
|
|
4.01
|
|
|
$
|
285
|
|
|
59.58
|
|
|
774
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Adjustable-rate
|
|
$
|
2,579
|
|
|
23
|
|
3.35
|
%
|
|
$
|
42
|
|
|
56.82
|
%
|
|
774
|
|
Fixed-rate
|
|
8,824
|
|
|
77
|
|
4.02
|
|
|
212
|
|
|
62.02
|
|
|
771
|
|
||
Total
|
|
$
|
11,403
|
|
|
100
|
|
3.87
|
|
|
$
|
254
|
|
|
60.84
|
|
|
772
|
|
(a)
|
Represents UPB net of charge-offs.
|
(b)
|
Updated home values were derived using a combination of appraisals, broker price opinions, automated valuation models, and metropolitan statistical area level house price indices.
|
(c)
|
Updated to reflect changes in credit score since loan origination.
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
|
Favorable/(unfavorable) 2018
–
2017 % change
|
|
Favorable/(unfavorable) 2017–2016 % change
|
||||||
Net financing revenue and other interest income
|
|
|
|
|
|
|
|
|
|
|
||||||
Interest and fees on finance receivables and loans
|
|
$
|
321
|
|
|
$
|
256
|
|
|
$
|
192
|
|
|
25
|
|
33
|
Interest on loans held-for-sale
|
|
10
|
|
|
—
|
|
|
—
|
|
|
n/m
|
|
—
|
|||
Interest expense
|
|
127
|
|
|
89
|
|
|
71
|
|
|
(43)
|
|
(25)
|
|||
Net financing revenue and other interest income
|
|
204
|
|
|
167
|
|
|
121
|
|
|
22
|
|
38
|
|||
Total other revenue
|
|
38
|
|
|
45
|
|
|
26
|
|
|
(16)
|
|
73
|
|||
Total net revenue
|
|
242
|
|
|
212
|
|
|
147
|
|
|
14
|
|
44
|
|||
Provision for loan losses
|
|
12
|
|
|
22
|
|
|
10
|
|
|
45
|
|
(120)
|
|||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Compensation and benefits expense
|
|
53
|
|
|
47
|
|
|
38
|
|
|
(13)
|
|
(24)
|
|||
Other operating expenses
|
|
33
|
|
|
29
|
|
|
28
|
|
|
(14)
|
|
(4)
|
|||
Total noninterest expense
|
|
86
|
|
|
76
|
|
|
66
|
|
|
(13)
|
|
(15)
|
|||
Income from continuing operations before income tax expense
|
|
$
|
144
|
|
|
$
|
114
|
|
|
$
|
71
|
|
|
26
|
|
61
|
Total assets
|
|
$
|
4,670
|
|
|
$
|
3,979
|
|
|
$
|
3,183
|
|
|
17
|
|
25
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Loans held-for-sale, net
|
|
$
|
47
|
|
|
$
|
77
|
|
Finance receivables and loans
|
|
$
|
4,636
|
|
|
$
|
3,910
|
|
Unfunded lending commitments (a)
|
|
$
|
2,141
|
|
|
$
|
1,813
|
|
Total serviced loans
|
|
$
|
5,501
|
|
|
$
|
3,893
|
|
(a)
|
Includes unused revolving credit line commitments for loans held-for-sale and finance receivables and loans, signed commitment letters, and standby letter of credit facilities, which are issued on behalf of clients and may contingently require us to make payments to a third-party beneficiary in the event of a draw by the beneficiary thereunder. As many of these commitments are subject to borrowing base agreements and other restrictive covenants or may expire without being fully drawn, the stated amounts of these letters of credit are not necessarily indicative of future cash requirements.
|
December 31,
|
|
2018
|
|
2017
|
||
Industry
|
|
|
|
|
||
Services
|
|
25.6
|
%
|
|
31.0
|
%
|
Health services
|
|
24.5
|
|
|
15.6
|
|
Automotive and transportation
|
|
12.3
|
|
|
10.3
|
|
Wholesale
|
|
7.5
|
|
|
8.7
|
|
Machinery, equipment, and electronics
|
|
6.0
|
|
|
7.9
|
|
Food and beverages
|
|
5.0
|
|
|
4.1
|
|
Chemicals and metals
|
|
4.9
|
|
|
5.0
|
|
Other manufactured products
|
|
4.7
|
|
|
7.1
|
|
Paper, printing, and publishing
|
|
2.8
|
|
|
3.0
|
|
Construction
|
|
2.2
|
|
|
1.9
|
|
Other
|
|
4.5
|
|
|
5.4
|
|
Total finance receivables and loans
|
|
100.0
|
%
|
|
100.0
|
%
|
Year ended December 31,
($ in millions)
|
|
2018
|
2017
|
|
2016
|
|
Favorable/(unfavorable) 2018–2017 % change
|
|
Favorable/(unfavorable) 2017–2016 % change
|
||||||
Net financing revenue and other interest income
|
|
|
|
|
|
|
|
|
|
||||||
Interest and fees on finance receivables and loans (a)
|
|
$
|
83
|
|
$
|
68
|
|
|
$
|
66
|
|
|
22
|
|
3
|
Interest on loans held-for-sale
|
|
2
|
|
—
|
|
|
—
|
|
|
n/m
|
|
—
|
|||
Interest and dividends on investment securities and other earning assets
|
|
677
|
|
497
|
|
|
319
|
|
|
36
|
|
56
|
|||
Interest on cash and cash equivalents
|
|
62
|
|
30
|
|
|
5
|
|
|
107
|
|
n/m
|
|||
Other, net
|
|
(9
|
)
|
(7
|
)
|
|
(12
|
)
|
|
(29)
|
|
42
|
|||
Total financing revenue and other interest income
|
|
815
|
|
588
|
|
|
378
|
|
|
39
|
|
56
|
|||
Interest expense
|
|
|
|
|
|
|
|
|
|
||||||
Original issue discount amortization (b)
|
|
101
|
|
90
|
|
|
78
|
|
|
(12)
|
|
(15)
|
|||
Other interest expense (c)
|
|
530
|
|
348
|
|
|
337
|
|
|
(52)
|
|
(3)
|
|||
Total interest expense
|
|
631
|
|
438
|
|
|
415
|
|
|
(44)
|
|
(6)
|
|||
Net financing revenue and other interest income
|
|
184
|
|
150
|
|
|
(37
|
)
|
|
23
|
|
n/m
|
|||
Other revenue
|
|
|
|
|
|
|
|
|
|
||||||
Loss on mortgage and automotive loans, net
|
|
(2
|
)
|
(11
|
)
|
|
(6
|
)
|
|
82
|
|
(83)
|
|||
Other gain on investments, net
|
|
8
|
|
24
|
|
|
101
|
|
|
(67)
|
|
(76)
|
|||
Other income, net of losses
|
|
113
|
|
68
|
|
|
67
|
|
|
66
|
|
1
|
|||
Total other revenue
|
|
119
|
|
81
|
|
|
162
|
|
|
47
|
|
(50)
|
|||
Total net revenue
|
|
303
|
|
231
|
|
|
125
|
|
|
31
|
|
85
|
|||
Provision for loan losses
|
|
(15
|
)
|
(16
|
)
|
|
(13
|
)
|
|
(6)
|
|
23
|
|||
Total noninterest expense (d)
|
|
333
|
|
262
|
|
|
199
|
|
|
(27)
|
|
(32)
|
|||
Loss from continuing operations before income tax expense
|
|
$
|
(15
|
)
|
$
|
(15
|
)
|
|
$
|
(61
|
)
|
|
—
|
|
75
|
Total assets
|
|
$
|
33,950
|
|
$
|
29,908
|
|
|
$
|
28,719
|
|
|
14
|
|
4
|
(a)
|
Primarily related to financing revenue from our legacy mortgage portfolio and impacts related to hedging activities associated with our consumer automotive loan portfolio.
|
(b)
|
Amortization is included as interest on long-term debt in the
Consolidated Statement of Income
.
|
(c)
|
Includes the residual impacts of our FTP methodology and impacts of hedging activities of certain debt obligations.
|
(d)
|
Includes reductions of
$854 million
,
$804 million
, and $770 million for the years ended
December 31, 2018
, 2017, and 2016, respectively, related to the allocation of corporate overhead expenses to other segments. The receiving segments record their allocation of corporate overhead expense within other operating expense.
|
Year ended December 31,
($ in millions)
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024 and thereafter (a)
|
|
Total
|
||||||||||||||
Original issue discount
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Outstanding balance at year end
|
|
$
|
1,094
|
|
|
$
|
1,053
|
|
|
$
|
1,008
|
|
|
$
|
959
|
|
|
$
|
903
|
|
|
$
|
—
|
|
|
|
||
Total amortization (b)
|
|
41
|
|
|
41
|
|
|
45
|
|
|
49
|
|
|
56
|
|
|
903
|
|
|
$
|
1,135
|
|
(a)
|
The maximum annual scheduled amortization for any individual year is
$147 million
in 2030.
|
(b)
|
The amortization is included as interest on long-term debt in the
Consolidated Statement of Income
.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Cash
|
|
|
|
|
||||
Noninterest-bearing cash
|
|
$
|
535
|
|
|
$
|
523
|
|
Interest-bearing cash
|
|
3,083
|
|
|
2,425
|
|
||
Total cash
|
|
3,618
|
|
|
2,948
|
|
||
Available-for-sale securities
|
|
|
|
|
||||
Debt securities
|
|
|
|
|
||||
U.S. Treasury and federal agencies
|
|
1,391
|
|
|
1,397
|
|
||
U.S. States and political subdivisions
|
|
111
|
|
|
81
|
|
||
Agency mortgage-backed residential
|
|
16,380
|
|
|
13,678
|
|
||
Mortgage-backed residential
|
|
2,551
|
|
|
2,320
|
|
||
Mortgage-backed commercial
|
|
717
|
|
|
519
|
|
||
Asset-backed
|
|
723
|
|
|
936
|
|
||
Total available-for-sale securities
|
|
21,873
|
|
|
18,931
|
|
||
Held-to-maturity securities
|
|
|
|
|
||||
Debt securities
|
|
|
|
|
||||
Agency mortgage-backed residential
|
|
2,264
|
|
|
1,829
|
|
||
Asset-backed retained notes
|
|
43
|
|
|
36
|
|
||
Total held-to-maturity securities
|
|
2,307
|
|
|
1,865
|
|
||
Total cash and securities
|
|
$
|
27,798
|
|
|
$
|
23,744
|
|
|
4th quarter 2018
|
|
3rd quarter 2018
|
|
2nd quarter 2018
|
|
1st quarter 2018
|
|
4th quarter 2017
|
||||||||||
Trading days (a)
|
62.0
|
|
|
62.5
|
|
|
64.0
|
|
|
61.0
|
|
|
62.5
|
|
|||||
Average customer trades per day
(in thousands)
|
19.6
|
|
|
19.1
|
|
|
18.0
|
|
|
21.8
|
|
|
16.8
|
|
|||||
Funded accounts (b)
(in thousands)
|
302
|
|
|
287
|
|
|
271
|
|
|
259
|
|
|
245
|
|
|||||
Total net customer assets
($ in millions)
|
$
|
5,804
|
|
|
$
|
6,608
|
|
|
$
|
5,990
|
|
|
$
|
5,473
|
|
|
$
|
5,354
|
|
Total customer cash balances
($ in millions)
|
$
|
1,159
|
|
|
$
|
1,178
|
|
|
$
|
1,166
|
|
|
$
|
1,111
|
|
|
$
|
1,144
|
|
(a)
|
Represents the number of days the New York Stock Exchange and other U.S. stock exchange markets are open for trading. A half day represents a day when the U.S. markets close early.
|
(b)
|
Represents open and funded brokerage accounts.
|
•
|
Business lines
— Responsible for owning and managing all of the risks that emanate from their risk-taking activities, including business units and support functions.
|
•
|
Independent risk management
— Responsible for establishing and maintaining our risk-management framework and promulgating it enterprise-wide. Independent risk management also provides an objective, critical assessment of risks and—through oversight, effective challenge, and other means—evaluates whether Ally remains aligned with its risk appetite.
|
•
|
Internal audit
— Provides its own independent assessments of the effectiveness of our risk management, internal controls, and governance; and independent assessments regarding the quality of our loan portfolios. Internal audit includes Audit Services and the Loan Review Group.
|
•
|
Credit risk
— The risk of loss arising from an obligor not meeting its contractual obligations to us.
|
•
|
Insurance/underwriting risk
— The risk of loss or of adverse change in the value of insurance liabilities, due to inadequate pricing and provisioning assumptions.
|
•
|
Liquidity risk
— The risk that our financial condition or overall safety and soundness is adversely affected by the actual or perceived inability to liquidate assets or obtain adequate funding or to easily unwind or offset specific exposures without significantly lowering market prices because of inadequate market depth or market disruptions. Refer to discussion in the section titled
Liquidity Management, Funding, and Regulatory Capital
within this MD&A.
|
•
|
Market risk
— The risk of loss arising from
changes in the value of our assets or liabilities (including derivatives) caused by movements in market variables such as interest rates, credit spreads, foreign-exchange rates, and equity and commodity prices.
Market risk includes interest rate risk, investment risk, and lease residual risk.
|
•
|
Business/strategic risk
— The
risk resulting from the pursuit of business plans that turn out to be unsuccessful due to a variety of factors
.
|
•
|
Reputation risk
— The
risk arising from negative public opinion on our business practices, whether true or not, that will cause a decline in the customer base, litigation, or revenue reductions.
|
•
|
Operational risk
— The
risk of loss or harm arising from inadequate or failed processes or systems, human factors, or external events.
|
•
|
Information technology/security risk
— The
risk resulting from the failure of, or insufficiency in, information technology (e.g., system outage) or intentional or accidental unauthorized access, sharing, removal, tampering, or disposal of company and customer data or records.
|
•
|
Compliance risk
— The risk
of legal or regulatory sanctions, financial loss, or damage to reputation resulting from failure to comply with laws, regulations, rules, other regulatory requirements, or codes of conduct and other standards of self-regulatory organizations applicable to the banking organization (applicable rules and standards).
|
•
|
Conduct risk
— The
risk of customer harm, employee harm, reputational damage, regulatory sanction, or financial loss resulting from the behavior of our employees and contractors toward customers, counterparties, other employees and contractors, or the markets in which we operate.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Finance receivables and loans
|
|
|
|
|
||||
Automotive Finance
|
|
$
|
108,463
|
|
|
$
|
105,129
|
|
Mortgage Finance
|
|
15,155
|
|
|
11,657
|
|
||
Corporate Finance
|
|
4,636
|
|
|
3,910
|
|
||
Corporate and Other (a)
|
|
1,672
|
|
|
2,197
|
|
||
Total finance receivables and loans
|
|
129,926
|
|
|
122,893
|
|
||
Loans held-for-sale
|
|
|
|
|
||||
Automotive Finance
|
|
210
|
|
|
—
|
|
||
Mortgage Finance (b)
|
|
8
|
|
|
13
|
|
||
Corporate Finance
|
|
47
|
|
|
77
|
|
||
Corporate and Other
|
|
49
|
|
|
18
|
|
||
Total loans held-for-sale
|
|
314
|
|
|
108
|
|
||
Total on-balance sheet loans
|
|
130,240
|
|
|
123,001
|
|
||
Off-balance sheet securitized loans
|
|
|
|
|
||||
Automotive Finance (c)
|
|
1,235
|
|
|
1,964
|
|
||
Whole-loan sales
|
|
|
|
|
||||
Automotive Finance (c)
|
|
634
|
|
|
1,399
|
|
||
Total off-balance sheet loans
|
|
1,869
|
|
|
3,363
|
|
||
Operating lease assets
|
|
|
|
|
||||
Automotive Finance
|
|
8,417
|
|
|
8,741
|
|
||
Total loan and operating lease exposure
|
|
$
|
140,526
|
|
|
$
|
135,105
|
|
(a)
|
Includes
$1.5 billion
and
$2.1 billion
of consumer mortgage loans in our legacy mortgage portfolio at
December 31, 2018
, and
December 31, 2017
, respectively.
|
(b)
|
Represents the current balance of conforming mortgages originated directly to the held-for-sale portfolio.
|
(c)
|
Represents the current unpaid principal balance of outstanding loans based on our customary representation and warranty provisions.
|
•
|
Finance receivables and loans
— Loans that we have the intent and ability to hold for the foreseeable future or until maturity, or loans associated with an on-balance sheet securitization classified as secured borrowing. Finance receivables and loans are reported at their gross carrying value, which includes the principal amount outstanding, net of unamortized deferred fees and costs on originated loans, unamortized premiums and discounts on purchased loans, unamortized basis adjustments arising from the designation of finance receivables and loans as the hedged item in qualifying fair value hedge relationships, and cumulative principal charge-offs. We refer to the gross carrying value less the allowance for loan loss as the net carrying value in finance receivables and loans. We manage the economic risks of these exposures, including credit risk, by adjusting underwriting standards and risk limits, augmenting our servicing and collection activities (including loan modifications and restructurings), and optimizing our product and geographic concentrations. Additionally, we may elect to account for certain mortgage loans at fair value. Changes
|
•
|
Loans held-for-sale
— Loans that we do not have the intent and ability to hold for the foreseeable future or until maturity. These loans are recorded on our balance sheet at the lower of their net carrying value or fair market value and are evaluated by portfolio and product type. Changes in the recorded value are recognized in a valuation allowance and reflected in current period earnings. We manage the economic risks of these exposures, including market and credit risks, in various ways including the use of market-based instruments, such as derivatives.
|
•
|
Off-balance sheet securitized loans
— Loans that we transfer off-balance sheet to nonconsolidated variable interest entities. Our exposure is primarily limited to customary representation and warranty provisions. Similar to finance receivables and loans, we manage the economic risks of these exposures through activities including servicing and collections.
|
•
|
Whole-loan sales
— Loans that we transfer off-balance sheet to third-party investors. Our exposure is primarily limited to customary representation and warranty provisions. Similar to finance receivables and loans, we manage the economic risks of these exposures through activities including servicing and collections.
|
•
|
Operating lease assets
— The net book value of the automotive assets we lease includes the expected residual values upon remarketing the vehicles at the end of the lease and is reported net of accumulated depreciation. We are exposed to fluctuations in the expected residual value upon remarketing the vehicle at the end of the lease, and as such at contract inception, we determine pricing based on the projected residual value of the leased vehicle. This evaluation is primarily based on a proprietary model, which includes variables such as age, expected mileage, seasonality, segment factors, vehicle type, economic indicators, production cycle, automotive manufacturer incentives, and shifts in used vehicle supply. This internally-generated data is compared against third-party, independent data for reasonableness. Periodically, we revise the projected value of the leased vehicle at termination based on current market conditions and adjust depreciation expense appropriately over the remaining life of the contract. At termination, our actual sales proceeds from remarketing the vehicle may be higher or lower than the estimated residual value resulting in a gain or loss on remarketing recorded through depreciation expense. The balance sheet reflects both the operating lease asset as well as any associated rent receivables. The operating lease rent receivable is accrued when collection is reasonably assured and presented as a component of other assets. The operating lease asset is reviewed for impairment in accordance with applicable accounting standards.
|
|
|
Outstanding
|
|
Nonperforming (a)
|
|
Accruing past due 90 days or more (b)
|
||||||||||||||||||
December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||
Consumer automotive (c) (d)
|
|
$
|
70,539
|
|
|
$
|
68,071
|
|
|
$
|
664
|
|
|
$
|
603
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgage Finance
|
|
15,155
|
|
|
11,657
|
|
|
9
|
|
|
25
|
|
|
—
|
|
|
—
|
|
||||||
Mortgage — Legacy
|
|
1,546
|
|
|
2,093
|
|
|
70
|
|
|
92
|
|
|
—
|
|
|
—
|
|
||||||
Total consumer finance receivables and loans
|
|
$
|
87,240
|
|
|
$
|
81,821
|
|
|
$
|
743
|
|
|
$
|
720
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(a)
|
Includes nonaccrual TDR loans of $257 million and $219 million at
December 31, 2018
, and
December 31, 2017
, respectively.
|
(b)
|
Loans are generally
placed on nonaccrual status when principal or interest has been delinquent for 90 days or when full collection is not expected
. Refer to
Note 1
to the
Consolidated Financial Statements
for a description of our accounting policies for finance receivables and loans.
|
(c)
|
Certain finance receivables and loans are included in fair value hedging relationships. Refer to
Note 21
to the
Consolidated Financial Statements
for additional information.
|
(d)
|
Includes outstanding CSG loans of $7.9 billion and $7.3 billion at
December 31, 2018
, and
December 31, 2017
, respectively, and RV loans of $1.7 billion and $1.8 billion at
December 31, 2018
, and
December 31, 2017
, respectively.
|
(a)
|
Net charge-off ratios are calculated as net charge-offs divided by average outstanding finance receivables and loans excluding loans measured at fair value and loans held-for-sale during the period for each loan category.
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Consumer automotive
|
|
$
|
31,321
|
|
|
$
|
30,448
|
|
Consumer mortgage (a)
|
|
703
|
|
|
284
|
|
||
Total consumer loan originations
|
|
$
|
32,024
|
|
|
$
|
30,732
|
|
(a)
|
Excludes bulk loan purchases associated with our Mortgage Finance operations and includes $302 million of loans originated as held-for-sale for the
year ended
December 31, 2018
, and $136 million for the
year ended
December 31, 2017
.
|
|
|
2018 (a)
|
|
2017
|
||||||||
December 31,
|
|
Consumer automotive
|
|
Consumer mortgage
|
|
Consumer automotive
|
|
Consumer mortgage
|
||||
California
|
|
8.4
|
%
|
|
36.9
|
%
|
|
8.2
|
%
|
|
34.6
|
%
|
Texas
|
|
12.8
|
|
|
6.2
|
|
|
13.2
|
|
|
6.5
|
|
Florida
|
|
8.8
|
|
|
4.7
|
|
|
8.5
|
|
|
4.8
|
|
Pennsylvania
|
|
4.5
|
|
|
1.4
|
|
|
4.6
|
|
|
1.5
|
|
Illinois
|
|
4.1
|
|
|
3.0
|
|
|
4.2
|
|
|
3.2
|
|
Georgia
|
|
4.1
|
|
|
2.8
|
|
|
4.2
|
|
|
2.5
|
|
North Carolina
|
|
3.9
|
|
|
1.7
|
|
|
3.7
|
|
|
1.8
|
|
New York
|
|
3.1
|
|
|
2.4
|
|
|
3.0
|
|
|
2.2
|
|
Ohio
|
|
3.5
|
|
|
0.4
|
|
|
3.4
|
|
|
0.5
|
|
New Jersey
|
|
2.7
|
|
|
2.1
|
|
|
2.6
|
|
|
2.1
|
|
Other United States
|
|
44.1
|
|
|
38.4
|
|
|
44.4
|
|
|
40.3
|
|
Total consumer loans
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
(a)
|
Presentation is in descending order as a percentage of total consumer finance receivables and loans at
December 31, 2018
.
|
(a)
|
Includes nonaccrual TDR loans of $86 million and $51 million at
December 31, 2018
, and
December 31, 2017
, respectively.
|
(b)
|
Loans are generally
placed on nonaccrual status when principal or interest has been delinquent for 90 days or when full collection is not expected
. Refer to
Note 1
to the
Consolidated Financial Statements
for a description of our accounting policies for finance receivables and loans.
|
(c)
|
Other commercial primarily includes senior secured commercial lending largely associated with our Corporate Finance operations.
|
|
|
Net charge-offs
|
|
Net charge-off ratios (a)
|
||||||||||
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
||||||
Automotive
|
|
$
|
5
|
|
|
$
|
2
|
|
|
—
|
%
|
|
—
|
%
|
Other
|
|
3
|
|
|
16
|
|
|
0.1
|
|
|
0.5
|
|
||
Total commercial finance receivables and loans
|
|
$
|
8
|
|
|
$
|
18
|
|
|
—
|
|
|
—
|
|
(a)
|
Net charge-off ratios are calculated as net charge-offs divided by average outstanding finance receivables and loans excluding loans measured at fair value and loans held-for-sale during the period for each loan category.
|
December 31,
|
|
2018
|
|
2017
|
||
Texas
|
|
15.5
|
%
|
|
15.7
|
%
|
Florida
|
|
11.6
|
|
|
10.3
|
|
California
|
|
8.3
|
|
|
8.2
|
|
Michigan
|
|
6.8
|
|
|
7.7
|
|
New York
|
|
4.8
|
|
|
2.1
|
|
Georgia
|
|
4.0
|
|
|
4.6
|
|
North Carolina
|
|
3.6
|
|
|
3.6
|
|
South Carolina
|
|
3.4
|
|
|
3.5
|
|
New Jersey
|
|
3.1
|
|
|
3.6
|
|
Utah
|
|
2.6
|
|
|
1.6
|
|
Other United States
|
|
36.3
|
|
|
39.1
|
|
Total commercial real estate finance receivables and loans
|
|
100.0
|
%
|
|
100.0
|
%
|
December 31,
|
|
2018
|
|
2017
|
||
Industry
|
|
|
|
|
||
Automotive
|
|
80.6
|
%
|
|
76.3
|
%
|
Services
|
|
5.0
|
|
|
6.7
|
|
Health/Medical
|
|
3.7
|
|
|
4.9
|
|
Other
|
|
10.7
|
|
|
12.1
|
|
Total commercial criticized finance receivables and loans
|
|
100.0
|
%
|
|
100.0
|
%
|
December 31, 2018
($ in millions)
|
Within 1 year (a)
|
|
1–5 years
|
|
After 5 years
|
|
Total (b)
|
||||||||
Commercial and industrial
|
$
|
32,658
|
|
|
$
|
3,855
|
|
|
$
|
1,364
|
|
|
$
|
37,877
|
|
Commercial real estate
|
138
|
|
|
2,067
|
|
|
2,604
|
|
|
4,809
|
|
||||
Total commercial finance receivables and loans
|
$
|
32,796
|
|
|
$
|
5,922
|
|
|
$
|
3,968
|
|
|
$
|
42,686
|
|
Loans at fixed interest rates
|
|
|
$
|
1,424
|
|
|
$
|
2,708
|
|
|
|
||||
Loans at variable interest rates
|
|
|
4,498
|
|
|
1,260
|
|
|
|
||||||
Total commercial finance receivables and loans
|
|
|
$
|
5,922
|
|
|
$
|
3,968
|
|
|
|
(a)
|
Includes loans (e.g., floorplan) with revolving terms.
|
(b)
|
Loan maturities are based on the remaining maturities under contractual terms.
|
Year ended December 31, 2018
($ in millions)
|
|
Consumer automotive
|
|
Consumer mortgage
|
|
Total consumer
|
|
Commercial
|
|
Total
|
||||||||||
Allowance at January 1, 2018
|
|
$
|
1,066
|
|
|
$
|
79
|
|
|
$
|
1,145
|
|
|
$
|
131
|
|
|
$
|
1,276
|
|
Charge-offs (a)
|
|
(1,383
|
)
|
|
(35
|
)
|
|
(1,418
|
)
|
|
(15
|
)
|
|
(1,433
|
)
|
|||||
Recoveries
|
|
456
|
|
|
25
|
|
|
481
|
|
|
7
|
|
|
488
|
|
|||||
Net charge-offs
|
|
(927
|
)
|
|
(10
|
)
|
|
(937
|
)
|
|
(8
|
)
|
|
(945
|
)
|
|||||
Provision for loan losses
|
|
911
|
|
|
(15
|
)
|
|
896
|
|
|
22
|
|
|
918
|
|
|||||
Other (b)
|
|
(2
|
)
|
|
(1
|
)
|
|
(3
|
)
|
|
(4
|
)
|
|
(7
|
)
|
|||||
Allowance at December 31, 2018
|
|
$
|
1,048
|
|
|
$
|
53
|
|
|
$
|
1,101
|
|
|
$
|
141
|
|
|
$
|
1,242
|
|
Allowance for loan losses to finance receivables and loans outstanding at December 31, 2018 (c)
|
|
1.5
|
%
|
|
0.3
|
%
|
|
1.3
|
%
|
|
0.3
|
%
|
|
1.0
|
%
|
|||||
Net charge-offs to average finance receivables and loans outstanding for the year ended December 31, 2018
|
|
1.3
|
%
|
|
0.1
|
%
|
|
1.1
|
%
|
|
—
|
%
|
|
0.8
|
%
|
|||||
Allowance for loan losses to total nonperforming finance receivables and loans at December 31, 2018 (c)
|
|
157.8
|
%
|
|
67.3
|
%
|
|
148.2
|
%
|
|
40.5
|
%
|
|
113.8
|
%
|
|||||
Ratio of allowance for loan losses to net charge-offs at December 31, 2018
|
|
1.1
|
|
|
5.3
|
|
|
1.2
|
|
|
16.7
|
|
|
1.3
|
|
(a)
|
Represents the amount of the gross carrying value directly written off. For consumer and commercial loans, the loss from a charge-off is measured as the difference between the gross carrying value of a loan and the fair value of the collateral, less costs to sell. Refer to
Note 1
to the
Consolidated Financial Statements
for more information regarding our charge-off policies.
|
(b)
|
Primarily related to the transfer of finance receivables and loans from held-for-investment to held-for-sale.
|
(c)
|
Coverage percentages are based on the allowance for loan losses related to finance receivables and loans excluding those loans held at fair value as a percentage of the gross carrying value.
|
Year ended December 31, 2017
($ in millions)
|
|
Consumer automotive
|
|
Consumer mortgage
|
|
Total consumer
|
|
Commercial
|
|
Total
|
||||||||||
Allowance at January 1, 2017
|
|
$
|
932
|
|
|
$
|
91
|
|
|
$
|
1,023
|
|
|
$
|
121
|
|
|
$
|
1,144
|
|
Charge-offs (a)
|
|
(1,344
|
)
|
|
(30
|
)
|
|
(1,374
|
)
|
|
(18
|
)
|
|
(1,392
|
)
|
|||||
Recoveries
|
|
358
|
|
|
24
|
|
|
382
|
|
|
—
|
|
|
382
|
|
|||||
Net charge-offs
|
|
(986
|
)
|
|
(6
|
)
|
|
(992
|
)
|
|
(18
|
)
|
|
(1,010
|
)
|
|||||
Provision for loan losses
|
|
1,127
|
|
|
(7
|
)
|
|
1,120
|
|
|
28
|
|
|
1,148
|
|
|||||
Other (b)
|
|
(7
|
)
|
|
1
|
|
|
(6
|
)
|
|
—
|
|
|
(6
|
)
|
|||||
Allowance at December 31, 2017
|
|
$
|
1,066
|
|
|
$
|
79
|
|
|
$
|
1,145
|
|
|
$
|
131
|
|
|
$
|
1,276
|
|
Allowance for loan losses to finance receivables and loans outstanding at December 31, 2017 (c)
|
|
1.6
|
%
|
|
0.6
|
%
|
|
1.4
|
%
|
|
0.3
|
%
|
|
1.0
|
%
|
|||||
Net charge-offs to average finance receivables and loans outstanding for the year ended December 31, 2017
|
|
1.5
|
%
|
|
0.1
|
%
|
|
1.3
|
%
|
|
—
|
%
|
|
0.8
|
%
|
|||||
Allowance for loan losses to total nonperforming finance receivables and loans at December 31, 2017 (c)
|
|
176.9
|
%
|
|
67.3
|
%
|
|
159.1
|
%
|
|
182.2
|
%
|
|
161.2
|
%
|
|||||
Ratio of allowance for loan losses to net charge-offs at December 31, 2017
|
|
1.1
|
|
|
12.2
|
|
|
1.2
|
|
|
7.3
|
|
|
1.3
|
|
(a)
|
Represents the amount of the gross carrying value directly written off. For consumer and commercial loans, the loss from a charge-off is measured as the difference between the gross carrying value of a loan and the fair value of the collateral, less costs to sell. Refer to
Note 1
to the
Consolidated Financial Statements
for more information regarding our charge-off policies.
|
(b)
|
Primarily related to the transfer of finance receivables and loans from held-for-investment to held-for-sale.
|
(c)
|
Coverage percentages are based on the allowance for loan losses related to finance receivables and loans excluding those loans held at fair value as a percentage of the gross carrying value.
|
|
|
2018
|
|
2017
|
||||||||||||||||
December 31,
($ in millions)
|
|
Allowance for loan losses
|
|
Allowance as a % of loans outstanding
|
|
Allowance as a % of total allowance for loan losses
|
|
Allowance for loan losses
|
|
Allowance as a % of loans outstanding
|
|
Allowance as a % of total allowance for loan losses
|
||||||||
Consumer
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Consumer automotive
|
|
$
|
1,048
|
|
|
1.5
|
%
|
|
84.3
|
%
|
|
$
|
1,066
|
|
|
1.6
|
%
|
|
83.5
|
%
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Mortgage Finance
|
|
16
|
|
|
0.1
|
|
|
1.3
|
|
|
19
|
|
|
0.2
|
|
|
1.5
|
|
||
Mortgage — Legacy
|
|
37
|
|
|
2.4
|
|
|
3.0
|
|
|
60
|
|
|
2.9
|
|
|
4.7
|
|
||
Total consumer mortgage
|
|
53
|
|
|
0.3
|
|
|
4.3
|
|
|
79
|
|
|
0.6
|
|
|
6.2
|
|
||
Total consumer loans
|
|
1,101
|
|
|
1.3
|
|
|
88.6
|
|
|
1,145
|
|
|
1.4
|
|
|
89.7
|
|
||
Commercial
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Automotive
|
|
36
|
|
|
0.1
|
|
|
2.9
|
|
|
37
|
|
|
0.1
|
|
|
2.9
|
|
||
Other
|
|
77
|
|
|
1.8
|
|
|
6.2
|
|
|
68
|
|
|
1.7
|
|
|
5.4
|
|
||
Commercial real estate
|
|
28
|
|
|
0.6
|
|
|
2.3
|
|
|
26
|
|
|
0.6
|
|
|
2.0
|
|
||
Total commercial loans
|
|
141
|
|
|
0.3
|
|
|
11.4
|
|
|
131
|
|
|
0.3
|
|
|
10.3
|
|
||
Total allowance for loan losses
|
|
$
|
1,242
|
|
|
1.0
|
|
|
100.0
|
%
|
|
$
|
1,276
|
|
|
1.0
|
|
|
100.0
|
%
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Consumer
|
|
|
|
|
|
|
||||||
Consumer automotive
|
|
$
|
911
|
|
|
$
|
1,127
|
|
|
$
|
919
|
|
Consumer mortgage
|
|
|
|
|
|
|
||||||
Mortgage Finance
|
|
1
|
|
|
8
|
|
|
(4
|
)
|
|||
Mortgage — Legacy
|
|
(16
|
)
|
|
(15
|
)
|
|
(12
|
)
|
|||
Total consumer mortgage
|
|
(15
|
)
|
|
(7
|
)
|
|
(16
|
)
|
|||
Total consumer loans
|
|
896
|
|
|
1,120
|
|
|
903
|
|
|||
Commercial
|
|
|
|
|
|
|
||||||
Commercial and industrial
|
|
|
|
|
|
|
||||||
Automotive
|
|
8
|
|
|
6
|
|
|
4
|
|
|||
Other
|
|
12
|
|
|
21
|
|
|
9
|
|
|||
Commercial real estate
|
|
2
|
|
|
1
|
|
|
1
|
|
|||
Total commercial loans
|
|
22
|
|
|
28
|
|
|
14
|
|
|||
Total provision for loan losses
|
|
$
|
918
|
|
|
$
|
1,148
|
|
|
$
|
917
|
|
(a)
|
Refer to the section below titled
Net Financing Revenue Sensitivity Analysis
for information on the interest rate sensitivity of our financial instruments.
|
|
|
2018
|
|
2017
|
||||||||||||
December 31,
($ in millions)
|
|
Gradual (a)
|
|
Instantaneous
|
|
Gradual (a)
|
|
Instantaneous
|
||||||||
Change in interest rates
|
|
|
|
|
|
|
|
|
||||||||
-100 basis points
|
|
$
|
(20
|
)
|
|
$
|
(34
|
)
|
|
$
|
(22
|
)
|
|
$
|
15
|
|
+100 basis points
|
|
51
|
|
|
10
|
|
|
(18
|
)
|
|
(106
|
)
|
||||
+200 basis points
|
|
81
|
|
|
(10
|
)
|
|
(68
|
)
|
|
(294
|
)
|
(a)
|
Gradual changes in interest rates are recognized over twelve months.
|
•
|
Priced residual value projections
— At contract inception, we determine pricing based on the projected residual value of the leased vehicle. This evaluation is primarily based on a proprietary model, which includes variables such as age, expected mileage, seasonality, segment factors, vehicle type, economic indicators, production cycle, automotive manufacturer incentives, and unanticipated shifts in used vehicle supply. This internally-generated data is compared against third-party, independent data for reasonableness. Periodically, we revise the projected value of the leased vehicle at termination based on current market conditions and adjust depreciation expense if necessary over the remaining life of the contract. At termination, our actual sales proceeds from remarketing the vehicle may be higher or lower than the estimated residual value resulting in a gain or loss on remarketing recorded through depreciation expense.
|
•
|
Remarketing abilities
— Our ability to efficiently process and effectively market off-lease vehicles affects the disposal costs and the proceeds realized from vehicle sales. Vehicles can be remarketed through auction (internet and physical), sale to dealer, sale to lessee, and other methods. The results within these channels vary, with physical auction typically resulting in the lowest-priced outcome.
|
•
|
Manufacturer vehicle and marketing programs
— Automotive manufacturers influence operating lease residual results in the following ways:
|
◦
|
The brand image of automotive manufacturers and consumer demand for their products affect residual risk.
|
◦
|
Automotive manufacturer marketing programs may influence the used vehicle market for those vehicles through programs such as incentives on new vehicles, programs designed to encourage lessees to terminate their operating leases early in conjunction with the acquisition of a new vehicle (referred to as pull-ahead programs), and special rate used vehicle programs.
|
•
|
Used vehicle market
— We have exposure to changes in used vehicle prices. General economic conditions, used vehicle supply and demand, and new vehicle market prices heavily influence used vehicle prices.
|
Year ended December 31,
|
|
2018
|
|
2017
|
|
2016
|
||||||
Off-lease vehicles terminated
(in units)
|
|
135,365
|
|
|
268,054
|
|
|
307,557
|
|
|||
Average gain per vehicle
($ per unit)
|
|
$
|
661
|
|
|
$
|
462
|
|
|
$
|
691
|
|
Method of vehicle sales
|
|
|
|
|
|
|
||||||
Auction
|
|
|
|
|
|
|
||||||
Internet
|
|
52
|
%
|
|
56
|
%
|
|
55
|
%
|
|||
Physical
|
|
15
|
|
|
13
|
|
|
13
|
|
|||
Sale to dealer, lessee, and other
|
|
33
|
|
|
31
|
|
|
32
|
|
December 31,
|
|
2018
|
|
2017
|
|
2016
|
|||
Sport utility vehicle
|
|
57
|
%
|
|
55
|
%
|
|
52
|
%
|
Truck
|
|
31
|
|
|
27
|
|
|
17
|
|
Car
|
|
12
|
|
|
18
|
|
|
31
|
|
December 31,
|
|
2018
|
|
2017
|
|
2016
|
|||
Chrysler vehicles
|
|
94
|
%
|
|
79
|
%
|
|
44
|
%
|
GM vehicles
|
|
1
|
|
|
12
|
|
|
51
|
|
Other
|
|
5
|
|
|
9
|
|
|
5
|
|
•
|
Business disruption risk
— The risk of significant disruption to our operations resulting from natural disasters, external technology outages, or other external events.
|
•
|
Fraud risk
— The risk from deliberate misrepresentation or concealment of information material to a transaction with the intent to deceive another and that is reasonably relied on or used in decision making. Fraud can occur internally (e.g., employees) or externally (e.g., criminal activity, third-party suppliers).
|
•
|
Human capital risk
— The risk caused by high turnover, inadequate or improper staffing levels, departure/unavailability of key personnel, or inadequate training and includes our exposure to worker’s compensation and employment litigation.
|
•
|
Legal risk
— The risk arising from the potential that unenforceable contracts, lawsuits, or adverse judgments can disrupt or otherwise negatively affect our operations or condition.
|
•
|
Model risk
— The potential for adverse consequences from decisions based on incorrect or misused model assumptions, inputs, outputs, and reports. This risk may include fundamental errors within the model that produce inaccurate outputs or that the model is used incorrectly or inappropriately.
|
•
|
Process execution and management risk
— The risk caused by failure to execute or adhere to policies, standards, procedures, processes, controls, and activities as designed and documented.
|
•
|
Supplier (third party) risk
— The risk associated with third-party suppliers and their delivery of products or services and effect on overall business performance. This includes a supplier’s failure to comply with information technology requirements, information and physical security, laws, rules, regulations, and legal agreements.
|
(a)
|
Funding from committed secured credit facilities is available on request in the event excess collateral resides in certain facilities or the extent incremental collateral is available and contributed to the facilities.
|
|
4th quarter 2018
|
3rd quarter 2018
|
2nd quarter 2018
|
1st quarter 2018
|
4th quarter 2017
|
3rd quarter 2017
|
2nd quarter 2017
|
1st quarter 2017
|
||||||||||||||||
Number of retail bank accounts
(in thousands)
|
3,238
|
|
3,079
|
|
2,947
|
|
2,864
|
|
2,740
|
|
2,603
|
|
2,474
|
|
2,366
|
|
||||||||
Deposits
($ in millions)
|
|
|
|
|
|
|
|
|
||||||||||||||||
Retail
|
$
|
89,121
|
|
$
|
84,629
|
|
$
|
81,736
|
|
$
|
81,657
|
|
$
|
77,925
|
|
$
|
74,928
|
|
$
|
71,094
|
|
$
|
69,971
|
|
Brokered (a)
|
16,914
|
|
16,567
|
|
16,839
|
|
15,661
|
|
15,211
|
|
15,045
|
|
14,937
|
|
14,327
|
|
||||||||
Other (b)
|
143
|
|
183
|
|
159
|
|
128
|
|
120
|
|
143
|
|
152
|
|
188
|
|
||||||||
Total deposits
|
$
|
106,178
|
|
$
|
101,379
|
|
$
|
98,734
|
|
$
|
97,446
|
|
$
|
93,256
|
|
$
|
90,116
|
|
$
|
86,183
|
|
$
|
84,486
|
|
(a)
|
Brokered deposit balances include a deposit related to Ally Invest customer cash balances deposited at Ally Bank by a third party of
$1.1 billion
as of December 31, 2018, and $1.2 billion as of the end of each other quarter presented.
|
(b)
|
Other deposits include mortgage escrow, dealer, and other deposits.
|
•
|
We closed, renewed, increased, or extended
$8.6 billion
in committed secured credit facilities during the
year ended
December 31, 2018
.
|
•
|
We continued to access the public and private term asset-backed securitization markets raising
$7.4 billion
during the
year ended
December 31, 2018
. During 2018, we raised
$4.8 billion
through securitizations backed by consumer automotive loans. We also raised approximately
$2.6 billion
through public securitizations backed by dealer floorplan automotive assets.
|
•
|
In February 2019, we raised approximately $1.0 billion through a public securitization backed by consumer automotive loans.
|
|
|
On-balance sheet funding
|
|
% Share of funding
|
||||||||
December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||
Deposits
|
|
$
|
106,178
|
|
|
$
|
93,256
|
|
|
66
|
|
63
|
Debt
|
|
|
|
|
|
|
|
|
||||
Secured financings
|
|
39,657
|
|
|
36,869
|
|
|
25
|
|
25
|
||
Institutional term debt
|
|
11,632
|
|
|
15,099
|
|
|
7
|
|
10
|
||
Retail debt programs (a)
|
|
2,824
|
|
|
3,463
|
|
|
2
|
|
2
|
||
Total debt (b)
|
|
54,113
|
|
|
55,431
|
|
|
34
|
|
37
|
||
Total on-balance sheet funding
|
|
$
|
160,291
|
|
|
$
|
148,687
|
|
|
100
|
|
100
|
(a)
|
Includes
$347 million
and $292 million of retail term notes at
December 31, 2018
, and December 31, 2017, respectively.
|
(b)
|
Excludes fair value adjustment as described in
Note 21
to the
Consolidated Financial Statements
.
|
|
|
Common stock repurchased during period (a)
|
|
Number of common shares outstanding
|
|
Cash dividends declared per common share (b)
|
|||||||||||
($ in millions, except per share data; shares in thousands)
|
|
Approximate dollar value
|
|
Number of shares
|
|
Beginning of period
|
|
End of period
|
|
||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|||||||
Third quarter
|
|
$
|
159
|
|
|
8,298
|
|
|
483,753
|
|
|
475,470
|
|
|
$
|
0.08
|
|
Fourth quarter
|
|
167
|
|
|
8,745
|
|
|
475,470
|
|
|
467,000
|
|
|
0.08
|
|
||
2017
|
|
|
|
|
|
|
|
|
|
|
|||||||
First quarter
|
|
$
|
169
|
|
|
8,097
|
|
|
467,000
|
|
|
462,193
|
|
|
$
|
0.08
|
|
Second quarter
|
|
204
|
|
|
10,485
|
|
|
462,193
|
|
|
452,292
|
|
|
0.08
|
|
||
Third quarter
|
|
190
|
|
|
8,507
|
|
|
452,292
|
|
|
443,796
|
|
|
0.12
|
|
||
Fourth quarter
|
|
190
|
|
|
7,033
|
|
|
443,796
|
|
|
437,054
|
|
|
0.12
|
|
||
2018
|
|
|
|
|
|
|
|
|
|
|
|||||||
First quarter
|
|
$
|
185
|
|
|
6,473
|
|
|
437,054
|
|
|
432,691
|
|
|
$
|
0.13
|
|
Second quarter
|
|
195
|
|
|
7,280
|
|
|
432,691
|
|
|
425,752
|
|
|
0.13
|
|
||
Third quarter
|
|
250
|
|
|
9,194
|
|
|
425,752
|
|
|
416,591
|
|
|
0.15
|
|
||
Fourth quarter
|
|
309
|
|
|
12,121
|
|
|
416,591
|
|
|
404,900
|
|
|
0.15
|
|
(a)
|
Includes shares of common stock withheld to cover income taxes owed by participants in our share-based incentive plans.
|
(b)
|
On
January 14, 2019
, the Board declared a quarterly cash dividend of
$0.17
per share on all common stock, payable on
February 15, 2019
. Refer to
Note 31
to the
Consolidated Financial Statements
for further information regarding this common stock dividend.
|
Rating agency
|
|
Short-term
|
|
Senior unsecured debt
|
|
Outlook
|
|
Date of last action
|
Fitch
|
|
B
|
|
BB+
|
|
Positive
|
|
August 28, 2018 (a)
|
Moody’s
|
|
Not Prime
|
|
Ba2
|
|
Stable
|
|
February 11, 2019 (b)
|
S&P
|
|
B
|
|
BB+
|
|
Positive
|
|
October 17, 2018 (c)
|
DBRS
|
|
R-3
|
|
BBB (Low)
|
|
Stable
|
|
May 1, 2018 (d)
|
(a)
|
Fitch affirmed our senior unsecured debt rating of BB+, affirmed our short-term rating of B, and maintained a Positive outlook on August 28, 2018.
|
(b)
|
Moody’s upgraded our senior unsecured debt rating to Ba2 from Ba3, affirmed our short-term rating of Not Prime, and maintained a Stable outlook on February 11, 2019. Effective December 1, 2014, we determined to not renew our contractual arrangement with Moody’s related to their providing of our issuer, senior debt, and short-term ratings. Notwithstanding this, Moody’s has determined to continue to provide these ratings on a discretionary basis. However, Moody’s has no obligation to continue to provide these ratings, and could cease doing so at any time.
|
(c)
|
Standard & Poor’s affirmed our senior unsecured debt rating of BB+, affirmed our short-term rating of B, and changed the outlook from Stable to Positive on October 17, 2018.
|
(d)
|
DBRS affirmed our senior unsecured debt rating of BBB (Low), affirmed our short-term rating of R-3, and maintained a Stable outlook on May 1, 2018.
|
December 31, 2018
($ in millions)
|
Total
|
|
Less than 1 year
|
|
1–3 years
|
|
3–5 years
|
|
More than 5 years
|
||||||||||
Contractually obligated payments due by period
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
|
|
|
|
|
|
|
|
|
||||||||||
Total (a)
|
$
|
45,353
|
|
|
$
|
9,040
|
|
|
$
|
20,563
|
|
|
$
|
7,638
|
|
|
$
|
8,112
|
|
Scheduled interest payments for fixed-rate long-term debt
|
5,090
|
|
|
1,098
|
|
|
1,487
|
|
|
721
|
|
|
1,784
|
|
|||||
Estimated interest payments for variable-rate long-term debt (b)
|
5,594
|
|
|
462
|
|
|
786
|
|
|
569
|
|
|
3,777
|
|
|||||
Lease commitments
|
503
|
|
|
48
|
|
|
93
|
|
|
68
|
|
|
294
|
|
|||||
Purchase obligations
|
117
|
|
|
70
|
|
|
47
|
|
|
—
|
|
|
—
|
|
|||||
Bank certificates of deposit (c) (d)
|
50,021
|
|
|
31,523
|
|
|
16,287
|
|
|
2,211
|
|
|
—
|
|
|||||
Deposit liabilities without a stated maturity (d) (e)
|
56,193
|
|
|
56,193
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total contractually obligated payments due by period
|
$
|
162,871
|
|
|
$
|
98,434
|
|
|
$
|
39,263
|
|
|
$
|
11,207
|
|
|
$
|
13,967
|
|
Total other commitments by expiration period
|
|
|
|
|
|
|
|
|
|
||||||||||
Lending commitments
|
$
|
4,338
|
|
|
$
|
2,224
|
|
|
$
|
612
|
|
|
$
|
903
|
|
|
$
|
599
|
|
(a)
|
Total long-term debt amount reflects the remaining principal obligation and excludes net original issue discount of
$1.1 billion
, unamortized debt issuance costs of
$94 million
, and an unfavorable hedge basis adjustment of
$67 million
related to fixed-rate debt previously designated as a hedged item.
|
(b)
|
Estimated using a forecasted variable interest model, when available, or the applicable variable interest rate as of the most recent reset date prior to
December 31, 2018
. For additional information on derivative instruments and hedging activities, refer to
Note 21
to the
Consolidated Financial Statements
.
|
(c)
|
Amounts presented exclude unamortized commissions paid to brokers.
|
(d)
|
Deposits exclude estimated interest payments.
|
(e)
|
Deposits without a stated maturity are payable on demand and include savings and money market checking, mortgage escrow, dealer, and other deposits; and are classified above as due in less than one year.
|
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||||||||||||||
Year ended December 31,
($ in millions)
|
|
Average balance (a)
|
|
Interest income/Interest expense
|
|
Yield/rate
|
|
Average balance (a)
|
|
Interest income/Interest expense
|
|
Yield/rate
|
|
Average balance (a)
|
|
Interest income/Interest expense
|
|
Yield/rate
|
|||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Interest-bearing cash and cash equivalents
|
|
$
|
4,365
|
|
|
$
|
72
|
|
|
1.65
|
%
|
|
$
|
3,086
|
|
|
$
|
37
|
|
|
1.20
|
%
|
|
$
|
2,657
|
|
|
$
|
14
|
|
|
0.53
|
%
|
Federal funds sold and securities purchased under resale agreements
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||||
Investment securities (b)
|
|
26,217
|
|
|
729
|
|
|
2.78
|
|
|
22,784
|
|
|
568
|
|
|
2.49
|
|
|
18,255
|
|
|
411
|
|
|
2.25
|
|
||||||
Loans held-for-sale, net
|
|
287
|
|
|
15
|
|
|
5.23
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
—
|
|
||||||
Finance receivables and loans, net (b) (c)
|
|
124,932
|
|
|
6,688
|
|
|
5.35
|
|
|
119,040
|
|
|
5,819
|
|
|
4.89
|
|
|
113,140
|
|
|
5,162
|
|
|
4.56
|
|
||||||
Investment in operating leases, net (d)
|
|
8,590
|
|
|
464
|
|
|
5.40
|
|
|
9,791
|
|
|
623
|
|
|
6.36
|
|
|
13,791
|
|
|
942
|
|
|
6.83
|
|
||||||
Other earning assets
|
|
1,182
|
|
|
59
|
|
|
4.99
|
|
|
908
|
|
|
31
|
|
|
3.41
|
|
|
864
|
|
|
7
|
|
|
0.81
|
|
||||||
Total interest-earning assets
|
|
165,573
|
|
|
8,027
|
|
|
4.85
|
|
|
155,614
|
|
|
7,078
|
|
|
4.55
|
|
|
148,717
|
|
|
6,536
|
|
|
4.39
|
|
||||||
Noninterest-bearing cash and cash equivalents
|
|
493
|
|
|
|
|
|
|
827
|
|
|
|
|
|
|
1,412
|
|
|
|
|
|
||||||||||||
Other assets
|
|
6,267
|
|
|
|
|
|
|
7,686
|
|
|
|
|
|
|
8,291
|
|
|
|
|
|
||||||||||||
Allowance for loan losses
|
|
(1,266
|
)
|
|
|
|
|
|
(1,208
|
)
|
|
|
|
|
|
(1,095
|
)
|
|
|
|
|
||||||||||||
Total assets
|
|
$
|
171,067
|
|
|
|
|
|
|
$
|
162,919
|
|
|
|
|
|
|
$
|
157,325
|
|
|
|
|
|
|||||||||
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Interest-bearing deposit liabilities
|
|
$
|
99,056
|
|
|
$
|
1,735
|
|
|
1.75
|
%
|
|
$
|
86,631
|
|
|
$
|
1,077
|
|
|
1.24
|
%
|
|
$
|
72,515
|
|
|
$
|
830
|
|
|
1.14
|
%
|
Short-term borrowings
|
|
7,674
|
|
|
149
|
|
|
1.94
|
|
|
9,055
|
|
|
127
|
|
|
1.40
|
|
|
6,161
|
|
|
57
|
|
|
0.93
|
|
||||||
Long-term debt (b)
|
|
45,893
|
|
|
1,753
|
|
|
3.82
|
|
|
48,989
|
|
|
1,653
|
|
|
3.37
|
|
|
59,792
|
|
|
1,742
|
|
|
2.91
|
|
||||||
Total interest-bearing liabilities
|
|
152,623
|
|
|
3,637
|
|
|
2.38
|
|
|
144,675
|
|
|
2,857
|
|
|
1.97
|
|
|
138,468
|
|
|
2,629
|
|
|
1.90
|
|
||||||
Noninterest-bearing deposit liabilities
|
|
133
|
|
|
|
|
|
|
101
|
|
|
|
|
|
|
94
|
|
|
|
|
|
||||||||||||
Total funding sources
|
|
152,756
|
|
|
3,637
|
|
|
2.38
|
|
|
144,776
|
|
|
2,857
|
|
|
1.97
|
|
|
138,562
|
|
|
2,629
|
|
|
1.90
|
|
||||||
Other liabilities
|
|
5,222
|
|
|
|
|
|
|
4,652
|
|
|
|
|
|
|
5,090
|
|
|
|
|
|
||||||||||||
Total liabilities
|
|
157,978
|
|
|
|
|
|
|
149,428
|
|
|
|
|
|
|
143,652
|
|
|
|
|
|
||||||||||||
Total equity
|
|
13,089
|
|
|
|
|
|
|
13,491
|
|
|
|
|
|
|
13,673
|
|
|
|
|
|
||||||||||||
Total liabilities and equity
|
|
$
|
171,067
|
|
|
|
|
|
|
$
|
162,919
|
|
|
|
|
|
|
$
|
157,325
|
|
|
|
|
|
|||||||||
Net financing revenue and other interest income
|
|
|
|
|
$
|
4,390
|
|
|
|
|
|
|
$
|
4,221
|
|
|
|
|
|
|
$
|
3,907
|
|
|
|
||||||||
Net interest spread (e)
|
|
|
|
|
|
2.47
|
%
|
|
|
|
|
|
2.58
|
%
|
|
|
|
|
|
2.49
|
%
|
||||||||||||
Net yield on interest-earning assets (f)
|
|
|
|
|
|
2.65
|
%
|
|
|
|
|
|
2.71
|
%
|
|
|
|
|
|
2.63
|
%
|
(a)
|
Average balances are calculated using a combination of monthly and daily average methodologies.
|
(b)
|
Includes the effects of derivative financial instruments designated as hedges. Refer to
Note 21
to the Consolidated Financial Statements for further information about the effects of our hedging activities.
|
(c)
|
Nonperforming finance receivables and loans are included in the average balances. For information on our accounting policies regarding nonperforming status, refer to
Note 1
to the Consolidated Financial Statements.
|
(d)
|
Yield includes gains on the sale of off-lease vehicles of
$90 million
,
$124 million
,
$213 million
, for the years ended
December 31, 2018
,
2017
, and
2016
, respectively. Excluding these gains on sale, the yield would be
4.35%
,
5.10%
, and
5.29%
for the years ended
December 31, 2018
,
2017
, and
2016
, respectively.
|
(e)
|
Net interest spread represents the difference between the rate on total interest-earning assets and the rate on total interest-bearing liabilities.
|
(f)
|
Net yield on interest-earning assets represents net financing revenue and other interest income as a percentage of total interest-earning assets.
|
|
|
2018 vs. 2017
Increase (decrease) due to (a)
|
|
2017 vs. 2016
Increase (decrease) due to (a)
|
||||||||||||||||||||
Year ended December 31,
($ in millions)
|
|
Volume
|
|
Yield/rate
|
|
Total
|
|
Volume
|
|
Yield/rate
|
|
Total
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest-bearing cash and cash equivalents
|
|
$
|
15
|
|
|
$
|
20
|
|
|
$
|
35
|
|
|
$
|
2
|
|
|
$
|
21
|
|
|
$
|
23
|
|
Investment securities
|
|
86
|
|
|
75
|
|
|
161
|
|
|
102
|
|
|
55
|
|
|
157
|
|
||||||
Loans held-for-sale, net
|
|
15
|
|
|
—
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Finance receivables and loans, net
|
|
288
|
|
|
581
|
|
|
869
|
|
|
269
|
|
|
388
|
|
|
657
|
|
||||||
Investment in operating leases, net
|
|
(76
|
)
|
|
(83
|
)
|
|
(159
|
)
|
|
(273
|
)
|
|
(46
|
)
|
|
(319
|
)
|
||||||
Other earning assets
|
|
9
|
|
|
19
|
|
|
28
|
|
|
—
|
|
|
24
|
|
|
24
|
|
||||||
Total interest-earning assets
|
|
|
|
|
|
$
|
949
|
|
|
|
|
|
|
|
$
|
542
|
|
|||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest-bearing deposit liabilities
|
|
$
|
154
|
|
|
$
|
504
|
|
|
$
|
658
|
|
|
$
|
162
|
|
|
$
|
85
|
|
|
$
|
247
|
|
Short-term borrowings
|
|
(19
|
)
|
|
41
|
|
|
22
|
|
|
27
|
|
|
43
|
|
|
70
|
|
||||||
Long-term debt
|
|
(104
|
)
|
|
204
|
|
|
100
|
|
|
(315
|
)
|
|
226
|
|
|
(89
|
)
|
||||||
Total interest-bearing liabilities
|
|
|
|
|
|
$
|
780
|
|
|
|
|
|
|
$
|
228
|
|
||||||||
Net financing revenue and other interest income
|
|
|
|
|
|
$
|
169
|
|
|
|
|
|
|
$
|
314
|
|
(a)
|
Changes in interest not solely due to volume or yield/rate are allocated in proportion to the absolute dollar amount of change in volume and yield/rate.
|
December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Consumer
|
|
|
|
|
|
|
|
|
|
||||||||||
Consumer automotive
|
$
|
70,539
|
|
|
$
|
68,071
|
|
|
$
|
65,793
|
|
|
$
|
64,292
|
|
|
$
|
56,570
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage Finance
|
15,155
|
|
|
11,657
|
|
|
8,294
|
|
|
6,413
|
|
|
3,504
|
|
|||||
Mortgage — Legacy
|
1,546
|
|
|
2,093
|
|
|
2,756
|
|
|
3,360
|
|
|
3,970
|
|
|||||
Total consumer mortgage
|
16,701
|
|
|
13,750
|
|
|
11,050
|
|
|
9,773
|
|
|
7,474
|
|
|||||
Total consumer
|
87,240
|
|
|
81,821
|
|
|
76,843
|
|
|
74,065
|
|
|
64,044
|
|
|||||
Commercial
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive
|
33,672
|
|
|
33,025
|
|
|
35,041
|
|
|
31,469
|
|
|
30,871
|
|
|||||
Other
|
4,205
|
|
|
3,887
|
|
|
3,248
|
|
|
2,640
|
|
|
1,882
|
|
|||||
Commercial real estate
|
4,809
|
|
|
4,160
|
|
|
3,812
|
|
|
3,426
|
|
|
3,151
|
|
|||||
Total commercial loans
|
42,686
|
|
|
41,072
|
|
|
42,101
|
|
|
37,535
|
|
|
35,904
|
|
|||||
Total finance receivables and loans
|
$
|
129,926
|
|
|
$
|
122,893
|
|
|
$
|
118,944
|
|
|
$
|
111,600
|
|
|
$
|
99,948
|
|
Loans held-for-sale
|
$
|
314
|
|
|
$
|
108
|
|
|
$
|
—
|
|
|
$
|
105
|
|
|
$
|
2,003
|
|
December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Consumer
|
|
|
|
|
|
|
|
|
|
||||||||||
Consumer automotive
|
$
|
664
|
|
|
$
|
603
|
|
|
$
|
598
|
|
|
$
|
475
|
|
|
$
|
386
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage Finance
|
9
|
|
|
25
|
|
|
10
|
|
|
15
|
|
|
19
|
|
|||||
Mortgage — Legacy
|
70
|
|
|
92
|
|
|
89
|
|
|
113
|
|
|
158
|
|
|||||
Total consumer mortgage
|
79
|
|
|
117
|
|
|
99
|
|
|
128
|
|
|
177
|
|
|||||
Total consumer (a)
|
743
|
|
|
720
|
|
|
697
|
|
|
603
|
|
|
563
|
|
|||||
Commercial
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive
|
203
|
|
|
27
|
|
|
33
|
|
|
25
|
|
|
32
|
|
|||||
Other
|
142
|
|
|
44
|
|
|
84
|
|
|
44
|
|
|
46
|
|
|||||
Commercial real estate
|
4
|
|
|
1
|
|
|
5
|
|
|
8
|
|
|
4
|
|
|||||
Total commercial (b)
|
349
|
|
|
72
|
|
|
122
|
|
|
77
|
|
|
82
|
|
|||||
Total nonperforming finance receivables and loans
|
1,092
|
|
|
792
|
|
|
819
|
|
|
680
|
|
|
645
|
|
|||||
Foreclosed properties
|
11
|
|
|
10
|
|
|
13
|
|
|
10
|
|
|
10
|
|
|||||
Repossessed assets (c)
|
136
|
|
|
140
|
|
|
135
|
|
|
122
|
|
|
90
|
|
|||||
Total nonperforming assets
|
$
|
1,239
|
|
|
$
|
942
|
|
|
$
|
967
|
|
|
$
|
812
|
|
|
$
|
745
|
|
Loans held-for-sale
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8
|
|
(a)
|
Interest revenue that would have been accrued on total consumer finance receivables and loans at original contractual rates was
$61 million
during the year ended
December 31, 2018
. Interest income recorded for these loans was
$27 million
during the year ended
December 31, 2018
.
|
(b)
|
Interest revenue that would have been accrued on total commercial finance receivables and loans at original contractual rates was
$27 million
during the year ended
December 31, 2018
. Interest income recorded for these loans was
$14 million
during the year ended
December 31, 2018
.
|
(c)
|
Repossessed assets exclude
$6 million
,
$9 million
,
$8 million
,
$8 million
, and
$7 million
of repossessed operating lease assets at
December 31, 2018
,
2017
,
2016
,
2015
, and
2014
, respectively.
|
($ in millions)
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Balance at January 1,
|
$
|
1,276
|
|
|
$
|
1,144
|
|
|
$
|
1,054
|
|
|
$
|
977
|
|
|
$
|
1,208
|
|
Charge-offs (a)
|
(1,433
|
)
|
|
(1,392
|
)
|
|
(1,142
|
)
|
|
(892
|
)
|
|
(776
|
)
|
|||||
Recoveries
|
488
|
|
|
382
|
|
|
341
|
|
|
283
|
|
|
239
|
|
|||||
Net charge-offs
|
(945
|
)
|
|
(1,010
|
)
|
|
(801
|
)
|
|
(609
|
)
|
|
(537
|
)
|
|||||
Provision for loan losses
|
918
|
|
|
1,148
|
|
|
917
|
|
|
707
|
|
|
457
|
|
|||||
Other (b)
|
(7
|
)
|
|
(6
|
)
|
|
(26
|
)
|
|
(21
|
)
|
|
(151
|
)
|
|||||
Balance at December 31,
|
$
|
1,242
|
|
|
$
|
1,276
|
|
|
$
|
1,144
|
|
|
$
|
1,054
|
|
|
$
|
977
|
|
(a)
|
Represents the amount of the gross carrying value directly written-off. For consumer and commercial loans, the loss from a charge-off is measured as the difference between the gross carrying value of a loan and the fair value of the collateral, less costs to sell. Refer to
Note 1
to the
Consolidated Financial Statements
for more information regarding our charge-off policies.
|
(b)
|
Primarily related to the transfer of finance receivables and loans from held-for-investment to held-for-sale.
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|||||||||||||||
December 31,
($ in millions)
|
Amount
|
% of total
|
|
Amount
|
% of total
|
|
Amount
|
% of total
|
|
Amount
|
% of total
|
|
Amount
|
% of total
|
||||||||||
Consumer
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consumer automotive
|
$
|
1,048
|
|
84.3
|
|
$
|
1,066
|
|
83.5
|
|
$
|
932
|
|
81.4
|
|
$
|
834
|
|
79.1
|
|
$
|
685
|
|
70.1
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage Finance
|
16
|
|
1.3
|
|
19
|
|
1.5
|
|
11
|
|
1.0
|
|
16
|
|
1.5
|
|
10
|
|
1.0
|
|||||
Mortgage — Legacy
|
37
|
|
3.0
|
|
60
|
|
4.7
|
|
80
|
|
7.0
|
|
98
|
|
9.3
|
|
142
|
|
14.6
|
|||||
Total consumer mortgage
|
53
|
|
4.3
|
|
79
|
|
6.2
|
|
91
|
|
8.0
|
|
114
|
|
10.8
|
|
152
|
|
15.6
|
|||||
Total consumer loans
|
1,101
|
|
88.6
|
|
1,145
|
|
89.7
|
|
1,023
|
|
89.4
|
|
948
|
|
89.9
|
|
837
|
|
85.7
|
|||||
Commercial
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive
|
36
|
|
2.9
|
|
37
|
|
2.9
|
|
32
|
|
2.8
|
|
29
|
|
2.8
|
|
65
|
|
6.7
|
|||||
Other
|
77
|
|
6.2
|
|
68
|
|
5.4
|
|
64
|
|
5.6
|
|
53
|
|
5.0
|
|
42
|
|
4.2
|
|||||
Commercial real estate
|
28
|
|
2.3
|
|
26
|
|
2.0
|
|
25
|
|
2.2
|
|
24
|
|
2.3
|
|
33
|
|
3.4
|
|||||
Total commercial loans
|
141
|
|
11.4
|
|
131
|
|
10.3
|
|
121
|
|
10.6
|
|
106
|
|
10.1
|
|
140
|
|
14.3
|
|||||
Total allowance for loan losses
|
$
|
1,242
|
|
100.0
|
|
$
|
1,276
|
|
100.0
|
|
$
|
1,144
|
|
100.0
|
|
$
|
1,054
|
|
100.0
|
|
$
|
977
|
|
100.0
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
Year
ended December 31,
($ in millions)
|
Average balance (a)
|
|
Average deposit rate
|
|
Average balance (a)
|
|
Average deposit rate
|
|
Average balance (a)
|
|
Average deposit rate
|
|||||||||
Domestic deposits
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Noninterest-bearing deposits
|
$
|
133
|
|
|
—
|
%
|
|
$
|
101
|
|
|
—
|
%
|
|
$
|
94
|
|
|
—
|
%
|
Interest-bearing deposits
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Savings and money market checking accounts
|
51,427
|
|
|
1.60
|
|
|
50,204
|
|
|
1.07
|
|
|
42,040
|
|
|
0.96
|
|
|||
Certificates of deposit
|
47,624
|
|
|
1.91
|
|
|
36,375
|
|
|
1.47
|
|
|
30,275
|
|
|
1.39
|
|
|||
Dealer deposits
|
5
|
|
|
6.91
|
|
|
52
|
|
|
5.09
|
|
|
200
|
|
|
4.16
|
|
|||
Total domestic deposit liabilities
|
$
|
99,189
|
|
|
1.75
|
|
|
$
|
86,732
|
|
|
1.24
|
|
|
$
|
72,609
|
|
|
1.14
|
|
(a)
|
Average balances are calculated using a combination of monthly and daily average methodologies.
|
December 31, 2018
($ in millions)
|
Three months or less
|
|
Over three months through six months
|
|
Over six months through twelve months
|
|
Over twelve months
|
|
Total
|
||||||||||
Certificates of deposit ($100,000 or more)
|
$
|
3,557
|
|
|
$
|
3,430
|
|
|
$
|
8,724
|
|
|
$
|
5,287
|
|
|
$
|
20,998
|
|
Certificates of deposit ($250,000 or more)
|
870
|
|
|
935
|
|
|
2,738
|
|
|
1,581
|
|
|
6,124
|
|
/
S
/ J
EFFREY
J. B
ROWN
|
|
/
S
/ J
ENNIFER
A
.
L
A
C
LAIR
|
Jeffrey J. Brown
|
|
Jennifer A. LaClair
|
Chief Executive Officer
|
|
Chief Financial Officer
|
February 20, 2019
|
|
February 20, 2019
|
/
S
/ D
ELOITTE
& T
OUCHE
LLP
|
|
Deloitte & Touche LLP
|
|
|
|
Detroit, Michigan
|
|
February 20, 2019
|
|
We have served as the Company’s auditor since at least 1936; however, an earlier year could not be reliably determined.
|
/
S
/ D
ELOITTE
& T
OUCHE
LLP
|
|
Deloitte & Touche LLP
|
|
|
|
Detroit, Michigan
|
|
February 20, 2019
|
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Financing revenue and other interest income
|
|
|
|
|
|
|
||||||
Interest and fees on finance receivables and loans
|
|
$
|
6,688
|
|
|
$
|
5,819
|
|
|
$
|
5,162
|
|
Interest on loans held-for-sale
|
|
15
|
|
|
—
|
|
|
—
|
|
|||
Interest and dividends on investment securities and other earning assets
|
|
788
|
|
|
599
|
|
|
418
|
|
|||
Interest on cash and cash equivalents
|
|
72
|
|
|
37
|
|
|
14
|
|
|||
Operating leases
|
|
1,489
|
|
|
1,867
|
|
|
2,711
|
|
|||
Total financing revenue and other interest income
|
|
9,052
|
|
|
8,322
|
|
|
8,305
|
|
|||
Interest expense
|
|
|
|
|
|
|
||||||
Interest on deposits
|
|
1,735
|
|
|
1,077
|
|
|
830
|
|
|||
Interest on short-term borrowings
|
|
149
|
|
|
127
|
|
|
57
|
|
|||
Interest on long-term debt
|
|
1,753
|
|
|
1,653
|
|
|
1,742
|
|
|||
Total interest expense
|
|
3,637
|
|
|
2,857
|
|
|
2,629
|
|
|||
Net depreciation expense on operating lease assets
|
|
1,025
|
|
|
1,244
|
|
|
1,769
|
|
|||
Net financing revenue and other interest income
|
|
4,390
|
|
|
4,221
|
|
|
3,907
|
|
|||
Other revenue
|
|
|
|
|
|
|
||||||
Insurance premiums and service revenue earned
|
|
1,022
|
|
|
973
|
|
|
945
|
|
|||
Gain on mortgage and automotive loans, net
|
|
25
|
|
|
68
|
|
|
11
|
|
|||
Other (loss) gain on investments, net
|
|
(50
|
)
|
|
102
|
|
|
185
|
|
|||
Other income, net of losses
|
|
417
|
|
|
401
|
|
|
389
|
|
|||
Total other revenue
|
|
1,414
|
|
|
1,544
|
|
|
1,530
|
|
|||
Total net revenue
|
|
5,804
|
|
|
5,765
|
|
|
5,437
|
|
|||
Provision for loan losses
|
|
918
|
|
|
1,148
|
|
|
917
|
|
|||
Noninterest expense
|
|
|
|
|
|
|
||||||
Compensation and benefits expense
|
|
1,155
|
|
|
1,095
|
|
|
992
|
|
|||
Insurance losses and loss adjustment expenses
|
|
295
|
|
|
332
|
|
|
342
|
|
|||
Other operating expenses
|
|
1,814
|
|
|
1,683
|
|
|
1,605
|
|
|||
Total noninterest expense
|
|
3,264
|
|
|
3,110
|
|
|
2,939
|
|
|||
Income from continuing operations before income tax expense
|
|
1,622
|
|
|
1,507
|
|
|
1,581
|
|
|||
Income tax expense from continuing operations
|
|
359
|
|
|
581
|
|
|
470
|
|
|||
Net income from continuing operations
|
|
1,263
|
|
|
926
|
|
|
1,111
|
|
|||
Income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
3
|
|
|
(44
|
)
|
|||
Net income
|
|
$
|
1,263
|
|
|
$
|
929
|
|
|
$
|
1,067
|
|
Year ended December 31,
(in dollars)
(a)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Basic earnings per common share
|
|
|
|
|
|
|
||||||
Net income from continuing operations
|
|
$
|
2.97
|
|
|
$
|
2.04
|
|
|
$
|
2.25
|
|
Income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
0.01
|
|
|
(0.09
|
)
|
|||
Net income
|
|
$
|
2.97
|
|
|
$
|
2.05
|
|
|
$
|
2.15
|
|
Diluted earnings per common share
|
|
|
|
|
|
|
||||||
Net income from continuing operations
|
|
$
|
2.95
|
|
|
$
|
2.03
|
|
|
$
|
2.24
|
|
Income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
0.01
|
|
|
(0.09
|
)
|
|||
Net income
|
|
$
|
2.95
|
|
|
$
|
2.04
|
|
|
$
|
2.15
|
|
Cash dividends declared per common share
|
|
$
|
0.56
|
|
|
$
|
0.40
|
|
|
$
|
0.16
|
|
(a)
|
Figures in the table may not recalculate exactly due to rounding. Earnings per share is calculated based on unrounded numbers.
|
Year ended December 31
, ($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Net income
|
|
$
|
1,263
|
|
|
$
|
929
|
|
|
$
|
1,067
|
|
Other comprehensive (loss) income, net of tax
|
|
|
|
|
|
|
||||||
Investment securities
|
|
|
|
|
|
|
||||||
Net unrealized (losses) gains arising during the period
|
|
(287
|
)
|
|
192
|
|
|
33
|
|
|||
Less: Net realized gains reclassified to net income
|
|
8
|
|
|
92
|
|
|
147
|
|
|||
Net change
|
|
(295
|
)
|
|
100
|
|
|
(114
|
)
|
|||
Translation adjustments
|
|
|
|
|
|
|
||||||
Net unrealized (losses) gains arising during the period
|
|
(11
|
)
|
|
8
|
|
|
3
|
|
|||
Less: Net realized losses reclassified to net income
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|||
Net change
|
|
(11
|
)
|
|
8
|
|
|
4
|
|
|||
Net investment hedges
|
|
|
|
|
|
|
||||||
Net unrealized gains (losses) arising during the period
|
|
9
|
|
|
(6
|
)
|
|
1
|
|
|||
Translation adjustments and net investment hedges, net change
|
|
(2
|
)
|
|
2
|
|
|
5
|
|
|||
Cash flow hedges
|
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
|
10
|
|
|
3
|
|
|
—
|
|
|||
Less: Net realized gains reclassified to net income
|
|
2
|
|
|
—
|
|
|
—
|
|
|||
Net change
|
|
8
|
|
|
3
|
|
|
—
|
|
|||
Defined benefit pension plans
|
|
|
|
|
|
|
||||||
Net unrealized gains (losses) arising during the period
|
|
—
|
|
|
1
|
|
|
(3
|
)
|
|||
Less: Net realized losses reclassified to net income
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|||
Net change
|
|
—
|
|
|
1
|
|
|
(1
|
)
|
|||
Other comprehensive (loss) income, net of tax
|
|
(289
|
)
|
|
106
|
|
|
(110
|
)
|
|||
Comprehensive income
|
|
$
|
974
|
|
|
$
|
1,035
|
|
|
$
|
957
|
|
December 31,
($ in millions, except share data)
|
|
2018
|
|
2017
|
||||
Assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
|
|
|
||||
Noninterest-bearing
|
|
$
|
810
|
|
|
$
|
844
|
|
Interest-bearing
|
|
3,727
|
|
|
3,408
|
|
||
Total cash and cash equivalents
|
|
4,537
|
|
|
4,252
|
|
||
Equity securities
|
|
773
|
|
|
518
|
|
||
Available-for-sale securities (refer to Note 8 for discussion of investment securities pledged as collateral)
|
|
25,303
|
|
|
22,303
|
|
||
Held-to-maturity securities (fair value of $2,307 and $1,865)
|
|
2,362
|
|
|
1,899
|
|
||
Loans held-for-sale, net
|
|
314
|
|
|
108
|
|
||
Finance receivables and loans, net
|
|
|
|
|
||||
Finance receivables and loans, net of unearned income
|
|
129,926
|
|
|
122,893
|
|
||
Allowance for loan losses
|
|
(1,242
|
)
|
|
(1,276
|
)
|
||
Total finance receivables and loans, net
|
|
128,684
|
|
|
121,617
|
|
||
Investment in operating leases, net
|
|
8,417
|
|
|
8,741
|
|
||
Premiums receivable and other insurance assets
|
|
2,326
|
|
|
2,047
|
|
||
Other assets
|
|
6,153
|
|
|
5,663
|
|
||
Total assets
|
|
$
|
178,869
|
|
|
$
|
167,148
|
|
Liabilities
|
|
|
|
|
||||
Deposit liabilities
|
|
|
|
|
||||
Noninterest-bearing
|
|
$
|
142
|
|
|
$
|
108
|
|
Interest-bearing
|
|
106,036
|
|
|
93,148
|
|
||
Total deposit liabilities
|
|
106,178
|
|
|
93,256
|
|
||
Short-term borrowings
|
|
9,987
|
|
|
11,413
|
|
||
Long-term debt
|
|
44,193
|
|
|
44,226
|
|
||
Interest payable
|
|
523
|
|
|
375
|
|
||
Unearned insurance premiums and service revenue
|
|
3,044
|
|
|
2,604
|
|
||
Accrued expenses and other liabilities
|
|
1,676
|
|
|
1,780
|
|
||
Total liabilities
|
|
165,601
|
|
|
153,654
|
|
||
Commitments and contingencies (refer to Note 28 and Note 29)
|
|
|
|
|
||||
Equity
|
|
|
|
|
||||
Common stock and paid-in capital ($0.01 par value, shares authorized 1,100,000,000; issued 492,797,409 and 489,883,553; and outstanding 404,899,599 and 437,053,936)
|
|
21,345
|
|
|
21,245
|
|
||
Accumulated deficit
|
|
(5,489
|
)
|
|
(6,406
|
)
|
||
Accumulated other comprehensive loss
|
|
(539
|
)
|
|
(235
|
)
|
||
Treasury stock, at cost (87,897,810 and 52,829,617 shares)
|
|
(2,049
|
)
|
|
(1,110
|
)
|
||
Total equity
|
|
13,268
|
|
|
13,494
|
|
||
Total liabilities and equity
|
|
$
|
178,869
|
|
|
$
|
167,148
|
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Assets
|
|
|
|
|
||||
Finance receivables and loans, net
|
|
|
|
|
||||
Finance receivables and loans, net of unearned income
|
|
$
|
18,086
|
|
|
$
|
20,623
|
|
Allowance for loan losses
|
|
(114
|
)
|
|
(136
|
)
|
||
Total finance receivables and loans, net
|
|
17,972
|
|
|
20,487
|
|
||
Investment in operating leases, net
|
|
164
|
|
|
444
|
|
||
Other assets
|
|
767
|
|
|
689
|
|
||
Total assets
|
|
$
|
18,903
|
|
|
$
|
21,620
|
|
Liabilities
|
|
|
|
|
||||
Long-term debt
|
|
$
|
10,482
|
|
|
$
|
10,197
|
|
Accrued expenses and other liabilities
|
|
12
|
|
|
9
|
|
||
Total liabilities
|
|
$
|
10,494
|
|
|
$
|
10,206
|
|
($ in millions)
|
|
Common stock and paid-in capital
|
|
Preferred stock
|
|
Accumulated deficit
|
|
Accumulated other comprehensive loss
|
|
Treasury stock
|
|
Total equity
|
||||||||||||
Balance at January 1, 2016
|
|
$
|
21,100
|
|
|
$
|
696
|
|
|
$
|
(8,110
|
)
|
|
$
|
(231
|
)
|
|
$
|
(16
|
)
|
|
$
|
13,439
|
|
Net income
|
|
|
|
|
|
|
|
1,067
|
|
|
|
|
|
|
|
|
1,067
|
|
||||||
Preferred stock dividends
|
|
|
|
|
|
|
|
(30
|
)
|
|
|
|
|
|
|
|
(30
|
)
|
||||||
Series A preferred stock redemption
|
|
|
|
|
(696
|
)
|
|
|
|
|
|
|
|
|
|
|
(696
|
)
|
||||||
Share-based compensation
|
|
66
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
66
|
|
||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
(110
|
)
|
|
|
|
|
(110
|
)
|
||||||
Common stock repurchases
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(341
|
)
|
|
(341
|
)
|
||||||
Common stock dividends ($0.16 per share)
|
|
|
|
|
|
|
|
(78
|
)
|
|
|
|
|
|
(78
|
)
|
||||||||
Balance at December 31, 2016
|
|
$
|
21,166
|
|
|
$
|
—
|
|
|
$
|
(7,151
|
)
|
|
$
|
(341
|
)
|
|
$
|
(357
|
)
|
|
$
|
13,317
|
|
Net income
|
|
|
|
|
|
929
|
|
|
|
|
|
|
|
929
|
|
|||||||||
Share-based compensation
|
|
79
|
|
|
|
|
|
|
|
|
|
|
|
|
|
79
|
|
|||||||
Other comprehensive income
|
|
|
|
|
|
|
|
|
106
|
|
|
|
|
|
106
|
|
||||||||
Common stock repurchases
|
|
|
|
|
|
|
|
|
|
|
|
(753
|
)
|
|
(753
|
)
|
||||||||
Common stock dividends ($0.40 per share)
|
|
|
|
|
|
(184
|
)
|
|
|
|
|
|
(184
|
)
|
||||||||||
Balance at December 31, 2017
|
|
$
|
21,245
|
|
|
$
|
—
|
|
|
$
|
(6,406
|
)
|
|
$
|
(235
|
)
|
|
$
|
(1,110
|
)
|
|
$
|
13,494
|
|
Cumulative effect of changes in accounting principles, net of tax (a)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Adoption of Accounting Standards Update 2014-09
|
|
|
|
|
|
(126
|
)
|
|
|
|
|
|
(126
|
)
|
||||||||||
Adoption of Accounting Standards Update 2016-01
|
|
|
|
|
|
(20
|
)
|
|
27
|
|
|
|
|
7
|
|
|||||||||
Adoption of Accounting Standards Update 2018-02
|
|
|
|
|
|
42
|
|
|
(42
|
)
|
|
|
|
—
|
|
|||||||||
Balance at January 1, 2018, after cumulative effect of adjustments
|
|
21,245
|
|
|
—
|
|
|
(6,510
|
)
|
|
(250
|
)
|
|
(1,110
|
)
|
|
13,375
|
|
||||||
Net income
|
|
|
|
|
|
1,263
|
|
|
|
|
|
|
|
1,263
|
|
|||||||||
Share-based compensation
|
|
100
|
|
|
|
|
|
|
|
|
|
|
100
|
|
||||||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
(289
|
)
|
|
|
|
(289
|
)
|
||||||||||
Common stock repurchases
|
|
|
|
|
|
|
|
|
|
(939
|
)
|
|
(939
|
)
|
||||||||||
Common stock dividends ($0.56 per share)
|
|
|
|
|
|
(242
|
)
|
|
|
|
|
|
|
(242
|
)
|
|||||||||
Balance at December 31, 2018
|
|
$
|
21,345
|
|
|
$
|
—
|
|
|
$
|
(5,489
|
)
|
|
$
|
(539
|
)
|
|
$
|
(2,049
|
)
|
|
$
|
13,268
|
|
(a)
|
Refer to the section titled
Recently Adopted Accounting Standards
in
Note 1
for additional information.
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Operating activities
|
|
|
|
|
|
|
||||||
Net income
|
|
$
|
1,263
|
|
|
$
|
929
|
|
|
$
|
1,067
|
|
Reconciliation of net income to net cash provided by operating activities
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
1,649
|
|
|
1,859
|
|
|
2,382
|
|
|||
Provision for loan losses
|
|
918
|
|
|
1,148
|
|
|
917
|
|
|||
Gain on mortgage and automotive loans, net
|
|
(25
|
)
|
|
(68
|
)
|
|
(11
|
)
|
|||
Other loss (gain) on investments, net
|
|
50
|
|
|
(102
|
)
|
|
(185
|
)
|
|||
Originations and purchases of loans held-for-sale
|
|
(1,016
|
)
|
|
(414
|
)
|
|
(141
|
)
|
|||
Proceeds from sales and repayments of loans held-for-sale
|
|
948
|
|
|
310
|
|
|
240
|
|
|||
Net change in
|
|
|
|
|
|
|
||||||
Deferred income taxes
|
|
330
|
|
|
534
|
|
|
458
|
|
|||
Interest payable
|
|
148
|
|
|
24
|
|
|
1
|
|
|||
Other assets
|
|
(87
|
)
|
|
(153
|
)
|
|
(120
|
)
|
|||
Other liabilities
|
|
2
|
|
|
(69
|
)
|
|
(206
|
)
|
|||
Other, net
|
|
(30
|
)
|
|
81
|
|
|
165
|
|
|||
Net cash provided by operating activities
|
|
4,150
|
|
|
4,079
|
|
|
4,567
|
|
|||
Investing activities
|
|
|
|
|
|
|
||||||
Purchases of equity securities
|
|
(1,076
|
)
|
|
(899
|
)
|
|
(470
|
)
|
|||
Proceeds from sales of equity securities
|
|
787
|
|
|
1,049
|
|
|
680
|
|
|||
Purchases of available-for-sale securities
|
|
(7,868
|
)
|
|
(10,335
|
)
|
|
(15,561
|
)
|
|||
Proceeds from sales of available-for-sale securities
|
|
852
|
|
|
3,584
|
|
|
10,356
|
|
|||
Proceeds from repayments of available-for-sale securities
|
|
3,215
|
|
|
2,899
|
|
|
3,379
|
|
|||
Purchases of held-to-maturity securities
|
|
(578
|
)
|
|
(1,026
|
)
|
|
(841
|
)
|
|||
Proceeds from repayments of held-to-maturity securities
|
|
147
|
|
|
68
|
|
|
—
|
|
|||
Purchases of finance receivables and loans held-for-investment
|
|
(5,693
|
)
|
|
(5,452
|
)
|
|
(3,859
|
)
|
|||
Proceeds from sales of finance receivables and loans initially held-for-investment
|
|
91
|
|
|
1,339
|
|
|
4,285
|
|
|||
Originations and repayments of finance receivables and loans held-for-investment and other, net
|
|
(3,245
|
)
|
|
(1,063
|
)
|
|
(8,826
|
)
|
|||
Purchases of operating lease assets
|
|
(3,709
|
)
|
|
(4,052
|
)
|
|
(3,274
|
)
|
|||
Disposals of operating lease assets
|
|
3,089
|
|
|
5,567
|
|
|
6,304
|
|
|||
Acquisitions, net of cash acquired
|
|
—
|
|
|
—
|
|
|
(309
|
)
|
|||
Net change in nonmarketable equity investments
|
|
(181
|
)
|
|
(187
|
)
|
|
(628
|
)
|
|||
Other, net
|
|
(340
|
)
|
|
(219
|
)
|
|
(306
|
)
|
|||
Net cash used in investing activities
|
|
(14,509
|
)
|
|
(8,727
|
)
|
|
(9,070
|
)
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Financing activities
|
|
|
|
|
|
|
||||||
Net change in short-term borrowings
|
|
(1,426
|
)
|
|
(1,263
|
)
|
|
4,564
|
|
|||
Net increase in deposits
|
|
12,867
|
|
|
14,172
|
|
|
12,508
|
|
|||
Proceeds from issuance of long-term debt
|
|
18,401
|
|
|
17,969
|
|
|
14,155
|
|
|||
Repayments of long-term debt
|
|
(17,940
|
)
|
|
(27,908
|
)
|
|
(26,412
|
)
|
|||
Repurchase and redemption of preferred stock
|
|
—
|
|
|
—
|
|
|
(696
|
)
|
|||
Repurchase of common stock
|
|
(939
|
)
|
|
(753
|
)
|
|
(341
|
)
|
|||
Dividends paid
|
|
(242
|
)
|
|
(184
|
)
|
|
(108
|
)
|
|||
Net cash provided by financing activities
|
|
10,721
|
|
|
2,033
|
|
|
3,670
|
|
|||
Effect of exchange-rate changes on cash and cash equivalents and restricted cash
|
|
(5
|
)
|
|
3
|
|
|
1
|
|
|||
Net increase (decrease) in cash and cash equivalents and restricted cash
|
|
357
|
|
|
(2,612
|
)
|
|
(832
|
)
|
|||
Cash and cash equivalents and restricted cash at beginning of year
|
|
5,269
|
|
|
7,881
|
|
|
8,713
|
|
|||
Cash and cash equivalents and restricted cash at end of year
|
|
$
|
5,626
|
|
|
$
|
5,269
|
|
|
$
|
7,881
|
|
Supplemental disclosures
|
|
|
|
|
|
|
||||||
Cash paid for
|
|
|
|
|
|
|
||||||
Interest
|
|
$
|
3,380
|
|
|
$
|
2,829
|
|
|
$
|
2,647
|
|
Income taxes
|
|
36
|
|
|
51
|
|
|
19
|
|
|||
Noncash items
|
|
|
|
|
|
|
||||||
Held-to-maturity securities received in consideration for loans sold
|
|
26
|
|
|
56
|
|
|
—
|
|
|||
Finance receivables and loans transferred to loans held-for-sale
|
|
815
|
|
|
1,339
|
|
|
4,282
|
|
|||
Other disclosures
|
|
|
|
|
|
|
||||||
Proceeds from repayments of mortgage loans held-for-investment originally designated as held-for-sale
|
|
23
|
|
|
36
|
|
|
40
|
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Cash and cash equivalents on the Consolidated Balance Sheet
|
|
$
|
4,537
|
|
|
$
|
4,252
|
|
Restricted cash included in other assets on the Consolidated Balance Sheet (a)
|
|
1,089
|
|
|
1,017
|
|
||
Total cash and cash equivalents and restricted cash in the Consolidated Statement of Cash Flows
|
|
$
|
5,626
|
|
|
$
|
5,269
|
|
(a)
|
Restricted cash balances relate primarily to Ally securitization arrangements. Refer to
Note 13
for additional details describing the nature of restricted cash balances.
|
•
|
Consumer automotive
— Consists of retail automotive financing for new and used vehicles.
|
•
|
Consumer mortgage
— Consists of the following classes of finance receivables.
|
•
|
Mortgage Finance
— Consists of consumer first-lien mortgages from our ongoing mortgage operations including bulk acquisitions, direct-to-consumer originations, and refinancing of high-quality jumbo mortgages and low-to-moderate income (LMI) mortgages.
|
•
|
Mortgage — Legacy —
Consists of consumer mortgage assets originated prior to January 1, 2009, including first-lien mortgages, subordinate-lien mortgages, and home equity mortgages.
|
•
|
Commercial
— Consists of the following classes of finance receivables.
|
•
|
Commercial and Industrial
|
•
|
Automotive
— Consists of financing operations to fund dealer purchases of new and used vehicles through wholesale floorplan financing. Additional commercial offerings include automotive dealer term loans, and dealer fleet financing.
|
•
|
Other
— Consists primarily of senior secured leveraged cash flow and asset-based loans related to our Corporate Finance business.
|
•
|
Commercial Real Estate
—
Consists of term loans to finance dealership land and buildings, and other commercial lending secured by real estate.
|
($ in millions)
|
|
As reported, December 31, 2017
|
|
Adjustment related to adoption
|
|
As adjusted, January 1, 2018
|
||||||
Assets
|
|
|
|
|
|
|
||||||
Premiums receivable and other insurance assets
|
|
$
|
2,047
|
|
|
$
|
122
|
|
|
$
|
2,169
|
|
Other assets
|
|
5,663
|
|
|
41
|
|
|
5,704
|
|
|||
Total assets
|
|
$
|
167,148
|
|
|
$
|
163
|
|
|
$
|
167,311
|
|
Liabilities
|
|
|
|
|
|
|
||||||
Unearned insurance premiums and service revenue
|
|
$
|
2,604
|
|
|
$
|
289
|
|
|
$
|
2,893
|
|
Total liabilities
|
|
153,654
|
|
|
289
|
|
|
153,943
|
|
|||
Equity
|
|
|
|
|
|
|
||||||
Accumulated deficit
|
|
(6,406
|
)
|
|
(126
|
)
|
|
(6,532
|
)
|
|||
Total equity
|
|
13,494
|
|
|
(126
|
)
|
|
13,368
|
|
|||
Total liabilities and equity
|
|
$
|
167,148
|
|
|
$
|
163
|
|
|
$
|
167,311
|
|
|
|
Year ended December 31, 2018
|
||||||
($ in millions)
|
|
As reported
|
|
Effect of adoption
|
||||
Other revenue
|
|
|
|
|
||||
Insurance premiums and service revenue earned
|
|
$
|
1,022
|
|
|
$
|
(26
|
)
|
Total other revenue
|
|
1,414
|
|
|
(26
|
)
|
||
Total net revenue
|
|
5,804
|
|
|
(26
|
)
|
||
Noninterest expense
|
|
|
|
|
||||
Compensation and benefits expense
|
|
1,155
|
|
|
(1
|
)
|
||
Other operating expenses
|
|
1,814
|
|
|
(12
|
)
|
||
Total noninterest expense
|
|
3,264
|
|
|
(13
|
)
|
||
Income from continuing operations before income tax expense
|
|
1,622
|
|
|
(13
|
)
|
||
Income tax expense from continuing operations
|
|
359
|
|
|
(3
|
)
|
||
Net income from continuing operations
|
|
1,263
|
|
|
(10
|
)
|
||
Net income
|
|
1,263
|
|
|
(10
|
)
|
||
Comprehensive income
|
|
$
|
974
|
|
|
$
|
(10
|
)
|
December 31, 2018
($ in millions)
|
|
As reported
|
|
Effect of adoption
|
||||
Assets
|
|
|
|
|
||||
Premiums receivable and other insurance assets
|
|
$
|
2,326
|
|
|
$
|
135
|
|
Other assets
|
|
6,153
|
|
|
44
|
|
||
Total assets
|
|
$
|
178,869
|
|
|
$
|
179
|
|
Liabilities
|
|
|
|
|
||||
Unearned insurance premiums and service revenue
|
|
$
|
3,044
|
|
|
$
|
315
|
|
Total liabilities
|
|
165,601
|
|
|
315
|
|
||
Equity
|
|
|
|
|
||||
Accumulated deficit
|
|
(5,489
|
)
|
|
(136
|
)
|
||
Total equity
|
|
13,268
|
|
|
(136
|
)
|
||
Total liabilities and equity
|
|
$
|
178,869
|
|
|
$
|
179
|
|
•
|
Noninsurance contracts
— We sell VSCs that offer owners mechanical repair protection and roadside assistance for new and used vehicles beyond the manufacturer’s new vehicle limited warranty. We sell GAP contracts that protect the customer against having to pay certain amounts to a lender above the fair market value of their vehicle if the vehicle is damaged and declared a total loss or stolen. We also sell VMCs that provide coverage for certain agreed-upon services, such as oil changes and tire rotations, over the coverage period. We receive payment in full at the inception of each of these contracts. Our performance obligation for these contracts is satisfied over the term of the contract and we recognize revenue over the contract term on a basis proportionate to the anticipated incurrence of costs, as we believe this is the most appropriate method to measure progress towards satisfaction of the performance obligation. Upon adoption of the amendments to the revenue recognition principles, unearned revenue of
$289 million
was recognized as a component of unearned insurance premiums and service revenue on our
Consolidated Balance Sheet
associated with outstanding contracts at January 1, 2018, and
$91 million
of this balance was recognized as insurance premiums and service revenue earned in our
Consolidated Statement of Income
during the
year ended
December 31, 2018
. At
December 31, 2018
, we had unearned revenue of
$2.6 billion
associated with outstanding contracts, and with respect to this balance we expect to recognize revenue of
$721 million
in
2019
,
$639 million
in
2020
,
$519 million
in
2021
,
$379 million
in 2022, and
$386 million
thereafter. The incremental costs to obtain these contracts are initially deferred and recorded as a component of premiums receivable and other insurance assets on our
Consolidated Balance Sheet
. These deferred costs are amortized as an expense over the term of the related contract commensurate with how the related revenue is recognized, and are included in compensation and benefits and other operating expenses in our
Consolidated Statement of Income
. We had deferred insurance assets of
$1.5 billion
at
December 31, 2018
, and recognized
$427 million
of expense during the
year ended
December 31, 2018
.
|
•
|
Sale of off-lease vehicles
— When a customer’s vehicle lease matures, the customer has the option of purchasing or returning the vehicle. If the vehicle is returned to us, we obtain possession with the intent to sell through SmartAuction—our online auction platform, our dealer channel, or through various other physical auctions. Our performance obligation is satisfied and the remarketing gain or loss is recognized when control of the vehicle has passed to the buyer, which coincides with the sale date. Our actual sales proceeds from remarketing the vehicle may be higher or lower than the estimated residual value resulting in a gain or loss on remarketing recorded through depreciation expense on operating lease assets in our
Consolidated Statement of Income
.
|
•
|
Remarketing fee income
— In addition to using SmartAuction as a remarketing channel for our returned lease vehicles, we maintain the internet auction site and administer the auction process for third-party use. We earn a service fee from dealers for every third-party vehicle sold through SmartAuction. Our performance obligation is to provide the online marketplace for used vehicle transactions to be consummated. This obligation is satisfied and revenue is recognized when control of the vehicle has passed to the buyer, which coincides with the sale date. This revenue is recorded as remarketing fees within other income in our
Consolidated Statement of Income
.
|
•
|
Brokerage commissions and other revenues through Ally Invest
— We charge fees to customers related to their use of certain services on our Ally Invest digital wealth management and online brokerage platform. These fees include commissions on customer-directed trades, account service fees, account management fees on professional portfolio management services, and other ancillary fees. Commissions on customer-directed trades and account service fees are based on published fee schedules and are generated from a customer option to purchase the services offered under the contract. These options do not represent a material right and are only considered a contract when the customer executes their option to purchase these services. Based on this, the term of the contract does not extend beyond services provided, and as such revenue is recognized upon the completion of our performance obligation, which we view as the successful execution of the trade or service. Revenue on professional portfolio management services is calculated monthly based upon a fixed percentage of the client’s assets under management. Due to the fact that this revenue stream is composed of variable consideration that is based on factors outside of our control, we have deemed this revenue as constrained and we are unable to estimate the initial transaction price at the inception of the contract. We have elected to use the practical expedient under GAAP to recognize revenue monthly based on the amount we are able to invoice the customer. We also earn revenue from a fee-sharing agreement with our clearing broker related to the interest income the clearing broker earns on customer cash balances and margin loans made to our customers. We concluded the initial transaction price is exclusively variable consideration and, based on the nature of our performance obligation to allow the clearing broker to collect interest income from cash deposits and customer loans from our customers, we are unable to determine the amount of revenue to be recognized until the total customer cash balance or the total interest income recognized on margin loans has been determined, which occurs monthly. These revenue streams are recorded as other income in our
Consolidated Statement of Income
.
|
•
|
Brokered/agent commissions through Insurance operations
— We have agreements with third parties to offer various vehicle protection products to consumers. We also have agreements with third-party insurers to offer various insurance coverages to dealers. Our performance obligation for these arrangements is satisfied when a customer or dealer has purchased a vehicle protection product or an insurance policy through the third-party provider. In determining the initial transaction price for these agreements, we noted that revenue on brokered/agent commissions is based on the volume of vehicle protection product contracts sold or a
|
•
|
Deposit account and other banking fees
— We charge depositors various account service fees including those for outgoing wires, excessive transactions, overdrafts, stop payments, and returned deposits. These fees are generated from a customer option to purchase services offered under the contract. These options do not represent a material right and are only considered a contract in accordance with the amendments to the revenue recognition principles when the customer exercises their option to purchase these account services. Based on this, the term for our contracts with customers is considered day-to-day, and the contract does not extend beyond the services already provided. Revenue derived from deposit account fees is recorded at the point in time we perform the requested service, and is recorded as other income in our
Consolidated Statement of Income
. As a debit card issuer, we also generate interchange fee income from merchants during debit card transactions and incur certain corresponding charges from merchant card networks. Our performance obligation is satisfied when we have initiated the payment of funds from a customer’s account to a merchant through our contractual agreements with the merchant card networks. Interchange fees are reported on a net basis as other income in our
Consolidated Statement of Income
. Gross interchange fee income was
$12 million
, and interchange expense was
$10 million
, for the
year ended
December 31, 2018
.
|
•
|
Other
revenue
— Other revenue primarily includes service revenue related to various account management functions, fee income derived from third-party loans arranged through Clearlane—our online automotive lender exchange, and revenue associated with licensing and marketing from the Ally CashBack Credit Card—our co-branded credit card. These revenue streams are recorded as other income in our
Consolidated Statement of Income
.
|
Year ended December 31, 2018
($ in millions)
|
|
Automotive Finance operations
|
|
Insurance operations
|
|
Mortgage Finance operations
|
|
Corporate Finance operations
|
|
Corporate and Other
|
|
Consolidated
|
||||||||||||
Revenue from contracts with customers
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Noninsurance contracts
|
|
$
|
—
|
|
|
$
|
506
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
506
|
|
Remarketing fee income
|
|
79
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
79
|
|
||||||
Brokerage commissions and other revenue
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
62
|
|
|
62
|
|
||||||
Brokered/agent commissions
|
|
—
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15
|
|
||||||
Deposit account and other banking fees
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
13
|
|
||||||
Other
|
|
13
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
||||||
Total revenue from contracts with customers
|
|
92
|
|
|
522
|
|
|
—
|
|
|
—
|
|
|
75
|
|
|
689
|
|
||||||
All other revenue
|
|
177
|
|
|
459
|
|
|
7
|
|
|
38
|
|
|
44
|
|
|
725
|
|
||||||
Total other revenue (a)
|
|
$
|
269
|
|
|
$
|
981
|
|
|
$
|
7
|
|
|
$
|
38
|
|
|
$
|
119
|
|
|
$
|
1,414
|
|
(a)
|
Represents a component of total net revenue. Refer to
Note 26
for further information on our reportable operating segments.
|
|
2018
|
|
2017
|
|
2016
|
||||||||||||||||||
Year ended December 31,
($ in millions)
|
Written
|
|
Earned
|
|
Written
|
|
Earned
|
|
Written
|
|
Earned
|
||||||||||||
Insurance premiums
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Direct
|
$
|
420
|
|
|
$
|
414
|
|
|
$
|
384
|
|
|
$
|
364
|
|
|
$
|
317
|
|
|
$
|
318
|
|
Assumed
|
—
|
|
|
4
|
|
|
2
|
|
|
5
|
|
|
3
|
|
|
5
|
|
||||||
Gross insurance premiums
|
420
|
|
|
418
|
|
|
386
|
|
|
369
|
|
|
320
|
|
|
323
|
|
||||||
Ceded
|
(219
|
)
|
|
(197
|
)
|
|
(254
|
)
|
|
(188
|
)
|
|
(198
|
)
|
|
(141
|
)
|
||||||
Net insurance premiums
|
201
|
|
|
221
|
|
|
132
|
|
|
181
|
|
|
122
|
|
|
182
|
|
||||||
Service revenue
|
973
|
|
|
801
|
|
|
864
|
|
|
792
|
|
|
826
|
|
|
763
|
|
||||||
Insurance premiums and service revenue written and earned
|
$
|
1,174
|
|
|
$
|
1,022
|
|
|
$
|
996
|
|
|
$
|
973
|
|
|
$
|
948
|
|
|
$
|
945
|
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Late charges and other administrative fees
|
|
$
|
110
|
|
|
$
|
102
|
|
|
$
|
98
|
|
Remarketing fees
|
|
79
|
|
|
104
|
|
|
103
|
|
|||
Income from equity-method investments
|
|
46
|
|
|
14
|
|
|
18
|
|
|||
Servicing fees
|
|
27
|
|
|
51
|
|
|
64
|
|
|||
Other, net
|
|
155
|
|
|
130
|
|
|
106
|
|
|||
Total other income, net of losses
|
|
$
|
417
|
|
|
$
|
401
|
|
|
$
|
389
|
|
|
|
For the years ended December 31,
($ in millions)
|
|
December 31, 2018
($ in millions)
|
|||||||||||||||||||||||||||||||
Accident year (a)
|
|
2012 (b)
|
|
2013 (b)
|
|
2014 (b)
|
|
2015 (b)
|
|
2016
|
|
2017
|
|
2018
|
|
Total of incurred-but-not-reported liabilities plus expected development on reported claims (c)
|
|
Cumulative number of reported claims (c)
|
|||||||||||||||||
2012
|
|
$
|
435
|
|
|
$
|
430
|
|
|
$
|
423
|
|
|
$
|
423
|
|
|
$
|
423
|
|
|
$
|
422
|
|
|
$
|
422
|
|
|
$
|
—
|
|
|
772,549
|
|
2013
|
|
|
|
376
|
|
|
365
|
|
|
370
|
|
|
370
|
|
|
369
|
|
|
368
|
|
|
—
|
|
|
672,273
|
|
|||||||||
2014
|
|
|
|
|
|
390
|
|
|
389
|
|
|
388
|
|
|
388
|
|
|
388
|
|
|
—
|
|
|
525,297
|
|
||||||||||
2015
|
|
|
|
|
|
|
|
274
|
|
|
271
|
|
|
272
|
|
|
272
|
|
|
—
|
|
|
342,261
|
|
|||||||||||
2016
|
|
|
|
|
|
|
|
|
|
326
|
|
|
327
|
|
|
328
|
|
|
—
|
|
|
475,973
|
|
||||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
310
|
|
|
314
|
|
|
—
|
|
|
481,319
|
|
|||||||||||||
2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
271
|
|
|
19
|
|
|
482,605
|
|
||||||||||||||
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
2,363
|
|
|
|
|
|
(a)
|
Due to the discontinuation of various product lines and sale of certain international operations, information prior to 2012 has been excluded from the table in order to appropriately reflect the number of years for which claims are typically outstanding. In addition, given the short tail of our insurance contracts, the table above reflects the combined presentation of all business lines.
|
(b)
|
Information presented for the years 2012 through 2015 is unaudited supplementary information.
|
(c)
|
Claims are reported on a claimant basis. Claimant is defined as one vehicle for guaranteed asset protection (GAP) products, one repair visit for vehicle service contracts (VSCs) and vehicle maintenance contracts (VMCs), one dealership for dealer inventory products, and per individual/coverage for run-off personal automotive products.
|
|
|
For the years ended December 31,
($ in millions)
|
||||||||||||||||||||||||||
Accident year (a)
|
|
2012 (b)
|
|
2013 (b)
|
|
2014 (b)
|
|
2015 (b)
|
|
2016
|
|
2017
|
|
2018
|
||||||||||||||
2012
|
|
$
|
391
|
|
|
$
|
412
|
|
|
$
|
416
|
|
|
$
|
418
|
|
|
$
|
419
|
|
|
$
|
421
|
|
|
$
|
421
|
|
2013
|
|
|
|
347
|
|
|
364
|
|
|
366
|
|
|
368
|
|
|
368
|
|
|
368
|
|
||||||||
2014
|
|
|
|
|
|
369
|
|
|
388
|
|
|
388
|
|
|
388
|
|
|
388
|
|
|||||||||
2015
|
|
|
|
|
|
|
|
252
|
|
|
272
|
|
|
272
|
|
|
272
|
|
||||||||||
2016
|
|
|
|
|
|
|
|
|
|
302
|
|
|
327
|
|
|
328
|
|
|||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
289
|
|
|
315
|
|
||||||||||||
2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
245
|
|
|||||||||||||
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
2,337
|
|
||||||||||||
All outstanding liabilities for loss and allocated loss adjustment expenses before 2012, net of reinsurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
|
|||||||||||||
Reserves for insurance losses and allocated loss adjustment expenses, net of reinsurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
35
|
|
(a)
|
Due to the discontinuation of various product lines and sale of certain international operations, information prior to 2012 has been excluded from the table in order to appropriately reflect the number of years for which claims are typically outstanding. In addition, given the short tail of our insurance contracts, the table above reflects the combined presentation of all business lines.
|
(b)
|
Information presented for the years 2012 through 2015 is unaudited supplementary information.
|
Year
|
|
1
|
|
2
|
|
3
|
|
4
|
|
5
|
|
6
|
|
7
|
|||||||
Percentage payout of incurred claims
|
|
92.8
|
%
|
|
6.1
|
%
|
|
0.4
|
%
|
|
0.3
|
%
|
|
0.1
|
%
|
|
0.2
|
%
|
|
0.1
|
%
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Reserves for insurance losses and loss adjustment expenses, net of reinsurance
|
|
$
|
35
|
|
|
$
|
30
|
|
|
$
|
38
|
|
Total reinsurance recoverable on unpaid claims
|
|
96
|
|
|
108
|
|
|
108
|
|
|||
Unallocated loss adjustment expenses
|
|
3
|
|
|
2
|
|
|
3
|
|
|||
Total gross reserves for insurance losses and loss adjustment expenses
|
|
$
|
134
|
|
|
$
|
140
|
|
|
$
|
149
|
|
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Total gross reserves for insurance losses and loss adjustment expenses at January 1,
|
|
$
|
140
|
|
|
$
|
149
|
|
|
$
|
169
|
|
Less: Reinsurance recoverable
|
|
108
|
|
|
108
|
|
|
120
|
|
|||
Net reserves for insurance losses and loss adjustment expenses at January 1,
|
|
32
|
|
|
41
|
|
|
49
|
|
|||
Net insurance losses and loss adjustment expenses incurred related to:
|
|
|
|
|
|
|
||||||
Current year
|
|
291
|
|
|
332
|
|
|
345
|
|
|||
Prior years (a)
|
|
4
|
|
|
—
|
|
|
(3
|
)
|
|||
Total net insurance losses and loss adjustment expenses incurred
|
|
295
|
|
|
332
|
|
|
342
|
|
|||
Net insurance losses and loss adjustment expenses paid or payable related to:
|
|
|
|
|
|
|
||||||
Current year
|
|
(263
|
)
|
|
(309
|
)
|
|
(320
|
)
|
|||
Prior years
|
|
(26
|
)
|
|
(32
|
)
|
|
(30
|
)
|
|||
Total net insurance losses and loss adjustment expenses paid or payable
|
|
(289
|
)
|
|
(341
|
)
|
|
(350
|
)
|
|||
Net reserves for insurance losses and loss adjustment expenses at December 31,
|
|
38
|
|
|
32
|
|
|
41
|
|
|||
Plus: Reinsurance recoverable
|
|
96
|
|
|
108
|
|
|
108
|
|
|||
Total gross reserves for insurance losses and loss adjustment expenses at December 31,
|
|
$
|
134
|
|
|
$
|
140
|
|
|
$
|
149
|
|
(a)
|
There have been no material adverse changes to the reserve for prior years.
|
Year ended December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
||||||
Insurance commissions
|
$
|
440
|
|
|
$
|
415
|
|
|
$
|
389
|
|
Technology and communications
|
299
|
|
|
284
|
|
|
274
|
|
|||
Advertising and marketing
|
172
|
|
|
133
|
|
|
112
|
|
|||
Lease and loan administration
|
164
|
|
|
159
|
|
|
136
|
|
|||
Professional services
|
133
|
|
|
113
|
|
|
103
|
|
|||
Regulatory and licensing fees
|
121
|
|
|
113
|
|
|
94
|
|
|||
Vehicle remarketing and repossession
|
111
|
|
|
110
|
|
|
95
|
|
|||
Premises and equipment depreciation
|
87
|
|
|
89
|
|
|
84
|
|
|||
Occupancy
|
45
|
|
|
46
|
|
|
51
|
|
|||
Non-income taxes
|
29
|
|
|
21
|
|
|
25
|
|
|||
Amortization of intangible assets
|
11
|
|
|
11
|
|
|
6
|
|
|||
Other
|
202
|
|
|
189
|
|
|
236
|
|
|||
Total other operating expenses
|
$
|
1,814
|
|
|
$
|
1,683
|
|
|
$
|
1,605
|
|
|
|
2018
|
|
2017
|
||||||||||||||||||||||||||||
|
|
Amortized cost
|
|
Gross unrealized
|
|
Fair value
|
|
Amortized cost
|
|
Gross unrealized
|
|
Fair value
|
||||||||||||||||||||
December 31,
($ in millions)
|
|
gains
|
|
losses
|
|
gains
|
|
losses
|
|
|||||||||||||||||||||||
Available-for-sale securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Debt securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. Treasury and federal agencies
|
|
$
|
1,911
|
|
|
$
|
—
|
|
|
$
|
(60
|
)
|
|
$
|
1,851
|
|
|
$
|
1,831
|
|
|
$
|
—
|
|
|
$
|
(54
|
)
|
|
$
|
1,777
|
|
U.S. States and political subdivisions
|
|
816
|
|
|
3
|
|
|
(17
|
)
|
|
802
|
|
|
850
|
|
|
11
|
|
|
(7
|
)
|
|
854
|
|
||||||||
Foreign government
|
|
145
|
|
|
1
|
|
|
(1
|
)
|
|
145
|
|
|
153
|
|
|
2
|
|
|
(1
|
)
|
|
154
|
|
||||||||
Agency mortgage-backed residential
|
|
17,486
|
|
|
47
|
|
|
(395
|
)
|
|
17,138
|
|
|
14,412
|
|
|
35
|
|
|
(156
|
)
|
|
14,291
|
|
||||||||
Mortgage-backed residential
|
|
2,796
|
|
|
1
|
|
|
(111
|
)
|
|
2,686
|
|
|
2,517
|
|
|
11
|
|
|
(34
|
)
|
|
2,494
|
|
||||||||
Mortgage-backed commercial
|
|
718
|
|
|
1
|
|
|
(2
|
)
|
|
717
|
|
|
541
|
|
|
1
|
|
|
(1
|
)
|
|
541
|
|
||||||||
Asset-backed
|
|
723
|
|
|
2
|
|
|
(2
|
)
|
|
723
|
|
|
933
|
|
|
4
|
|
|
(1
|
)
|
|
936
|
|
||||||||
Corporate debt
|
|
1,286
|
|
|
1
|
|
|
(46
|
)
|
|
1,241
|
|
|
1,262
|
|
|
5
|
|
|
(11
|
)
|
|
1,256
|
|
||||||||
Total available-for-sale securities (a) (b) (c)
|
|
$
|
25,881
|
|
|
$
|
56
|
|
|
$
|
(634
|
)
|
|
$
|
25,303
|
|
|
$
|
22,499
|
|
|
$
|
69
|
|
|
$
|
(265
|
)
|
|
$
|
22,303
|
|
Held-to-maturity securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Debt securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Agency mortgage-backed residential (d)
|
|
$
|
2,319
|
|
|
$
|
6
|
|
|
$
|
(61
|
)
|
|
$
|
2,264
|
|
|
$
|
1,863
|
|
|
$
|
3
|
|
|
$
|
(37
|
)
|
|
$
|
1,829
|
|
Asset-backed retained notes
|
|
43
|
|
|
—
|
|
|
—
|
|
|
43
|
|
|
36
|
|
|
—
|
|
|
—
|
|
|
36
|
|
||||||||
Total held-to-maturity securities
|
|
$
|
2,362
|
|
|
$
|
6
|
|
|
$
|
(61
|
)
|
|
$
|
2,307
|
|
|
$
|
1,899
|
|
|
$
|
3
|
|
|
$
|
(37
|
)
|
|
$
|
1,865
|
|
(a)
|
Certain entities related to our Insurance operations are required to deposit securities with state regulatory authorities. These deposited securities totaled
$12 million
at both
December 31, 2018
, and December 31, 2017.
|
(b)
|
Certain available-for-sale securities are included in fair value hedging relationships. Refer to
Note 21
for additional information.
|
(c)
|
Available-for-sale securities with a fair value of
$9.2 billion
and
$7.8 billion
at
December 31, 2018
, and
December 31, 2017
, respectively, were pledged to secure advances from the FHLB, short-term borrowings or repurchase agreements, or for other purposes as required by contractual obligation or law. Under these agreements, we have granted the counterparty the right to sell or pledge
$821 million
and
$1.0 billion
of the underlying investment securities at
December 31, 2018
, and
December 31, 2017
, respectively.
|
(d)
|
Held-to-maturity securities with a fair value of
$1.2 billion
and
$664 million
at
December 31, 2018
, and December 31, 2017, respectively, were pledged to secure advances from the FHLB.
|
|
|
Total
|
|
Due in one year or less
|
|
Due after one year through five years
|
|
Due after five years through ten years
|
|
Due after ten years
|
|||||||||||||||||||||||||
($ in millions)
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|||||||||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Fair value of available-for-sale securities (a)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
U.S. Treasury and federal agencies
|
|
$
|
1,851
|
|
|
1.9
|
%
|
|
$
|
12
|
|
|
1.0
|
%
|
|
$
|
1,277
|
|
|
1.8
|
%
|
|
$
|
562
|
|
|
2.0
|
%
|
|
$
|
—
|
|
|
—
|
%
|
U.S. States and political subdivisions
|
|
802
|
|
|
3.0
|
|
|
49
|
|
|
1.9
|
|
|
43
|
|
|
2.3
|
|
|
252
|
|
|
2.6
|
|
|
458
|
|
|
3.4
|
|
|||||
Foreign government
|
|
145
|
|
|
2.4
|
|
|
18
|
|
|
3.1
|
|
|
60
|
|
|
2.3
|
|
|
67
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|||||
Agency mortgage-backed residential
|
|
17,138
|
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
54
|
|
|
1.9
|
|
|
17,084
|
|
|
3.3
|
|
|||||
Mortgage-backed residential
|
|
2,686
|
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,686
|
|
|
3.3
|
|
|||||
Mortgage-backed commercial
|
|
717
|
|
|
3.8
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
3.1
|
|
|
46
|
|
|
3.9
|
|
|
668
|
|
|
3.8
|
|
|||||
Asset-backed
|
|
723
|
|
|
3.5
|
|
|
—
|
|
|
—
|
|
|
478
|
|
|
3.4
|
|
|
121
|
|
|
4.0
|
|
|
124
|
|
|
3.3
|
|
|||||
Corporate debt
|
|
1,241
|
|
|
3.1
|
|
|
144
|
|
|
2.8
|
|
|
496
|
|
|
2.9
|
|
|
581
|
|
|
3.3
|
|
|
20
|
|
|
5.5
|
|
|||||
Total available-for-sale securities
|
|
$
|
25,303
|
|
|
3.2
|
|
|
$
|
223
|
|
|
2.6
|
|
|
$
|
2,357
|
|
|
2.4
|
|
|
$
|
1,683
|
|
|
2.8
|
|
|
$
|
21,040
|
|
|
3.3
|
|
Amortized cost of available-for-sale securities
|
|
$
|
25,881
|
|
|
|
|
$
|
224
|
|
|
|
|
$
|
2,405
|
|
|
|
|
$
|
1,743
|
|
|
|
|
$
|
21,509
|
|
|
|
|||||
Amortized cost of held-to-maturity securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Agency mortgage-backed residential
|
|
$
|
2,319
|
|
|
3.2
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
2,319
|
|
|
3.2
|
%
|
Asset-backed retained notes
|
|
43
|
|
|
2.0
|
|
|
—
|
|
|
—
|
|
|
42
|
|
|
2.0
|
|
|
1
|
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|||||
Total held-to-maturity securities
|
|
$
|
2,362
|
|
|
3.2
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
42
|
|
|
2.0
|
|
|
$
|
1
|
|
|
3.3
|
|
|
$
|
2,319
|
|
|
3.2
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Fair value of available-for-sale securities (a)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
U.S. Treasury
|
|
$
|
1,777
|
|
|
1.7
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
487
|
|
|
1.7
|
%
|
|
$
|
1,290
|
|
|
1.8
|
%
|
|
$
|
—
|
|
|
—
|
%
|
U.S. States and political subdivisions
|
|
854
|
|
|
2.9
|
|
|
76
|
|
|
1.8
|
|
|
36
|
|
|
2.3
|
|
|
203
|
|
|
2.5
|
|
|
539
|
|
|
3.3
|
|
|||||
Foreign government
|
|
154
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
|
80
|
|
|
2.5
|
|
|
74
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|||||
Agency mortgage-backed residential
|
|
14,291
|
|
|
3.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
2.9
|
|
|
14,288
|
|
|
3.1
|
|
|||||
Mortgage-backed residential
|
|
2,494
|
|
|
3.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,494
|
|
|
3.1
|
|
|||||
Mortgage-backed commercial
|
|
541
|
|
|
3.2
|
|
|
—
|
|
|
—
|
|
|
30
|
|
|
3.1
|
|
|
31
|
|
|
3.1
|
|
|
480
|
|
|
3.2
|
|
|||||
Asset-backed
|
|
936
|
|
|
3.1
|
|
|
—
|
|
|
—
|
|
|
698
|
|
|
3.1
|
|
|
106
|
|
|
3.1
|
|
|
132
|
|
|
2.8
|
|
|||||
Corporate debt
|
|
1,256
|
|
|
2.9
|
|
|
140
|
|
|
2.6
|
|
|
513
|
|
|
2.6
|
|
|
564
|
|
|
3.2
|
|
|
39
|
|
|
4.7
|
|
|||||
Total available-for-sale securities
|
|
$
|
22,303
|
|
|
3.0
|
|
|
$
|
216
|
|
|
2.3
|
|
|
$
|
1,844
|
|
|
2.5
|
|
|
$
|
2,271
|
|
|
2.3
|
|
|
$
|
17,972
|
|
|
3.1
|
|
Amortized cost of available-for-sale securities
|
|
$
|
22,499
|
|
|
|
|
|
$
|
217
|
|
|
|
|
|
$
|
1,852
|
|
|
|
|
|
$
|
2,314
|
|
|
|
|
|
$
|
18,116
|
|
|
|
|
Amortized cost of held-to-maturity securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Agency mortgage-backed residential
|
|
$
|
1,863
|
|
|
3.1
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
1,863
|
|
|
3.1
|
%
|
Asset-backed retained notes
|
|
36
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
|
35
|
|
|
1.7
|
|
|
1
|
|
|
3.0
|
|
|
—
|
|
|
—
|
|
|||||
Total held-to-maturity securities
|
|
$
|
1,899
|
|
|
3.1
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
35
|
|
|
1.7
|
|
|
$
|
1
|
|
|
3.0
|
|
|
$
|
1,863
|
|
|
3.1
|
|
(a)
|
Yield is calculated using the effective yield of each security at the end of the period, weighted based on the market value. The effective yield considers the contractual coupon and amortized cost, and excludes expected capital gains and losses.
|
Year ended December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
||||||
Taxable interest
|
$
|
690
|
|
|
$
|
534
|
|
|
$
|
375
|
|
Taxable dividends
|
14
|
|
|
12
|
|
|
17
|
|
|||
Interest and dividends exempt from U.S. federal income tax
|
25
|
|
|
22
|
|
|
19
|
|
|||
Interest and dividends on investment securities
|
$
|
729
|
|
|
$
|
568
|
|
|
$
|
411
|
|
Year ended December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
||||||
Available-for-sale securities
|
|
|
|
|
|
||||||
Gross realized gains
|
$
|
12
|
|
|
$
|
106
|
|
|
$
|
187
|
|
Gross realized losses (a)
|
(1
|
)
|
|
(4
|
)
|
|
(2
|
)
|
|||
Net realized gains on available-for-sale securities
|
11
|
|
|
102
|
|
|
185
|
|
|||
Net realized gain on equity securities
|
60
|
|
|
|
|
|
|||||
Net unrealized loss on equity securities (b)
|
(121
|
)
|
|
|
|
|
|||||
Other (loss) gain on investments, net
|
$
|
(50
|
)
|
|
$
|
102
|
|
|
$
|
185
|
|
(a)
|
Certain available-for-sale securities were sold at a loss in 2018, 2017, and 2016 as a result of market conditions within these respective periods (e.g., a downgrade in the rating of a debt security) or based on corporate actions outside of our control (such as a call by the issuer). Any such sales were made in accordance with our risk-management policies and practices.
|
(b)
|
As a result of our adoption of ASU 2016-01, beginning January 1, 2018, changes in the fair value of our portfolio of equity securities are recognized in net income. Prior to adoption, equity securities were included in our available-for-sale portfolio and unrealized changes in fair value were recognized through other comprehensive (loss) income until realized, at which point we recorded a gain or loss on sale. We adopted ASU 2016-01 on January 1, 2018, on a modified retrospective basis with a cumulative effect adjustment as of the beginning of the fiscal year of initial adoption.
Refer to the section titled
Recently Adopted Accounting Standards
in
Note 1
for additional information.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Consumer automotive (a)
|
|
$
|
70,539
|
|
|
$
|
68,071
|
|
Consumer mortgage
|
|
|
|
|
||||
Mortgage Finance (b)
|
|
15,155
|
|
|
11,657
|
|
||
Mortgage — Legacy (c)
|
|
1,546
|
|
|
2,093
|
|
||
Total consumer mortgage
|
|
16,701
|
|
|
13,750
|
|
||
Total consumer
|
|
87,240
|
|
|
81,821
|
|
||
Commercial
|
|
|
|
|
||||
Commercial and industrial
|
|
|
|
|
||||
Automotive
|
|
33,672
|
|
|
33,025
|
|
||
Other
|
|
4,205
|
|
|
3,887
|
|
||
Commercial real estate
|
|
4,809
|
|
|
4,160
|
|
||
Total commercial
|
|
42,686
|
|
|
41,072
|
|
||
Total finance receivables and loans (d)
|
|
$
|
129,926
|
|
|
$
|
122,893
|
|
(a)
|
Certain finance receivables and loans are included in fair value hedging relationships. Refer to
Note 21
for additional information.
|
(b)
|
Includes loans originated as interest-only mortgage loans of
$18 million
and
$20 million
at
December 31, 2018
, and
December 31, 2017
, respectively,
34%
of which are expected to start principal amortization in
2019
, and
41%
in
2020
. The remainder of these loans have exited the interest-only period.
|
(c)
|
Includes loans originated as interest-only mortgage loans of
$341 million
and
$496 million
at
December 31, 2018
, and
December 31, 2017
, respectively, of which
99%
have exited the interest-only period.
|
(d)
|
Totals include net unearned income, unamortized premiums and discounts, and deferred fees and costs of
$587 million
and
$551 million
at
December 31, 2018
, and
December 31, 2017
, respectively.
|
($ in millions)
|
|
Consumer automotive
|
|
Consumer mortgage
|
|
Commercial
|
|
Total
|
||||||||
Allowance at January 1, 2018
|
|
$
|
1,066
|
|
|
$
|
79
|
|
|
$
|
131
|
|
|
$
|
1,276
|
|
Charge-offs (a)
|
|
(1,383
|
)
|
|
(35
|
)
|
|
(15
|
)
|
|
(1,433
|
)
|
||||
Recoveries
|
|
456
|
|
|
25
|
|
|
7
|
|
|
488
|
|
||||
Net charge-offs
|
|
(927
|
)
|
|
(10
|
)
|
|
(8
|
)
|
|
(945
|
)
|
||||
Provision for loan losses
|
|
911
|
|
|
(15
|
)
|
|
22
|
|
|
918
|
|
||||
Other (b)
|
|
(2
|
)
|
|
(1
|
)
|
|
(4
|
)
|
|
(7
|
)
|
||||
Allowance at December 31, 2018
|
|
$
|
1,048
|
|
|
$
|
53
|
|
|
$
|
141
|
|
|
$
|
1,242
|
|
Allowance for loan losses at December 31, 2018
|
|
|
|
|
|
|
|
|
||||||||
Individually evaluated for impairment
|
|
$
|
44
|
|
|
$
|
23
|
|
|
$
|
56
|
|
|
$
|
123
|
|
Collectively evaluated for impairment
|
|
1,004
|
|
|
30
|
|
|
85
|
|
|
1,119
|
|
||||
Finance receivables and loans at gross carrying value
|
|
|
|
|
|
|
|
|
||||||||
Ending balance
|
|
$
|
70,539
|
|
|
$
|
16,701
|
|
|
$
|
42,686
|
|
|
$
|
129,926
|
|
Individually evaluated for impairment
|
|
495
|
|
|
231
|
|
|
349
|
|
|
1,075
|
|
||||
Collectively evaluated for impairment
|
|
70,044
|
|
|
16,470
|
|
|
42,337
|
|
|
128,851
|
|
(a)
|
Represents the amount of the gross carrying value directly written off. For consumer and commercial loans, the loss from a charge-off is measured as the difference between the gross carrying value of a loan and the fair value of the collateral, less costs to sell. Refer to
Note 1
for more information regarding our charge-off policies.
|
(b)
|
Primarily related to the transfer of finance receivables and loans from held-for-investment to held-for-sale.
|
($ in millions)
|
|
Consumer automotive
|
|
Consumer mortgage
|
|
Commercial
|
|
Total
|
||||||||
Allowance at January 1, 2017
|
|
$
|
932
|
|
|
$
|
91
|
|
|
$
|
121
|
|
|
$
|
1,144
|
|
Charge-offs (a)
|
|
(1,344
|
)
|
|
(30
|
)
|
|
(18
|
)
|
|
(1,392
|
)
|
||||
Recoveries
|
|
358
|
|
|
24
|
|
|
—
|
|
|
382
|
|
||||
Net charge-offs
|
|
(986
|
)
|
|
(6
|
)
|
|
(18
|
)
|
|
(1,010
|
)
|
||||
Provision for loan losses
|
|
1,127
|
|
|
(7
|
)
|
|
28
|
|
|
1,148
|
|
||||
Other (b)
|
|
(7
|
)
|
|
1
|
|
|
—
|
|
|
(6
|
)
|
||||
Allowance at December 31, 2017
|
|
$
|
1,066
|
|
|
$
|
79
|
|
|
$
|
131
|
|
|
$
|
1,276
|
|
Allowance for loan losses at December 31, 2017
|
|
|
|
|
|
|
|
|
||||||||
Individually evaluated for impairment
|
|
$
|
36
|
|
|
$
|
27
|
|
|
$
|
14
|
|
|
$
|
77
|
|
Collectively evaluated for impairment
|
|
1,030
|
|
|
52
|
|
|
117
|
|
|
1,199
|
|
||||
Finance receivables and loans at gross carrying value
|
|
|
|
|
|
|
|
|
|
|||||||
Ending balance
|
|
$
|
68,071
|
|
|
$
|
13,750
|
|
|
$
|
41,072
|
|
|
$
|
122,893
|
|
Individually evaluated for impairment
|
|
430
|
|
|
231
|
|
|
72
|
|
|
733
|
|
||||
Collectively evaluated for impairment
|
|
67,641
|
|
|
13,519
|
|
|
41,000
|
|
|
122,160
|
|
(a)
|
Represents the amount of the gross carrying value directly written off. For consumer and commercial loans, the loss from a charge-off is measured as the difference between the gross carrying value of a loan and the fair value of the collateral, less costs to sell. Refer to
Note 1
for more information regarding our charge-off policies.
|
(b)
|
Primarily related to the transfer of finance receivables and loans from held-for-investment to held-for-sale.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Consumer automotive
|
|
$
|
578
|
|
|
$
|
1,339
|
|
Consumer mortgage
|
|
10
|
|
|
9
|
|
||
Commercial
|
|
238
|
|
|
—
|
|
||
Total sales and transfers
|
|
$
|
826
|
|
|
$
|
1,348
|
|
($ in millions)
|
|
2018
|
|
2017
|
||||
Consumer automotive
|
|
$
|
896
|
|
|
$
|
865
|
|
Consumer mortgage
|
|
4,446
|
|
|
4,481
|
|
||
Commercial
|
|
15
|
|
|
—
|
|
||
Total purchases of finance receivables and loans
|
|
$
|
5,357
|
|
|
$
|
5,346
|
|
December 31,
($ in millions)
|
|
30–59 days past due
|
|
60–89 days past due
|
|
90 days or more past due
|
|
Total past due
|
|
Current
|
|
Total finance receivables and loans
|
||||||||||||
2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Consumer automotive
|
|
$
|
2,107
|
|
|
$
|
537
|
|
|
$
|
296
|
|
|
$
|
2,940
|
|
|
$
|
67,599
|
|
|
$
|
70,539
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgage Finance
|
|
67
|
|
|
5
|
|
|
4
|
|
|
76
|
|
|
15,079
|
|
|
15,155
|
|
||||||
Mortgage — Legacy
|
|
30
|
|
|
10
|
|
|
42
|
|
|
82
|
|
|
1,464
|
|
|
1,546
|
|
||||||
Total consumer mortgage
|
|
97
|
|
|
15
|
|
|
46
|
|
|
158
|
|
|
16,543
|
|
|
16,701
|
|
||||||
Total consumer
|
|
2,204
|
|
|
552
|
|
|
342
|
|
|
3,098
|
|
|
84,142
|
|
|
87,240
|
|
||||||
Commercial
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Automotive
|
|
—
|
|
|
1
|
|
|
31
|
|
|
32
|
|
|
33,640
|
|
|
33,672
|
|
||||||
Other
|
|
—
|
|
|
4
|
|
|
16
|
|
|
20
|
|
|
4,185
|
|
|
4,205
|
|
||||||
Commercial real estate
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
4,808
|
|
|
4,809
|
|
||||||
Total commercial
|
|
—
|
|
|
5
|
|
|
48
|
|
|
53
|
|
|
42,633
|
|
|
42,686
|
|
||||||
Total consumer and commercial
|
|
$
|
2,204
|
|
|
$
|
557
|
|
|
$
|
390
|
|
|
$
|
3,151
|
|
|
$
|
126,775
|
|
|
$
|
129,926
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Consumer automotive
|
|
$
|
1,994
|
|
|
$
|
478
|
|
|
$
|
268
|
|
|
$
|
2,740
|
|
|
$
|
65,331
|
|
|
$
|
68,071
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgage Finance
|
|
60
|
|
|
11
|
|
|
18
|
|
|
89
|
|
|
11,568
|
|
|
11,657
|
|
||||||
Mortgage — Legacy
|
|
43
|
|
|
25
|
|
|
62
|
|
|
130
|
|
|
1,963
|
|
|
2,093
|
|
||||||
Total consumer mortgage
|
|
103
|
|
|
36
|
|
|
80
|
|
|
219
|
|
|
13,531
|
|
|
13,750
|
|
||||||
Total consumer
|
|
2,097
|
|
|
514
|
|
|
348
|
|
|
2,959
|
|
|
78,862
|
|
|
81,821
|
|
||||||
Commercial
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Automotive
|
|
5
|
|
|
—
|
|
|
3
|
|
|
8
|
|
|
33,017
|
|
|
33,025
|
|
||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,887
|
|
|
3,887
|
|
||||||
Commercial real estate
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,160
|
|
|
4,160
|
|
||||||
Total commercial
|
|
5
|
|
|
—
|
|
|
3
|
|
|
8
|
|
|
41,064
|
|
|
41,072
|
|
||||||
Total consumer and commercial
|
|
$
|
2,102
|
|
|
$
|
514
|
|
|
$
|
351
|
|
|
$
|
2,967
|
|
|
$
|
119,926
|
|
|
$
|
122,893
|
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Consumer automotive
|
|
$
|
664
|
|
|
$
|
603
|
|
Consumer mortgage
|
|
|
|
|
||||
Mortgage Finance
|
|
9
|
|
|
25
|
|
||
Mortgage — Legacy
|
|
70
|
|
|
92
|
|
||
Total consumer mortgage
|
|
79
|
|
|
117
|
|
||
Total consumer
|
|
743
|
|
|
720
|
|
||
Commercial
|
|
|
|
|
||||
Commercial and industrial
|
|
|
|
|
||||
Automotive
|
|
203
|
|
|
27
|
|
||
Other
|
|
142
|
|
|
44
|
|
||
Commercial real estate
|
|
4
|
|
|
1
|
|
||
Total commercial
|
|
349
|
|
|
72
|
|
||
Total consumer and commercial finance receivables and loans
|
|
$
|
1,092
|
|
|
$
|
792
|
|
|
|
2018
|
|
2017
|
||||||||||||||||||||
December 31,
($ in millions)
|
|
Performing
|
|
Nonperforming
|
|
Total
|
|
Performing
|
|
Nonperforming
|
|
Total
|
||||||||||||
Consumer automotive
|
|
$
|
69,875
|
|
|
$
|
664
|
|
|
$
|
70,539
|
|
|
$
|
67,468
|
|
|
$
|
603
|
|
|
$
|
68,071
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgage Finance
|
|
15,146
|
|
|
9
|
|
|
15,155
|
|
|
11,632
|
|
|
25
|
|
|
11,657
|
|
||||||
Mortgage — Legacy
|
|
1,476
|
|
|
70
|
|
|
1,546
|
|
|
2,001
|
|
|
92
|
|
|
2,093
|
|
||||||
Total consumer mortgage
|
|
16,622
|
|
|
79
|
|
|
16,701
|
|
|
13,633
|
|
|
117
|
|
|
13,750
|
|
||||||
Total consumer
|
|
$
|
86,497
|
|
|
$
|
743
|
|
|
$
|
87,240
|
|
|
$
|
81,101
|
|
|
$
|
720
|
|
|
$
|
81,821
|
|
|
|
2018
|
|
2017
|
||||||||||||||||||||
December 31,
($ in millions)
|
|
Pass
|
|
Criticized (a)
|
|
Total
|
|
Pass
|
|
Criticized (a)
|
|
Total
|
||||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Automotive
|
|
$
|
30,799
|
|
|
$
|
2,873
|
|
|
$
|
33,672
|
|
|
$
|
30,982
|
|
|
$
|
2,043
|
|
|
$
|
33,025
|
|
Other
|
|
3,373
|
|
|
832
|
|
|
4,205
|
|
|
2,986
|
|
|
901
|
|
|
3,887
|
|
||||||
Commercial real estate
|
|
4,538
|
|
|
271
|
|
|
4,809
|
|
|
4,023
|
|
|
137
|
|
|
4,160
|
|
||||||
Total commercial
|
|
$
|
38,710
|
|
|
$
|
3,976
|
|
|
$
|
42,686
|
|
|
$
|
37,991
|
|
|
$
|
3,081
|
|
|
$
|
41,072
|
|
(a)
|
Includes loans classified as special mention, substandard, or doubtful. These classifications are based on regulatory definitions and generally represent loans within our portfolio that have a higher default risk or have already defaulted.
|
December 31,
($ in millions)
|
|
Unpaid principal balance (a)
|
|
Gross carrying value
|
|
Impaired with no allowance
|
|
Impaired with an allowance
|
|
Allowance for impaired loans
|
||||||||||
2018
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consumer automotive
|
|
$
|
503
|
|
|
$
|
495
|
|
|
$
|
105
|
|
|
$
|
390
|
|
|
$
|
44
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage Finance
|
|
15
|
|
|
15
|
|
|
6
|
|
|
9
|
|
|
1
|
|
|||||
Mortgage — Legacy
|
|
221
|
|
|
216
|
|
|
65
|
|
|
151
|
|
|
22
|
|
|||||
Total consumer mortgage
|
|
236
|
|
|
231
|
|
|
71
|
|
|
160
|
|
|
23
|
|
|||||
Total consumer
|
|
739
|
|
|
726
|
|
|
176
|
|
|
550
|
|
|
67
|
|
|||||
Commercial
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive
|
|
203
|
|
|
203
|
|
|
112
|
|
|
91
|
|
|
10
|
|
|||||
Other
|
|
159
|
|
|
142
|
|
|
40
|
|
|
102
|
|
|
46
|
|
|||||
Commercial real estate
|
|
4
|
|
|
4
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|||||
Total commercial
|
|
366
|
|
|
349
|
|
|
156
|
|
|
193
|
|
|
56
|
|
|||||
Total consumer and commercial finance receivables and loans
|
|
$
|
1,105
|
|
|
$
|
1,075
|
|
|
$
|
332
|
|
|
$
|
743
|
|
|
$
|
123
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consumer automotive
|
|
$
|
438
|
|
|
$
|
430
|
|
|
$
|
91
|
|
|
$
|
339
|
|
|
$
|
36
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage Finance
|
|
8
|
|
|
8
|
|
|
4
|
|
|
4
|
|
|
—
|
|
|||||
Mortgage — Legacy
|
|
228
|
|
|
223
|
|
|
58
|
|
|
165
|
|
|
27
|
|
|||||
Total consumer mortgage
|
|
236
|
|
|
231
|
|
|
62
|
|
|
169
|
|
|
27
|
|
|||||
Total consumer
|
|
674
|
|
|
661
|
|
|
153
|
|
|
508
|
|
|
63
|
|
|||||
Commercial
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive
|
|
27
|
|
|
27
|
|
|
9
|
|
|
18
|
|
|
3
|
|
|||||
Other
|
|
54
|
|
|
44
|
|
|
10
|
|
|
34
|
|
|
11
|
|
|||||
Commercial real estate
|
|
1
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|||||
Total commercial
|
|
82
|
|
|
72
|
|
|
19
|
|
|
53
|
|
|
14
|
|
|||||
Total consumer and commercial finance receivables and loans
|
|
$
|
756
|
|
|
$
|
733
|
|
|
$
|
172
|
|
|
$
|
561
|
|
|
$
|
77
|
|
(a)
|
Adjusted for charge-offs.
|
|
|
2018
|
|
2017
|
|
2016
|
||||||||||||||||||
Year ended December 31,
($ in millions)
|
|
Average balance
|
|
Interest income
|
|
Average balance
|
|
Interest income
|
|
Average balance
|
|
Interest income
|
||||||||||||
Consumer automotive
|
|
$
|
478
|
|
|
$
|
28
|
|
|
$
|
391
|
|
|
$
|
21
|
|
|
$
|
344
|
|
|
$
|
17
|
|
Consumer mortgage
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgage Finance
|
|
11
|
|
|
1
|
|
|
8
|
|
|
—
|
|
|
8
|
|
|
—
|
|
||||||
Mortgage — Legacy
|
|
218
|
|
|
10
|
|
|
234
|
|
|
10
|
|
|
248
|
|
|
9
|
|
||||||
Total consumer mortgage
|
|
229
|
|
|
11
|
|
|
242
|
|
|
10
|
|
|
256
|
|
|
9
|
|
||||||
Total consumer
|
|
707
|
|
|
39
|
|
|
633
|
|
|
31
|
|
|
600
|
|
|
26
|
|
||||||
Commercial
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial and industrial
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Automotive
|
|
93
|
|
|
4
|
|
|
49
|
|
|
2
|
|
|
35
|
|
|
1
|
|
||||||
Other
|
|
84
|
|
|
—
|
|
|
69
|
|
|
9
|
|
|
60
|
|
|
1
|
|
||||||
Commercial real estate
|
|
5
|
|
|
1
|
|
|
5
|
|
|
—
|
|
|
6
|
|
|
—
|
|
||||||
Total commercial
|
|
182
|
|
|
5
|
|
|
123
|
|
|
11
|
|
|
101
|
|
|
2
|
|
||||||
Total consumer and commercial finance receivables and loans
|
|
$
|
889
|
|
|
$
|
44
|
|
|
$
|
756
|
|
|
$
|
42
|
|
|
$
|
701
|
|
|
$
|
28
|
|
Year ended December 31,
($ in millions)
|
|
Number of loans
|
|
Pre-modification gross carrying value
|
|
Post-modification gross carrying value
|
|||||
2018
|
|
|
|
|
|
|
|||||
Consumer automotive
|
|
26,748
|
|
|
$
|
426
|
|
|
$
|
378
|
|
Consumer mortgage
|
|
|
|
|
|
|
|||||
Mortgage Finance
|
|
23
|
|
|
9
|
|
|
9
|
|
||
Mortgage — Legacy
|
|
204
|
|
|
30
|
|
|
29
|
|
||
Total consumer mortgage
|
|
227
|
|
|
39
|
|
|
38
|
|
||
Total consumer finance receivables and loans
|
|
26,975
|
|
|
$
|
465
|
|
|
$
|
416
|
|
2017
|
|
|
|
|
|
|
|||||
Consumer automotive
|
|
26,156
|
|
|
$
|
380
|
|
|
$
|
333
|
|
Consumer mortgage
|
|
|
|
|
|
|
|||||
Mortgage Finance
|
|
4
|
|
|
1
|
|
|
1
|
|
||
Mortgage — Legacy
|
|
122
|
|
|
21
|
|
|
21
|
|
||
Total consumer mortgage
|
|
126
|
|
|
22
|
|
|
22
|
|
||
Total consumer finance receivables and loans
|
|
26,282
|
|
|
$
|
402
|
|
|
$
|
355
|
|
2016
|
|
|
|
|
|
|
|||||
Consumer automotive
|
|
20,227
|
|
|
$
|
347
|
|
|
$
|
293
|
|
Consumer mortgage
|
|
|
|
|
|
|
|||||
Mortgage Finance
|
|
7
|
|
|
3
|
|
|
3
|
|
||
Mortgage — Legacy
|
|
120
|
|
|
18
|
|
|
18
|
|
||
Total consumer mortgage
|
|
127
|
|
|
21
|
|
|
21
|
|
||
Total consumer finance receivables and loans
|
|
20,354
|
|
|
$
|
368
|
|
|
$
|
314
|
|
Year ended December 31,
($ in millions)
|
|
Number of loans
|
|
Pre-modification gross carrying value
|
|
Post-modification gross carrying value
|
|||||
2018
|
|
|
|
|
|
|
|||||
Commercial and industrial
|
|
|
|
|
|
|
|||||
Automotive
|
|
3
|
|
|
$
|
4
|
|
|
$
|
4
|
|
Other
|
|
3
|
|
|
85
|
|
|
82
|
|
||
Total commercial finance receivables and loans
|
|
6
|
|
|
$
|
89
|
|
|
$
|
86
|
|
2017
|
|
|
|
|
|
|
|||||
Commercial and industrial
|
|
|
|
|
|
|
|||||
Automotive
|
|
4
|
|
|
$
|
16
|
|
|
$
|
15
|
|
Other
|
|
—
|
|
|
44
|
|
|
44
|
|
||
Commercial real estate
|
|
2
|
|
|
3
|
|
|
3
|
|
||
Total commercial finance receivables and loans
|
|
6
|
|
|
$
|
63
|
|
|
$
|
62
|
|
2016
|
|
|
|
|
|
|
|||||
Commercial and industrial
|
|
|
|
|
|
|
|||||
Automotive
|
|
1
|
|
|
$
|
7
|
|
|
$
|
7
|
|
Total commercial finance receivables and loans
|
|
1
|
|
|
$
|
7
|
|
|
$
|
7
|
|
Year ended December 31,
($ in millions)
|
|
Number of loans
|
|
Gross carrying value
|
|
Charge-off amount
|
|||||
2018
|
|
|
|
|
|
|
|||||
Consumer automotive
|
|
9,711
|
|
|
$
|
111
|
|
|
$
|
73
|
|
Consumer mortgage
|
|
|
|
|
|
|
|||||
Mortgage — Legacy
|
|
2
|
|
|
—
|
|
|
—
|
|
||
Total consumer finance receivables and loans
|
|
9,713
|
|
|
$
|
111
|
|
|
$
|
73
|
|
2017
|
|
|
|
|
|
|
|||||
Consumer automotive
|
|
8,829
|
|
|
$
|
102
|
|
|
$
|
71
|
|
Consumer mortgage
|
|
|
|
|
|
|
|||||
Mortgage Finance
|
|
1
|
|
|
1
|
|
|
—
|
|
||
Mortgage — Legacy
|
|
2
|
|
|
—
|
|
|
—
|
|
||
Total consumer finance receivables and loans
|
|
8,832
|
|
|
$
|
103
|
|
|
$
|
71
|
|
2016
|
|
|
|
|
|
|
|||||
Consumer automotive
|
|
7,800
|
|
|
$
|
94
|
|
|
$
|
56
|
|
Consumer mortgage
|
|
|
|
|
|
|
|||||
Mortgage — Legacy
|
|
4
|
|
|
—
|
|
|
—
|
|
||
Total consumer finance receivables and loans
|
|
7,804
|
|
|
$
|
94
|
|
|
$
|
56
|
|
|
2018 (a)
|
|
2017
|
||||||||
December 31,
|
Consumer automotive
|
|
Consumer mortgage
|
|
Consumer automotive
|
|
Consumer mortgage
|
||||
California
|
8.4
|
%
|
|
36.9
|
%
|
|
8.2
|
%
|
|
34.6
|
%
|
Texas
|
12.8
|
|
|
6.2
|
|
|
13.2
|
|
|
6.5
|
|
Florida
|
8.8
|
|
|
4.7
|
|
|
8.5
|
|
|
4.8
|
|
Pennsylvania
|
4.5
|
|
|
1.4
|
|
|
4.6
|
|
|
1.5
|
|
Illinois
|
4.1
|
|
|
3.0
|
|
|
4.2
|
|
|
3.2
|
|
Georgia
|
4.1
|
|
|
2.8
|
|
|
4.2
|
|
|
2.5
|
|
North Carolina
|
3.9
|
|
|
1.7
|
|
|
3.7
|
|
|
1.8
|
|
New York
|
3.1
|
|
|
2.4
|
|
|
3.0
|
|
|
2.2
|
|
Ohio
|
3.5
|
|
|
0.4
|
|
|
3.4
|
|
|
0.5
|
|
New Jersey
|
2.7
|
|
|
2.1
|
|
|
2.6
|
|
|
2.1
|
|
Other United States
|
44.1
|
|
|
38.4
|
|
|
44.4
|
|
|
40.3
|
|
Total consumer loans
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
(a)
|
Presentation is in descending order as a percentage of total consumer finance receivables and loans at
December 31, 2018
.
|
December 31,
|
2018
|
|
2017
|
||
Texas
|
15.5
|
%
|
|
15.7
|
%
|
Florida
|
11.6
|
|
|
10.3
|
|
California
|
8.3
|
|
|
8.2
|
|
Michigan
|
6.8
|
|
|
7.7
|
|
New York
|
4.8
|
|
|
2.1
|
|
Georgia
|
4.0
|
|
|
4.6
|
|
North Carolina
|
3.6
|
|
|
3.6
|
|
South Carolina
|
3.4
|
|
|
3.5
|
|
New Jersey
|
3.1
|
|
|
3.6
|
|
Utah
|
2.6
|
|
|
1.6
|
|
Other United States
|
36.3
|
|
|
39.1
|
|
Total commercial real estate finance receivables and loans
|
100.0
|
%
|
|
100.0
|
%
|
December 31,
|
2018
|
|
2017
|
||
Automotive
|
80.6
|
%
|
|
76.3
|
%
|
Services
|
5.0
|
|
|
6.7
|
|
Health/Medical
|
3.7
|
|
|
4.9
|
|
Other
|
10.7
|
|
|
12.1
|
|
Total commercial criticized finance receivables and loans
|
100.0
|
%
|
|
100.0
|
%
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Vehicles
|
|
$
|
9,995
|
|
|
$
|
10,556
|
|
Accumulated depreciation
|
|
(1,578
|
)
|
|
(1,815
|
)
|
||
Investment in operating leases, net
|
|
$
|
8,417
|
|
|
$
|
8,741
|
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Depreciation expense on operating lease assets (excluding remarketing gains)
|
|
$
|
1,115
|
|
|
$
|
1,368
|
|
|
$
|
1,982
|
|
Remarketing gains, net
|
|
(90
|
)
|
|
(124
|
)
|
|
(213
|
)
|
|||
Net depreciation expense on operating lease assets
|
|
$
|
1,025
|
|
|
$
|
1,244
|
|
|
$
|
1,769
|
|
Year ended December 31,
($ in millions)
|
|
|
||
2019
|
|
$
|
1,308
|
|
2020
|
|
830
|
|
|
2021
|
|
297
|
|
|
2022
|
|
27
|
|
|
2023 and thereafter
|
|
3
|
|
|
Total
|
|
$
|
2,465
|
|
December 31,
($ in millions)
|
|
Carrying value of total assets
|
Carrying value of total liabilities
|
Assets sold to nonconsolidated VIEs (a)
|
|
Maximum exposure to loss in nonconsolidated VIEs
|
|||||||||||
2018
|
|
|
|
|
|
|
|
|
|
||||||||
On-balance sheet variable interest entities
|
|
|
|
|
|
|
|
|
|
||||||||
Consumer automotive
|
|
$
|
16,255
|
|
(b)
|
$
|
6,573
|
|
(c)
|
|
|
|
|
||||
Commercial automotive
|
|
11,089
|
|
|
3,946
|
|
|
|
|
|
|
||||||
Off-balance sheet variable interest entities
|
|
|
|
|
|
|
|
|
|
||||||||
Consumer automotive (d)
|
|
45
|
|
(e)
|
—
|
|
|
$
|
1,235
|
|
|
$
|
1,280
|
|
(f)
|
||
Commercial other
|
|
806
|
|
(g)
|
326
|
|
(h)
|
—
|
|
|
1,054
|
|
(i)
|
||||
Total
|
|
$
|
28,195
|
|
|
$
|
10,845
|
|
|
$
|
1,235
|
|
|
$
|
2,334
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
||||||||
On-balance sheet variable interest entities
|
|
|
|
|
|
|
|
|
|
||||||||
Consumer automotive
|
|
$
|
17,597
|
|
(b)
|
$
|
7,677
|
|
(c)
|
|
|
|
|
||||
Commercial automotive
|
|
12,550
|
|
|
2,558
|
|
|
|
|
|
|
||||||
Off-balance sheet variable interest entities
|
|
|
|
|
|
|
|
|
|
||||||||
Consumer automotive
|
|
37
|
|
(e)
|
—
|
|
|
$
|
1,964
|
|
|
$
|
2,001
|
|
(f)
|
||
Commercial other
|
|
592
|
|
(g)
|
248
|
|
(h)
|
—
|
|
|
790
|
|
(i)
|
||||
Total
|
|
$
|
30,776
|
|
|
$
|
10,483
|
|
|
$
|
1,964
|
|
|
$
|
2,791
|
|
|
(a)
|
Asset values represent the current unpaid principal balance of outstanding consumer finance receivables and loans within the VIEs.
|
(b)
|
Includes
$8.4 billion
and $
8.5 billion
of assets that were not encumbered by VIE beneficial interests held by third parties at
December 31, 2018
, and
December 31, 2017
, respectively. Ally or consolidated affiliates hold the interests in these assets.
|
(c)
|
Includes
$25 million
and
$29 million
of liabilities that were not obligations to third-party beneficial interest holders at
December 31, 2018
, and
December 31, 2017
, respectively.
|
(d)
|
In September 2018, we sold residual interests related to an on-balance sheet VIE to an unrelated third party. As a result of this sale, we are no longer the primary beneficiary of the VIE, and as such have deconsolidated its assets and liabilities from our Consolidated Balance Sheet including
$545 million
and
$497 million
of consumer automotive loans and long-term debt, respectively. We received cash proceeds of
$24 million
related to this sale, and recognized a pretax gain on sale of
$1 million
. We will continue to service the assets previously transferred to the VIE.
|
(e)
|
Represents retained notes and certificated residual interests, of which
$43 million
and
$36 million
were classified as held-to-maturity securities at
December 31, 2018
, and
December 31, 2017
, respectively, and
$2 million
and
$1 million
were classified as other assets at
December 31, 2018
, and
December 31, 2017
, respectively. These assets represent our compliance with the risk retention rules under the Dodd-Frank Act, requiring us to retain at least five percent of the credit risk of the assets underlying asset-backed securitizations.
|
(f)
|
Maximum exposure to loss represents the current unpaid principal balance of outstanding loans, retained notes, certificated residual interests, as well as certain noncertificated interests retained from the sale of automotive finance receivables. This measure is based on the very unlikely event that all of our sold loans have defects that would trigger a representation and warranty provision and the underlying collateral supporting the loans becomes worthless. This required disclosure is not an indication of our expected loss.
|
(g)
|
Amounts are classified as other assets.
|
(h)
|
Amounts are classified as accrued expenses and other liabilities.
|
(i)
|
For certain nonconsolidated affordable housing entities, maximum exposure to loss represents the yield we guaranteed investors through long-term guarantee contracts. The amount disclosed is based on the unlikely event that the underlying properties cease generating yield to investors and the yield delivered to investors in the form of low income tax housing credits is recaptured. For nonconsolidated equity investments, maximum exposure to loss represents our outstanding investment, additional committed capital, and low income housing tax credits subject to recapture. The amount disclosed is based on the unlikely event that our committed capital is funded, our investments become worthless, and the tax credits previously delivered to us are recaptured. This required disclosure is not an indication of our expected loss.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Assets
|
|
|
|
|
||||
Finance receivables and loans, net
|
|
|
|
|
||||
Consumer
|
|
$
|
7,282
|
|
|
$
|
8,186
|
|
Commercial
|
|
10,804
|
|
|
12,437
|
|
||
Allowance for loan losses
|
|
(114
|
)
|
|
(136
|
)
|
||
Total finance receivables and loans, net
|
|
17,972
|
|
|
20,487
|
|
||
Investment in operating leases, net
|
|
164
|
|
|
444
|
|
||
Other assets
|
|
767
|
|
|
689
|
|
||
Total assets
|
|
$
|
18,903
|
|
|
$
|
21,620
|
|
Liabilities
|
|
|
|
|
||||
Long-term debt
|
|
$
|
10,482
|
|
|
$
|
10,197
|
|
Accrued expenses and other liabilities
|
|
12
|
|
|
9
|
|
||
Total liabilities
|
|
$
|
10,494
|
|
|
$
|
10,206
|
|
Year ended December 31,
($ in millions)
|
|
Consumer automotive
|
|
Consumer mortgage
|
||||
2018
|
|
|
|
|
||||
Cash proceeds from transfers completed during the period
|
|
$
|
24
|
|
|
$
|
—
|
|
Cash flows received on retained interests in securitization entities
|
|
20
|
|
|
—
|
|
||
Servicing fees
|
|
18
|
|
|
—
|
|
||
Cash disbursements for repurchases during the period
|
|
(4
|
)
|
|
—
|
|
||
Representation and warranty recoveries
|
|
—
|
|
|
2
|
|
||
2017
|
|
|
|
|
||||
Cash proceeds from transfers completed during the period
|
|
$
|
1,187
|
|
|
$
|
—
|
|
Cash disbursements for repurchases during the period (a)
|
|
(491
|
)
|
|
—
|
|
||
Servicing fees
|
|
31
|
|
|
—
|
|
||
Cash flows received on retained interests in securitization entities
|
|
21
|
|
|
—
|
|
||
Other cash flows
|
|
4
|
|
|
—
|
|
||
2016
|
|
|
|
|
||||
Cash proceeds from transfers completed during the period
|
|
$
|
1,715
|
|
|
$
|
—
|
|
Servicing fees
|
|
35
|
|
|
—
|
|
||
Other cash flows
|
|
8
|
|
|
—
|
|
(a)
|
During the second quarter of 2017, we elected to not renew a consumer automotive credit conduit facility and also purchased the related consumer automotive loans and settled associated retained interests.
|
|
Total amount
|
|
Amount 60 days or more past due
|
||||||||||||
December 31,
($ in millions)
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Off-balance sheet securitization entities
|
|
|
|
|
|
|
|
||||||||
Consumer automotive
|
$
|
1,235
|
|
|
$
|
1,964
|
|
|
$
|
13
|
|
|
$
|
16
|
|
Whole-loan sales (a)
|
|
|
|
|
|
|
|
||||||||
Consumer automotive
|
634
|
|
|
1,399
|
|
|
3
|
|
|
4
|
|
||||
Total
|
$
|
1,869
|
|
|
$
|
3,363
|
|
|
$
|
16
|
|
|
$
|
20
|
|
(a)
|
Whole-loan sales are not part of a securitization transaction, but represent consumer automotive pools of loans sold to third-party investors.
|
(a)
|
Whole-loan sales are not part of a securitization transaction, but represent consumer automotive pools of loans sold to third-party investors.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Prepaid reinsurance premiums
|
|
$
|
527
|
|
|
$
|
507
|
|
Reinsurance recoverable on unpaid losses
|
|
96
|
|
|
108
|
|
||
Reinsurance recoverable on paid losses
|
|
22
|
|
|
19
|
|
||
Premiums receivable
|
|
88
|
|
|
84
|
|
||
Deferred policy acquisition costs
|
|
1,593
|
|
|
1,329
|
|
||
Total premiums receivable and other insurance assets
|
|
$
|
2,326
|
|
|
$
|
2,047
|
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Property and equipment at cost
|
|
$
|
1,250
|
|
|
$
|
1,064
|
|
Accumulated depreciation
|
|
(686
|
)
|
|
(608
|
)
|
||
Net property and equipment
|
|
564
|
|
|
456
|
|
||
Nonmarketable equity investments (a)
|
|
1,410
|
|
|
1,233
|
|
||
Restricted cash held for securitization trusts (b)
|
|
965
|
|
|
923
|
|
||
Investment in qualified affordable housing projects (c)
|
|
649
|
|
|
472
|
|
||
Accrued interest, fees, and rent receivables
|
|
599
|
|
|
550
|
|
||
Net deferred tax assets
|
|
317
|
|
|
461
|
|
||
Equity method-investments (d)
|
|
262
|
|
|
220
|
|
||
Goodwill (e)
|
|
240
|
|
|
240
|
|
||
Other accounts receivable
|
|
203
|
|
|
116
|
|
||
Restricted cash and cash equivalents (f)
|
|
124
|
|
|
94
|
|
||
Fair value of derivative contracts in receivable position (g)
|
|
41
|
|
|
39
|
|
||
Cash collateral placed with counterparties
|
|
26
|
|
|
29
|
|
||
Other assets
|
|
753
|
|
|
830
|
|
||
Total other assets
|
|
$
|
6,153
|
|
|
$
|
5,663
|
|
(a)
|
Includes investments in FHLB stock of
$903 million
and
$745 million
at
December 31, 2018
, and 2017, respectively; FRB stock of
$448 million
and
$445 million
at
December 31, 2018
, and 2017, respectively; and equity securities without a readily determinable fair value of
$59 million
at
December 31, 2018
, measured at cost with adjustments for impairment and observable changes in price. During the year ended
December 31, 2018
, we recorded
$2 million
in impairment related to equity securities without a readily determinable fair value.
|
(b)
|
Includes restricted cash collected from customer payments on securitized receivables, which are distributed by us to investors as payments on the related secured debt, and cash reserve deposits utilized as a form of credit enhancement for various securitization transactions.
|
(c)
|
Investment in qualified affordable housing projects are accounted for using the proportional amortization method of accounting and include
$319 million
and
$240 million
of unfunded commitments to provide additional capital contributions to investees at
December 31, 2018
, and 2017, respectively. Substantially all of the unfunded commitments at
December 31, 2018
, are expected to be paid out over the next five years.
|
(d)
|
Primarily relates to investments made in connection with our CRA program.
|
(e)
|
Includes goodwill of
$27 million
within our Insurance operations at both
December 31, 2018
, and 2017;
$193 million
within Corporate and Other at both
December 31, 2018
, and 2017; and
$20 million
within Automotive Finance operations at both
December 31, 2018
, and 2017. As a result of our acquisition of TradeKing Group, Inc. (TradeKing), we recognized
$193 million
of goodwill within Corporate and Other on June 1, 2016. On August 1, 2016, we purchased assets from Blue Yield and recognized
$20 million
of goodwill within Automotive Finance operations. No other changes to the carrying amount of goodwill were recorded during the
years ended
December 31, 2018
,
2017
, and
2016
.
|
(f)
|
Primarily represents a number of arrangements with third parties where certain restrictions are placed on balances we hold due to collateral agreements associated with operational processes with a third-party bank, or letter of credit arrangements and corresponding collateral requirements.
|
(g)
|
For additional information on derivative instruments and hedging activities, refer to
Note 21
.
|
December 31,
($ in millions)
|
2018
|
|
2017
|
||||
Noninterest-bearing deposits
|
$
|
142
|
|
|
$
|
108
|
|
Interest-bearing deposits
|
|
|
|
||||
Savings and money market checking accounts
|
56,050
|
|
|
49,267
|
|
||
Certificates of deposit
|
49,985
|
|
|
43,869
|
|
||
Dealer deposits
|
1
|
|
|
12
|
|
||
Total deposit liabilities
|
$
|
106,178
|
|
|
$
|
93,256
|
|
($ in millions)
|
|
|
||
Due in 2019
|
|
$
|
31,518
|
|
Due in 2020
|
|
11,687
|
|
|
Due in 2021
|
|
4,569
|
|
|
Due in 2022
|
|
1,493
|
|
|
Due in 2023
|
|
718
|
|
|
Total certificates of deposit
|
|
$
|
49,985
|
|
|
|
2018
|
|
2017
|
||||||||||||||||||||
December 31,
($ in millions)
|
|
Unsecured
|
|
Secured (a)
|
|
Total
|
|
Unsecured
|
|
Secured (a)
|
|
Total
|
||||||||||||
Demand notes
|
|
$
|
2,477
|
|
|
$
|
—
|
|
|
$
|
2,477
|
|
|
$
|
3,171
|
|
|
$
|
—
|
|
|
$
|
3,171
|
|
Federal Home Loan Bank
|
|
—
|
|
|
6,825
|
|
|
6,825
|
|
|
—
|
|
|
7,350
|
|
|
7,350
|
|
||||||
Securities sold under agreements to repurchase
|
|
—
|
|
|
685
|
|
|
685
|
|
|
—
|
|
|
892
|
|
|
892
|
|
||||||
Total short-term borrowings
|
|
$
|
2,477
|
|
|
$
|
7,510
|
|
|
$
|
9,987
|
|
|
$
|
3,171
|
|
|
$
|
8,242
|
|
|
$
|
11,413
|
|
Weighted average interest rate (b)
|
|
|
|
|
|
2.5
|
%
|
|
|
|
|
|
1.5
|
%
|
(a)
|
Refer to the section below titled
Long-term Debt
for further details on assets restricted as collateral for payment of the related debt.
|
(b)
|
Based on the debt outstanding and the interest rate at December 31 of each year.
|
December 31,
($ in millions)
|
Amount
|
|
Stated interest rate
|
|
Weighted-average stated interest rate (a)
|
|
Due date range
|
|||
2018
|
|
|
|
|
|
|
|
|||
Unsecured debt
|
|
|
|
|
|
|
|
|||
Fixed rate (b)
|
$
|
9,406
|
|
|
|
|
|
|
|
|
Variable rate
|
1
|
|
|
|
|
|
|
|
||
Trust preferred securities (c)
|
2,572
|
|
|
|
|
|
|
|
||
Hedge basis adjustment (d)
|
128
|
|
|
|
|
|
|
|
||
Total unsecured debt
|
12,107
|
|
|
2.42–8.40%
|
|
6.29
|
%
|
|
2019–2049
|
|
Secured debt
|
|
|
|
|
|
|
|
|||
Fixed rate
|
23,514
|
|
|
|
|
|
|
|
||
Variable rate (e)
|
8,633
|
|
|
|
|
|
|
|
||
Hedge basis adjustment (d)
|
(61
|
)
|
|
|
|
|
|
|
||
Total secured debt (f) (g) (h)
|
32,086
|
|
|
1.26–4.50%
|
|
2.54
|
%
|
|
2019–2037
|
|
Total long-term debt
|
$
|
44,193
|
|
|
|
|
|
|
|
|
2017
|
|
|
|
|
|
|
|
|||
Unsecured debt
|
|
|
|
|
|
|
|
|||
Fixed rate (b)
|
$
|
12,820
|
|
|
|
|
|
|
|
|
Variable rate
|
1
|
|
|
|
|
|
|
|
||
Trust preferred securities (c)
|
2,570
|
|
|
|
|
|
|
|
||
Hedge basis adjustment (d)
|
240
|
|
|
|
|
|
|
|
||
Total unsecured debt
|
15,631
|
|
|
1.48–8.00%
|
|
5.68
|
%
|
|
2018–2049
|
|
Secured debt
|
|
|
|
|
|
|
|
|||
Fixed rate
|
18,845
|
|
|
|
|
|
|
|
||
Variable rate (e)
|
9,782
|
|
|
|
|
|
|
|
||
Hedge basis adjustment (d)
|
(32
|
)
|
|
|
|
|
|
|
||
Total secured debt (f) (g) (h)
|
28,595
|
|
|
0.63–4.50%
|
|
1.96
|
%
|
|
2018–2036
|
|
Total long-term debt
|
$
|
44,226
|
|
|
|
|
|
|
|
(a)
|
Based on the debt outstanding and the interest rate at December 31 of each year excluding any impacts of interest rate hedges.
|
(b)
|
Includes subordinated debt of
$1.0 billion
and
$1.4 billion
at December 31, 2018, and 2017, respectively.
|
(c)
|
Refer to the section below titled
Trust Preferred Securities
for further information.
|
(d)
|
Represents the basis adjustment associated with the application of hedge accounting on certain of our long-term debt positions. Refer to
Note 21
for additional information.
|
(e)
|
Includes
$5 million
and
$8 million
at December 31, 2018, and 2017, respectively, of long-term debt that does not have a stated interest rate.
|
(f)
|
Includes
$10.5 billion
and
$10.2 billion
of VIE secured debt at December 31, 2018, and 2017, respectively.
|
(g)
|
Includes
$6.7 billion
and
$8.1 billion
of debt outstanding from our automotive committed secured credit facilities at December 31, 2018, and 2017, respectively.
|
(h)
|
Includes advances from the FHLB of Pittsburgh of
$14.9 billion
and
$10.3 billion
at December 31, 2018, and 2017, respectively.
|
|
|
2018
|
|
2017
|
||||||||||||||||||||
December 31,
($ in millions)
|
|
Unsecured
|
|
Secured
|
|
Total
|
|
Unsecured
|
|
Secured
|
|
Total
|
||||||||||||
Long-term debt (a)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Due within one year
|
|
$
|
1,663
|
|
|
$
|
7,313
|
|
|
$
|
8,976
|
|
|
$
|
3,540
|
|
|
$
|
7,497
|
|
|
$
|
11,037
|
|
Due after one year
|
|
10,444
|
|
|
24,773
|
|
|
35,217
|
|
|
12,091
|
|
|
21,098
|
|
|
33,189
|
|
||||||
Total long-term debt
|
|
$
|
12,107
|
|
|
$
|
32,086
|
|
|
$
|
44,193
|
|
|
$
|
15,631
|
|
|
$
|
28,595
|
|
|
$
|
44,226
|
|
(a)
|
Includes basis adjustments related to the application of hedge accounting. Amounts for December 31, 2017, have been updated to conform to this change in presentation.
|
($ in millions)
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024 and thereafter
|
|
Total
|
||||||||||||||
Unsecured
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Long-term debt
|
|
$
|
1,704
|
|
|
$
|
2,257
|
|
|
$
|
698
|
|
|
$
|
1,069
|
|
|
$
|
12
|
|
|
$
|
7,502
|
|
|
$
|
13,242
|
|
Original issue discount
|
|
(41
|
)
|
|
(41
|
)
|
|
(45
|
)
|
|
(49
|
)
|
|
(56
|
)
|
|
(903
|
)
|
|
(1,135
|
)
|
|||||||
Total unsecured
|
|
1,663
|
|
|
2,216
|
|
|
653
|
|
|
1,020
|
|
|
(44
|
)
|
|
6,599
|
|
|
12,107
|
|
|||||||
Secured
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Long-term debt
|
|
7,313
|
|
|
7,363
|
|
|
10,195
|
|
|
5,321
|
|
|
1,230
|
|
|
664
|
|
|
32,086
|
|
|||||||
Total long-term debt
|
|
$
|
8,976
|
|
|
$
|
9,579
|
|
|
$
|
10,848
|
|
|
$
|
6,341
|
|
|
$
|
1,186
|
|
|
$
|
7,263
|
|
|
$
|
44,193
|
|
|
|
2018
|
|
2017
|
||||||||||||
December 31,
($ in millions)
|
|
Total (a)
|
|
Ally Bank
|
|
Total (a)
|
|
Ally Bank
|
||||||||
Investment securities (b)
|
|
$
|
10,280
|
|
|
$
|
9,564
|
|
|
$
|
8,371
|
|
|
$
|
7,443
|
|
Mortgage assets held-for-investment and lending receivables
|
|
16,498
|
|
|
16,498
|
|
|
13,579
|
|
|
13,579
|
|
||||
Consumer automotive finance receivables
|
|
17,015
|
|
|
9,715
|
|
|
19,787
|
|
|
6,200
|
|
||||
Commercial automotive finance receivables
|
|
15,563
|
|
|
15,563
|
|
|
16,567
|
|
|
16,472
|
|
||||
Operating leases
|
|
170
|
|
|
—
|
|
|
457
|
|
|
—
|
|
||||
Total assets restricted as collateral (c) (d)
|
|
$
|
59,526
|
|
|
$
|
51,340
|
|
|
$
|
58,761
|
|
|
$
|
43,694
|
|
Secured debt
|
|
$
|
39,596
|
|
(e)
|
$
|
32,072
|
|
|
$
|
36,837
|
|
(e)
|
$
|
23,278
|
|
(a)
|
Ally Bank is a component of the total column.
|
(b)
|
A portion of the restricted investment securities at
December 31, 2018
, and
December 31, 2017
, were restricted under repurchase agreements. Refer to the section above titled
Short-term Borrowings
for information on the repurchase agreements.
|
(c)
|
Ally Bank has an advance agreement with the FHLB, and had assets pledged to secure borrowings that were restricted as collateral to the FHLB totaling
$30.8 billion
and
$25.2 billion
at
December 31, 2018
, and
December 31, 2017
, respectively. These assets were composed primarily of consumer mortgage finance receivables and loans and investment securities. Ally Bank has access to the FRB Discount Window. Ally Bank had assets pledged and restricted as collateral to the FRB totaling
$2.4 billion
and
$2.3 billion
at
December 31, 2018
, and
December 31, 2017
, respectively. These assets were composed of consumer automotive finance receivables and loans. Availability under these programs is only for the operations of Ally Bank and cannot be used to fund the operations or liabilities of Ally or its subsidiaries.
|
(d)
|
Excludes restricted cash and cash reserves for securitization trusts recorded within other assets on the
Consolidated Balance Sheet
. Refer to
Note 13
for additional information.
|
(e)
|
Includes
$7.5 billion
and
$8.2 billion
of short-term borrowings at
December 31, 2018
, and
December 31, 2017
, respectively.
|
(a)
|
Funding from committed secured credit facilities is available on request in the event excess collateral resides in certain facilities or the extent incremental collateral is available and contributed to the facilities.
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Accounts payable
|
|
$
|
516
|
|
|
$
|
746
|
|
Unfunded commitments for investment in qualified affordable housing projects
|
|
319
|
|
|
240
|
|
||
Employee compensation and benefits
|
|
255
|
|
|
248
|
|
||
Reserves for insurance losses and loss adjustment expenses
|
|
134
|
|
|
140
|
|
||
Cash collateral received from counterparties
|
|
41
|
|
|
17
|
|
||
Fair value of derivative contracts in payable position (a)
|
|
37
|
|
|
41
|
|
||
Deferred revenue
|
|
27
|
|
|
32
|
|
||
Other liabilities
|
|
347
|
|
|
316
|
|
||
Total accrued expenses and other liabilities
|
|
$
|
1,676
|
|
|
$
|
1,780
|
|
(a)
|
For additional information on derivative instruments and hedging activities, refer to
Note 21
.
|
Year ended December 31,
(shares in thousands)
(a)
|
2018
|
|
2017
|
|
2016
|
|||
Common stock
|
|
|
|
|
|
|||
Total issued at January 1,
|
489,884
|
|
|
485,708
|
|
|
482,791
|
|
New issuances
|
|
|
|
|
|
|||
Employee benefits and compensation plans
|
2,914
|
|
|
4,176
|
|
|
2,917
|
|
Total issued at December 31,
|
492,797
|
|
|
489,884
|
|
|
485,708
|
|
Treasury balance at January 1,
|
(52,830
|
)
|
|
(18,707
|
)
|
|
(811
|
)
|
Repurchase of common stock (b)
|
(35,068
|
)
|
|
(34,122
|
)
|
|
(17,897
|
)
|
Total treasury stock at December 31,
|
(87,898
|
)
|
|
(52,830
|
)
|
|
(18,707
|
)
|
Total outstanding at December 31,
|
404,900
|
|
|
437,054
|
|
|
467,000
|
|
(a)
|
Figures in the table may not recalculate exactly due to rounding. Number of shares issued, in treasury, and outstanding are calculated based on unrounded numbers.
|
(b)
|
Includes shares of common stock withheld to cover income taxes owed by participants in our share-based incentive plans. Refer to the section titled
Capital Planning and Stress Tests
in
Note 20
for additional information regarding our common-stock-repurchase program.
|
($ in millions)
|
Unrealized (losses) gains on investment securities (a)
|
|
Translation adjustments and net investment hedges (b)
|
|
Cash flow hedges (b)
|
|
Defined benefit pension plans
|
|
Accumulated other comprehensive loss
|
||||||||||
Balance at January 1, 2016
|
$
|
(159
|
)
|
|
$
|
9
|
|
|
$
|
8
|
|
|
$
|
(89
|
)
|
|
$
|
(231
|
)
|
2016 net change
|
(114
|
)
|
|
5
|
|
|
—
|
|
|
(1
|
)
|
|
(110
|
)
|
|||||
Balance at December 31, 2016
|
(273
|
)
|
|
14
|
|
|
8
|
|
|
(90
|
)
|
|
(341
|
)
|
|||||
2017 net change
|
100
|
|
|
2
|
|
|
3
|
|
|
1
|
|
|
106
|
|
|||||
Balance at December 31, 2017,
before cumulative effect of adjustments
|
$
|
(173
|
)
|
|
$
|
16
|
|
|
$
|
11
|
|
|
$
|
(89
|
)
|
|
$
|
(235
|
)
|
Cumulative effect of changes in accounting principles, net of tax (c)
|
|
|
|
|
|
|
|
|
|
||||||||||
Adoption of Accounting Standards Update 2016-01
|
27
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27
|
|
|||||
Adoption of Accounting Standards Update 2018-02
|
(40
|
)
|
|
4
|
|
|
—
|
|
|
(6
|
)
|
|
(42
|
)
|
|||||
Balance at January 1, 2018, after cumulative effect of adjustments
|
(186
|
)
|
|
20
|
|
|
11
|
|
|
(95
|
)
|
|
(250
|
)
|
|||||
2018 net change
|
(295
|
)
|
|
(2
|
)
|
|
8
|
|
|
—
|
|
|
(289
|
)
|
|||||
Balance at December 31, 2018
|
$
|
(481
|
)
|
|
$
|
18
|
|
|
$
|
19
|
|
|
$
|
(95
|
)
|
|
$
|
(539
|
)
|
(a)
|
Represents the after-tax difference between the fair value and amortized cost of our available-for-sale securities portfolio.
|
(b)
|
For additional information on derivative instruments and hedging activities, refer to
Note 21
.
|
(c)
|
Refer to the section titled
Recently Adopted Accounting Standards
in
Note 1
for additional information.
|
Year ended December 31, 2018
($ in millions)
|
Before tax
|
|
Tax effect
|
|
After tax
|
||||||
Investment securities
|
|
|
|
|
|
||||||
Net unrealized losses arising during the period
|
$
|
(375
|
)
|
|
$
|
88
|
|
|
$
|
(287
|
)
|
Less: Net realized gains reclassified to income from continuing operations
|
11
|
|
(a)
|
(3
|
)
|
(b)
|
8
|
|
|||
Net change
|
(386
|
)
|
|
91
|
|
|
(295
|
)
|
|||
Translation adjustments
|
|
|
|
|
|
||||||
Net unrealized losses arising during the period
|
(14
|
)
|
|
3
|
|
|
(11
|
)
|
|||
Net investment hedges (c)
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
12
|
|
|
(3
|
)
|
|
9
|
|
|||
Cash flow hedges (c)
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
12
|
|
|
(2
|
)
|
|
10
|
|
|||
Less: Net realized gains reclassified to income from continuing operations
|
2
|
|
(d)
|
—
|
|
|
2
|
|
|||
Net change
|
10
|
|
|
(2
|
)
|
|
8
|
|
|||
Defined benefit pension plans
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
1
|
|
|
(1
|
)
|
|
—
|
|
|||
Other comprehensive loss
|
$
|
(377
|
)
|
|
$
|
88
|
|
|
$
|
(289
|
)
|
(a)
|
Includes gains reclassified to other loss on investments, net in our
Consolidated Statement of Income
.
|
(b)
|
Includes amounts reclassified to income tax expense from continuing operations in our
Consolidated Statement of Income
.
|
(c)
|
For additional information on derivative instruments and hedging activities, refer to
Note 21
.
|
(d)
|
Includes gains reclassified to interest on deposits and interest on long-term debt in our
Consolidated Statement of Income
.
|
Year ended December 31, 2017
($ in millions)
|
Before tax
|
|
Tax effect
|
|
After tax
|
||||||
Investment securities
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
$
|
237
|
|
|
$
|
(45
|
)
|
|
$
|
192
|
|
Less: Net realized gains reclassified to income from continuing operations
|
105
|
|
(a)
|
(13
|
)
|
(b)
|
92
|
|
|||
Net change
|
132
|
|
|
(32
|
)
|
|
100
|
|
|||
Translation adjustments
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
12
|
|
|
(4
|
)
|
|
8
|
|
|||
Net investment hedges (c)
|
|
|
|
|
|
||||||
Net unrealized losses arising during the period
|
(10
|
)
|
|
4
|
|
|
(6
|
)
|
|||
Cash flow hedges (c)
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
5
|
|
|
(2
|
)
|
|
3
|
|
|||
Defined benefit pension plans
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
1
|
|
|
—
|
|
|
1
|
|
|||
Other comprehensive income
|
$
|
140
|
|
|
$
|
(34
|
)
|
|
$
|
106
|
|
(a)
|
Includes gains reclassified to other gain on investments, net in our
Consolidated Statement of Income
.
|
(b)
|
Includes amounts reclassified to income tax expense from continuing operations in our
Consolidated Statement of Income
.
|
(c)
|
For additional information on derivative instruments and hedging activities, refer to
Note 21
.
|
Year ended December 31, 2016
($ in millions)
|
Before tax
|
|
Tax effect
|
|
After tax
|
||||||
Investment securities
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
$
|
13
|
|
|
$
|
20
|
|
|
$
|
33
|
|
Less: Net realized gains reclassified to income from continuing operations
|
185
|
|
(a)
|
(38
|
)
|
(b)
|
147
|
|
|||
Net change
|
(172
|
)
|
|
58
|
|
|
(114
|
)
|
|||
Translation adjustments
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
5
|
|
|
(2
|
)
|
|
3
|
|
|||
Less: Net realized losses reclassified to income from discontinued operations, net of tax
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|||
Net change
|
6
|
|
|
(2
|
)
|
|
4
|
|
|||
Net investment hedges (c)
|
|
|
|
|
|
||||||
Net unrealized gains arising during the period
|
1
|
|
|
—
|
|
|
1
|
|
|||
Defined benefit pension plans
|
|
|
|
|
|
||||||
Net unrealized losses arising during the period
|
(5
|
)
|
|
2
|
|
|
(3
|
)
|
|||
Less: Net realized losses reclassified to income from continuing operations
|
(4
|
)
|
(d)
|
2
|
|
(b)
|
(2
|
)
|
|||
Net change
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|||
Other comprehensive loss
|
$
|
(166
|
)
|
|
$
|
56
|
|
|
$
|
(110
|
)
|
(a)
|
Includes gains reclassified to other gain on investments, net in our
Consolidated Statement of Income
.
|
(b)
|
Includes amounts reclassified to income tax expense from continuing operations in our
Consolidated Statement of Income
.
|
(c)
|
For additional information on derivative instruments and hedging activities, refer to
Note 21
.
|
(d)
|
Includes gains reclassified to compensation and benefits expense in our
Consolidated Statement of Income
.
|
Year ended December 31,
($ in millions, except per share data; shares in thousands)
(a)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Net income from continuing operations
|
|
$
|
1,263
|
|
|
$
|
926
|
|
|
$
|
1,111
|
|
Preferred stock dividends
|
|
—
|
|
|
—
|
|
|
(30
|
)
|
|||
Net income from continuing operations attributable to common stockholders
|
|
1,263
|
|
|
926
|
|
|
1,081
|
|
|||
Income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
3
|
|
|
(44
|
)
|
|||
Net income attributable to common stockholders
|
|
$
|
1,263
|
|
|
$
|
929
|
|
|
$
|
1,037
|
|
Basic weighted-average common shares outstanding (b)
|
|
425,165
|
|
|
453,704
|
|
|
481,105
|
|
|||
Diluted weighted-average common shares outstanding (b)
|
|
427,680
|
|
|
455,350
|
|
|
482,182
|
|
|||
Basic earnings per common share
|
|
|
|
|
|
|
||||||
Net income from continuing operations
|
|
$
|
2.97
|
|
|
$
|
2.04
|
|
|
$
|
2.25
|
|
Income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
0.01
|
|
|
(0.09
|
)
|
|||
Net income
|
|
$
|
2.97
|
|
|
$
|
2.05
|
|
|
$
|
2.15
|
|
Diluted earnings per common share
|
|
|
|
|
|
|
||||||
Net income from continuing operations
|
|
$
|
2.95
|
|
|
$
|
2.03
|
|
|
$
|
2.24
|
|
Income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
0.01
|
|
|
(0.09
|
)
|
|||
Net income
|
|
$
|
2.95
|
|
|
$
|
2.04
|
|
|
$
|
2.15
|
|
(a)
|
Figures in the table may not recalculate exactly due to rounding. Earnings per share is calculated based on unrounded numbers.
|
(b)
|
Includes shares related to share-based compensation that vested but were not yet issued
.
|
|
December 31, 2018
|
|
December 31, 2017
|
|
Required minimum (a)
|
|
Well-capitalized minimum
|
||||||||||||
($ in millions)
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
|||||||||||
Capital ratios
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Common Equity Tier 1 (to risk-weighted assets)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ally Financial Inc.
|
$
|
13,397
|
|
|
9.14
|
%
|
|
$
|
13,237
|
|
|
9.53
|
%
|
|
4.50
|
%
|
|
(b)
|
|
Ally Bank
|
16,552
|
|
|
12.61
|
|
|
17,059
|
|
|
15.04
|
|
|
4.50
|
|
|
6.50
|
%
|
||
Tier 1 (to risk-weighted assets)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ally Financial Inc.
|
$
|
15,831
|
|
|
10.80
|
%
|
|
$
|
15,628
|
|
|
11.25
|
%
|
|
6.00
|
%
|
|
6.00
|
%
|
Ally Bank
|
16,552
|
|
|
12.61
|
|
|
17,059
|
|
|
15.04
|
|
|
6.00
|
|
|
8.00
|
|
||
Total (to risk-weighted assets)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ally Financial Inc.
|
$
|
18,046
|
|
|
12.31
|
%
|
|
$
|
17,974
|
|
|
12.94
|
%
|
|
8.00
|
%
|
|
10.00
|
%
|
Ally Bank
|
17,620
|
|
|
13.42
|
|
|
17,886
|
|
|
15.77
|
|
|
8.00
|
|
|
10.00
|
|
||
Tier 1 leverage (to adjusted quarterly average assets) (c)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ally Financial Inc.
|
$
|
15,831
|
|
|
9.00
|
%
|
|
$
|
15,628
|
|
|
9.53
|
%
|
|
4.00
|
%
|
|
(b)
|
|
Ally Bank
|
16,552
|
|
|
10.69
|
|
|
17,059
|
|
|
12.87
|
|
|
4.00
|
|
|
5.00
|
%
|
(a)
|
In addition to the minimum risk-based capital requirements for common equity Tier 1 capital, Tier 1 capital, and total capital ratios, Ally and Ally Bank were required to maintain a minimum capital conservation buffer of
1.875%
and
1.25%
at
December 31, 2018
, and
December 31, 2017
, respectively, which increased to
2.5%
on January 1, 2019.
|
(b)
|
Currently, there is no ratio component for determining whether a BHC is “well-capitalized.”
|
(c)
|
Federal regulatory reporting guidelines require the calculation of adjusted quarterly average assets using a daily average methodology.
|
|
|
Common stock repurchased during period (a)
|
|
Number of common shares outstanding
|
|
Cash dividends declared per common share (b)
|
|||||||||||
($ in millions, except per share data; shares in thousands)
|
|
Approximate dollar value
|
|
Number of shares
|
|
Beginning of period
|
|
End of period
|
|
||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|||||||
Third quarter
|
|
$
|
159
|
|
|
8,298
|
|
|
483,753
|
|
|
475,470
|
|
|
$
|
0.08
|
|
Fourth quarter
|
|
167
|
|
|
8,745
|
|
|
475,470
|
|
|
467,000
|
|
|
0.08
|
|
||
2017
|
|
|
|
|
|
|
|
|
|
|
|||||||
First quarter
|
|
$
|
169
|
|
|
8,097
|
|
|
467,000
|
|
|
462,193
|
|
|
$
|
0.08
|
|
Second quarter
|
|
204
|
|
|
10,485
|
|
|
462,193
|
|
|
452,292
|
|
|
0.08
|
|
||
Third quarter
|
|
190
|
|
|
8,507
|
|
|
452,292
|
|
|
443,796
|
|
|
0.12
|
|
||
Fourth quarter
|
|
190
|
|
|
7,033
|
|
|
443,796
|
|
|
437,054
|
|
|
0.12
|
|
||
2018
|
|
|
|
|
|
|
|
|
|
|
|||||||
First quarter
|
|
$
|
185
|
|
|
6,473
|
|
|
437,054
|
|
|
432,691
|
|
|
$
|
0.13
|
|
Second quarter
|
|
195
|
|
|
7,280
|
|
|
432,691
|
|
|
425,752
|
|
|
0.13
|
|
||
Third quarter
|
|
250
|
|
|
9,194
|
|
|
425,752
|
|
|
416,591
|
|
|
0.15
|
|
||
Fourth quarter
|
|
309
|
|
|
12,121
|
|
|
416,591
|
|
|
404,900
|
|
|
0.15
|
|
(a)
|
Includes shares of common stock withheld to cover income taxes owed by participants in our share-based incentive plans.
|
(b)
|
On
January 14, 2019
, the Ally Board of Directors (the Board) declared a quarterly cash dividend of
$0.17
per share on all common stock, payable on
February 15, 2019
. Refer to
Note 31
for further information regarding this common stock dividend.
|
|
|
2018
|
|
2017
|
||||||||||||||||||||
|
|
Derivative contracts in a
|
|
Notional amount
|
|
Derivative contracts in a
|
|
Notional amount
|
||||||||||||||||
December 31,
($ in millions)
|
|
receivable position
|
|
payable position
|
|
receivable position
|
|
payable position
|
|
|||||||||||||||
Derivatives designated as accounting hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest rate contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Swaps
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
24,203
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,915
|
|
Foreign exchange contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Forwards
|
|
1
|
|
|
—
|
|
|
136
|
|
|
—
|
|
|
1
|
|
|
136
|
|
||||||
Total derivatives designated as accounting hedges
|
|
1
|
|
|
—
|
|
|
24,339
|
|
|
—
|
|
|
1
|
|
|
7,051
|
|
||||||
Derivatives not designated as accounting hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest rate contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Futures and forwards
|
|
—
|
|
|
—
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
23
|
|
||||||
Written options
|
|
—
|
|
|
37
|
|
|
6,793
|
|
|
1
|
|
|
39
|
|
|
8,327
|
|
||||||
Purchased options
|
|
37
|
|
|
—
|
|
|
6,742
|
|
|
38
|
|
|
—
|
|
|
8,237
|
|
||||||
Total interest rate risk
|
|
37
|
|
|
37
|
|
|
13,546
|
|
|
39
|
|
|
39
|
|
|
16,587
|
|
||||||
Foreign exchange contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Futures and forwards
|
|
3
|
|
|
—
|
|
|
181
|
|
|
—
|
|
|
1
|
|
|
124
|
|
||||||
Total foreign exchange risk
|
|
3
|
|
|
—
|
|
|
181
|
|
|
—
|
|
|
1
|
|
|
124
|
|
||||||
Total derivatives not designated as accounting hedges
|
|
40
|
|
|
37
|
|
|
13,727
|
|
|
39
|
|
|
40
|
|
|
16,711
|
|
||||||
Total derivatives
|
|
$
|
41
|
|
|
$
|
37
|
|
|
$
|
38,066
|
|
|
$
|
39
|
|
|
$
|
41
|
|
|
$
|
23,762
|
|
December 31,
($ in millions)
|
|
Carrying amount of the hedged items
|
|
Cumulative amount of fair value hedging adjustment included in the carrying amount of the hedged items
|
||||||||||||||||||||
|
|
Total
|
|
Discontinued (a)
|
||||||||||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Available-for-sale securities (b) (c)
|
|
$
|
1,485
|
|
|
$
|
173
|
|
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
(5
|
)
|
|
$
|
2
|
|
Finance receivables and loans, net (d)
|
|
40,850
|
|
|
2,305
|
|
|
24
|
|
|
18
|
|
|
5
|
|
|
19
|
|
||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt
|
|
$
|
13,001
|
|
|
$
|
14,640
|
|
|
$
|
67
|
|
|
$
|
208
|
|
|
$
|
67
|
|
|
$
|
235
|
|
(a)
|
Represents the fair value hedging adjustment on qualifying hedges for which the hedging relationship was discontinued. This represents a subset of the amounts reported in the total hedging adjustment.
|
(b)
|
The carrying amount of hedged available-for-sale securities is presented above using amortized cost. Refer to
Note 8
for a reconciliation of the amortized cost and fair value of available-for-sale securities.
|
(c)
|
Includes the amortized cost basis of closed portfolios used to designate hedging relationships in which the hedged item is the last layer expected to be remaining at the end of the hedging relationship. At December 31, 2018, the amortized cost basis of the closed portfolios used in these hedging relationships was
$47 million
, there was no basis adjustment associated with the last-of-layer relationships, and the amount identified as the last of layer in the hedge relationship was
$28 million
. A last-of-layer hedge strategy did not exist at
December 31, 2017
.
|
(d)
|
The hedged item represents the carrying value of the hedged portfolio of assets. The amount identified as the last of layer in the hedge relationship was
$21.4 billion
as of
December 31, 2018
. The basis adjustment associated with the last-of-layer relationship was a
$19 million
asset as of
December 31, 2018
, which would be allocated across the entire remaining closed pool upon termination or maturity of the hedge relationship. A last-of-layer hedge strategy did not exist at
December 31, 2017
.
|
Year ended December 31,
($ in millions)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Gain (loss) recognized in earnings
|
|
|
|
|
|
|
||||||
Interest rate contracts
|
|
|
|
|
|
|
||||||
Gain on mortgage and automotive loans, net
|
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
—
|
|
Other income, net of losses
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|||
Total interest rate contracts
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|||
Foreign exchange contracts
|
|
|
|
|
|
|
||||||
Interest on long-term debt
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|||
Other income, net of losses
|
|
13
|
|
|
(7
|
)
|
|
1
|
|
|||
Total foreign exchange contracts
|
|
13
|
|
|
(7
|
)
|
|
(1
|
)
|
|||
Gain (loss) recognized in earnings
|
|
$
|
13
|
|
|
$
|
(9
|
)
|
|
$
|
(1
|
)
|
|
Interest and fees on finance receivables and loans
|
|
Interest and dividends on investment securities and other earning assets
|
|
Interest on deposits
|
|
Interest on long-term debt
|
||||||||||||||||||||||||||||||||
Year ended December 31,
($ in millions)
|
2018
|
2017
|
2016
|
|
2018
|
2017
|
2016
|
|
2018
|
2017
|
2016
|
|
2018
|
2017
|
2016
|
||||||||||||||||||||||||
Gain (loss) on fair value hedging relationships
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Interest rate contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Hedged fixed-rate unsecured debt
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
62
|
|
$
|
8
|
|
$
|
(78
|
)
|
Derivatives designated as hedging instruments on fixed-rate unsecured debt
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
(61
|
)
|
(3
|
)
|
73
|
|
||||||||||||
Hedged fixed-rate FHLB advances
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
47
|
|
22
|
|
8
|
|
||||||||||||
Derivatives designated as hedging instruments on fixed-rate FHLB advances
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
(47
|
)
|
(22
|
)
|
(8
|
)
|
||||||||||||
Hedged available-for-sale securities
|
—
|
|
—
|
|
—
|
|
|
(3
|
)
|
(1
|
)
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Derivatives designated as hedging instruments on available-for-sale securities
|
—
|
|
—
|
|
—
|
|
|
3
|
|
1
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Hedged fixed-rate consumer automotive loans
|
19
|
|
(3
|
)
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Derivatives designated as hedging instruments on fixed-rate consumer automotive loans
|
(19
|
)
|
1
|
|
(2
|
)
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Total (loss) gain on fair value hedging relationships
|
—
|
|
(2
|
)
|
(2
|
)
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
1
|
|
5
|
|
(5
|
)
|
||||||||||||
Gain on cash flow hedging relationships
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Interest rate contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Hedged deposit liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Reclassified from accumulated other comprehensive income into income
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
1
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Hedged variable-rate borrowings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Reclassified from accumulated other comprehensive income into income
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
1
|
|
—
|
|
—
|
|
||||||||||||
Total gain on cash flow hedging relationships
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
1
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
1
|
|
$
|
—
|
|
$
|
—
|
|
Total amounts presented in the Consolidated Statement of Income
|
$
|
6,688
|
|
$
|
5,819
|
|
$
|
5,162
|
|
|
$
|
788
|
|
$
|
599
|
|
$
|
418
|
|
|
1,735
|
|
$
|
1,077
|
|
$
|
830
|
|
|
$
|
1,753
|
|
$
|
1,653
|
|
$
|
1,742
|
|
|
Interest and fees on finance receivables and loans
|
|
Interest and dividends on investment securities and other earning assets
|
|
Interest on deposits
|
|
Interest on long-term debt
|
||||||||||||||||||||||||||||||||
Year ended December 31,
($ in millions)
|
2018
|
2017
|
2016
|
|
2018
|
2017
|
2016
|
|
2018
|
2017
|
2016
|
|
2018
|
2017
|
2016
|
||||||||||||||||||||||||
Gain (loss) on fair value hedging relationships
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Interest rate contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Amortization of deferred unsecured debt basis adjustments
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
51
|
|
$
|
77
|
|
$
|
84
|
|
Interest for qualifying accounting hedges of unsecured debt
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
8
|
|
24
|
|
40
|
|
||||||||||||
Amortization of deferred secured debt basis adjustments FHLB advances)
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
(17
|
)
|
(2
|
)
|
—
|
|
||||||||||||
Interest for qualifying accounting hedges of secured debt (FHLB advances)
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
6
|
|
3
|
|
5
|
|
||||||||||||
Interest for qualifying accounting hedges of available-for-sale securities
|
—
|
|
—
|
|
—
|
|
|
(1
|
)
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Amortization of deferred loan basis adjustments
|
(14
|
)
|
(21
|
)
|
(20
|
)
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Interest for qualifying accounting hedges of consumer automotive loans held-for-investment
|
16
|
|
(1
|
)
|
(18
|
)
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Total gain (loss) on fair value hedging relationships
|
2
|
|
(22
|
)
|
(38
|
)
|
|
(1
|
)
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
48
|
|
102
|
|
129
|
|
||||||||||||
Gain (loss) on cash flow hedging relationships
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Interest rate contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Interest for qualifying accounting hedges of variable-rate borrowings
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
8
|
|
(1
|
)
|
—
|
|
||||||||||||
Interest for qualifying accounting hedges of deposit liabilities
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
3
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Total gain (loss) on cash flow hedging relationships
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
3
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
8
|
|
$
|
(1
|
)
|
$
|
—
|
|
Year ended December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
||||||
Interest rate contracts
|
|
|
|
|
|
||||||
Gain recognized in other comprehensive loss
|
$
|
10
|
|
|
$
|
5
|
|
|
$
|
—
|
|
Year ended December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
||||||
Foreign exchange contracts (a) (b)
|
|
|
|
|
|
||||||
Gain (loss) recognized in other comprehensive loss
|
$
|
12
|
|
|
$
|
(10
|
)
|
|
$
|
1
|
|
(a)
|
There were no amounts excluded from effectiveness testing for the
years ended
December 31, 2018
,
2017
, or 2016.
|
(b)
|
Gains and losses reclassified from accumulated other comprehensive loss are reported as other income, net of losses, in the Consolidated Statement of Income. There were no amounts reclassified for the
years ended
December 31, 2018
,
2017
, or 2016.
|
Year ended December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
||||||
Current income tax (benefit) expense
|
|
|
|
|
|
||||||
U.S. federal
|
$
|
(12
|
)
|
|
$
|
(17
|
)
|
|
$
|
—
|
|
Foreign
|
5
|
|
|
6
|
|
|
8
|
|
|||
State and local
|
35
|
|
|
53
|
|
|
9
|
|
|||
Total current expense
|
28
|
|
|
42
|
|
|
17
|
|
|||
Deferred income tax expense (benefit)
|
|
|
|
|
|
||||||
U.S. federal
|
328
|
|
|
566
|
|
|
423
|
|
|||
State and local
|
3
|
|
|
(27
|
)
|
|
30
|
|
|||
Total deferred expense
|
331
|
|
|
539
|
|
|
453
|
|
|||
Total income tax expense from continuing operations
|
$
|
359
|
|
|
$
|
581
|
|
|
$
|
470
|
|
Year ended December 31,
($ in millions)
|
2018
|
|
2017
|
|
2016
|
||||||
Statutory U.S. federal tax expense (a)
|
$
|
340
|
|
|
$
|
527
|
|
|
$
|
553
|
|
Change in tax resulting from
|
|
|
|
|
|
|
|||||
Nondeductible expenses
|
28
|
|
|
4
|
|
|
7
|
|
|||
State and local income taxes, net of federal income tax benefit (b)
|
26
|
|
|
7
|
|
|
35
|
|
|||
Tax law enactment
|
(23
|
)
|
|
119
|
|
|
—
|
|
|||
Changes in unrecognized tax benefits (c)
|
22
|
|
|
1
|
|
|
(161
|
)
|
|||
Tax credits, excluding expirations
|
(20
|
)
|
|
(12
|
)
|
|
(15
|
)
|
|||
Valuation allowance change, excluding expirations
|
(8
|
)
|
|
(49
|
)
|
|
51
|
|
|||
Other, net
|
(6
|
)
|
|
(16
|
)
|
|
—
|
|
|||
Total income tax expense from continuing operations
|
$
|
359
|
|
|
$
|
581
|
|
|
$
|
470
|
|
(a)
|
The statutory U.S. federal tax rate was
21%
for 2018 and
35%
for both 2017 and 2016.
|
(b)
|
Amount for 2017 includes state deferred tax adjustments primarily offset in the valuation allowance change caption.
|
(c)
|
Amount for 2016 is primarily the result of a U.S. tax reserve release in the second quarter of 2016 related to a prior-year federal return.
|
December 31,
($ in millions)
|
2018
|
|
2017
|
||||
Deferred tax assets
|
|
|
|
||||
Tax credit carryforwards
|
$
|
1,796
|
|
|
$
|
2,002
|
|
Adjustments to loan value
|
366
|
|
|
450
|
|
||
State and local taxes
|
168
|
|
|
200
|
|
||
Unearned insurance premiums
|
90
|
|
|
85
|
|
||
Hedging transactions
|
27
|
|
|
49
|
|
||
Tax loss carryforwards
|
8
|
|
|
302
|
|
||
Other
|
222
|
|
|
108
|
|
||
Gross deferred tax assets
|
2,677
|
|
|
3,196
|
|
||
Valuation allowance
|
(1,057
|
)
|
|
(1,123
|
)
|
||
Deferred tax assets, net of valuation allowance
|
1,620
|
|
|
2,073
|
|
||
Deferred tax liabilities
|
|
|
|
||||
Lease transactions
|
850
|
|
|
1,212
|
|
||
Deferred acquisition costs
|
321
|
|
|
269
|
|
||
Debt transactions
|
93
|
|
|
95
|
|
||
Other
|
56
|
|
|
44
|
|
||
Gross deferred tax liabilities
|
1,320
|
|
|
1,620
|
|
||
Net deferred tax assets (a)
|
$
|
300
|
|
|
$
|
453
|
|
(a)
|
Amounts include
$317 million
and
$461 million
of net deferred tax assets included in other assets on our Consolidated Balance Sheet for tax jurisdictions in a total net deferred tax asset position at
December 31, 2018
, and
2017
, respectively, and
$17 million
and
$8 million
included in accrued expenses and other liabilities on our Consolidated Balance Sheet for tax jurisdictions in a total net deferred tax liability position.
|
($ in millions)
|
|
Deferred tax asset (liability)
|
|
Valuation allowance
|
|
Net deferred tax asset (liability)
|
|
Years of expiration
|
||||||
Tax credit carryforwards
|
|
|
|
|
|
|
|
|
||||||
Foreign tax credits
|
|
$
|
1,522
|
|
|
$
|
(963
|
)
|
|
$
|
559
|
|
|
2022–2028
|
General business credits
|
|
274
|
|
|
—
|
|
|
274
|
|
|
2025–2038
|
|||
Total tax credit carryforwards
|
|
1,796
|
|
|
(963
|
)
|
|
833
|
|
|
|
|||
Tax loss carryforwards
|
|
|
|
|
|
|
|
|
||||||
Net operating losses — federal
|
|
8
|
|
|
—
|
|
|
8
|
|
|
2027–2036
|
|||
Net operating losses — state
|
|
198
|
|
(a)
|
(94
|
)
|
|
104
|
|
|
2019–2038
|
|||
Total federal and state tax loss carryforwards
|
|
206
|
|
|
(94
|
)
|
|
112
|
|
|
|
|||
Other net deferred tax liabilities
|
|
(645
|
)
|
|
—
|
|
|
(645
|
)
|
|
n/a
|
|||
Net deferred tax assets
|
|
$
|
1,357
|
|
|
$
|
(1,057
|
)
|
|
$
|
300
|
|
|
|
(a)
|
State net operating loss carryforwards are included in the state and local taxes and other liabilities totals disclosed in our deferred inventory table above.
|
($ in millions)
|
2018
|
|
2017
|
|
2016
|
||||||
Balance at January 1,
|
$
|
15
|
|
|
$
|
14
|
|
|
$
|
185
|
|
Additions based on tax positions related to the current year
|
—
|
|
|
—
|
|
|
—
|
|
|||
Additions for tax positions of prior years
|
29
|
|
|
3
|
|
|
12
|
|
|||
Reductions for tax positions of prior years
|
—
|
|
|
(1
|
)
|
|
—
|
|
|||
Settlements
|
—
|
|
|
—
|
|
|
(182
|
)
|
|||
Expiration of statute of limitations
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||
Balance at December 31,
|
$
|
44
|
|
|
$
|
15
|
|
|
$
|
14
|
|
(in thousands, except per share data)
|
Number of units
|
|
Weighted-average grant date fair value per share
|
|||
RSUs and PSUs
|
|
|
|
|||
Outstanding non-vested at January 1, 2018
|
5,592
|
|
|
$
|
19.89
|
|
Granted
|
2,577
|
|
|
29.41
|
|
|
Vested
|
(3,167
|
)
|
|
21.61
|
|
|
Forfeited
|
(138
|
)
|
|
23.54
|
|
|
Outstanding non-vested at December 31, 2018
|
4,864
|
|
|
23.71
|
|
Level 1
|
Inputs are quoted prices in active markets for identical assets or liabilities at the measurement date. Additionally, the entity must have the ability to access the active market, and the quoted prices cannot be adjusted by the entity.
|
Level 2
|
Inputs are other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices in active markets for similar assets or liabilities; quoted prices in inactive markets for identical or similar assets or liabilities; or inputs that are observable or can be corroborated by observable market data by correlation or other means for substantially the full term of the assets or liabilities.
|
Level 3
|
Unobservable inputs are supported by little or no market activity. The unobservable inputs represent management’s best assumptions of how market participants would price the assets or liabilities. Generally, Level 3 assets and liabilities are valued using pricing models, discounted cash flow methodologies, or similar techniques that require significant judgment or estimation.
|
•
|
Equity Securities
— Includes various marketable equity securities measured at fair value with changes in fair value recognized in net income. Measurements based on observable market prices are classified as Level 1.
|
•
|
Available-for-sale securities
— All classes of available-for-sale securities are carried at fair value based on observable market prices, when available. If observable market prices are not available, our valuations are based on internally developed discounted cash flow models (an income approach) that use a market-based discount rate and consider recent market transactions, experience with similar securities, current business conditions, and analysis of the underlying collateral, as available. To estimate cash flows, we are required to utilize various significant assumptions including market observable inputs (e.g., forward interest rates) and internally developed inputs (including prepayment speeds, delinquency levels, and credit losses).
|
•
|
Interests retained in financial asset sales
— Includes certain noncertificated interests retained from the sale of automotive finance receivables. Due to inactivity in the market, valuations are based on internally developed discounted cash flow models (an income approach) that use a market-based discount rate; therefore, we classified these assets as Level 3. The valuation considers recent market transactions, experience with similar assets, current business conditions, and analysis of the underlying collateral, as available. To estimate cash flows, we utilize various significant assumptions, including market observable inputs (e.g., forward interest rates) and internally developed inputs (e.g., prepayment speeds, delinquency levels, and credit losses).
|
•
|
Derivative instruments
— We enter into a variety of derivative financial instruments as part of our risk-management strategies. Certain of these derivatives are exchange traded, such as Eurodollar futures, options of Eurodollar futures, and equity options. To determine the fair value of these instruments, we utilize the quoted market prices for the particular derivative contracts; therefore, we classified these contracts as Level 1.
|
|
|
Recurring fair value measurements
|
||||||||||||||
December 31, 2018
($ in millions)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Investment securities
|
|
|
|
|
|
|
|
|
||||||||
Equity securities (a)
|
|
$
|
766
|
|
|
$
|
—
|
|
|
$
|
7
|
|
|
$
|
773
|
|
Available-for-sale securities
|
|
|
|
|
|
|
|
|
||||||||
Debt securities
|
|
|
|
|
|
|
|
|
||||||||
U.S. Treasury and federal agencies
|
|
1,850
|
|
|
1
|
|
|
—
|
|
|
1,851
|
|
||||
U.S. States and political subdivisions
|
|
—
|
|
|
802
|
|
|
—
|
|
|
802
|
|
||||
Foreign government
|
|
7
|
|
|
138
|
|
|
—
|
|
|
145
|
|
||||
Agency mortgage-backed residential
|
|
—
|
|
|
17,138
|
|
|
—
|
|
|
17,138
|
|
||||
Mortgage-backed residential
|
|
—
|
|
|
2,686
|
|
|
—
|
|
|
2,686
|
|
||||
Mortgage-backed commercial
|
|
—
|
|
|
717
|
|
|
—
|
|
|
717
|
|
||||
Asset-backed
|
|
—
|
|
|
723
|
|
|
—
|
|
|
723
|
|
||||
Corporate debt
|
|
—
|
|
|
1,241
|
|
|
—
|
|
|
1,241
|
|
||||
Total available-for-sale securities
|
|
1,857
|
|
|
23,446
|
|
|
—
|
|
|
25,303
|
|
||||
Mortgage loans held-for-sale (b)
|
|
—
|
|
|
—
|
|
|
8
|
|
|
8
|
|
||||
Interests retained in financial asset sales
|
|
—
|
|
|
—
|
|
|
4
|
|
|
4
|
|
||||
Derivative contracts in a receivable position
|
|
|
|
|
|
|
|
|
||||||||
Interest rate
|
|
—
|
|
|
37
|
|
|
—
|
|
|
37
|
|
||||
Foreign currency
|
|
—
|
|
|
4
|
|
|
—
|
|
|
4
|
|
||||
Total derivative contracts in a receivable position
|
|
—
|
|
|
41
|
|
|
—
|
|
|
41
|
|
||||
Total assets
|
|
$
|
2,623
|
|
|
$
|
23,487
|
|
|
$
|
19
|
|
|
$
|
26,129
|
|
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Accrued expenses and other liabilities
|
|
|
|
|
|
|
|
|
||||||||
Derivative contracts in a payable position
|
|
|
|
|
|
|
|
|
||||||||
Interest rate
|
|
$
|
—
|
|
|
$
|
37
|
|
|
$
|
—
|
|
|
$
|
37
|
|
Total derivative contracts in a payable position
|
|
—
|
|
|
37
|
|
|
—
|
|
|
37
|
|
||||
Total liabilities
|
|
$
|
—
|
|
|
$
|
37
|
|
|
$
|
—
|
|
|
$
|
37
|
|
(a)
|
Our investment in any one industry did not exceed
9%
.
|
(b)
|
Carried at fair value due to fair value option elections.
|
|
|
Recurring fair value measurements
|
||||||||||||||
December 31, 2017
($ in millions)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Investment securities
|
|
|
|
|
|
|
|
|
||||||||
Equity securities (a)
|
|
$
|
518
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
518
|
|
Available-for-sale securities
|
|
|
|
|
|
|
|
|
||||||||
Debt securities
|
|
|
|
|
|
|
|
|
||||||||
U.S. Treasury
|
|
1,777
|
|
|
—
|
|
|
—
|
|
|
1,777
|
|
||||
U.S. States and political subdivisions
|
|
—
|
|
|
854
|
|
|
—
|
|
|
854
|
|
||||
Foreign government
|
|
8
|
|
|
146
|
|
|
—
|
|
|
154
|
|
||||
Agency mortgage-backed residential
|
|
—
|
|
|
14,291
|
|
|
—
|
|
|
14,291
|
|
||||
Mortgage-backed residential
|
|
—
|
|
|
2,494
|
|
|
—
|
|
|
2,494
|
|
||||
Mortgage-backed commercial
|
|
—
|
|
|
541
|
|
|
—
|
|
|
541
|
|
||||
Asset-backed
|
|
—
|
|
|
936
|
|
|
—
|
|
|
936
|
|
||||
Corporate debt
|
|
—
|
|
|
1,256
|
|
|
—
|
|
|
1,256
|
|
||||
Total available-for-sale securities
|
|
1,785
|
|
|
20,518
|
|
|
—
|
|
|
22,303
|
|
||||
Mortgage loans held-for-sale (b)
|
|
—
|
|
|
—
|
|
|
13
|
|
|
13
|
|
||||
Interests retained in financial asset sales
|
|
—
|
|
|
—
|
|
|
5
|
|
|
5
|
|
||||
Derivative contracts in a receivable position
|
|
|
|
|
|
|
|
|
||||||||
Interest rate
|
|
—
|
|
|
38
|
|
|
1
|
|
|
39
|
|
||||
Total derivative contracts in a receivable position
|
|
—
|
|
|
38
|
|
|
1
|
|
|
39
|
|
||||
Total assets
|
|
$
|
2,303
|
|
|
$
|
20,556
|
|
|
$
|
19
|
|
|
$
|
22,878
|
|
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Accrued expenses and other liabilities
|
|
|
|
|
|
|
|
|
||||||||
Derivative contracts in a payable position
|
|
|
|
|
|
|
|
|
||||||||
Interest rate
|
|
$
|
—
|
|
|
$
|
39
|
|
|
$
|
—
|
|
|
$
|
39
|
|
Foreign currency
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
||||
Total derivative contracts in a payable position
|
|
—
|
|
|
41
|
|
|
—
|
|
|
41
|
|
||||
Total liabilities
|
|
$
|
—
|
|
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
41
|
|
(a)
|
Our investment in any one industry did not exceed
14%
.
|
(b)
|
Carried at fair value due to fair value option elections.
|
|
Level 3 recurring fair value measurements
|
||||||||||||||||||||||||||||||
|
|
Net realized/unrealized (losses) gains
|
|
|
|
|
Fair value at Dec. 31, 2018
|
Net unrealized losses still held at December 31, 2018
|
|||||||||||||||||||||||
($ in millions)
|
Fair value at Jan. 1, 2018
|
included in earnings
|
|
included in OCI
|
Purchases
|
Sales
|
Issuances
|
Settlements
|
included in earnings
|
included in OCI
|
|||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Equity securities (a)
|
$
|
19
|
|
$
|
(7
|
)
|
(b)
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(5
|
)
|
$
|
7
|
|
$
|
(10
|
)
|
$
|
—
|
|
Mortgage loans held-for-sale (c)
|
13
|
|
5
|
|
(d)
|
—
|
|
303
|
|
(313
|
)
|
—
|
|
—
|
|
8
|
|
—
|
|
—
|
|
||||||||||
Other assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Interests retained in financial asset sales
|
5
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1
|
)
|
4
|
|
—
|
|
—
|
|
||||||||||
Derivative assets
|
1
|
|
(1
|
)
|
(d)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Total assets
|
$
|
38
|
|
$
|
(3
|
)
|
|
$
|
—
|
|
$
|
303
|
|
$
|
(313
|
)
|
$
|
—
|
|
$
|
(6
|
)
|
$
|
19
|
|
$
|
(10
|
)
|
$
|
—
|
|
(a)
|
In connection with our adoption of ASU 2016-01 on January 1, 2018, certain of our equity securities previously measured using the cost method of accounting are now measured at fair value on a recurring basis, and have been categorized as Level 3 within the fair value hierarchy. Accordingly, the fair value of such investments has been included in the opening balance of the reconciliation above.
|
(b)
|
Reported as other gain on investments, net, in the Consolidated Statement of Income.
|
(c)
|
Carried at fair value due to fair value option elections.
|
(d)
|
Reported as gain on mortgage and automotive loans, net, in the Consolidated Statement of Income.
|
|
Level 3 recurring fair value measurements
|
|||||||||||||||||||||||||||
|
Fair value at Jan. 1, 2017
|
Net realized/unrealized gains
|
Purchases
|
Sales
|
Issuances
|
Settlements
|
Fair value at Dec. 31, 2017
|
Net unrealized gains included in earnings still held at Dec. 31, 2017
|
||||||||||||||||||||
($ in millions)
|
included in earnings
|
|
included in OCI
|
|||||||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Mortgage loans held-for-sale (a)
|
$
|
—
|
|
$
|
2
|
|
(b)
|
$
|
—
|
|
$
|
137
|
|
$
|
(126
|
)
|
$
|
—
|
|
$
|
—
|
|
$
|
13
|
|
$
|
—
|
|
Other assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Interests retained in financial asset sales
|
29
|
|
1
|
|
(c)
|
—
|
|
—
|
|
8
|
|
—
|
|
(33
|
)
|
5
|
|
—
|
|
|||||||||
Derivative assets
|
—
|
|
1
|
|
(b)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
1
|
|
1
|
|
|||||||||
Total assets
|
$
|
29
|
|
$
|
4
|
|
|
$
|
—
|
|
$
|
137
|
|
$
|
(118
|
)
|
$
|
—
|
|
$
|
(33
|
)
|
$
|
19
|
|
$
|
1
|
|
(a)
|
Carried at fair value due to fair value option elections.
|
(b)
|
Reported as gain on mortgage and automotive loans, net, in the Consolidated Statement of Income.
|
(c)
|
Reported as other income, net of losses, in the Consolidated Statement of Income.
|
|
|
Nonrecurring fair value measurements
|
|
Lower-of-cost or fair value or valuation reserve allowance
|
|
Total gain (loss) included in earnings
|
|
||||||||||||||||
December 31, 2018
($ in millions)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held-for-sale, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive (a)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
210
|
|
|
$
|
210
|
|
|
$
|
(2
|
)
|
|
n/m
|
(b)
|
Other
|
|
—
|
|
|
—
|
|
|
96
|
|
|
96
|
|
|
—
|
|
|
n/m
|
(b)
|
|||||
Total loans held-for-sale, net
|
|
—
|
|
|
—
|
|
|
306
|
|
|
306
|
|
|
(2
|
)
|
|
n/m
|
(b)
|
|||||
Commercial finance receivables and loans, net (c)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive
|
|
—
|
|
|
—
|
|
|
84
|
|
|
84
|
|
|
(10
|
)
|
|
n/m
|
(b)
|
|||||
Other
|
|
—
|
|
|
—
|
|
|
55
|
|
|
55
|
|
|
(46
|
)
|
|
n/m
|
(b)
|
|||||
Total commercial finance receivables and loans, net
|
|
—
|
|
|
—
|
|
|
139
|
|
|
139
|
|
|
(56
|
)
|
|
n/m
|
(b)
|
|||||
Other assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Nonmarketable equity investments
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
(1
|
)
|
|
n/m
|
(b)
|
|||||
Equity-method investments
|
|
—
|
|
|
—
|
|
|
3
|
|
|
3
|
|
|
—
|
|
|
n/m
|
(b)
|
|||||
Repossessed and foreclosed assets (d)
|
|
—
|
|
|
—
|
|
|
13
|
|
|
13
|
|
|
(1
|
)
|
|
n/m
|
(b)
|
|||||
Total assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
462
|
|
|
$
|
462
|
|
|
$
|
(60
|
)
|
|
n/m
|
|
(a)
|
Represents loans within our commercial automotive portfolio. Of this amount,
$104 million
was valued based upon a sales price for a transaction that closed in January 2019, and
$106 million
was valued using a discounted cash flow analysis, with a spread over forward interest rates as a significant unobservable input utilizing a range of
0.08
–
1.09
% and weighted average of
0.72
%.
|
(b)
|
We consider the applicable valuation or loan loss allowance to be the most relevant indicator of the impact on earnings caused by the fair value measurement. Accordingly, the table above excludes total gains and losses included in earnings for these items. The carrying values are inclusive of the respective valuation or loan loss allowance.
|
(c)
|
Represents the portion of the portfolio specifically impaired during
2018
. The related valuation allowance represents the cumulative adjustment to fair value of those specific receivables.
|
(d)
|
The allowance provided for repossessed and foreclosed assets represents any cumulative valuation adjustment recognized to adjust the assets to fair value.
|
|
|
Nonrecurring fair value measurements
|
|
Lower-of-cost or fair value or valuation reserve allowance
|
|
Total gain (loss) included in earnings
|
|
||||||||||||||||
December 31, 2017
($ in millions)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held-for-sale, net
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
77
|
|
|
$
|
77
|
|
|
$
|
—
|
|
|
n/m
|
(a)
|
Commercial finance receivables and loans, net (b)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Automotive
|
|
—
|
|
|
—
|
|
|
20
|
|
|
20
|
|
|
(3
|
)
|
|
n/m
|
(a)
|
|||||
Other
|
|
—
|
|
|
—
|
|
|
22
|
|
|
22
|
|
|
(12
|
)
|
|
n/m
|
(a)
|
|||||
Total commercial finance receivables and loans, net
|
|
—
|
|
|
—
|
|
|
42
|
|
|
42
|
|
|
(15
|
)
|
|
n/m
|
(a)
|
|||||
Other assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Repossessed and foreclosed assets (c)
|
|
—
|
|
|
—
|
|
|
14
|
|
|
14
|
|
|
(1
|
)
|
|
n/m
|
(a)
|
|||||
Other
|
|
—
|
|
|
—
|
|
|
3
|
|
|
3
|
|
|
—
|
|
|
n/m
|
(a)
|
|||||
Total assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
136
|
|
|
$
|
136
|
|
|
$
|
(16
|
)
|
|
n/m
|
|
(a)
|
We consider the applicable valuation or loan loss allowance to be the most relevant indicator of the impact on earnings caused by the fair value measurement. Accordingly, the table above excludes total gains and losses included in earnings for these items. The carrying values are inclusive of the respective valuation or loan loss allowance.
|
(b)
|
Represents the portion of the portfolio specifically impaired during
2017
. The related valuation allowance represents the cumulative adjustment to fair value of those specific receivables.
|
(c)
|
The allowance provided for repossessed and foreclosed assets represents any cumulative valuation adjustment recognized to adjust the assets to fair value.
|
|
|
|
Estimated fair value
|
||||||||||||||||
($ in millions)
|
Carrying value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Held-to-maturity securities
|
$
|
2,362
|
|
|
$
|
—
|
|
|
$
|
2,307
|
|
|
$
|
—
|
|
|
$
|
2,307
|
|
Loans held-for-sale, net
|
306
|
|
|
—
|
|
|
—
|
|
|
306
|
|
|
306
|
|
|||||
Finance receivables and loans, net
|
128,684
|
|
|
—
|
|
|
—
|
|
|
130,878
|
|
|
130,878
|
|
|||||
FHLB/FRB stock (a)
|
1,351
|
|
|
—
|
|
|
1,351
|
|
|
—
|
|
|
1,351
|
|
|||||
Financial liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposit liabilities (b)
|
$
|
51,985
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
51,997
|
|
|
$
|
51,997
|
|
Short-term borrowings
|
9,987
|
|
|
—
|
|
|
—
|
|
|
9,992
|
|
|
9,992
|
|
|||||
Long-term debt
|
44,193
|
|
|
—
|
|
|
23,846
|
|
|
21,800
|
|
|
45,646
|
|
|||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Held-to-maturity securities
|
$
|
1,899
|
|
|
$
|
—
|
|
|
$
|
1,865
|
|
|
$
|
—
|
|
|
$
|
1,865
|
|
Loans held-for-sale, net
|
95
|
|
|
—
|
|
|
—
|
|
|
95
|
|
|
95
|
|
|||||
Finance receivables and loans, net
|
121,617
|
|
|
—
|
|
|
—
|
|
|
123,302
|
|
|
123,302
|
|
|||||
Nonmarketable equity investments
|
1,233
|
|
|
—
|
|
|
1,190
|
|
|
49
|
|
|
1,239
|
|
|||||
Financial liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposit liabilities (b)
|
$
|
45,869
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
45,827
|
|
|
$
|
45,827
|
|
Short-term borrowings
|
11,413
|
|
|
—
|
|
|
—
|
|
|
11,417
|
|
|
11,417
|
|
|||||
Long-term debt
|
44,226
|
|
|
—
|
|
|
27,807
|
|
|
18,817
|
|
|
46,624
|
|
(a)
|
Included in other assets (nonmarketable equity investments) on our Consolidated Balance Sheet.
|
(b)
|
In connection with our adoption of ASU 2016-01 on January 1, 2018, deposit liabilities with no defined or contractual maturities are no longer included in the table above. Amounts for December 31, 2017, have been adjusted to conform to the current presentation and exclude
$47.4 billion
and
$45.2 billion
of deposit liabilities with no defined or contractual maturities from the carrying value and Level 3 fair value, respectively. Refer to
Note 14
for information regarding the composition of our deposits portfolio, and
Note 1
for further information regarding recently adopted accounting standards.
|
|
|
Gross amounts of recognized assets/liabilities
|
|
Gross amounts offset on the Consolidated Balance Sheet
|
|
Net amounts of assets/liabilities presented on the Consolidated Balance Sheet
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
|
Gross amounts not offset on the Consolidated Balance Sheet
|
|
|
|||||||||||||||||
December 31, 2018
($ in millions)
|
|
|
|
|
Financial instruments
|
|
Collateral (a) (b) (c)
|
|
Net amount
|
|||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative assets in net asset positions (d)
|
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
(4
|
)
|
|
$
|
37
|
|
Total assets
|
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
(4
|
)
|
|
$
|
37
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative liabilities in net liability positions (d)
|
|
$
|
37
|
|
|
$
|
—
|
|
|
$
|
37
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
37
|
|
Securities sold under agreements to repurchase (e)
|
|
685
|
|
|
—
|
|
|
685
|
|
|
—
|
|
|
(685
|
)
|
|
—
|
|
||||||
Total liabilities
|
|
$
|
722
|
|
|
$
|
—
|
|
|
$
|
722
|
|
|
$
|
—
|
|
|
$
|
(685
|
)
|
|
$
|
37
|
|
(a)
|
Financial collateral received/pledged shown as a balance based on the sum of all net asset and liability positions between Ally and each individual derivative counterparty.
|
(b)
|
Amounts disclosed are limited to the financial asset or liability balance and, accordingly, exclude excess collateral received or pledged and noncash collateral received. There was
$3 million
of noncash derivative collateral, and
$4 million
of noncash collateral associated with our repurchase agreements, pledged to us that was excluded at
December 31, 2018
. We do not record such collateral received on our
Consolidated Balance Sheet
unless certain conditions are met.
|
(c)
|
Certain agreements grant us the right to sell or pledge the noncash assets we receive as collateral. Noncash collateral pledged to us where the agreement grants us the right to sell or pledge the underlying assets had a fair value of
$7 million
at
December 31, 2018
. We have not sold or pledged any of the noncash collateral received under these agreements as of
December 31, 2018
.
|
(d)
|
For additional information on derivative instruments and hedging activities, refer to
Note 21
.
|
(e)
|
For additional information on securities sold under agreements to repurchase, refer to
Note 15
.
|
|
|
Gross amounts of recognized assets/liabilities
|
|
Gross amounts offset on the Consolidated Balance Sheet
|
|
Net amounts of assets/liabilities presented on the Consolidated Balance Sheet
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
|
Gross amounts not offset on the Consolidated Balance Sheet
|
|
|
|||||||||||||||||
December 31, 2017
($ in millions)
|
|
|
|
|
Financial instruments
|
|
Collateral (a) (b) (c)
|
|
Net amount
|
|||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative assets in net asset positions
|
|
$
|
38
|
|
|
$
|
—
|
|
|
$
|
38
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
38
|
|
Derivative assets with no offsetting arrangements
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||||
Total assets (d)
|
|
$
|
39
|
|
|
$
|
—
|
|
|
$
|
39
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
39
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative liabilities in net liability positions (d)
|
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
(1
|
)
|
|
$
|
40
|
|
Securities sold under agreements to repurchase (e)
|
|
892
|
|
|
—
|
|
|
892
|
|
|
—
|
|
|
(892
|
)
|
|
—
|
|
||||||
Total liabilities
|
|
$
|
933
|
|
|
$
|
—
|
|
|
$
|
933
|
|
|
$
|
—
|
|
|
$
|
(893
|
)
|
|
$
|
40
|
|
(a)
|
Financial collateral received/pledged shown as a balance based on the sum of all net asset and liability positions between Ally and each individual derivative counterparty.
|
(b)
|
Amounts disclosed are limited to the financial asset or liability balance and, accordingly, exclude excess collateral received or pledged and noncash collateral received. There was
$2 million
of noncash derivative collateral pledged to us that was excluded at
December 31, 2017
. We do not record such collateral received on our
Consolidated Balance Sheet
unless certain conditions are met.
|
(c)
|
Certain agreements grant us the right to sell or pledge the noncash assets we receive as collateral. Noncash collateral pledged to us where the agreement grants us the right to sell or pledge the underlying assets had a fair value of
$2 million
at
December 31, 2017
. We have not sold or pledged any of the noncash collateral received under these agreements as of
December 31, 2017
.
|
(d)
|
For additional information on derivative instruments and hedging activities, refer to
Note 21
.
|
(e)
|
For additional information on securities sold under agreements to repurchase, refer to
Note 15
.
|
Year ended December 31,
($ in millions)
|
|
Automotive Finance operations
|
|
Insurance operations
|
|
Mortgage Finance operations
|
|
Corporate Finance operations
|
|
Corporate and Other
|
|
Consolidated (a)
|
||||||||||||
2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net financing revenue and other interest income
|
|
$
|
3,769
|
|
|
$
|
54
|
|
|
$
|
179
|
|
|
$
|
204
|
|
|
$
|
184
|
|
|
$
|
4,390
|
|
Other revenue
|
|
269
|
|
|
981
|
|
|
7
|
|
|
38
|
|
|
119
|
|
|
1,414
|
|
||||||
Total net revenue
|
|
4,038
|
|
|
1,035
|
|
|
186
|
|
|
242
|
|
|
303
|
|
|
5,804
|
|
||||||
Provision for loan losses
|
|
920
|
|
|
—
|
|
|
1
|
|
|
12
|
|
|
(15
|
)
|
|
918
|
|
||||||
Total noninterest expense
|
|
1,750
|
|
|
955
|
|
|
140
|
|
|
86
|
|
|
333
|
|
|
3,264
|
|
||||||
Income (loss) from continuing operations before income tax expense
|
|
$
|
1,368
|
|
|
$
|
80
|
|
|
$
|
45
|
|
|
$
|
144
|
|
|
$
|
(15
|
)
|
|
$
|
1,622
|
|
Total assets
|
|
$
|
117,304
|
|
|
$
|
7,734
|
|
|
$
|
15,211
|
|
|
$
|
4,670
|
|
|
$
|
33,950
|
|
|
$
|
178,869
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net financing revenue and other interest income
|
|
$
|
3,713
|
|
|
$
|
59
|
|
|
$
|
132
|
|
|
$
|
167
|
|
|
$
|
150
|
|
|
$
|
4,221
|
|
Other revenue
|
|
355
|
|
|
1,059
|
|
|
4
|
|
|
45
|
|
|
81
|
|
|
1,544
|
|
||||||
Total net revenue
|
|
4,068
|
|
|
1,118
|
|
|
136
|
|
|
212
|
|
|
231
|
|
|
5,765
|
|
||||||
Provision for loan losses
|
|
1,134
|
|
|
—
|
|
|
8
|
|
|
22
|
|
|
(16
|
)
|
|
1,148
|
|
||||||
Total noninterest expense
|
|
1,714
|
|
|
950
|
|
|
108
|
|
|
76
|
|
|
262
|
|
|
3,110
|
|
||||||
Income (loss) from continuing operations before income tax expense
|
|
$
|
1,220
|
|
|
$
|
168
|
|
|
$
|
20
|
|
|
$
|
114
|
|
|
$
|
(15
|
)
|
|
$
|
1,507
|
|
Total assets
|
|
$
|
114,089
|
|
|
$
|
7,464
|
|
|
$
|
11,708
|
|
|
$
|
3,979
|
|
|
$
|
29,908
|
|
|
$
|
167,148
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net financing revenue and other interest income (loss)
|
|
$
|
3,665
|
|
|
$
|
61
|
|
|
$
|
97
|
|
|
$
|
121
|
|
|
$
|
(37
|
)
|
|
$
|
3,907
|
|
Other revenue
|
|
306
|
|
|
1,036
|
|
|
—
|
|
|
26
|
|
|
162
|
|
|
1,530
|
|
||||||
Total net revenue
|
|
3,971
|
|
|
1,097
|
|
|
97
|
|
|
147
|
|
|
125
|
|
|
5,437
|
|
||||||
Provision for loan losses
|
|
924
|
|
|
—
|
|
|
(4
|
)
|
|
10
|
|
|
(13
|
)
|
|
917
|
|
||||||
Total noninterest expense
|
|
1,667
|
|
|
940
|
|
|
67
|
|
|
66
|
|
|
199
|
|
|
2,939
|
|
||||||
Income (loss) from continuing operations before income tax expense
|
|
$
|
1,380
|
|
|
$
|
157
|
|
|
$
|
34
|
|
|
$
|
71
|
|
|
$
|
(61
|
)
|
|
$
|
1,581
|
|
Total assets
|
|
$
|
116,347
|
|
|
$
|
7,172
|
|
|
$
|
8,307
|
|
|
$
|
3,183
|
|
|
$
|
28,719
|
|
|
$
|
163,728
|
|
(a)
|
Net financing revenue and other interest income after the provision for loan losses totaled
$3.5 billion
,
$3.1 billion
, and
$3.0 billion
for the
years ended
December 31, 2018
,
2017
, and
2016
, respectively.
|
Year ended December 31, 2018
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Financing revenue and other interest income
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest and fees on finance receivables and loans
|
|
$
|
(40
|
)
|
|
$
|
—
|
|
|
$
|
6,728
|
|
|
$
|
—
|
|
|
$
|
6,688
|
|
Interest and fees on finance receivables and loans — intercompany
|
|
12
|
|
|
—
|
|
|
5
|
|
|
(17
|
)
|
|
—
|
|
|||||
Interest on loans held-for-sale
|
|
—
|
|
|
—
|
|
|
15
|
|
|
—
|
|
|
15
|
|
|||||
Interest and dividends on investment securities and other earning assets
|
|
—
|
|
|
—
|
|
|
789
|
|
|
(1
|
)
|
|
788
|
|
|||||
Interest on cash and cash equivalents
|
|
8
|
|
|
—
|
|
|
64
|
|
|
—
|
|
|
72
|
|
|||||
Interest-bearing cash — intercompany
|
|
8
|
|
|
—
|
|
|
9
|
|
|
(17
|
)
|
|
—
|
|
|||||
Operating leases
|
|
5
|
|
|
—
|
|
|
1,484
|
|
|
—
|
|
|
1,489
|
|
|||||
Total financing (loss) revenue and other interest income
|
|
(7
|
)
|
|
—
|
|
|
9,094
|
|
|
(35
|
)
|
|
9,052
|
|
|||||
Interest expense
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Interest on deposits
|
|
—
|
|
|
—
|
|
|
1,735
|
|
|
—
|
|
|
1,735
|
|
|||||
Interest on short-term borrowings
|
|
44
|
|
|
—
|
|
|
105
|
|
|
—
|
|
|
149
|
|
|||||
Interest on long-term debt
|
|
1,009
|
|
|
—
|
|
|
744
|
|
|
—
|
|
|
1,753
|
|
|||||
Interest on intercompany debt
|
|
15
|
|
|
—
|
|
|
20
|
|
|
(35
|
)
|
|
—
|
|
|||||
Total interest expense
|
|
1,068
|
|
|
—
|
|
|
2,604
|
|
|
(35
|
)
|
|
3,637
|
|
|||||
Net depreciation expense on operating lease assets
|
|
8
|
|
|
—
|
|
|
1,017
|
|
|
—
|
|
|
1,025
|
|
|||||
Net financing (loss) revenue
|
|
(1,083
|
)
|
|
—
|
|
|
5,473
|
|
|
—
|
|
|
4,390
|
|
|||||
Cash dividends from subsidiaries
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Bank subsidiary
|
|
2,600
|
|
|
2,600
|
|
|
—
|
|
|
(5,200
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
443
|
|
|
—
|
|
|
—
|
|
|
(443
|
)
|
|
—
|
|
|||||
Other revenue
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Insurance premiums and service revenue earned
|
|
—
|
|
|
—
|
|
|
1,022
|
|
|
—
|
|
|
1,022
|
|
|||||
Gain on mortgage and automotive loans, net
|
|
70
|
|
|
—
|
|
|
9
|
|
|
(54
|
)
|
|
25
|
|
|||||
Other gain on investments, net
|
|
—
|
|
|
—
|
|
|
(50
|
)
|
|
—
|
|
|
(50
|
)
|
|||||
Other income, net of losses
|
|
411
|
|
|
—
|
|
|
770
|
|
|
(764
|
)
|
|
417
|
|
|||||
Total other revenue
|
|
481
|
|
|
—
|
|
|
1,751
|
|
|
(818
|
)
|
|
1,414
|
|
|||||
Total net revenue
|
|
2,441
|
|
|
2,600
|
|
|
7,224
|
|
|
(6,461
|
)
|
|
5,804
|
|
|||||
Provision for loan losses
|
|
176
|
|
|
—
|
|
|
796
|
|
|
(54
|
)
|
|
918
|
|
|||||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Compensation and benefits expense
|
|
83
|
|
|
—
|
|
|
1,072
|
|
|
—
|
|
|
1,155
|
|
|||||
Insurance losses and loss adjustment expenses
|
|
—
|
|
|
—
|
|
|
295
|
|
|
—
|
|
|
295
|
|
|||||
Other operating expenses
|
|
681
|
|
|
—
|
|
|
1,897
|
|
|
(764
|
)
|
|
1,814
|
|
|||||
Total noninterest expense
|
|
764
|
|
|
—
|
|
|
3,264
|
|
|
(764
|
)
|
|
3,264
|
|
|||||
Income from continuing operations before income tax (benefit) expense and undistributed (loss) income of subsidiaries
|
|
1,501
|
|
|
2,600
|
|
|
3,164
|
|
|
(5,643
|
)
|
|
1,622
|
|
|||||
Income tax (benefit) expense from continuing operations
|
|
(300
|
)
|
|
—
|
|
|
659
|
|
|
—
|
|
|
359
|
|
|||||
Net income from continuing operations
|
|
1,801
|
|
|
2,600
|
|
|
2,505
|
|
|
(5,643
|
)
|
|
1,263
|
|
|||||
(Loss) income from discontinued operations, net of tax
|
|
(2
|
)
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|||||
Undistributed (loss) income of subsidiaries
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Bank subsidiary
|
|
(614
|
)
|
|
(614
|
)
|
|
—
|
|
|
1,228
|
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
78
|
|
|
—
|
|
|
—
|
|
|
(78
|
)
|
|
—
|
|
|||||
Net income
|
|
1,263
|
|
|
1,986
|
|
|
2,507
|
|
|
(4,493
|
)
|
|
1,263
|
|
|||||
Other comprehensive loss, net of tax
|
|
(289
|
)
|
|
(243
|
)
|
|
(308
|
)
|
|
551
|
|
|
(289
|
)
|
|||||
Comprehensive income
|
|
$
|
974
|
|
|
$
|
1,743
|
|
|
$
|
2,199
|
|
|
$
|
(3,942
|
)
|
|
$
|
974
|
|
Year ended December 31, 2017
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Financing revenue and other interest income
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest and fees on finance receivables and loans
|
|
$
|
(27
|
)
|
|
$
|
—
|
|
|
$
|
5,846
|
|
|
$
|
—
|
|
|
$
|
5,819
|
|
Interest and fees on finance receivables and loans — intercompany
|
|
12
|
|
|
—
|
|
|
6
|
|
|
(18
|
)
|
|
—
|
|
|||||
Interest and dividends on investment securities and other earning assets
|
|
—
|
|
|
—
|
|
|
601
|
|
|
(2
|
)
|
|
599
|
|
|||||
Interest on cash and cash equivalents
|
|
7
|
|
|
—
|
|
|
30
|
|
|
—
|
|
|
37
|
|
|||||
Interest-bearing cash — intercompany
|
|
4
|
|
|
—
|
|
|
7
|
|
|
(11
|
)
|
|
—
|
|
|||||
Operating leases
|
|
11
|
|
|
—
|
|
|
1,856
|
|
|
—
|
|
|
1,867
|
|
|||||
Total financing revenue and other interest income
|
|
7
|
|
|
—
|
|
|
8,346
|
|
|
(31
|
)
|
|
8,322
|
|
|||||
Interest expense
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest on deposits
|
|
3
|
|
|
—
|
|
|
1,078
|
|
|
(4
|
)
|
|
1,077
|
|
|||||
Interest on short-term borrowings
|
|
60
|
|
|
—
|
|
|
67
|
|
|
—
|
|
|
127
|
|
|||||
Interest on long-term debt
|
|
1,101
|
|
|
—
|
|
|
552
|
|
|
—
|
|
|
1,653
|
|
|||||
Interest on intercompany debt
|
|
15
|
|
|
—
|
|
|
12
|
|
|
(27
|
)
|
|
—
|
|
|||||
Total interest expense
|
|
1,179
|
|
|
—
|
|
|
1,709
|
|
|
(31
|
)
|
|
2,857
|
|
|||||
Net depreciation expense on operating lease assets
|
|
11
|
|
|
—
|
|
|
1,233
|
|
|
—
|
|
|
1,244
|
|
|||||
Net financing (loss) revenue
|
|
(1,183
|
)
|
|
—
|
|
|
5,404
|
|
|
—
|
|
|
4,221
|
|
|||||
Cash dividends from subsidiaries
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
3,300
|
|
|
3,300
|
|
|
—
|
|
|
(6,600
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
752
|
|
|
—
|
|
|
—
|
|
|
(752
|
)
|
|
—
|
|
|||||
Other revenue
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Insurance premiums and service revenue earned
|
|
—
|
|
|
—
|
|
|
973
|
|
|
—
|
|
|
973
|
|
|||||
Gain on mortgage and automotive loans, net
|
|
40
|
|
|
—
|
|
|
28
|
|
|
—
|
|
|
68
|
|
|||||
Other gain on investments, net
|
|
—
|
|
|
—
|
|
|
102
|
|
|
—
|
|
|
102
|
|
|||||
Other income, net of losses
|
|
675
|
|
|
—
|
|
|
834
|
|
|
(1,108
|
)
|
|
401
|
|
|||||
Total other revenue
|
|
715
|
|
|
—
|
|
|
1,937
|
|
|
(1,108
|
)
|
|
1,544
|
|
|||||
Total net revenue
|
|
3,584
|
|
|
3,300
|
|
|
7,341
|
|
|
(8,460
|
)
|
|
5,765
|
|
|||||
Provision for loan losses
|
|
465
|
|
|
—
|
|
|
683
|
|
|
—
|
|
|
1,148
|
|
|||||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Compensation and benefits expense
|
|
180
|
|
|
—
|
|
|
915
|
|
|
—
|
|
|
1,095
|
|
|||||
Insurance losses and loss adjustment expenses
|
|
—
|
|
|
—
|
|
|
332
|
|
|
—
|
|
|
332
|
|
|||||
Other operating expenses
|
|
899
|
|
|
—
|
|
|
1,892
|
|
|
(1,108
|
)
|
|
1,683
|
|
|||||
Total noninterest expense
|
|
1,079
|
|
|
—
|
|
|
3,139
|
|
|
(1,108
|
)
|
|
3,110
|
|
|||||
Income from continuing operations before income tax expense and undistributed (loss) income of subsidiaries
|
|
2,040
|
|
|
3,300
|
|
|
3,519
|
|
|
(7,352
|
)
|
|
1,507
|
|
|||||
Income tax expense from continuing operations
|
|
337
|
|
|
—
|
|
|
244
|
|
|
—
|
|
|
581
|
|
|||||
Net income from continuing operations
|
|
1,703
|
|
|
3,300
|
|
|
3,275
|
|
|
(7,352
|
)
|
|
926
|
|
|||||
Income (loss) from discontinued operations, net of tax
|
|
7
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
3
|
|
|||||
Undistributed (loss) income of subsidiaries
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
(1,168
|
)
|
|
(1,168
|
)
|
|
—
|
|
|
2,336
|
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
387
|
|
|
—
|
|
|
—
|
|
|
(387
|
)
|
|
—
|
|
|||||
Net income
|
|
929
|
|
|
2,132
|
|
|
3,271
|
|
|
(5,403
|
)
|
|
929
|
|
|||||
Other comprehensive income, net of tax
|
|
106
|
|
|
65
|
|
|
104
|
|
|
(169
|
)
|
|
106
|
|
|||||
Comprehensive income
|
|
$
|
1,035
|
|
|
$
|
2,197
|
|
|
$
|
3,375
|
|
|
$
|
(5,572
|
)
|
|
$
|
1,035
|
|
Year ended December 31, 2016
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Financing revenue and other interest income
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest and fees on finance receivables and loans
|
|
$
|
(104
|
)
|
|
$
|
—
|
|
|
$
|
5,266
|
|
|
$
|
—
|
|
|
$
|
5,162
|
|
Interest and fees on finance receivables and loans — intercompany
|
|
11
|
|
|
—
|
|
|
8
|
|
|
(19
|
)
|
|
—
|
|
|||||
Interest and dividends on investment securities and other earning assets
|
|
—
|
|
|
—
|
|
|
421
|
|
|
(3
|
)
|
|
418
|
|
|||||
Interest on cash and cash equivalents
|
|
5
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
14
|
|
|||||
Interest-bearing cash — intercompany
|
|
—
|
|
|
—
|
|
|
9
|
|
|
(9
|
)
|
|
—
|
|
|||||
Operating leases
|
|
17
|
|
|
—
|
|
|
2,694
|
|
|
—
|
|
|
2,711
|
|
|||||
Total financing (loss) revenue and other interest income
|
|
(71
|
)
|
|
—
|
|
|
8,407
|
|
|
(31
|
)
|
|
8,305
|
|
|||||
Interest expense
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest on deposits
|
|
8
|
|
|
—
|
|
|
822
|
|
|
—
|
|
|
830
|
|
|||||
Interest on short-term borrowings
|
|
40
|
|
|
—
|
|
|
17
|
|
|
—
|
|
|
57
|
|
|||||
Interest on long-term debt
|
|
1,161
|
|
|
—
|
|
|
581
|
|
|
—
|
|
|
1,742
|
|
|||||
Interest on intercompany debt
|
|
20
|
|
|
—
|
|
|
11
|
|
|
(31
|
)
|
|
—
|
|
|||||
Total interest expense
|
|
1,229
|
|
|
—
|
|
|
1,431
|
|
|
(31
|
)
|
|
2,629
|
|
|||||
Net depreciation expense on operating lease assets
|
|
14
|
|
|
—
|
|
|
1,755
|
|
|
—
|
|
|
1,769
|
|
|||||
Net financing (loss) revenue
|
|
(1,314
|
)
|
|
—
|
|
|
5,221
|
|
|
—
|
|
|
3,907
|
|
|||||
Cash dividends from subsidiaries
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Nonbank subsidiaries
|
|
965
|
|
|
—
|
|
|
—
|
|
|
(965
|
)
|
|
—
|
|
|||||
Other revenue
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Insurance premiums and service revenue earned
|
|
—
|
|
|
—
|
|
|
945
|
|
|
—
|
|
|
945
|
|
|||||
(Loss) gain on mortgage and automotive loans, net
|
|
(11
|
)
|
|
—
|
|
|
22
|
|
|
—
|
|
|
11
|
|
|||||
Other gain on investments, net
|
|
—
|
|
|
—
|
|
|
176
|
|
|
9
|
|
|
185
|
|
|||||
Other income, net of losses
|
|
1,250
|
|
|
—
|
|
|
935
|
|
|
(1,796
|
)
|
|
389
|
|
|||||
Total other revenue
|
|
1,239
|
|
|
—
|
|
|
2,078
|
|
|
(1,787
|
)
|
|
1,530
|
|
|||||
Total net revenue
|
|
890
|
|
|
—
|
|
|
7,299
|
|
|
(2,752
|
)
|
|
5,437
|
|
|||||
Provision for loan losses
|
|
408
|
|
|
—
|
|
|
509
|
|
|
—
|
|
|
917
|
|
|||||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Compensation and benefits expense
|
|
573
|
|
|
—
|
|
|
419
|
|
|
—
|
|
|
992
|
|
|||||
Insurance losses and loss adjustment expenses
|
|
—
|
|
|
—
|
|
|
342
|
|
|
—
|
|
|
342
|
|
|||||
Other operating expenses
|
|
1,261
|
|
|
—
|
|
|
2,130
|
|
|
(1,786
|
)
|
|
1,605
|
|
|||||
Total noninterest expense
|
|
1,834
|
|
|
—
|
|
|
2,891
|
|
|
(1,786
|
)
|
|
2,939
|
|
|||||
(Loss) income from continuing operations before income tax (benefit) expense and undistributed income (loss) of subsidiaries
|
|
(1,352
|
)
|
|
—
|
|
|
3,899
|
|
|
(966
|
)
|
|
1,581
|
|
|||||
Income tax (benefit) expense from continuing operations
|
|
(279
|
)
|
|
(82
|
)
|
|
831
|
|
|
—
|
|
|
470
|
|
|||||
Net (loss) income from continuing operations
|
|
(1,073
|
)
|
|
82
|
|
|
3,068
|
|
|
(966
|
)
|
|
1,111
|
|
|||||
Loss from discontinued operations, net of tax
|
|
(39
|
)
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(44
|
)
|
|||||
Undistributed income (loss) of subsidiaries
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
1,273
|
|
|
1,273
|
|
|
—
|
|
|
(2,546
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
906
|
|
|
(2
|
)
|
|
—
|
|
|
(904
|
)
|
|
—
|
|
|||||
Net income
|
|
1,067
|
|
|
1,353
|
|
|
3,063
|
|
|
(4,416
|
)
|
|
1,067
|
|
|||||
Other comprehensive loss, net of tax
|
|
(110
|
)
|
|
(63
|
)
|
|
(106
|
)
|
|
169
|
|
|
(110
|
)
|
|||||
Comprehensive income
|
|
$
|
957
|
|
|
$
|
1,290
|
|
|
$
|
2,957
|
|
|
$
|
(4,247
|
)
|
|
$
|
957
|
|
December 31, 2018
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Noninterest-bearing
|
|
$
|
55
|
|
|
$
|
—
|
|
|
$
|
755
|
|
|
$
|
—
|
|
|
$
|
810
|
|
Interest-bearing
|
|
5
|
|
|
—
|
|
|
3,722
|
|
|
—
|
|
|
3,727
|
|
|||||
Interest-bearing — intercompany
|
|
1,249
|
|
|
—
|
|
|
521
|
|
|
(1,770
|
)
|
|
—
|
|
|||||
Total cash and cash equivalents
|
|
1,309
|
|
|
—
|
|
|
4,998
|
|
|
(1,770
|
)
|
|
4,537
|
|
|||||
Equity securities
|
|
—
|
|
|
—
|
|
|
773
|
|
|
—
|
|
|
773
|
|
|||||
Available-for-sale securities
|
|
—
|
|
|
—
|
|
|
25,303
|
|
|
—
|
|
|
25,303
|
|
|||||
Held-to-maturity securities
|
|
—
|
|
|
—
|
|
|
2,382
|
|
|
(20
|
)
|
|
2,362
|
|
|||||
Loans held-for-sale, net
|
|
—
|
|
|
—
|
|
|
314
|
|
|
—
|
|
|
314
|
|
|||||
Finance receivables and loans, net
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Finance receivables and loans, net
|
|
2,349
|
|
|
—
|
|
|
127,577
|
|
|
—
|
|
|
129,926
|
|
|||||
Intercompany loans to
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Nonbank subsidiaries
|
|
882
|
|
|
—
|
|
|
397
|
|
|
(1,279
|
)
|
|
—
|
|
|||||
Allowance for loan losses
|
|
(55
|
)
|
|
—
|
|
|
(1,187
|
)
|
|
—
|
|
|
(1,242
|
)
|
|||||
Total finance receivables and loans, net
|
|
3,176
|
|
|
—
|
|
|
126,787
|
|
|
(1,279
|
)
|
|
128,684
|
|
|||||
Investment in operating leases, net
|
|
5
|
|
|
—
|
|
|
8,412
|
|
|
—
|
|
|
8,417
|
|
|||||
Intercompany receivables from
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
158
|
|
|
—
|
|
|
—
|
|
|
(158
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
45
|
|
|
—
|
|
|
129
|
|
|
(174
|
)
|
|
—
|
|
|||||
Investment in subsidiaries
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
16,213
|
|
|
16,213
|
|
|
—
|
|
|
(32,426
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
6,928
|
|
|
—
|
|
|
—
|
|
|
(6,928
|
)
|
|
—
|
|
|||||
Premiums receivable and other insurance assets
|
|
—
|
|
|
—
|
|
|
2,326
|
|
|
—
|
|
|
2,326
|
|
|||||
Other assets
|
|
2,226
|
|
|
—
|
|
|
5,453
|
|
|
(1,526
|
)
|
|
6,153
|
|
|||||
Total assets
|
|
$
|
30,060
|
|
|
$
|
16,213
|
|
|
$
|
176,877
|
|
|
$
|
(44,281
|
)
|
|
$
|
178,869
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposit liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Noninterest-bearing
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
142
|
|
|
$
|
—
|
|
|
$
|
142
|
|
Interest-bearing
|
|
1
|
|
|
—
|
|
|
106,035
|
|
|
—
|
|
|
106,036
|
|
|||||
Interest-bearing — intercompany
|
|
—
|
|
|
—
|
|
|
1,249
|
|
|
(1,249
|
)
|
|
—
|
|
|||||
Total deposit liabilities
|
|
1
|
|
|
—
|
|
|
107,426
|
|
|
(1,249
|
)
|
|
106,178
|
|
|||||
Short-term borrowings
|
|
2,477
|
|
|
—
|
|
|
7,510
|
|
|
—
|
|
|
9,987
|
|
|||||
Long-term debt
|
|
12,774
|
|
|
—
|
|
|
31,419
|
|
|
—
|
|
|
44,193
|
|
|||||
Intercompany debt to
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
20
|
|
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
918
|
|
|
—
|
|
|
882
|
|
|
(1,800
|
)
|
|
—
|
|
|||||
Intercompany payables to
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
45
|
|
|
—
|
|
|
—
|
|
|
(45
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
124
|
|
|
—
|
|
|
129
|
|
|
(253
|
)
|
|
—
|
|
|||||
Interest payable
|
|
159
|
|
|
—
|
|
|
364
|
|
|
—
|
|
|
523
|
|
|||||
Unearned insurance premiums and service revenue
|
|
—
|
|
|
—
|
|
|
3,044
|
|
|
—
|
|
|
3,044
|
|
|||||
Accrued expenses and other liabilities
|
|
274
|
|
|
—
|
|
|
2,962
|
|
|
(1,560
|
)
|
|
1,676
|
|
|||||
Total liabilities
|
|
16,792
|
|
|
—
|
|
|
153,736
|
|
|
(4,927
|
)
|
|
165,601
|
|
|||||
Total equity
|
|
13,268
|
|
|
16,213
|
|
|
23,141
|
|
|
(39,354
|
)
|
|
13,268
|
|
|||||
Total liabilities and equity
|
|
$
|
30,060
|
|
|
$
|
16,213
|
|
|
$
|
176,877
|
|
|
$
|
(44,281
|
)
|
|
$
|
178,869
|
|
December 31, 2017
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Noninterest-bearing
|
|
$
|
74
|
|
|
$
|
—
|
|
|
$
|
770
|
|
|
$
|
—
|
|
|
$
|
844
|
|
Interest-bearing
|
|
5
|
|
|
—
|
|
|
3,403
|
|
|
—
|
|
|
3,408
|
|
|||||
Interest-bearing — intercompany
|
|
1,138
|
|
|
—
|
|
|
695
|
|
|
(1,833
|
)
|
|
—
|
|
|||||
Total cash and cash equivalents
|
|
1,217
|
|
|
—
|
|
|
4,868
|
|
|
(1,833
|
)
|
|
4,252
|
|
|||||
Equity securities
|
|
—
|
|
|
—
|
|
|
518
|
|
|
—
|
|
|
518
|
|
|||||
Available-for-sale securities
|
|
—
|
|
|
—
|
|
|
22,303
|
|
|
—
|
|
|
22,303
|
|
|||||
Held-to-maturity securities
|
|
—
|
|
|
—
|
|
|
1,973
|
|
|
(74
|
)
|
|
1,899
|
|
|||||
Loans held-for-sale, net
|
|
—
|
|
|
—
|
|
|
108
|
|
|
—
|
|
|
108
|
|
|||||
Finance receivables and loans, net
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Finance receivables and loans, net
|
|
7,434
|
|
|
—
|
|
|
115,459
|
|
|
—
|
|
|
122,893
|
|
|||||
Intercompany loans to
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Nonbank subsidiaries
|
|
879
|
|
|
—
|
|
|
408
|
|
|
(1,287
|
)
|
|
—
|
|
|||||
Allowance for loan losses
|
|
(185
|
)
|
|
—
|
|
|
(1,091
|
)
|
|
—
|
|
|
(1,276
|
)
|
|||||
Total finance receivables and loans, net
|
|
8,128
|
|
|
—
|
|
|
114,776
|
|
|
(1,287
|
)
|
|
121,617
|
|
|||||
Investment in operating leases, net
|
|
19
|
|
|
—
|
|
|
8,722
|
|
|
—
|
|
|
8,741
|
|
|||||
Intercompany receivables from
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
80
|
|
|
—
|
|
|
—
|
|
|
(80
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
71
|
|
|
—
|
|
|
77
|
|
|
(148
|
)
|
|
—
|
|
|||||
Investment in subsidiaries
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
16,962
|
|
|
16,962
|
|
|
—
|
|
|
(33,924
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
8,111
|
|
|
—
|
|
|
—
|
|
|
(8,111
|
)
|
|
—
|
|
|||||
Premiums receivable and other insurance assets
|
|
—
|
|
|
—
|
|
|
2,082
|
|
|
(35
|
)
|
|
2,047
|
|
|||||
Other assets
|
|
2,207
|
|
|
—
|
|
|
5,105
|
|
|
(1,649
|
)
|
|
5,663
|
|
|||||
Total assets
|
|
$
|
36,795
|
|
|
$
|
16,962
|
|
|
$
|
160,532
|
|
|
$
|
(47,141
|
)
|
|
$
|
167,148
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposit liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Noninterest-bearing
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
108
|
|
|
$
|
—
|
|
|
$
|
108
|
|
Interest-bearing
|
|
12
|
|
|
—
|
|
|
93,136
|
|
|
—
|
|
|
93,148
|
|
|||||
Interest-bearing — intercompany
|
|
—
|
|
|
—
|
|
|
1,139
|
|
|
(1,139
|
)
|
|
—
|
|
|||||
Total deposit liabilities
|
|
12
|
|
|
—
|
|
|
94,383
|
|
|
(1,139
|
)
|
|
93,256
|
|
|||||
Short-term borrowings
|
|
3,171
|
|
|
—
|
|
|
8,242
|
|
|
—
|
|
|
11,413
|
|
|||||
Long-term debt
|
|
17,966
|
|
|
—
|
|
|
26,260
|
|
|
—
|
|
|
44,226
|
|
|||||
Intercompany debt to
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
74
|
|
|
—
|
|
|
—
|
|
|
(74
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
1,103
|
|
|
—
|
|
|
879
|
|
|
(1,982
|
)
|
|
—
|
|
|||||
Intercompany payables to
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank subsidiary
|
|
4
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|||||
Nonbank subsidiaries
|
|
132
|
|
|
—
|
|
|
127
|
|
|
(259
|
)
|
|
—
|
|
|||||
Interest payable
|
|
200
|
|
|
—
|
|
|
175
|
|
|
—
|
|
|
375
|
|
|||||
Unearned insurance premiums and service revenue
|
|
—
|
|
|
—
|
|
|
2,604
|
|
|
—
|
|
|
2,604
|
|
|||||
Accrued expenses and other liabilities
|
|
639
|
|
|
—
|
|
|
2,790
|
|
|
(1,649
|
)
|
|
1,780
|
|
|||||
Total liabilities
|
|
23,301
|
|
|
—
|
|
|
135,460
|
|
|
(5,107
|
)
|
|
153,654
|
|
|||||
Total equity
|
|
13,494
|
|
|
16,962
|
|
|
25,072
|
|
|
(42,034
|
)
|
|
13,494
|
|
|||||
Total liabilities and equity
|
|
$
|
36,795
|
|
|
$
|
16,962
|
|
|
$
|
160,532
|
|
|
$
|
(47,141
|
)
|
|
$
|
167,148
|
|
Year ended December 31, 2018
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Operating activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash provided by operating activities
|
|
$
|
1,659
|
|
|
$
|
2,600
|
|
|
$
|
5,536
|
|
|
$
|
(5,645
|
)
|
|
$
|
4,150
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Purchases of equity securities
|
|
—
|
|
|
—
|
|
|
(1,076
|
)
|
|
—
|
|
|
(1,076
|
)
|
|||||
Proceeds from sales of equity securities
|
|
—
|
|
|
—
|
|
|
787
|
|
|
—
|
|
|
787
|
|
|||||
Purchases of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
(7,868
|
)
|
|
—
|
|
|
(7,868
|
)
|
|||||
Proceeds from sales of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
852
|
|
|
—
|
|
|
852
|
|
|||||
Proceeds from repayments of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
3,215
|
|
|
—
|
|
|
3,215
|
|
|||||
Purchases of held-to-maturity securities
|
|
—
|
|
|
—
|
|
|
(578
|
)
|
|
—
|
|
|
(578
|
)
|
|||||
Proceeds from repayments of held-to-maturity securities
|
|
—
|
|
|
—
|
|
|
147
|
|
|
—
|
|
|
147
|
|
|||||
Net change in investment securities — intercompany
|
|
—
|
|
|
—
|
|
|
54
|
|
|
(54
|
)
|
|
—
|
|
|||||
Purchases of finance receivables and loans held-for-investment
|
|
(131
|
)
|
|
—
|
|
|
(7,101
|
)
|
|
1,539
|
|
|
(5,693
|
)
|
|||||
Proceeds from sales of finance receivables and loans initially held-for-investment
|
|
1,596
|
|
|
—
|
|
|
34
|
|
|
(1,539
|
)
|
|
91
|
|
|||||
Originations and repayments of finance receivables and loans held-for-investment and other, net
|
|
3,489
|
|
|
—
|
|
|
(6,734
|
)
|
|
—
|
|
|
(3,245
|
)
|
|||||
Net change in loans — intercompany
|
|
(20
|
)
|
|
—
|
|
|
(2
|
)
|
|
22
|
|
|
—
|
|
|||||
Purchases of operating lease assets
|
|
—
|
|
|
—
|
|
|
(3,709
|
)
|
|
—
|
|
|
(3,709
|
)
|
|||||
Disposals of operating lease assets
|
|
10
|
|
|
—
|
|
|
3,079
|
|
|
—
|
|
|
3,089
|
|
|||||
Capital contributions to subsidiaries
|
|
(61
|
)
|
|
(6
|
)
|
|
—
|
|
|
67
|
|
|
—
|
|
|||||
Returns of contributed capital
|
|
266
|
|
|
—
|
|
|
—
|
|
|
(266
|
)
|
|
—
|
|
|||||
Net change in nonmarketable equity investments
|
|
(16
|
)
|
|
—
|
|
|
(165
|
)
|
|
—
|
|
|
(181
|
)
|
|||||
Other, net
|
|
—
|
|
|
—
|
|
|
(340
|
)
|
|
—
|
|
|
(340
|
)
|
|||||
Net cash provided by (used in) investing activities
|
|
5,133
|
|
|
(6
|
)
|
|
(19,405
|
)
|
|
(231
|
)
|
|
(14,509
|
)
|
|||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net change in short-term borrowings — third party
|
|
(694
|
)
|
|
—
|
|
|
(732
|
)
|
|
—
|
|
|
(1,426
|
)
|
|||||
Net (decrease) increase in deposits
|
|
(11
|
)
|
|
—
|
|
|
12,989
|
|
|
(111
|
)
|
|
12,867
|
|
|||||
Proceeds from issuance of long-term debt — third party
|
|
69
|
|
|
—
|
|
|
18,332
|
|
|
—
|
|
|
18,401
|
|
|||||
Repayments of long-term debt — third party
|
|
(4,774
|
)
|
|
—
|
|
|
(13,166
|
)
|
|
—
|
|
|
(17,940
|
)
|
|||||
Net change in debt — intercompany
|
|
(198
|
)
|
|
—
|
|
|
(10
|
)
|
|
208
|
|
|
—
|
|
|||||
Repurchase of common stock
|
|
(939
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(939
|
)
|
|||||
Dividends paid — third party
|
|
(242
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(242
|
)
|
|||||
Dividends paid and returns of contributed capital — intercompany
|
|
—
|
|
|
(2,600
|
)
|
|
(3,309
|
)
|
|
5,909
|
|
|
—
|
|
|||||
Capital contributions from parent
|
|
—
|
|
|
6
|
|
|
61
|
|
|
(67
|
)
|
|
—
|
|
|||||
Net cash (used in) provided by financing activities
|
|
(6,789
|
)
|
|
(2,594
|
)
|
|
14,165
|
|
|
5,939
|
|
|
10,721
|
|
|||||
Effect of exchange-rate changes on cash and cash equivalents and restricted cash
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
|||||
Net increase in cash and cash equivalents and restricted cash
|
|
3
|
|
|
—
|
|
|
291
|
|
|
63
|
|
|
357
|
|
|||||
Cash and cash equivalents and restricted cash at beginning of year
|
|
1,395
|
|
|
—
|
|
|
5,707
|
|
|
(1,833
|
)
|
|
5,269
|
|
|||||
Cash and cash equivalents and restricted cash at end of year
|
|
$
|
1,398
|
|
|
$
|
—
|
|
|
$
|
5,998
|
|
|
$
|
(1,770
|
)
|
|
$
|
5,626
|
|
December 31, 2018
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Cash and cash equivalents on the Consolidated Balance Sheet
|
|
$
|
1,309
|
|
|
$
|
—
|
|
|
$
|
4,998
|
|
|
$
|
(1,770
|
)
|
|
$
|
4,537
|
|
Restricted cash included in other assets on the Consolidated Balance Sheet (a)
|
|
89
|
|
|
—
|
|
|
1,000
|
|
|
—
|
|
|
1,089
|
|
|||||
Total cash and cash equivalents and restricted cash in the Consolidated Statement of Cash Flows
|
|
$
|
1,398
|
|
|
$
|
—
|
|
|
$
|
5,998
|
|
|
$
|
(1,770
|
)
|
|
$
|
5,626
|
|
(a)
|
Restricted cash balances relate primarily to Ally securitization arrangements. Refer to
Note 13
for additional details describing the nature of restricted cash balances.
|
Year ended December 31, 2017
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Operating activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash provided by operating activities
|
|
$
|
4,591
|
|
|
$
|
3,300
|
|
|
$
|
3,466
|
|
|
$
|
(7,278
|
)
|
|
$
|
4,079
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Purchases of equity securities
|
|
—
|
|
|
—
|
|
|
(899
|
)
|
|
—
|
|
|
(899
|
)
|
|||||
Proceeds from sales of equity securities
|
|
—
|
|
|
—
|
|
|
1,049
|
|
|
—
|
|
|
1,049
|
|
|||||
Purchases of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
(10,335
|
)
|
|
—
|
|
|
(10,335
|
)
|
|||||
Proceeds from sales of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
3,584
|
|
|
—
|
|
|
3,584
|
|
|||||
Proceeds from repayments of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
2,899
|
|
|
—
|
|
|
2,899
|
|
|||||
Purchases of held-to-maturity securities
|
|
—
|
|
|
—
|
|
|
(1,026
|
)
|
|
—
|
|
|
(1,026
|
)
|
|||||
Proceeds from repayments of held-to-maturity securities
|
|
—
|
|
|
—
|
|
|
68
|
|
|
—
|
|
|
68
|
|
|||||
Net change in investment securities — intercompany
|
|
7
|
|
|
—
|
|
|
291
|
|
|
(298
|
)
|
|
—
|
|
|||||
Purchases of finance receivables and loans held-for-investment
|
|
(35
|
)
|
|
—
|
|
|
(5,417
|
)
|
|
—
|
|
|
(5,452
|
)
|
|||||
Proceeds from sales of finance receivables and loans initially held-for-investment
|
|
106
|
|
|
—
|
|
|
1,233
|
|
|
—
|
|
|
1,339
|
|
|||||
Originations and repayments of finance receivables and loans held-for-investment and other, net
|
|
860
|
|
|
—
|
|
|
33
|
|
|
(1,956
|
)
|
|
(1,063
|
)
|
|||||
Net change in loans — intercompany
|
|
2,068
|
|
|
—
|
|
|
217
|
|
|
(2,285
|
)
|
|
—
|
|
|||||
Purchases of operating lease assets
|
|
—
|
|
|
—
|
|
|
(4,052
|
)
|
|
—
|
|
|
(4,052
|
)
|
|||||
Disposals of operating lease assets
|
|
13
|
|
|
—
|
|
|
5,554
|
|
|
—
|
|
|
5,567
|
|
|||||
Capital contributions to subsidiaries
|
|
(1,212
|
)
|
|
(5
|
)
|
|
—
|
|
|
1,217
|
|
|
—
|
|
|||||
Returns of contributed capital
|
|
1,567
|
|
|
—
|
|
|
—
|
|
|
(1,567
|
)
|
|
—
|
|
|||||
Net change in nonmarketable equity investments
|
|
—
|
|
|
—
|
|
|
(187
|
)
|
|
—
|
|
|
(187
|
)
|
|||||
Other, net
|
|
(31
|
)
|
|
—
|
|
|
(99
|
)
|
|
(89
|
)
|
|
(219
|
)
|
|||||
Net cash provided by (used in) investing activities
|
|
3,343
|
|
|
(5
|
)
|
|
(7,087
|
)
|
|
(4,978
|
)
|
|
(8,727
|
)
|
|||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net change in short-term borrowings — third party
|
|
(453
|
)
|
|
—
|
|
|
(810
|
)
|
|
—
|
|
|
(1,263
|
)
|
|||||
Net (decrease) increase in deposits
|
|
(156
|
)
|
|
—
|
|
|
15,466
|
|
|
(1,138
|
)
|
|
14,172
|
|
|||||
Proceeds from issuance of long-term debt — third party
|
|
354
|
|
|
—
|
|
|
15,654
|
|
|
1,961
|
|
|
17,969
|
|
|||||
Repayments of long-term debt — third party
|
|
(6,111
|
)
|
|
—
|
|
|
(21,797
|
)
|
|
—
|
|
|
(27,908
|
)
|
|||||
Net change in debt — intercompany
|
|
(225
|
)
|
|
—
|
|
|
(2,074
|
)
|
|
2,299
|
|
|
—
|
|
|||||
Repurchase of common stock
|
|
(753
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(753
|
)
|
|||||
Dividends paid — third party
|
|
(184
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(184
|
)
|
|||||
Dividends paid and returns of contributed capital — intercompany
|
|
—
|
|
|
(3,300
|
)
|
|
(5,619
|
)
|
|
8,919
|
|
|
—
|
|
|||||
Capital contributions from parent
|
|
—
|
|
|
5
|
|
|
1,212
|
|
|
(1,217
|
)
|
|
—
|
|
|||||
Net cash (used in) provided by financing activities
|
|
(7,528
|
)
|
|
(3,295
|
)
|
|
2,032
|
|
|
10,824
|
|
|
2,033
|
|
|||||
Effect of exchange-rate changes on cash and cash equivalents
|
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
|||||
Net increase (decrease) in cash and cash equivalents and restricted cash
|
|
406
|
|
|
—
|
|
|
(1,586
|
)
|
|
(1,432
|
)
|
|
(2,612
|
)
|
|||||
Cash and cash equivalents and restricted cash at beginning of year
|
|
989
|
|
|
—
|
|
|
7,293
|
|
|
(401
|
)
|
|
7,881
|
|
|||||
Cash and cash equivalents and restricted cash at end of year
|
|
$
|
1,395
|
|
|
$
|
—
|
|
|
$
|
5,707
|
|
|
$
|
(1,833
|
)
|
|
$
|
5,269
|
|
December 31, 2017
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Cash and cash equivalents on the Consolidated Balance Sheet
|
|
$
|
1,217
|
|
|
$
|
—
|
|
|
$
|
4,868
|
|
|
$
|
(1,833
|
)
|
|
$
|
4,252
|
|
Restricted cash included in other assets on the Consolidated Balance Sheet (a)
|
|
178
|
|
|
—
|
|
|
839
|
|
|
—
|
|
|
1,017
|
|
|||||
Total cash and cash equivalents and restricted cash in the Consolidated Statement of Cash Flows
|
|
$
|
1,395
|
|
|
$
|
—
|
|
|
$
|
5,707
|
|
|
$
|
(1,833
|
)
|
|
$
|
5,269
|
|
(a)
|
Restricted cash balances relate primarily to Ally securitization arrangements. Refer to
Note 13
for additional details describing the nature of restricted cash balances.
|
Year ended December 31, 2016
($ in millions)
|
|
Parent
|
|
Guarantors
|
|
Nonguarantors
|
|
Consolidating adjustments
|
|
Ally consolidated
|
||||||||||
Operating activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash provided by operating activities
|
|
$
|
241
|
|
|
$
|
6
|
|
|
$
|
5,383
|
|
|
$
|
(1,063
|
)
|
|
$
|
4,567
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Purchases of equity securities
|
|
—
|
|
|
—
|
|
|
(470
|
)
|
|
—
|
|
|
(470
|
)
|
|||||
Proceeds from sales of equity securities
|
|
—
|
|
|
—
|
|
|
680
|
|
|
—
|
|
|
680
|
|
|||||
Purchases of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
(15,561
|
)
|
|
—
|
|
|
(15,561
|
)
|
|||||
Proceeds from sales of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
10,356
|
|
|
—
|
|
|
10,356
|
|
|||||
Proceeds from repayments of available-for-sale securities
|
|
—
|
|
|
—
|
|
|
3,379
|
|
|
—
|
|
|
3,379
|
|
|||||
Purchases of held-to-maturity securities
|
|
—
|
|
|
—
|
|
|
(841
|
)
|
|
—
|
|
|
(841
|
)
|
|||||
Purchases of finance receivables and loans held-for-investment
|
|
(4
|
)
|
|
—
|
|
|
(3,855
|
)
|
|
—
|
|
|
(3,859
|
)
|
|||||
Proceeds from sales of finance receivables and loans initially held-for-investment
|
|
—
|
|
|
—
|
|
|
4,285
|
|
|
—
|
|
|
4,285
|
|
|||||
Originations and repayments of finance receivables and loans held-for-investment and other, net
|
|
2,013
|
|
|
—
|
|
|
(10,839
|
)
|
|
—
|
|
|
(8,826
|
)
|
|||||
Net change in loans — intercompany
|
|
877
|
|
|
—
|
|
|
(67
|
)
|
|
(810
|
)
|
|
—
|
|
|||||
Purchases of operating lease assets
|
|
—
|
|
|
—
|
|
|
(3,274
|
)
|
|
—
|
|
|
(3,274
|
)
|
|||||
Disposals of operating lease assets
|
|
25
|
|
|
—
|
|
|
6,279
|
|
|
—
|
|
|
6,304
|
|
|||||
Acquisitions, net of cash acquired
|
|
(309
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(309
|
)
|
|||||
Capital contributions to subsidiaries
|
|
(3,908
|
)
|
|
—
|
|
|
—
|
|
|
3,908
|
|
|
—
|
|
|||||
Returns of contributed capital
|
|
3,678
|
|
|
8
|
|
|
—
|
|
|
(3,686
|
)
|
|
—
|
|
|||||
Net change in nonmarketable equity investments
|
|
—
|
|
|
—
|
|
|
(628
|
)
|
|
—
|
|
|
(628
|
)
|
|||||
Other, net
|
|
(206
|
)
|
|
—
|
|
|
(191
|
)
|
|
91
|
|
|
(306
|
)
|
|||||
Net cash provided by (used in) investing activities
|
|
2,166
|
|
|
8
|
|
|
(10,747
|
)
|
|
(497
|
)
|
|
(9,070
|
)
|
|||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net change in short-term borrowings — third party
|
|
169
|
|
|
—
|
|
|
4,395
|
|
|
—
|
|
|
4,564
|
|
|||||
Net (decrease) increase in deposits
|
|
(61
|
)
|
|
—
|
|
|
12,569
|
|
|
—
|
|
|
12,508
|
|
|||||
Proceeds from issuance of long-term debt — third party
|
|
979
|
|
|
—
|
|
|
13,176
|
|
|
—
|
|
|
14,155
|
|
|||||
Repayments of long-term debt — third party
|
|
(2,662
|
)
|
|
—
|
|
|
(23,750
|
)
|
|
—
|
|
|
(26,412
|
)
|
|||||
Net change in debt — intercompany
|
|
(382
|
)
|
|
—
|
|
|
(877
|
)
|
|
1,259
|
|
|
—
|
|
|||||
Redemption of preferred stock
|
|
(696
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(696
|
)
|
|||||
Repurchase of common stock
|
|
(341
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(341
|
)
|
|||||
Dividends paid — third party
|
|
(108
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(108
|
)
|
|||||
Dividends paid and returns of contributed capital — intercompany
|
|
—
|
|
|
(14
|
)
|
|
(4,644
|
)
|
|
4,658
|
|
|
—
|
|
|||||
Capital contributions from parent
|
|
—
|
|
|
—
|
|
|
3,908
|
|
|
(3,908
|
)
|
|
—
|
|
|||||
Net cash (used in) provided by financing activities
|
|
(3,102
|
)
|
|
(14
|
)
|
|
4,777
|
|
|
2,009
|
|
|
3,670
|
|
|||||
Effect of exchange-rate changes on cash and cash equivalents
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|||||
Net decrease in cash and cash equivalents and restricted cash
|
|
(695
|
)
|
|
—
|
|
|
(586
|
)
|
|
449
|
|
|
(832
|
)
|
|||||
Cash and cash equivalents and restricted cash at beginning of year
|
|
1,684
|
|
|
—
|
|
|
7,879
|
|
|
(850
|
)
|
|
8,713
|
|
|||||
Cash and cash equivalents and restricted cash at end of year
|
|
$
|
989
|
|
|
$
|
—
|
|
|
$
|
7,293
|
|
|
$
|
(401
|
)
|
|
$
|
7,881
|
|
|
|
2018
|
|
2017
|
||||||||||||
December 31,
($ in millions)
|
|
Maximum liability
|
|
Carrying value of liability
|
|
Maximum liability
|
|
Carrying value of liability
|
||||||||
Standby letters of credit and other guarantees
|
|
$
|
218
|
|
|
$
|
7
|
|
|
$
|
227
|
|
|
$
|
8
|
|
December 31,
($ in millions)
|
|
2018
|
|
2017
|
||||
Unused revolving credit line commitments and other (a)
|
|
$
|
3,435
|
|
|
$
|
2,341
|
|
Commitments to provide capital to investees (b)
|
|
394
|
|
|
283
|
|
||
Home equity lines of credit (c)
|
|
253
|
|
|
318
|
|
||
Mortgage loan origination commitments (d)
|
|
171
|
|
|
95
|
|
||
Construction-lending commitments (e)
|
|
85
|
|
|
144
|
|
(a)
|
The unused portion of revolving lines of credit reset at prevailing market rates and, as such, approximate market value.
|
(b)
|
We are committed to contribute capital to certain investees.
|
(c)
|
We are committed to fund the remaining unused balances on home equity lines of credit.
|
(d)
|
Commitments with mortgage loan applicants in which the loan terms, including interest rate and price, are guaranteed for a designated period of time subject to the completion of underwriting procedures.
|
(e)
|
We are committed to fund the remaining unused balance while loans are in the construction period.
|
Year ended December 31,
($ in millions)
|
|
|
||
2019
|
|
$
|
48
|
|
2020
|
|
47
|
|
|
2021
|
|
46
|
|
|
2022
|
|
37
|
|
|
2023
|
|
31
|
|
|
2024 and thereafter
|
|
294
|
|
|
Total minimum payment required
|
|
$
|
503
|
|
($ in millions)
|
|
First quarter
|
|
Second quarter
|
|
Third quarter
|
|
Fourth quarter
|
||||||||
2018
|
|
|
|
|
|
|
|
|
||||||||
Net financing revenue and other interest income
|
|
$
|
1,049
|
|
|
$
|
1,094
|
|
|
$
|
1,107
|
|
|
$
|
1,140
|
|
Other revenue
|
|
354
|
|
|
364
|
|
|
398
|
|
|
298
|
|
||||
Total net revenue
|
|
1,403
|
|
|
1,458
|
|
|
1,505
|
|
|
1,438
|
|
||||
Provision for loan losses
|
|
261
|
|
|
158
|
|
|
233
|
|
|
266
|
|
||||
Total noninterest expense
|
|
814
|
|
|
839
|
|
|
807
|
|
|
804
|
|
||||
Income from continuing operations before income tax expense
|
|
328
|
|
|
461
|
|
|
465
|
|
|
368
|
|
||||
Income tax expense from continuing operations
|
|
76
|
|
|
113
|
|
|
91
|
|
|
79
|
|
||||
Net income from continuing operations
|
|
252
|
|
|
348
|
|
|
374
|
|
|
289
|
|
||||
(Loss) income from discontinued operations, net of tax
|
|
(2
|
)
|
|
1
|
|
|
—
|
|
|
1
|
|
||||
Net income
|
|
$
|
250
|
|
|
$
|
349
|
|
|
$
|
374
|
|
|
$
|
290
|
|
Basic earnings per common share (a)
|
|
|
|
|
|
|
|
|
||||||||
Net income from continuing operations
|
|
$
|
0.58
|
|
|
$
|
0.81
|
|
|
$
|
0.89
|
|
|
$
|
0.70
|
|
Net income
|
|
0.57
|
|
|
0.81
|
|
|
0.89
|
|
|
0.70
|
|
||||
Diluted earnings per common share (a)
|
|
|
|
|
|
|
|
|
|
|
||||||
Net income from continuing operations
|
|
$
|
0.57
|
|
|
$
|
0.80
|
|
|
$
|
0.88
|
|
|
$
|
0.70
|
|
Net income
|
|
0.57
|
|
|
0.81
|
|
|
0.88
|
|
|
0.70
|
|
||||
Cash dividends declared per common share
|
|
$
|
0.13
|
|
|
$
|
0.13
|
|
|
$
|
0.15
|
|
|
$
|
0.15
|
|
2017
|
|
|
|
|
|
|
|
|
||||||||
Net financing revenue and other interest income
|
|
$
|
979
|
|
|
$
|
1,067
|
|
|
$
|
1,081
|
|
|
$
|
1,094
|
|
Other revenue
|
|
396
|
|
|
388
|
|
|
381
|
|
|
379
|
|
||||
Total net revenue
|
|
1,375
|
|
|
1,455
|
|
|
1,462
|
|
|
1,473
|
|
||||
Provision for loan losses
|
|
271
|
|
|
269
|
|
|
314
|
|
|
294
|
|
||||
Total noninterest expense
|
|
778
|
|
|
810
|
|
|
753
|
|
|
769
|
|
||||
Income from continuing operations before income tax expense
|
|
326
|
|
|
376
|
|
|
395
|
|
|
410
|
|
||||
Income tax expense from continuing operations (b)
|
|
113
|
|
|
122
|
|
|
115
|
|
|
231
|
|
||||
Net income from continuing operations
|
|
213
|
|
|
254
|
|
|
280
|
|
|
179
|
|
||||
Income (loss) from discontinued operations, net of tax
|
|
1
|
|
|
(2
|
)
|
|
2
|
|
|
2
|
|
||||
Net income
|
|
$
|
214
|
|
|
$
|
252
|
|
|
$
|
282
|
|
|
$
|
181
|
|
Basic earnings per common share (a)
|
|
|
|
|
|
|
|
|
||||||||
Net income from continuing operations
|
|
$
|
0.46
|
|
|
$
|
0.55
|
|
|
$
|
0.62
|
|
|
$
|
0.40
|
|
Net income
|
|
0.46
|
|
|
0.55
|
|
|
0.63
|
|
|
0.41
|
|
||||
Diluted earnings per common share (a)
|
|
|
|
|
|
|
|
|
||||||||
Net income from continuing operations
|
|
$
|
0.46
|
|
|
$
|
0.55
|
|
|
$
|
0.62
|
|
|
$
|
0.40
|
|
Net income
|
|
0.46
|
|
|
0.55
|
|
|
0.63
|
|
|
0.41
|
|
||||
Cash dividends declared per common share
|
|
$
|
0.08
|
|
|
$
|
0.08
|
|
|
$
|
0.12
|
|
|
$
|
0.12
|
|
(a)
|
Earnings per share is calculated quarterly on an independent basis, therefore the total of the amounts presented for each year above may not reconcile to the annual amounts presented in
Note 19
.
|
(b)
|
Amount for the fourth quarter of 2017 includes
$119 million
of tax expense attributable to tax reform enacted on December 22, 2017.
|
Exhibit
|
Description
|
|
Method of Filing
|
3.1
|
Form of Amended and Restated Certificate of Incorporation
|
|
Filed as
Exhibit 3.1 to the Company’s Current Report on Form 8-K dated as of March 14, 2014, (File No. 1-3754)
, incorporated herein by reference.
|
3.2
|
Ally Financial Inc. Amended and Restated Bylaws
|
|
Filed as
Exhibit 3.1 to the Company’s Current Report on Form 8-K dated as of March 22, 2016, (File No. 1-3754)
, incorporated herein by reference.
|
4.1
|
Form of Indenture dated as of July 1, 1982, between the Company and Bank of New York (Successor Trustee to Morgan Guaranty Trust Company of New York), relating to Debt Securities
|
|
Filed as Exhibit 4(a) to the Company’s Registration Statement No. 2-75115, incorporated herein by reference.
|
4.1.1
|
Form of First Supplemental Indenture dated as of April 1, 1986, supplementing the Indenture designated as Exhibit 4.1
|
|
Filed as Exhibit 4(g) to the Company’s Registration Statement No. 33-4653, incorporated herein by reference.
|
4.1.2
|
Form of Second Supplemental Indenture dated as of June 15, 1987, supplementing the Indenture designated as Exhibit 4.1
|
|
Filed as Exhibit 4(h) to the Company’s Registration Statement No. 33-15236, incorporated herein by reference.
|
4.1.3
|
Form of Third Supplemental Indenture dated as of September 30, 1996, supplementing the Indenture designated as Exhibit 4.1
|
|
Filed as
Exhibit 4(i) to the Company’s Registration Statement No. 333-33183
, incorporated herein by reference.
|
4.1.4
|
Form of Fourth Supplemental Indenture dated as of January 1, 1998, supplementing the Indenture designated as Exhibit 4.1
|
|
Filed as
Exhibit 4(j) to the Company’s Registration Statement No. 333-48705
, incorporated herein by reference.
|
4.1.5
|
Form of Fifth Supplemental Indenture dated as of September 30, 1998, supplementing the Indenture designated as Exhibit 4.1
|
|
Filed as
Exhibit 4(k) to the Company’s Registration Statement No. 333-75463
, incorporated herein by reference.
|
4.2
|
Form of Indenture dated as of September 24, 1996, between the Company and The Chase Manhattan Bank, Trustee, relating to Term Notes
|
|
Filed as
Exhibit 4 to the Company’s Registration Statement No. 333-12023
, incorporated herein by reference.
|
4.2.1
|
Form of First Supplemental Indenture dated as of January 1, 1998, supplementing the Indenture designated as Exhibit 4.2
|
|
Filed as
Exhibit 4(a)(1) to the Company’s Registration Statement No. 333-48207
, incorporated herein by reference.
|
4.2.2
|
Form of Second Supplemental Indenture dated as of June 20, 2006, supplementing the Indenture designated as Exhibit 4.2
|
|
Filed as
Exhibit 4(a)(2) to the Company’s Registration Statement No. 333-136021
, incorporated herein by reference.
|
4.2.3
|
Form of Third Supplemental Indenture dated as of August 24, 2012, supplementing the Indenture designated as Exhibit 4.2
|
|
Filed as
Exhibit 4.1.3 to the Company’s Registration Statement No. 333-183535
, incorporated herein by reference.
|
4.2.4
|
Form of Fourth Supplemental Indenture dated as of August 24, 2012, supplementing the Indenture designated as Exhibit 4.2
|
|
Filed as
Exhibit 4.1.4 to the Company’s Registration Statement No. 333-183535
, incorporated herein by reference.
|
4.3
|
Form of Indenture dated as of October 15, 1985, between the Company and U.S. Bank Trust (Successor Trustee to Comerica Bank), relating to Demand Notes
|
|
Filed as Exhibit 4 to the Company’s Registration Statement No. 2-99057, incorporated herein by reference.
|
4.3.1
|
Form of First Supplemental Indenture dated as of April 1, 1986, supplementing the Indenture designated as Exhibit 4.3
|
|
Filed as Exhibit 4(a) to the Company’s Registration Statement No. 33-4661, incorporated herein by reference.
|
4.3.2
|
Form of Second Supplemental Indenture dated as of June 24, 1986, supplementing the Indenture designated as Exhibit 4.3
|
|
Filed as Exhibit 4(b) to the Company’s Registration Statement No. 33-6717, incorporated herein by reference.
|
4.3.3
|
Form of Third Supplemental Indenture dated as of February 15, 1987, supplementing the Indenture designated as Exhibit 4.3
|
|
Filed as Exhibit 4(c) to the Company’s Registration Statement No. 33-12059, incorporated herein by reference.
|
|
|
|
|
Exhibit
|
Description
|
|
Method of Filing
|
4.3.4
|
Form of Fourth Supplemental Indenture dated as of December 1, 1988, supplementing the Indenture designated as Exhibit 4.3
|
|
Filed as Exhibit 4(d) to the Company’s Registration Statement No. 33-26057, incorporated herein by reference.
|
4.3.5
|
Form of Fifth Supplemental Indenture dated as of October 2, 1989, supplementing the Indenture designated as Exhibit 4.3
|
|
Filed as Exhibit 4(e) to the Company’s Registration Statement No. 33-31596, incorporated herein by reference.
|
4.3.6
|
Form of Sixth Supplemental Indenture dated as of January 1, 1998, supplementing the Indenture designated as Exhibit 4.3
|
|
Filed as
Exhibit 4(f) to the Company’s Registration Statement No. 333-56431
, incorporated herein by reference.
|
4.3.7
|
Form of Seventh Supplemental Indenture dated as of June 9, 1998, supplementing the Indenture designated as Exhibit 4.3
|
|
Filed as
Exhibit 4(g) to the Company’s Registration Statement No. 333-56431
, incorporated herein by reference.
|
4.3.8
|
Form of Eighth Supplemental Indenture dated as of January 4, 2012, supplementing the Indenture designated as Exhibit 4.3
|
|
Filed as
Exhibit 4.1.8 to the Company’s Registration Statement No. 333-178919
, incorporated herein by reference.
|
4.4
|
Form of Indenture dated as of December 1, 1993, between the Company and Citibank, N.A., Trustee, relating to Medium Term Notes
|
|
Filed as Exhibit 4 to the Company’s Registration Statement No. 33-51381, incorporated herein by reference.
|
4.4.1
|
Form of First Supplemental Indenture dated as of January 1, 1998, supplementing the Indenture designated as Exhibit 4.4
|
|
Filed as
Exhibit 4(a)(1) to the Company’s Registration Statement No. 333-59551
, incorporated herein by reference.
|
4.5
|
Indenture, dated as of December 31, 2008, between the Company and The Bank of New York Mellon, Trustee
|
|
Filed as
Exhibit 4.2 to the Company’s Current Report on Form 8-K dated as of January 2, 2009, (File No. 1-3754)
, incorporated herein by reference.
|
4.6
|
Amended and Restated Indenture, dated March 1, 2011, between the Company and The Bank of New York Mellon, Trustee
|
|
Filed as
Exhibit 4.2 to the Company’s Current Report on Form 8-K dated as of March 4, 2011 (File No. 1-3754)
, incorporated herein by reference.
|
4.7
|
Form of Guarantee Agreement related to Ally Financial Inc. Senior Unsecured Guaranteed Notes
|
|
Filed as
Exhibit 4.10 to the Company’s Registration Statement No. 333-193070
, incorporated herein by reference.
|
4.8
|
Form of Fixed Rate Senior Unsecured Note
|
|
Filed as
Exhibit 4.8 to the Company’s Registration Statement No. 333-193070
, incorporated herein by reference.
|
4.9
|
Form of Floating Rate Senior Unsecured Note
|
|
Filed as
Exhibit 4.9 to the Company’s Registration Statement No. 333-193070
, incorporated herein by reference.
|
4.10
|
Form of Subordinated Indenture to be entered into between the Company and The Bank of New York Mellon, as Trustee
|
|
Filed as
Exhibit 4.11 to the Company’s Registration Statement No. 333-193070
, incorporated herein by reference.
|
4.11
|
Form of Subordinated Note
|
|
Included in Exhibit 4.10.
|
4.12
|
Second Amended and Restated Declaration of Trust by and between the trustees of each series of GMAC Capital Trust I, Ally Financial Inc., as Sponsor, and by the holders, from time to time, of undivided beneficial interests in the relevant series of GMAC Capital Trust I, dated as of March 1, 2011
|
|
Filed as
Exhibit 4.1 to the Company’s Current Report on Form 8-K dated as of March 4, 2011 (File No. 1-3754)
, incorporated herein by reference.
|
4.13
|
Series 2 Trust Preferred Securities Guarantee Agreement between Ally Financial Inc. and The Bank of New York Mellon, dated as of March 1, 2011
|
|
Filed as
Exhibit 4.3 to the Company’s Current Report on Form 8-K dated as of March 4, 2011 (File No. 1-3754)
, incorporated herein by reference.
|
4.14
|
Indenture, dated as of November 20, 2015, between the Company and The Bank of New York Mellon, Trustee
|
|
Filed as
Exhibit 4.1 to the Company’s Current Report on Form 8-K dated as of November 20, 2015, (File No. 1-3754)
, incorporated herein by reference.
|
4.15
|
Form of Subordinated Note
|
|
Included in Exhibit 4.14.
|
10.1
|
Ally Financial Inc. Executive Performance Plan
|
|
Filed as
Exhibit 10.1 to the Company’s Annual Report for the period ended December 31, 2017, on Form 10-K (File No. 1-3754)
, incorporated herein by reference.
|
10.2
|
Ally Financial Inc. Incentive Compensation Plan
|
|
Filed as
Exhibit 10.2 to the Company’s Annual Report for the period ended December 31, 2017, on Form 10-K (File No. 1-3754)
, incorporated herein by reference.
|
Ally Financial Inc. Annual Incentive Plan
|
|
Filed herewith.
|
|
|
|
|
|
Exhibit
|
Description
|
|
Method of Filing
|
10.4
|
Ally Financial Inc. Employee Stock Purchase Plan
|
|
Filed as
Exhibit 3.7 to the Company's Current Report on Form 8-K dated as of March 14, 2014 (File No. 1-3754)
, incorporated herein by reference.
|
10.5
|
Ally Financial Inc. Non-Employee Directors Equity Compensation Plan
|
|
Filed as
Exhibit 10.4 to the Company’s Annual Report for the period ended December 31, 2017, on Form 10-K (File No. 1-3754)
, incorporated herein by reference.
|
Ally Financial Inc. Severance Plan, Plan Document and Summary Plan Description
|
|
Filed herewith.
|
|
10.7
|
Ally Financial Inc. Non-Employee Directors Deferred Compensation Plan
|
|
Filed as
Exhibit10.6 to the Company’s Annual Report for the period ended December 31, 2017 (File No. 1-3754)
, incorporated herein by reference.
|
Form of Award Agreement related to the issuance of Performance Stock Units
|
|
Filed herewith.
|
|
Form of Award Agreement related to the issuance of Restricted Stock Units
|
|
Filed herewith.
|
|
Form of Award Agreement related to the issuance of Key Contributor Stock Units
|
|
Filed herewith.
|
|
Ally Financial Inc. Subsidiaries as of December 31, 2018
|
|
Filed herewith.
|
|
Consent of Independent Registered Public Accounting Firm
|
|
Filed herewith.
|
|
Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a)
|
|
Filed herewith.
|
|
Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a)
|
|
Filed herewith.
|
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350
|
|
Filed herewith.
|
|
101
|
The following information from our 2018 Annual Report on Form 10-K, formatted in eXtensible Business Reporting Language: (i) Consolidated Statement of Income, (ii) Consolidated Statement of Comprehensive Income, (iii) Consolidated Balance Sheet, (iv) Consolidated Statement of Changes in Equity, (v) Consolidated Statement of Cash Flows, and (vi) the Notes to the Consolidated Financial Statements.
|
|
Filed herewith.
|
|
Ally Financial Inc.
|
|
(Registrant)
|
|
|
|
/
S
/
J
EFFREY
J
.
B
ROWN
|
|
Jeffrey J. Brown
|
|
Chief Executive Officer
|
/
S
/
J
EFFREY
J
.
B
ROWN
|
|
/
S
/ J
ENNIFER
A. L
A
C
LAIR
|
Jeffrey J. Brown
|
|
Jennifer A. LaClair
|
Chief Executive Officer
|
|
Chief Financial Officer
|
|
|
|
/
S
/
D
AVID
J
.
D
E
B
RUNNER
|
|
|
David J. DeBrunner
|
|
|
Vice President, Chief Accounting Officer, and
Corporate Controller
|
|
|
/
S
/
F
RANKLIN
W
.
H
OBBS
|
|
Franklin W. Hobbs
Ally Chairman
|
|
|
|
/
S
/
K
ENNETH
J
.
B
ACON
|
|
Kenneth J. Bacon
Director
|
|
|
|
/
S
/
K
ATRYN
S
HINEMAN
B
LAKE
|
|
Katryn Shineman Blake
Director
|
|
|
|
/
S
/
M
AUREEN
A
.
B
REAKIRON-
E
VANS
|
|
Maureen A. Breakiron-Evans
Director
|
|
|
|
/
S
/
J
EFFREY
J
.
B
ROWN
|
|
Jeffrey J. Brown
Chief Executive Officer and Director
|
|
|
|
/
S
/
W
ILLIAM
H
.
C
ARY
|
|
William H. Cary
Director
|
|
|
|
/
S
/
M
AYREE
C
.
C
LARK
|
|
Mayree C. Clark
Director
|
|
|
|
/
S
/
K
IM
S
.
F
ENNEBRESQUE
|
|
Kim S. Fennebresque
Director
|
|
|
|
/
S
/
M
ARJORIE
M
AGNER
|
|
Marjorie Magner
Director
|
|
|
|
/
S
/
B
RIAN
H
.
S
HARPLES
|
|
Brian H. Sharples
Director
|
|
|
|
/
S
/
J
ACK
J
.
S
TACK
|
|
John J. Stack
Director
|
|
|
|
/
S
/
M
ICHAEL
F
.
S
TEIB
|
|
Michael F. Steib
Director
|
|
(b)
|
The Committee, in its sole discretion, will determine the individual annual Awards (defined in Section 3(b) below) to the CEO, the Company’s executive officers, and any other Employees under its purview, as well as such other Employees as it may determine, taking into account the recommendations of the CEO (other than as to himself). The CEO and such other Company, business unit, or specific function personnel whom the CEO authorizes to so act, will determine, within such limits as may be established by the Committee, individual Awards for all Employees below those under the purview of the Committee. References throughout the Plan to the Committee’s and the CEO’s respective authority (i.e., “as applicable”) is intended to reflect this allocation of responsibilities between the Committee (on the one hand) and the CEO and/or his/her designates (on the other hand). An Employee is eligible for consideration for an Award based on such criteria as the Committee or the CEO, as applicable, will determine. No Employee is eligible for an Award as a matter of right.
|
(c)
|
No Award may be granted to any director of the Company who is not an Employee at the date of grant.
|
(d)
|
Incentive pools established pursuant to paragraph 2(a) will be measured after accrual of all incentive costs so that the Plan is self-funding. The Committee may change the performance metrics and factors considered in establishing the incentive pools from year to year to ensure that the Plan appropriately reflects changing business conditions and the Company’s needs. If any event occurs during a performance period that, in the Committee’s judgment, warrants changes to preserve the incentive features of this Plan, the Committee may make appropriate adjustments, including a determination that Awards will not be paid.
|
(e)
|
Except as otherwise provided in paragraph 4, the Award paid to any Employee will be determined by the Committee or the CEO, as applicable, on a discretionary basis taking into account evaluations of the individual Employee’s performance and achievement of personal goals and objectives established annually under the performance management system, as well as assessments of the relative value of each Employee’s contributions toward the achievement of the Company’s corporate, business unit, or functional performance goals for the year. There will not be formulaic incentives that automatically pay out to any individuals. Employees may receive an Award subject to the complete discretion of the Committee or CEO, as applicable. Awards will be paid, if at all, in cash (U.S. dollars or local currency equivalent), deferred cash, or equity paid under the Ally Financial Inc. Incentive Compensation Plan or any successor plan thereto, net of tax withholdings, prior to March 15 of the calendar year following the end of the performance period. The mix of cash, deferred cash, and equity will be designed to comply with the Executive Compensation Requirements described in section 13 below. Equity compensation paid to certain Employees receiving Awards under this Plan may be subject to the Ally Financial Inc. Executive Performance Plan or any successor 162(m) plan.
|
3.
|
As used in the Plan, the following terms shall have the meanings set forth below:
|
(a)
|
"
Affiliate
” means (i) any entity that owns or controls, is owned or controlled by, or is under common control with the Company and (ii) any entity in which the Company, directly or indirectly, has a significant equity interest; in each case as determined by the Committee
|
(b)
|
“
Award
” means incentive compensation delivered under this Plan or through other Company incentive plan(s) for which an Employee is deemed eligible.
|
(c)
|
“
Board
” means the board of directors of the Company.
|
(d)
|
“
Business Unit
” means a single business or product line or related group of businesses or product lines of the Company that, in the ordinary course of the Company’s business, managerial and financial reporting are considered and managed as a division.
|
(e)
|
“
Cause
” means such Employee’s: (i) conviction for a felony indictment or misdemeanor conviction involving moral turpitude; (ii) failure to perform any material responsibility of the leadership position, unless due to death or Disability; (iii) a course of conduct, which would tend to hold the Company or any of its Affiliates in disrepute or scandal, as determined by the Board in its sole discretion; (iv) failure to follow lawful directions of the Board; (v) any material breach of fiduciary duty to the Company; (vi) gross negligence in the performance or nonperformance of duties to the Company or an Affiliate; (vii) willful misconduct in the performance or nonperformance of duties to the Company or an Affiliate; (viii) failure to comply with a material Company policy of the Company or an Affiliate; (ix) any act of fraud, theft, or dishonesty; (x) breach of any restrictive covenants set forth in Section 13; or (xi) failure to promptly repay any Award payment that is determined to be owed to the Company pursuant to Section 13 below.
|
(f)
|
“
Code
” means the Internal Revenue Code of 1986, as amended from time to time, and the rules, regulations and guidance thereunder.
|
(g)
|
“
Committee
” means the Compensation, Nominating and Governance Committee of the Board or such other committee as may be designated by the Board to administer the Plan, or if no committee is designated, the Board.
|
(h)
|
“
Competitive Activity
” means activity that is in direct competition with the Company or any of its Affiliates in any of the states within the United States, or countries within the world, in which the Company or any of its Affiliates conducts business with respect to a business in with the Company or any of its Affiliates engaged or was preparing to engage during employment and on the date of the termination of employment.
|
(i)
|
“
Disability
” means, with respect to any Employee: (i) a long-term disability that entitles the Employee to disability income payments under any long-term disability plan or policy provided by the Company under which the Employee is covered, as such plan or policy is then in effect; or (ii) if such Employee is not covered under a long-term disability plan or policy provided by the Company at such time for whatever reason, then the term “
Disability
” means disability within the meaning of Treasury Reg. Sec. 1.409A3(i)(4).
|
(j)
|
“
Employee
” means a person who is or was employed by the Company or any Affiliate (as defined below), including an Employee who is also a director of the Company or any Affiliate. The Committee or the CEO, as applicable, will determine when and to what extent Employees who have been advised that they are eligible for an Award cease to be eligible for an Award. The Committee or the CEO, as applicable, will also determine when and under what circumstances any Employee is considered to have terminated employment for purposes of the Plan and is no longer eligible for an Award (see Section 4(a)(i) below). To the extent determined by the Committee or the CEO, as applicable, former Employees or the executor(s),
|
4
|
(a) Payment of any Award is subject to the satisfaction of the conditions precedent that such Employee:
|
(c)
|
Upon termination of an Employee’s employment for any reason other than as described in 4(b) above, the Committee or CEO, as applicable, may, but is not required to, waive the condition precedent relating to the continued rendering of services in respect of all or any specified percentage of any unpaid Award, as the Committee or CEO, as applicable, may determine. To the extent such condition precedent is waived, the Committee or CEO, as applicable, may, in its or his/her sole discretion, accelerate the payment of all or any specified percentage of an unpaid Award. If implementation of this provision would cause an Employee to incur adverse tax consequences under Section 409A of the Code, the implementation of such provision may be delayed until, or otherwise modified to occur on, the first date on which such implementation would not cause adverse tax consequences under Section 409A. Likewise, if Section 409A is deemed to apply, “termination” of an Employee’s employment will be defined as consistent with a “separation from service” as defined under Section 409A.
|
(d)
|
For purposes of the Plan, an approved leave of absence will not constitute a termination of employment, except that to the extent permissible by law, an Award may, at the Company’s discretion, not be paid until an Employee returns to active employment.
|
(e)
|
If employment of an Employee is terminated by death, an unpaid Award may, in the sole discretion of the Committee or CEO, as applicable, be payable on a pro rata basis, in whole, or not at all, taking into consideration the Employee’s contribution during the relevant period.
|
12.
|
(a) The Company may withhold from any amounts payable under the Plan such federal, state, and local taxes as may be required to be withheld pursuant to any applicable law or regulation.
|
PLAN NAME:
|
Ally Financial Inc. Severance Plan
|
PLAN SPONSOR:
|
Ally Financial Inc.
|
PLAN EFFECTIVE DATE:
|
As amended and restated, March 7, 2018
|
PLAN NUMBER
|
535
|
PLAN ADMINISTRATOR
|
Ally Financial Inc.
|
|
|
Page
|
|
I.
|
Purpose of the Plan
|
4
|
|
|
|
|
|
II.
|
Eligibility and Participation
|
4
|
|
|
|
|
|
III.
|
Qualifying Terminations of Employment
|
5
|
|
|
|
|
|
IV.
|
Plan Benefits
|
6
|
|
|
|
|
|
V.
|
Participant’s Obligations
|
8
|
|
|
|
|
|
VI.
|
Tax Matters
|
10
|
|
|
|
|
|
VII.
|
Administration, Amendment and Termination
|
11
|
|
|
|
|
|
VIII.
|
Claims Procedure
|
11
|
|
|
|
|
|
IX.
|
Other Information
|
11
|
|
|
|
|
|
X.
|
Statement of ERISA Rights
|
12
|
|
|
|
|
|
XI.
|
Questions Regarding the Plan
|
14
|
|
|
|
|
|
XII.
|
Miscellaneous
|
14
|
|
|
|
|
|
Appendix:
|
Claims Procedure
|
16
|
I.
|
PURPOSE OF THE PLAN
|
II.
|
ELIGIBILITY AND PARTICIPATION
|
III.
|
QUALIFYING TERMINATIONS OF EMPLOYMENT
|
1.
|
Elimination of Participant’s current position, termination associated with the reduction in the total number of employees in the same department performing the same or similar job as Participant, or termination associated with a restructuring of different departments which results in a reduction in the total number of employees, including Participant, in the affected departments;
|
2.
|
Substantial change in current duties for which the Participant no longer qualifies;
|
3.
|
Substantial change in current duties which results in a twenty percent (20%) or more reduction in salary; or
|
4.
|
Declining a geographic transfer of the Participant’s current position in connection with the elimination of the Participant’s current position to a new position at a location more than 50 miles from the location of Participant’s current position, regardless of whether the Participant was offered reimbursement of relocation expenses.
|
1.
|
Loss of temporary employment;
|
2.
|
Termination of employment where an employment or other written agreement provides for severance;
|
3.
|
Death;
|
4.
|
Disability;
|
5.
|
Involuntary termination for cause as determined by the Company in its sole discretion;
|
6.
|
Resignation;
|
7.
|
Retirement;
|
8.
|
An approved leave of absence or failure to return therefrom;
|
9.
|
Transfers from the Company to an Affiliate;
|
10.
|
The majority of the Company’s assets are sold via an asset purchase agreement or the Company ceases an operation and the same is assumed by another employer and continued employment is offered with a comparable salary and incentive opportunity (including equity compensation) equal to or greater than 80% of the Participant’s current compensation and incentive package with the Company; or
|
11.
|
A termination of employment for which a Participant has executed a release document or has received payment or benefits pursuant to the terms of any other agreement.
|
Band 3 and Band 4
|
Band 2
|
||
Full Years of Unbroken Service
|
Weeks of Pay
|
Full Years of Unbroken Service
|
Weeks of Pay
|
0 - 4
|
10
|
0 - 4
|
10
|
5 - 9
|
13
|
5 - 9
|
17
|
10 - 14
|
20
|
10 - 14
|
24
|
15 - 19
|
30
|
15 - 19
|
34
|
20 - 24
|
40
|
20 - 24
|
44
|
25 and above
|
52
|
25 and above
|
52
|
1.
|
In the event of a Qualifying Termination of Employment or a Termination of Service without Cause (as defined in the Ally Financial Inc. Incentive Compensation Plan, a “
Termination of Service
” and “
Cause
”), in each case, within the 24-month period immediately following a Change in Control (as defined in the Ally Financial Inc. Incentive Compensation Plan, a “
Change in Control
”):
|
◦
|
Two times the sum of the Participant’s annual base salary and designated annual cash incentive compensation opportunity; and
|
◦
|
The Participant’s pro-rated designated annual cash incentive compensation opportunity for the year of the Participant’s termination; and
|
◦
|
A payment equal to 24 months of medical premiums valued at the Participant’s COBRA rate.
|
2.
|
In the event of a Qualifying Termination of Employment that is not addressed in Paragraph 1:
|
◦
|
For the CEO, two times annual base salary; and
|
o
|
For Purview Executives, one times annual base salary.
|
1.
|
as such disclosure or use may be required or appropriate in connection with his or her work as an employee of the Company; or
|
2.
|
when required to do so by a court or other governmental authority with apparent jurisdiction to order him or her to divulge, disclose or make accessible such information; or
|
3.
|
as to such confidential information that becomes generally known to the public or trade without his or her violation of this covenant; or
|
4.
|
to the Participant’s spouse, attorney, or his or her personal tax and financial advisors as reasonably necessary or appropriate to advance the Participant’s tax, financial, and other personal planning (each an “
Exempt Person
”);
provided, however
, that any disclosure or use of any trade secret or proprietary or confidential information of the Company by an Exempt Person will be deemed to be a breach of this covenant by the Participant.
|
1.
|
If a Participant materially violates any provision of this Section V, he or she immediately forfeits any right, title and interest to any Severance Pay that has not yet been paid and will be required to repay to the Company a cash amount equal to the value of the Severance Pay that he or she has already received.
|
2.
|
If a Participant violates or threatens to violate any provisions of Section V, the Company will not have an adequate remedy at law. Accordingly, the Company is entitled to such equitable and injunctive relief, without posting a bond, as may be available to restrain the Participant and any business, firm, partnership, individual, corporation or entity participating in the breach or threatened breach from the violation of the provisions of Section V. Nothing in the Plan may be construed as prohibiting the Company from pursuing any other remedies available at law or in equity for
|
3.
|
If the Company is successful in enforcing its rights under this Section V, the affected Participant will reimburse the Company for its legal fees and costs associated with such enforcement action.
|
VI.
|
TAX MATTERS
|
X.
|
STATEMENT OF ERISA RIGHTS
|
•
|
Examine, without charge, at the Plan administrator’s office and at other specified locations, such as worksites, all documents governing the Plan, and a copy of the latest annual report (Form 5500 Series), if any, filed by the plan
|
•
|
Obtain upon written request to the Plan administrator copies of documents governing the operation of the Plan and copies of the latest annual report (Form 5500 Series), if any, and updated summary Plan description. The Plan administrator may make a reasonable charge for the copies.
|
•
|
Receive a summary of the Plan’s annual financial report. The Plan administrator is required by law to furnish each participant with a copy of this summary annual report.
|
1.
|
A Participant with an interest in the Plan has the right to file a claim for benefits under the Plan and to appeal any denial of a claim for benefits. Any request for a Plan benefit or to clarify the Participant’s rights to future benefits under the terms of the Plan will be considered to be a claim;
provided, however
, this claims procedure does not govern casual inquiries about benefits or the circumstances under which benefits might be paid under the terms of the Plan or a request for a determination regarding eligibility for coverage except such a determination as is requested or necessary in connection with a claim for benefits. An authorized representative of the Participant may act on behalf of the Participant in pursuing a benefit claim or appeal of an adverse benefit determination. The individual or individuals responsible for deciding the benefit claim or appeal, as applicable, may require the representative to provide reasonable written proof that the representative has in fact been authorized to act on behalf of the Participant. The Plan requires no fee or other cost for the making of a claim or appealing an adverse benefit determination.
|
2.
|
A claim for benefits will be considered as having been made when submitted in writing by the Participant to the Plan administrator, in care of:
|
◦
|
Your name, address, telephone number, and employee identity number;
|
◦
|
Your dates of employment with the Company;
|
◦
|
Your job title and position with the Company;
|
◦
|
The reasons for your termination of employment; and
|
◦
|
A statement of the reasons why you believe you are entitled to benefits under the Plan.
|
3.
|
The claim reviewer on the benefits staff acting on behalf of the Plan administrator will determine whether, or to what extent, the claim may be allowed or denied under the terms of the Plan. If the claim is wholly or partially denied, the claim reviewer on the benefits staff will notify the Participant of the adverse benefit determination within a reasonable period of time, but not later than 90 days after the Plan receives the claim, unless the claim reviewer on the benefits staff
|
4.
|
The claim reviewer on the benefits staff will provide the claimant with written or electronic notification of any adverse benefit determination. Any electronic notification shall comply with the standards imposed by 29 CFR § 2520.104b-1(c)(i), (iii) and (iv). The notification will set forth, in a manner calculated to be understood by the claimant:
|
◦
|
The specific reason(s) for the adverse determination;
|
◦
|
Reference to the specific Plan provisions on which the determination is based;
|
◦
|
A description of any additional material or information necessary for the claimant to perfect the claim and an explanation of why such material or information is necessary; and
|
◦
|
A description of the Plan’s appeal (review) procedures and the time limits applicable to such procedures, including a statement of the claimant’s right to bring a civil action under ERISA § 502(a) following an adverse benefit determination on appeal.
|
5.
|
The claimant may appeal an adverse benefit determination to the:
|
6.
|
The appeal of an adverse benefit determination must be made in writing. In connection with making such request, the claimant may submit written comments, documents, records, and other information relating to the claim for benefits. The
|
7.
|
The ERISA Appeals Committee will notify the claimant of the determination within a reasonable period of time, but not later than 60 days after receipt of the claimant’s appeal. The ERISA Appeals Committee may determine that special circumstances (such as the need to hold a hearing) require an extension of time for processing the claim. If the ERISA Appeals Committee determines that an extension of time is required, written notice of the extension will be furnished to the claimant prior to the termination of the initial 60-day period. The extension notice will indicate the special circumstances requiring an extension of time and the date by which the appeal reviewer expects to render the determination on appeal.
|
8.
|
The period of time within which a benefit determination on appeal is required to be made begins when an appeal is filed in accordance with the Plan’s appeal filing requirements, without regard to whether all the information necessary to make a benefit determination on appeal accompanies the filing. In the event that a period of time is extended as provided above due to a claimant’s failure to submit information necessary to decide an appeal of an adverse benefit determination, the period for making the benefit determination on appeal will be tolled from the date on which the notification of the extension is sent to the claimant until the date on which the claimant responds to the request for additional information.
|
9.
|
In the case of an adverse determination on appeal, the ERISA Appeals Committee will provide such access to, and copies of, documents, records, and other information described below as is appropriate.
|
10.
|
The ERISA Appeals Committee will provide a claimant with written or electronic notification of the Plan’s benefit determination on appeal. Any electronic notification will comply with the standards imposed by 29 CFR § 2520.104b-1(c)(i), (iii) and (iv). In the case of an adverse benefit determination on appeal, the notification will set forth, in a manner calculated to be understood by the claimant:
|
◦
|
the specific reason(s) for the adverse determination;
|
◦
|
reference to the specific Plan provisions on which the benefit determination is based;
|
◦
|
a statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records, and other information relevant to the Participant’s claim for benefits; and
|
◦
|
a statement of the claimant’s right to bring a civil action under ERISA § 502(a).
|
11.
|
A claimant must exhaust his or her rights to file a claim and to appeal an adverse benefit determination before bringing any civil action to recover benefits under the Plan, to enforce his or her rights under the terms of the Plan, or to clarify his or her rights to future benefits under the terms of the Plan.
|
12.
|
The ERISA Appeals Committee will exercise its responsibilities and authority under this claims procedure as a fiduciary and, in such capacity, will have the discretionary authority and responsibility to interpret and construe the Plan and any rules or regulations under the Plan, determine the eligibility of employees or former employees to participate in the Plan and receive benefits under the Plan, and make factual determinations in connection with any of the foregoing. The ERISA Appeals Committee may, in its discretion, determine to hold a hearing or hearings in carrying out his or her responsibilities and authority under this claims procedure.
|
13.
|
Benefit claim determinations and decisions on appeals will be made in accordance with the Plan. The Plan’s provisions will be applied consistently with respect to similarly situated Participants. The ERISA Appeals Committee will maintain complete records of the proceedings in deciding claims and appeals.
|
14.
|
For the purposes of this claims procedure:
|
1.
|
You have been granted an Award under the Ally Financial Inc. Incentive Compensation Plan (the “Plan”). A copy of the Plan is included on the Solium website. Capitalized terms not defined in this Award Agreement will have the meaning set forth in the Plan.
|
2.
|
Your Award is granted to you as a matter of separate inducement and is not in lieu of salary or other compensation for your services. By accepting this Award, you consent to any and all Plan amendments, vesting restrictions, and revisions to any other term or condition of this Award Agreement that may be required to comply with federal law or regulation governing compensation, whether such amendments, restrictions, or revisions are applied prospectively or retroactively to this or prior Awards. By accepting this Award, you also acknowledge and agree that it is subject to all of the requirements set forth in the Enterprise Compensation Policy and that you are subject to all of the restrictive covenants set forth in Section 13 of the Plan (i.e., non-solicit, confidentiality, non-disparagement).
|
3.
|
Your Award is initially being made in the form of Performance Stock Units (“PSUs”). Your Award will vest 100% on the third anniversary of the Grant Date (the “Vesting Date”), subject to your continued employment with the Company or one of its Affiliates through the Vesting Date (or as otherwise set forth herein or in the Plan);
provided
,
that the actual number of PSUs vesting and converting to Shares (such number of PSUs to be within a range of 0% to 150% of the number of the Target PSUs (as defined below)) (the “Adjusted PSUs”) shall be determined based on the achievement of the Performance Metrics (as defined in
Exhibit A
attached hereto) during the Performance Period (as defined below). For purposes of this Award Agreement, the “Performance Period” means the period commencing on January 1, 2019 and ending on December 31, 2021. Immediately following the end of the Performance Period, your Adjusted PSUs may, at the discretion of the Company, convert into a number of Shares of Restricted Stock equal to the number of Adjusted PSUs. Your Adjusted PSUs or Shares of Restricted Stock (as the case may be) will remain subject to your continued employment with the Company and its Affiliates through the Vesting Date and will be forfeited and cancelled if you do not remain employed with the Company and its Affiliates through the Vesting Date, except as otherwise explicitly provided below.
|
4.
|
This Award Agreement will become effective after you have electronically accepted it via the Solium website. If you do not accept this Award Agreement within 45 days of notification, you will be deemed to have rejected the Award and this Award Agreement will be null and void and without any further force or effect.
|
5.
|
Subject to requirements of any federal laws or regulations and Ally policy that govern compensation (see paragraph 2 above), and subject to the terms of the Plan and this Agreement, the Company will deliver the Shares earned with respect to the Adjusted PSUs or will remove the restrictions imposed on any Shares of
|
6.
|
If on the Grant Date you are considered a material risk taker (MRT), in connection with regulatory guidance and in support of its corporate governance principles, to the extent that any portion of the Award remains unpaid, Ally reserves the right to adjust downward the amount of this Award without your consent to reflect adverse outcomes attributable to inappropriate, excessive, or imprudent risk taking in which you participated and which was the basis for this Award. Your Award is also subject to cancellation, recovery, forfeiture, or repayment consistent with Ally’s recoupment policy contained in the Enterprise Compensation Policy.
|
7.
|
Sections 11 and 12 of the Plan provide for the treatment of Awards in the event of a Termination of Service or Change in Control;
provided, however
:
|
8.
|
If the Company pays a dividend on Shares prior to the Vesting Date, you will be entitled to a dividend equivalent payment in the same amount as the dividend you would have received if you held the number of Shares, if any, as earned and vested as of the Vesting Date. These dividends will vest and be paid to you on the Settlement Date (or such other vesting and settlement date applicable under paragraph 7 (above), subject to the vesting of your Award. No dividends or dividend equivalents will be paid to you with respect to any portion of your Award that is canceled or forfeited. The Company will decide on the form of payment and may pay dividends or dividend equivalents in Shares, in cash or in a combination thereof, subject to applicable law.
|
9.
|
You will have no voting rights with respect to the Shares underlying your Award unless and until you become the record owner of the Shares underlying your Award.
|
10.
|
You may designate a beneficiary using the Solium website. If no beneficiary is designated, or if the Ally determines that the beneficiary designation is unclear or that the designated beneficiary cannot be located, any settlement as a result of your death will be made to your estate. The Solium website may also be used for any subsequent change in your beneficiary designation.
|
11.
|
The restrictions in Section 13(a) of the Plan on your ability to solicit any Ally client, customer, or employee for 24 months following your Termination of Service is grounded in Ally’s significant investment of time, effort, and expense in establishing client, customer, and employee relationships across Ally’s lines of business. As this applies to you, the scope of the restriction on your ability to solicit Ally clients or customers will run commensurate with the scope of your responsibilities while employed by Ally. That is, the terms “client or customer” as used in Section 13(a) (i.e., “(i) solicit any client or customer of the Company or any Affiliate with respect to a Competitive Activity”) shall mean those clients or customers (whether current or prospective): (i) with whom you had direct or indirect personal contact within the last 12 months of your employment with
|
12.
|
By accepting this Award, you understand and acknowledge that your Award is subject to the rules under Internal Revenue Code Section 409A, and agree and accept all risks (including increased taxes and penalties) resulting from Internal Revenue Code Section 409A.
|
13.
|
Except as prohibited by any federal law or regulation that governs compensation, see paragraph 2 above, your Award is subject to and governed by the terms and conditions of this Award Agreement and the Plan.
|
14.
|
By accepting this Award, as evidenced by your signature below, you agree to abide by the terms and conditions of this Award Agreement and the Plan.
|
|
|
|
||
Participant Signature (Required)
|
|
Date (Required)
|
||
|
|
|
|
|
|
|
|
||
Last Four Digits of SSN or National ID (Required)
|
|
|
Number of Target PSUs
|
x
|
Core ROTCE Adjustment
Percentage |
x
|
50%
|
=
|
Number of
Core ROTCE Adjusted PSUs |
Number of Target PSUs
|
x
|
TSV
Adjustment
Percentage |
x
|
50%
|
=
|
Number of
TSV Adjusted PSUs |
Number of Core ROTCE Adjusted PSUs
|
+
|
Number of TSV Adjusted PSUs
|
=
|
Number of
Adjusted PSUs |
Core ROTCE
|
|
TSV
|
||
3-Year Average Annual Core ROTCE Achievement Level
(%)
|
ROTCE Adjustment Percentage
(%)
|
|
3-Year Average Annual TSV Growth Rate Achievement Level
(%)
|
TSV Adjustment Percentage
(%)
|
>15.50
|
150
|
|
>15.00
|
150
|
13.51 – 15.50
|
125
|
|
12.01 – 15.00
|
125
|
12.51 – 13.50
|
100
|
|
9.01 – 12.00
|
100
|
10.51 – 12.50
|
75
|
|
6.01 – 9.00
|
75
|
8.51 – 10.50
|
50
|
|
3.01 – 6.00
|
50
|
< 8.51
|
0
|
|
< 3.01
|
0
|
1.
|
You have been granted an Award under the Ally Financial Inc. Incentive Compensation Plan (the “Plan”). A copy of the Plan is included on the Solium website. Capitalized terms not defined in this Award Agreement will have the meaning set forth in the Plan.
|
2.
|
Your Award is granted to you as a matter of separate inducement and is not in lieu of salary or other compensation for your services. By accepting this Award, you consent to any and all Plan amendments, vesting restrictions, and revisions to any other term or condition of this Award Agreement that may be required to comply with federal law or regulation governing compensation, whether such amendments, restrictions, or revisions are applied prospectively or retroactively to this or prior Awards. By accepting this Award, you also acknowledge and agree that it is subject to all of the requirements set forth in the Enterprise Compensation Policy and that you are subject to all of the restrictive covenants set forth in Section 13 of the Plan (i.e., non-solicit, confidentiality, non-disparagement).
|
3.
|
Your Award is being made in the form of Restricted Stock Units. Your Award is comprised of the following:
|
Units
|
Vesting Date
|
Settlement Date
|
[INSERT: 1/3 of Granted award]
|
[INSERT: one year from grant date]
|
[INSERT: one year from grant date]
|
[INSERT: 1/3 of Granted award]
|
[INSERT: two years from grant date]
|
[INSERT: two years from grant date]
|
[INSERT: 1/3 of Granted award
|
[INSERT: three years from grant date]
|
[INSERT: three years from grant date]
|
4.
|
This Award Agreement will become effective after you have electronically accepted it via the Solium website. If you do not accept this Award Agreement within 45 days of notification, you will be deemed to have rejected the Award and this Award Agreement will be null and void and without any further force or effect.
|
5.
|
Subject to requirements of any federal laws or regulations and Ally policy that govern compensation, see paragraph 2 above, your Award will vest and be settled as soon as practical after the date(s) noted above. If and when a change to the vesting date(s) noted above is required, you will be notified in writing.
|
6.
|
If on the Grant Date you are considered a material risk taker (MRT), in connection with regulatory guidance and in support of its corporate governance principles, to the extent that any portion of the Award remains unpaid, Ally reserves the right to adjust downward the amount of this Award without your consent to reflect adverse outcomes attributable to inappropriate, excessive, or imprudent risk taking in which you participated and which was the basis for this Award. Your Award is also subject to cancellation, recovery, forfeiture, or repayment consistent with Ally’s recoupment policy contained in the Enterprise Compensation Policy.
|
7.
|
If your employment is terminated by the Company without Cause, then any unvested tranches of your Award will Vest and be Paid as determined by the schedule above. Otherwise, Section 11 of the Plan governs the effect of a Termination of Service on your Award.
|
8.
|
If the Company pays a dividend on Shares prior to the Vesting Date, you will be entitled to a dividend equivalent payment in the same amount as the dividend you would have received if you held the number of Shares, if any, as earned and vested as of the Vesting Date. These dividends will vest and be paid to you on the Settlement Date (or such other vesting and settlement date applicable under this Award), subject to the vesting of your Award. No dividends or dividend equivalents will be paid to you with respect to any portion of your Award that is canceled or forfeited. The Company will decide on the form of payment and may pay dividends or dividend equivalents in Shares, in cash or in a combination thereof, subject to applicable law.
|
9.
|
The restrictions in Section 13(a) of the Plan on your ability to solicit any Ally client, customer, or employee for 24 months following your Termination of Service is grounded in Ally’s significant investment of time, effort, and expense in establishing client, customer, and employee relationships across Ally’s lines of business. As this applies to you, the scope of the restriction on your ability to solicit Ally clients or customers will run commensurate with the scope of your responsibilities while employed by Ally. That is, the terms “client or customer” as used in Section 13(a) (i.e., “(i) solicit any client or customer of the Company or any Affiliate with respect to a Competitive Activity”) shall mean those clients or customers (whether current or prospective): (i) with whom you had direct or indirect personal contact within the last 12 months of your employment with Ally; or (ii) about whom you learned confidential or proprietary information (including trade secrets) by virtue of your employment with Ally during the last 12 months of your employment with Ally. The term “solicit” also shall include any communication or other interaction between you and a client or customer (whether current or prospective) that takes place to make sales to, perform services for, or otherwise further the business relationship with that client or customer (whether current or prospective). Notwithstanding Section 21 of the Plan, Section 13(a) is governed by Michigan law without regard to its conflict of laws provision. An action to enforce or seek damages for breach of Section 13(a) may only be brought in a federal or state court of competent jurisdiction in Michigan.
|
10.
|
You may designate a beneficiary using the Solium website. If no beneficiary is designated, or if the Ally determines that the beneficiary designation is unclear, or that the designated beneficiary cannot be located, any settlement as a result of your death will be made to your estate. The Solium website may also be used for any subsequent change in your beneficiary designation.
|
11.
|
By accepting this Award, you understand and acknowledge that your Award is subject to the rules under Internal Revenue Code Section 409A, and agree and accept all risks (including increased taxes and penalties) resulting from Internal Revenue Code Section 409A.
|
12.
|
Except as prohibited by any federal law or regulation that governs compensation, see paragraph 2 above, your Award is subject to and governed by the terms and conditions of this Award Agreement and the Plan.
|
13.
|
By accepting this Award, as evidenced by your signature below, you agree to abide by the terms and conditions of this Award Agreement and the Plan.
|
|
|
|
||
Participant Signature (Required)
|
|
Date (Required)
|
||
|
|
|
|
|
|
|
|
|
|
Last Four Digits of SSN or National ID (Required)
|
|
|
1.
|
You have been granted a Key Contributor Stock Unit Award under the Ally Financial Inc. Incentive Compensation Plan (the “Plan”). A copy of the Plan is included on the Solium website. Capitalized terms not defined in this Award Agreement will have the meaning set forth in the Plan.
|
2.
|
Your Award is granted to you as a matter of separate inducement and is not in lieu of salary or other compensation for your services. By accepting this Award, you consent to any and all Plan amendments, vesting restrictions, and revisions to any other term or condition of this Award Agreement that may be required to comply with federal law or regulation governing compensation, whether such amendments, restrictions, or revisions are applied prospectively or retroactively to this or prior Awards. By accepting this Award, you also acknowledge and agree that it is subject to all of the requirements set forth in the Enterprise Compensation Policy and that you are subject to all of the restrictive covenants set forth in Section 13 of the Plan (i.e., non-solicit, confidentiality, non-disparagement).
|
3.
|
Your Key Contributor Stock Unit Award is being made in the form of Restricted Stock Units. Your Award is comprised of the following:
|
Units
|
Vesting Date
|
Settlement Date
|
[INSERT: Granted award]
|
[INSERT: 3 years from grant date]
|
[INSERT: 3 years from grant date]
|
4.
|
This Award Agreement will become effective after you have electronically accepted it via the Solium website. If you do not accept this Award Agreement within 45 days of notification, you will be deemed to have rejected the Award and this Award Agreement will be null and void and without any further force or effect.
|
5.
|
Subject to requirements of any federal laws or regulations and Ally Policy that govern compensation, see paragraph 2 above, your Award will vest and be settled as soon as practical after the date(s) noted above. If and when a change to the vesting date(s) noted above is required, you will be notified in writing.
|
6.
|
If on the Grant Date you are considered a material risk taker (MRT), in connection with regulatory guidance and in support of its corporate governance principles, to the extent that any portion of the Award remains unsettled, Ally reserves the right to adjust downward the amount of this Award without your consent to reflect adverse outcomes attributable to inappropriate, excessive, or imprudent risk taking in which you participated and which was the basis for this Award. Your Award is also subject to cancellation, recovery, forfeiture, or repayment consistent with Ally’s recoupment policy contained in the Enterprise Compensation Policy.
|
7.
|
If your employment is terminated by the Company without Cause, then any unvested tranches of your Award will Vest and be settled as determined by the schedule above. Additionally, Section 11(c)(i)’s special vesting provision relating to a Termination of Service by reason of Retirement will not apply to your Key Contributor Stock Unit Award (i.e., your age and service will not be a factor in determining whether your award vests). Otherwise, Section 11 of the Plan governs the effect of a Termination of Service on your Award.
|
8.
|
If the Company pays a dividend on Shares prior to the Vesting Date, you will be entitled to a dividend equivalent payment in the same amount as the dividend you would have received if you held the number of Shares, if any, as earned and vested as of the Vesting Date. These dividends will vest and be paid to you on the Settlement Date (or such other vesting and settlement date applicable under this Award), subject to the vesting of your Award. No dividends or dividend equivalents will be paid to you with respect to any portion of your Award that is canceled or forfeited. The Company will decide on the form of payment and may pay dividends or dividend equivalents in Shares, in cash or in a combination thereof, subject to applicable law.
|
9.
|
The restrictions in Section 13(a) of the Plan on your ability to solicit any Ally client, customer, or employee for 24 months following your Termination of Service is grounded in Ally’s significant investment of time, effort, and expense in establishing client, customer, and employee relationships across Ally’s lines of business. As this applies to you, the scope of the restriction on your ability to solicit Ally clients or customers will run commensurate with the scope of your responsibilities while employed by Ally. That is, the terms “client or customer” as used in Section 13(a) (i.e., “(i) solicit any client or customer of the Company or any Affiliate with respect to a Competitive Activity”) shall mean those clients or customers (whether current or prospective): (i) with whom you had direct or indirect personal contact within the last 12 months of your employment with Ally; or (ii) about whom you learned confidential or proprietary information (including trade secrets) by virtue of your employment with Ally during the last 12 months of your employment with Ally. The term “solicit” also shall include any communication or other interaction between you and a client or customer (whether current or prospective) that takes place to make sales to, perform services for, or otherwise further the business relationship with that client or customer (whether current or prospective). Notwithstanding Section 21 of the Plan, Section 13(a) is governed by Michigan law without regard to its conflict of laws provision. An action to enforce or seek damages for breach of Section 13(a) may only be brought in a federal or state court of competent jurisdiction in Michigan.
|
10.
|
You may designate a beneficiary using the Solium website. If no beneficiary is designated, or if the Ally determines that the beneficiary designation is unclear, or that the designated beneficiary cannot be located, any settlement as a result of your death will be made to your estate. The Solium website may also be used for any subsequent change in your beneficiary designation.
|
11.
|
By accepting this Award, you understand and acknowledge that your Award is subject to the rules under Internal Revenue Code Section 409A, and agree and accept all risks (including increased taxes and penalties) resulting from Internal Revenue Code Section 409A.
|
12.
|
Except as prohibited by any federal law or regulation that governs compensation, see paragraph 2 above, your Award is subject to and governed by the terms and conditions of this Award Agreement and the Plan.
|
13.
|
By accepting this Award, as evidenced by your signature below, you agree to abide by the terms and conditions of this Award Agreement and the Plan.
|
|
|
|
||
Participant Signature (Required)
|
|
Date (Required)
|
||
|
|
|
|
|
|
|
|
||
Last Four Digits of SSN or National ID (Required)
|
|
|
Name of subsidiary
|
State or sovereign power of incorporation
|
Ally Bank
|
Utah
|
Ally Financial Inc.
|
Delaware
|
Ally Servicing, LLC
|
Delaware
|
Ally Wholesale Enterprises, LLC
|
Delaware
|
IB Finance Holding Company, LLC
|
Delaware
|
Form S-3:
|
|
No. 333-226651
|
|
No. 333-214831
|
|
No. 333-222012
|
|
|
|
Form S-8:
|
|
No. 333-195172
|
|
/
S
/
D
ELOITTE
& T
OUCHE
LLP
|
Deloitte & Touche LLP
|
Detroit, Michigan
|
February 20, 2019
|
1.
|
I have reviewed this report on Form 10-K of Ally Financial Inc.;
|
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 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;
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c)
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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
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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 that has materially affected, or is reasonably likely to materially affect the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer 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 registrant’s board of directors (or persons performing the equivalent function):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/
S
/
J
EFFREY
J. B
ROWN
|
|
Jeffrey J. Brown
Chief Executive Officer
|
|
1.
|
I have reviewed this report on Form 10-K of Ally Financial Inc.;
|
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 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 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 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 registrant’s board of directors (or persons performing the equivalent function):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/
S
/
J
ENNIFER
A. L
A
C
LAIR
|
|
Jennifer A. LaClair
Chief Financial Officer
|
|
1.
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/
S
/
J
EFFREY
J. B
ROWN
|
|
Jeffrey J. Brown
|
|
Chief Executive Officer
|
|
February 20, 2019
|
|
|
|
/
S
/
J
ENNIFER
A. L
A
C
LAIR
|
|
Jennifer A. LaClair
|
|
Chief Financial Officer
|
|
February 20, 2019
|
|