Ally Financial Inc. (ALLY) — Agentic Tribune

Item 1. Business

Our Business

Ally Financial Inc. (together with its consolidated subsidiaries unless the context otherwise requires, Ally, the Company, we, us, or our) is a financial-services company with $196.0 billion in assets as of December 31, 2025. The Company comprises the nation’s largest all-digital bank and an industry-leading automotive financing and insurance business, driven by a mission to “Do It Right” and be a relentless ally for all stakeholders. The Company serves customers with deposits and securities brokerage and investment advisory services as well as automotive financing and insurance offerings. The Company also includes a seasoned corporate finance business that offers capital for equity sponsors and middle-market companies.

Ally is a Delaware corporation and is registered as a BHC under the BHC Act and an FHC under the GLB Act. Our primary business lines are Dealer Financial Services, which is composed of our Automotive Finance and Insurance operations, and Corporate Finance. Corporate and Other primarily consists of centralized corporate treasury activities (including deposit operations), the management of our consumer mortgage portfolio, the activity related to Ally Invest, Ally Lending, and Ally Credit Card, and reclassifications and eliminations between the reportable operating segments. We closed the sales of Ally Lending and Ally Credit Card on March 1, 2024, and April 1, 2025, respectively. Consumer mortgage originations ceased during the second quarter of 2025, which has and will continue to result in a gradual run-off of our consumer mortgage loan portfolio. Ally Bank’s assets and operating results are included within our Automotive Finance, and Corporate Finance segments, as well as Corporate and Other, based on its underlying business activities. As of December 31, 2025, Ally Bank had total assets of $184.6 billion and total nonaffiliate deposits of $151.6 billion.

Our long-term strategic objectives are centered around (1) investing in our market-leading franchises and continuing to deliver a differentiated value proposition across Dealer Financial Services, Corporate Finance, and Ally Bank, (2) ensuring our culture remains aligned with relentless focus on customers, communities, employees, and shareholders, (3) accepting risks that we can understand and effectively manage, (4) maintaining one of the most relevant and creatively disruptive brands in banking, (5) advancing technology that powers dealer and consumer centric products and services leveraging our ongoing investment in data and AI, and (6) improving financial results and shareholder returns. Within our Automotive Finance operations, we are focused on enhancing our market-leading position and delivering long-term growth in annual originations by continuing to strengthen dealer engagement, deepen strategic partnerships, and evolve our expansion strategies, while maintaining an appropriate level of risk appetite. Within our Insurance operations, we seek to grow written premiums and deliver accretive returns by leveraging our automotive dealer network and driving efficiencies through process improvements and claims management, managing risk, and leveraging strategic reinsurance. Within Corporate Finance, we seek to expand our portfolio by deepening our preexisting relationships with private equity sponsors and asset managers, while also establishing new relationships and reviewing potential opportunities in other markets and industries. Within Ally Bank, we are focused on growing our base of customers who consider us their primary bank and prioritizing improvements to customer experiences and services. At Ally Invest, we are focused on providing investment solutions for our deposit customers that will help grow and diversify their portfolios while deepening our overall relationships and providing stability to our deposits portfolio. Across the organization, we intend to drive results by pursuing opportunities to improve operating efficiencies through the strategic implementation of AI and automation solutions.

Unless the context otherwise requires, the following definitions apply. The term “loans” means the following consumer and commercial products associated with our direct and indirect financing activities: loans, retail installment sales contracts, lines of credit, and other financing products excluding operating leases. The term “operating leases” means consumer- and commercial-vehicle lease agreements where Ally is the lessor and the lessee is generally not obligated to acquire ownership of the vehicle at lease-end or compensate Ally for the vehicle’s residual value. The terms “lend,” “finance,” and “originate” mean our direct extension or origination of loans, our purchase or acquisition of loans, or our purchase of operating leases, as applicable. The term “consumer” means all consumer products associated with our loan and operating-lease activities and all commercial retail installment sales contracts. The term “commercial” means all commercial products associated with our loan activities, other than commercial retail installment sales contracts. The term “partnerships” means business arrangements rather than partnerships as defined by law.

For further details and information related to our business segments and the products and services they provide, refer to the MD&A in Part II, Item 7 of this report, and Note 26 to the Consolidated Financial Statements.

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Ally Financial Inc. • Form 10-K

Industry and Competition

The markets for automotive financing, insurance, banking (including corporate finance, and deposits), securities brokerage, and investment advisory services are highly competitive. We directly compete in the automotive financing market with banks, credit unions, captive automotive finance companies, and independent finance companies. Our insurance business also faces significant competition from automotive manufacturers, captive automotive finance companies, insurance carriers, third-party administrators, brokers, and other insurance-related companies. Some of these competitors in automotive financing and insurance, such as captive automotive finance companies, have certain exclusivity privileges with automotive manufacturers whose customers and dealers make up a significant portion of our customer base. In addition, our banking, securities brokerage, and investment advisory businesses face intense competition from banks, savings associations, finance companies, credit unions, mutual funds, investment advisers, asset managers, brokerage firms, hedge funds, and insurance companies. Fintech companies also compete with us directly as well as indirectly through partnership with banks and financial-services providers in lending, deposits, securities brokerage, investment advisory, and other markets. Further, recent years have seen renewed regulatory interest in and approval of novel banking charters that permit commercial firms, including fintech and technology-enabled companies, to engage in banking-like activities without being subject to the full scope of regulation and supervision applicable to bank holding companies, which could enable similar institutions to compete more aggressively.

Many of our competitors have substantial positions nationally or in the markets in which they operate. Some also have significantly greater scale, financial and operational resources, investment capacity, and brand recognition. Our competitors may be subject to different and, in some cases, less stringent legislative, regulatory, and supervisory regimes than Ally. A range of competitors differ from us in their strategic and tactical priorities and, for example, may be willing to suffer meaningful financial losses in the pursuit of disruptive innovation and customer growth or to accept more aggressive business, compliance, and other risks in the pursuit of higher returns and market valuations. Competition affects every aspect of our business, including product and service offerings and features, rates, pricing and fees, credit limits, and customer service. Successfully competing in our markets also depends on our ability to innovate, to invest in technology and infrastructure, to execute transactions reliably and efficiently, to maintain and enhance our reputation, and to attract, retain, and motivate talented employees, all while effectively managing risks and expenses. We expect that competition will only intensify in the future.

Regulation and Supervision

We are subject to significant regulatory frameworks in the United States—at federal, state, and local levels—that affect the products and services that we may offer and the manner in which we may offer them, the risks that we may take, the ways in which we may operate, and the corporate and financial actions that we may take. We also have limited businesses and operations in Canada and other countries that must comply with expansive legal frameworks in those jurisdictions as well.

We are also subject to direct supervision and periodic examinations by various governmental agencies and industry SROs that are charged with overseeing the kinds of business activities in which we engage, including the FRB, the UDFI, the FDIC, the CFPB, the SEC, FINRA, and a number of state regulatory and licensing authorities such as the NYDFS. These agencies and organizations generally have broad authority and discretion in restricting and otherwise affecting our businesses and operations and may take formal or informal supervisory, enforcement, and other actions against us when, in the applicable agency’s or organization’s judgment, our businesses or operations fail to comply with applicable law, comport with safe and sound practices, or meet its supervisory expectations. We strive to maintain constructive relationships with supervisory authorities.

This system of regulation, supervision, and examination is intended primarily for the protection and benefit of our depositors and other customers, the FDIC’s DIF, the banking and financial systems as a whole, and the broader economy—and not for the protection or benefit of our shareholders (except in the case of securities laws) or non-deposit creditors.

This section summarizes some relevant provisions of the principal statutes, regulations, and other laws that apply to us. The descriptions, however, are not complete and are qualified in their entirety by the full text and judicial or administrative interpretations of those laws and other laws that affect us.

Bank Holding Company, Financial Holding Company, and Depository Institution Status

Ally and IB Finance, a Delaware limited liability company, are BHCs under the BHC Act, and Ally has elected to be an FHC under the GLB Act. IB Finance is a direct subsidiary of Ally and the direct parent of Ally Bank, which is a commercial bank that is organized under the laws of the State of Utah and whose deposits are insured by the FDIC under the FDI Act. As BHCs, Ally and IB Finance are subject to regulation, supervision, and examination by the FRB. Ally Bank is a member of the Federal Reserve System and is subject to regulation, supervision, and examination by the FRB, the UDFI, the FDIC, and the CFPB.

•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. BHCs that qualify and elect to be treated as FHCs are generally permitted to engage, directly or indirectly through their nonbank subsidiaries, 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, and FINRA. The expanded powers permitted to FHCs include the ability 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 certain kinds of brokerage and advisory services. To remain eligible to conduct and expand these broader financial and related activities,

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Ally Financial Inc. • Form 10-K

Ally must continue to be treated as an FHC. Refer to Note 20 to the Consolidated Financial Statements and the section below titled Basel Capital Framework for additional information. In addition, our ability to expand these financial and related activities or to make acquisitions generally requires that we achieve a rating of “satisfactory” or better on our most recent performance evaluation under the CRA.

Further, under the BHC Act, we may be subject to approvals, conditions, and other restrictions when seeking to acquire control over another entity or its assets. For this purpose, “control” includes (a) directly or indirectly owning, controlling, or holding the power to vote 25% or more of any class of the entity’s voting securities, (b) controlling in any manner the election of a majority of the entity’s directors, trustees, or individuals performing similar functions, or (c) directly or indirectly exercising a controlling influence over the management or policies of the entity. Under rules of the FRB, whether Ally is presumed to have a “controlling influence” over an entity is determined by applying a framework of tiered presumptions of control that are based on the percentage of a class of voting securities held by Ally and nine other relationships with the entity. For example, Ally would be presumed to have such a controlling influence with less than 5% of a class of voting securities and any of the following: a management agreement with the entity, one-half or more of the directors on the entity’s board, or one-third or more of the total equity in the entity.

•Enhanced Prudential Standards — Ally is subject to enhanced prudential standards that have been established by the FRB under the Dodd-Frank Act, as amended by the EGRRCP Act and as applied to Category IV firms under rules of the U.S. banking agencies that tailor how the enhanced prudential standards apply across large banking organizations (the Tailoring Rules). As a Category IV firm, Ally is (1) subject to supervisory stress testing on a two-year cycle, (2) required to submit an annual capital plan to the FRB, (3) exempted from company-run capital stress testing requirements, (4) required to maintain a buffer of unencumbered highly liquid assets to meet projected net stressed cash outflows over a 30-day planning horizon, (5) exempted from the requirements of the LCR and the net stable funding ratio (provided that our average wSTWF continues to remain under $50 billion), (6) exempted from the requirements of the supplementary leverage ratio, the countercyclical capital buffer, and single-counterparty credit limits, and (7) eligible to exclude most elements of accumulated other comprehensive income from regulatory capital. Even so, we are subject to rules enabling the FRB to conduct supervisory stress testing on a more or less frequent basis based on our financial condition, size, complexity, risk profile, scope of operations, or activities or based on risks to the U.S. economy. Further, we are subject to rules requiring the resubmission of our capital plan if we determine that there has been or will be a material change in our risk profile, financial condition, or corporate structure since we last submitted the capital plan or if the FRB determines that (a) our capital plan is incomplete or our capital plan or internal capital adequacy process contains material weaknesses, (b) there has been, or will likely be, a material change in our risk profile (including a material change in our business strategy or any risk exposure), financial condition, or corporate structure, or (c) the BHC stress scenario(s) are not appropriate for our business model and portfolios, or changes in the financial markets or the macroeconomic outlook that could have a material impact on our risk profile and financial condition require the use of updated scenarios. While a resubmission is pending, without prior approval of the FRB, we would generally be prohibited from paying dividends, repurchasing our common stock, or making other capital distributions. In addition, to satisfy the FRB in its review of our capital plan, we may be required to further cease or limit these capital distributions or to issue capital instruments that could be dilutive to shareholders. The FRB also may prevent us from maintaining or expanding lending or other business activities.

•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 Framework for additional information.

•Capital Planning and Stress Tests — Under the Tailoring Rules, Ally is generally subject to supervisory stress testing on a two-year cycle and exempted from mandated company-run capital stress testing requirements. Ally is also required to submit an annual capital plan to the FRB.

Ally’s annual capital plan must include an assessment of its 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 our capital. The plan must also include a detailed description of Ally’s process for assessing capital adequacy, including a discussion of how Ally, under expected and stressful conditions, will maintain capital commensurate with its risks and above the minimum regulatory capital ratios, will serve as a source of strength to Ally Bank, and will maintain sufficient capital to continue its operations by maintaining ready access to funding, meeting its obligations to creditors and other counterparties, and continuing to serve as a credit intermediary.

The Tailoring Rules align capital planning, supervisory stress testing, and stress capital buffer requirements for large banking organizations, like Ally. As a Category IV firm, Ally has the ability to elect to participate in the supervisory stress test—and receive a correspondingly updated stress capital buffer requirement—in a year in which Ally would not generally be subject to the supervisory stress test. Refer to the section below titled Basel Capital Framework for further discussion about our stress capital buffer requirements. During a year in which Ally does not undergo a supervisory stress test, we would receive an updated stress capital buffer requirement only to reflect our updated planned common-stock dividends. Ally was subject to the 2024 supervisory stress test and has not elected to participate in the 2025 supervisory stress test.

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Ally Financial Inc. • Form 10-K

On October 24, 2025, the Federal Reserve issued proposals to enhance the transparency and public accountability of its annual stress test, which is used to set the stress capital buffers for large BHCs, including Ally. The proposals request comment on several elements of the stress test, including the models and scenarios used; an enhanced disclosure process for the scenarios and material model changes in future stress test cycles; modifications to reporting forms; and an adjusted timeline for the annual process to accommodate a comment period for scenarios and material model changes. The FRB issued final stress test scenarios for the 2026 supervisory stress test on February 4, 2026, after consideration of comments, and announced it intends to maintain stress capital buffer requirements at their current level until 2027 when new requirements can be calculated based on models that take public feedback into consideration.

•Resolution Planning and Resolution-Related Requirements

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Financial statements

data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .

From 10-Q filed 2026-07-23 (period ending 2026-06-30).

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

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

Cautionary Notice about Forward-Looking Statements and Other Terms

From time to time we have made, and in the future will make, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements often use words such as “believe,” “expect,” “anticipate,” “intend,” “pursue,” “seek,” “continue,” “estimate,” “project,” “outlook,” “forecast,” “potential,” “target,” “objective,” “trend,” “plan,” “goal,” “initiative,” “priorities,” or other words of comparable meaning or future-tense or conditional verbs such as “may,” “will,” “should,” “would,” or “could.” Forward-looking statements convey our expectations, intentions, or forecasts about future events, circumstances, or results.

This report, including any information incorporated by reference in this report, contains forward-looking statements. We also may make forward-looking statements in other documents that are filed or furnished with the SEC. In addition, we may make forward-looking statements orally or in writing to investors, analysts, members of the media, or others.

All forward-looking statements, by their nature, are subject to assumptions, risks, uncertainties, and other important factors which may change over time and many of which are beyond our control. You should not rely on any forward-looking statement as a prediction or guarantee about the future. Actual future objectives, strategies, plans, prospects, performance, conditions, or results may differ materially from those set forth in any forward-looking statement. While no list of assumptions, risks, or uncertainties could be complete, some of the factors that may cause actual results or other future events or circumstances to differ from those in forward-looking statements include:

•evolving local, regional, national, or international business, economic, or geopolitical conditions;

•changes in laws or the regulatory or supervisory environment, including as a result of financial-services legislation, regulation, or policies or changes in government officials or other personnel;

•changes in monetary, fiscal, or trade laws or policies, including as a result of actions by governmental agencies, central banks, or supranational authorities;

•changes in accounting standards or policies;

•changes in the automotive industry or the markets for new or used vehicles, including the rise of vehicle sharing and ride hailing, the development of autonomous and alternative-energy vehicles, and the impact of demographic shifts on attitudes and behaviors toward vehicle type, ownership, and use;

•any instability or breakdown in the financial system, including as a result of the failure of a financial institution or other participants in it (such as the banking failures during 2023);

•disruptions or shifts in investor sentiment or behavior in the securities, capital, commodity, or other financial markets, including financial or systemic shocks and volatility or changes in market price, liquidity, interest or currency rates, or valuations;

•changes in business or consumer sentiment, preferences, purchasing power, creditworthiness, or behavior, including spending, borrowing, or saving by businesses or households;

•changes in our corporate or business strategies, the composition of our assets, or the way in which we fund those assets;

•our ability to execute our business strategy for Ally Bank, including its digital focus;

•our ability to grow and optimize our automotive finance and insurance businesses and to continue diversifying into and growing other consumer and commercial business lines, including corporate finance, brokerage, and personal advice;

•our ability to develop capital plans acceptable to the FRB and our ability to implement them, including any payment of dividends or share repurchases;

•our ability to conduct appropriate stress tests and effectively plan for and manage capital or liquidity consistent with evolving business or operational needs, risk-management standards, and regulatory or supervisory requirements or expectations;

•our ability to cost-effectively fund our business and operations, including through deposits (which could be subject to sudden withdrawals) and the capital markets;

•changes in any credit rating assigned to Ally, including Ally Bank, or the ratings for our insurance business;

•adverse publicity or other reputational harm to us, our service providers, or our senior officers;

•our ability to develop, maintain, or market our products or services or to absorb unanticipated costs or liabilities associated with those products or services;

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

•our ability to innovate, to anticipate the needs of current or future customers, to successfully compete, to increase or hold market share in changing competitive environments, or to respond to pricing or other competitive pressures;

•the continuing profitability and viability of our dealer-centric automotive finance and insurance businesses, especially in the face of competition from captive finance companies and their automotive manufacturing sponsors and challenges to the dealer’s role as intermediary between manufacturers and purchasers;

•our ability to appropriately underwrite loans that we originate or purchase and to otherwise manage credit risk;

•changes in the credit, liquidity, or other financial condition of our customers, counterparties, service providers, or competitors;

•our ability to effectively respond to economic, business, or market slowdowns or disruptions;

•our ability to address heightened scrutiny or changing expectations from supervisory or other governmental authorities and to timely and credibly remediate related concerns or deficiencies;

•judicial, regulatory, or administrative inquiries, examinations, investigations, proceedings, disputes, or rulings that create uncertainty for, or are adverse to, us or the financial services industry;

•the potential outcomes of judicial, regulatory, or administrative inquiries, examinations, investigations, proceedings, or disputes to which we are or may be subject, and our ability to absorb and address any damages or other remedies that are sought or awarded, and any collateral consequences;

•the performance and availability of third-party service providers on whom we rely in delivering products and services to our customers and otherwise conducting our business and operations;

•our ability to manage and mitigate security risks, including our capacity to withstand cyberattacks;

•our ability to maintain secure and functional financial, accounting, technology, data processing, or other operating systems or infrastructure;

•the adequacy of our corporate governance, risk-management framework, compliance programs, or internal controls over financial reporting, including our ability to control lapses or deficiencies in financial reporting or to effectively mitigate or manage operational risk;

•the efficacy of our methods or models in assessing business strategies or opportunities or in valuing, measuring, estimating, monitoring, or managing positions or risk;

•our ability to keep pace with changes in technology, such as AI, that affect us or our customers, counterparties, service providers, or competitors or to maintain rights or interests in associated intellectual property;

•our ability to successfully make acquisitions or divestitures or to integrate acquired businesses;

•the adequacy of our succession planning for key executives or other personnel and our ability to attract or retain qualified employees;

•natural or man-made disasters, calamities, or conflicts, including terrorist events, cyber-warfare, and pandemics;

•our ability to meet stakeholder expectations on sustainability-related issues;

•policies and other actions of governments to manage and mitigate climate and other sustainability issues, and the effects of climate change or the transition to a lower-carbon economy on our business, operations, and reputation; or

•other assumptions, risks, or uncertainties described in the Risk Factors (Part II, Item 1A herein), Management’s Discussion and Analysis of Financial Condition and Results of Operations (Part I, Item 2 herein), or the Notes to the Condensed Consolidated Financial Statements (Part I, Item 1 herein) in this Quarterly Report on Form 10-Q or described in any of the Company’s annual, quarterly or current reports.

Any forward-looking statement made by us or on our behalf speaks only as of the date that it was made. We do not undertake to update any forward-looking statement to reflect the impact of events, circumstances, or results that arise after the date that the statement was made, except as required by applicable securities laws. You, however, should consult further disclosures (including disclosures of a forward-looking nature) that we may make in any subsequent Annual Report on Form 10-K, Quarterly Report on Form 10-Q, or Current Report on Form 8-K.

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

acquisition of loans, or our purchase of operating leases, as applicable. The term “consumer” means all consumer products associated with our loan and operating-lease activities and all commercial retail installment sales contracts. The term “commercial” means all commercial products associated with our loan activities, other than commercial retail installment sales contracts. The term “partnerships” means business arrangements rather than partnerships as defined by law.

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

Overview

Ally Financial Inc. (together with its consolidated subsidiaries unless the context otherwise requires, Ally, the Company, we, us, or our) is a financial-services company that includes the nation’s largest all-digital bank and automotive finance businesses, driven by a mission to “Do It Right” for its customers and communities. Ally Bank, Member FDIC, offers online banking products, including savings and checking accounts. Ally also provides investing solutions through Ally Invest, including online brokerage, automated investing, IRAs and personal financial advice. Ally provides consumer and dealer financing, insurance, and vehicle remarketing services. Ally’s corporate finance business provides capital to equity sponsors and middle-market companies. Ally is a Delaware corporation and is registered as a BHC under the BHC Act and an FHC under the GLB Act.

Primary Business Lines

Dealer Financial Services, which includes our Automotive Finance and Insurance operations, and Corporate Finance are our primary business lines. The remaining activity is reported in Corporate and Other, which primarily consists of centralized treasury activities (including deposit operations) as well as Ally Invest, our digital brokerage and personal advice offering, Ally Credit Card, the management of our consumer mortgage portfolio, CRA loans and investments, and certain strategic investments through Ally Ventures. Consumer mortgage originations ceased during the second quarter of 2025, which has and will continue to result in a gradual run-off of our consumer mortgage loan portfolio. We closed the sale of Ally Credit Card on April 1, 2025. The following table summarizes the operating results excluding discontinued operations of each business line. Operating results for each of the business lines are more fully described in the MD&A sections that follow.

	Three months ended June 30,					Six months ended June 30,
($ in millions)	2026		2025		Favorable/(unfavorable) % change	2026		2025		Favorable/(unfavorable) % change
Total net revenue
Dealer Financial Services
Automotive Finance	$	1,420	$	1,391	2	$	2,816	$	2,754	2
Insurance	487		452		8	865		846		2
Corporate Finance	145		127		14	293		260		13
Corporate and Other	234		112		109	414		(237)		n/m
Total	$	2,286	$	2,082	10	$	4,388	$	3,623	21
Income (loss) from continuing operations before income tax expense (benefit)
Dealer Financial Services
Automotive Finance	$	410	$	472	(13)	$	746	$	847	(12)
Insurance	53		28		89	81		30		170
Corporate Finance	122		96		27	216		172		26
Corporate and Other	(48)		(160)		70	(106)		(897)		88
Total	$	537	$	436	23	$	937	$	152	n/m

n/m = not meaningful

•Our Dealer Financial Services business is one of the largest full-service automotive finance operations in the country and offers a wide range of financial services and insurance products to automotive dealerships and their customers. Dealer Financial Services comprises our Automotive Finance and Insurance segments.

Our Automotive Finance operations include purchasing retail installment sales contracts and operating leases from dealers and automotive retailers, extending automotive loans directly to consumers, offering term loans to dealers, financing dealer floorplans and providing other lines of credit to dealers, offering automotive-fleet financing, providing financing to companies and municipalities for the purchase or lease of vehicles, and supplying vehicle-remarketing services. Our success as an automotive finance provider is driven by the consistent presence and breadth of products and services we offer to dealers and automotive retailers. The automotive marketplace continues to evolve, including varying levels of investment in electric vehicle technologies by automotive manufacturers and suppliers. We continue to identify and cultivate relationships with automotive retailers, including those with leading e-commerce platforms, and we also operate an online direct lending platform for consumers seeking direct financing. We believe these products enable us to respond to the ongoing trends toward more streamlined and digital automotive financing processes that serve both dealers and consumers. Additionally, we provide comprehensive automotive remarketing services, including the use of SmartAuction, our online auction platform, which efficiently supports dealer-to-dealer and other commercial wholesale vehicle transactions. SmartAuction provides diversified fee-based revenue and serves as a means of deepening relationships with our dealership customers. Beyond offering a full suite of solutions for our dealership customers, we also offer application pass-through programs for credit applications that do not meet our underwriting criteria, allowing dealers to

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

provide expanded access to credit for consumers and improve sales at their dealership. Through our pass-through programs, we are able to monetize our declined applications by generating a combination of acquisition fee and servicing revenue for loans that are originated, sold to, and serviced on behalf of third-party lenders, or one-time acquisition fees for loans funded and serviced by a third party. Our strong and expansive dealer relationships, comprehensive suite of products and services, full spectrum financing, and depth of experience position us to adapt as vehicle technologies and consumer preferences evolve. We have provided and continue to provide automobile financing for battery electric and, to a lesser extent, plug-in hybrid vehicles, including brands such as Tesla, Jeep, Alfa Romeo, and Chevrolet. While we expect most of these vehicles to continue to be sold through dealerships and automotive retailers with whom we have established relationships, we also partner with automotive manufacturers that use a direct-to-consumer model. During the six months ended June 30, 2026, $1.6 billion of our consumer automotive retail loan originations and purchases, and $69 million of our operating lease originations and purchases, were for battery-electric and plug-in hybrid vehicles. As of June 30, 2026, $3.9 billion of our consumer automotive finance receivables and loans had battery-electric or plug-in hybrid vehicles as the underlying collateral, and $3.8 billion of our investment in operating leases, net of accumulated depreciation, were battery-electric or plug-in hybrid vehicles.

We have focused on developing dealer relationships beyond those relationships that primarily were developed through our previous role as a captive finance company for GM and a preferred provider for Stellantis. We have established relationships with thousands of automotive dealers through our customer-centric approach and specialized incentive programs designed to drive loyalty amongst dealers to our products and services. Outside of GM and Stellantis, our other OEM-franchised dealers include brands such as Ford, Toyota, Hyundai, Kia, Nissan, Honda, and others, including automotive manufacturers who use a direct-to-consumer model. Our non-OEM-franchised dealers and automotive retailers include used-vehicle-only retailers with a national presence, such as CarMax and EchoPark, as well as primarily online automotive retailers, such as Carvana.

Our Insurance operations offer both consumer finance protection and insurance products sold primarily through the automotive dealer channel in the U.S. and Canada, and commercial insurance products sold directly to dealers in the U.S. Our insurance business provides a strong dealer value proposition through our deep industry knowledge, strong service levels, and diversified product suite that complements our automotive finance business in order to drive strong retention rates and help protect and grow the business of our dealer customers. In addition to our product offerings, we provide consultative services and training to assist dealers in optimizing F&I results while achieving high levels of customer satisfaction and regulatory compliance. We also advise dealers regarding necessary liability and physical damage coverages critical to protecting a dealer’s business. We continue to evolve our product suite and digital capabilities to position our business for future opportunities through growing third-party relationships and sales through our online direct-lending platform.

We are a market-leading provider of dealer insurance products, offering a variety of commercial products and levels of coverage. Vehicle inventory insurance for dealers provides physical damage protection for dealers’ floorplan vehicles that may be financed by Ally, another lender, or may be owned by the dealer. Dealers who receive wholesale financing from us are eligible for insurance incentives such as automatic eligibility for our preferred insurance programs. We continue to grow our market position leveraging our scale and significant experience in this space. We also offer property, liability, and other ancillary coverages to dealers.

Our dealer F&I products are primarily distributed indirectly through the automotive dealer network, which includes dealer relationships of approximately 1,600 in the U.S. where we serve 2.4 million customers. As part of our focus on offering dealers a broad range of consumer F&I products, we offer VSCs, VMCs, and GAP products. Ally Premier Protection is our flagship VSC offering, which provides coverage for new and used vehicles of virtually all makes and models offering owners and lessees mechanical repair protection and roadside assistance beyond the manufacturer’s new vehicle warranty. Our GAP products cover certain amounts owed by a customer beyond their covered vehicle’s value in the event the vehicle is damaged or stolen and declared a total loss. We offer F&I products in Canada, where we serve over 550,000 customers and are the preferred VSC and other protection plan provider for GM. Our contract to serve as the preferred VSC and protection plan provider for GM Canada extends into the third quarter of 2027.

We also underwrite ClearGuard on the SmartAuction platform, which is a protection product designed to minimize the risk to dealers from arbitration claims for eligible vehicles sold at auction. On a smaller scale, we also periodically direct write or assume other non-automotive insurance risks. We typically assume other non-automotive insurance risks through quota share arrangements and perform services as an underwriting carrier for insurance programs managed by a third party where we cede the majority of such business to external reinsurance markets.

Our dealer-centric business model, value-added products and services, full-spectrum financing, and business expertise proven over many credit cycles, make us a premier automotive finance and insurance company ready to support and strengthen over 21,600 active dealer relationships as of June 30, 2026. A dealer is considered to have an active relationship with us if we provided automotive financing, remarketing, or insurance services during the three months ended June 30, 2026.

•Our Corporate Finance operations primarily offer senior-secured loans to private equity sponsor-owned U.S.-based middle-market companies and to well-established asset managers that mostly provide leveraged loans. The portfolio is composed of floating-rate leveraged asset-based and cash flow/enterprise value loans. Our Corporate Finance operations had $13.9 billion of assets at June 30, 2026, and generated $293 million of total net revenue during the six months ended June 30, 2026, and continues to offer attractive

Table of Contents

Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

returns and diversification benefits to our broader lending portfolio. Our Sponsor Finance business focuses on companies owned by private-equity sponsors with loans typically used for leveraged buyouts, refinancing and recapitalizations, mergers and acquisitions, growth, co-lending arrangements, turnarounds, and debtor-in-possession financings. Additionally, our Private Credit Finance business provides asset managers and other financing sources with facilities to partially fund their direct-lending activities. We have a commercial real estate product primarily focused on lending to skilled nursing facilities, senior housing, and medical office buildings. Additionally, we have an energy and infrastructure vertical that finances large-scale energy and infrastructure projects.

•Corporate and Other primarily consists of centralized corporate treasury activities (including deposit operations) such as management of the cash and corporate investment securities and loan portfolios, short- and long-term debt, retail and brokered deposit liabilities, derivative instruments, original issue discount, and the residual impacts of our corporate FTP and treasury ALM activities. Corporate and Other also includes activity related to certain equity investments, which primarily consist of FHLB and FRB stock, as well as other equity investments through Ally Ventures, our strategic investment business. Additionally, Corporate and Other includes the management of our consumer mortgage portfolio, CRA loans and investments, and reclassifications and eliminations between the reportable operating segments. Costs that are not allocated to our reportable operating segments as part of our COH methodology, which involves management judgment, are also included in Corporate and Other. These costs include operating costs of deposits, treasury activities, and other corporate activities.

Corporate and Other includes the results of Ally Invest, our digital brokerage and advisory offering, which enables us to complement our competitive deposit products with low-cost investing. The digital advisory business aligns with our strategy to create a premier digital financial services company and provides additional sources of fee income through asset management and certain other fees, with minimal balance sheet utilization. This business also provides an additional source of low-cost deposits through arrangements with Ally Invest’s clearing broker.

Corporate and Other included Ally Credit Card prior to the sale, which was completed on April 1, 2025. For further information, refer to Note 2 to the Consolidated Financial Statements in our 2025 Annual Report on Form 10-K.

Corporate and Other includes the financial results of our mortgage operations, which consist of our held-for-sale and held-for-investment consumer mortgage loan portfolios. Our direct-to-consumer conforming mortgages and certain direct-to-consumer non-conforming jumbo mortgages were originated as held-for-sale and sold. The remaining jumbo and LMI mortgages were originated as held-for-investment and are subserviced by a third party. Consumer mortgage originations ceased during the second quarter of 2025, which has and will continue to result in a gradual run-off of our consumer mortgage loan portfolio.

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

Macroeconomic Environment

We employ an internal team of economists to enhance our planning and forecasting capabilities. This team conducts industry and market research, monitors economic risks, and helps support various forms of scenario planning and stress testing. This group closely monitors macroeconomic trends, such as unemployment rate and sales of new light motor vehicles, given the nature of our business and the potential impact on us given our exposure to these trends. As of June 30, 2026, the unemployment rate decreased to 4.2%. Sales of new light motor vehicles rose to an average annual rate of 16.3 million during the second quarter of 2026. Sales of new light motor vehicles remained below the pre-pandemic annual pace of 17.0 million in 2019, which has limited incoming used vehicle supply and supported used vehicle values.

Our baseline forecast utilized in calculating the quantitative allowance for loan losses as of June 30, 2026, anticipated the unemployment rate peaking at approximately 4.5% in the third quarter of 2026, before reverting to the historical mean of approximately 5.7% by the second quarter of 2029. Additionally, our baseline forecast anticipated GDP growth increasing to 2.2% as measured on a quarter-over-quarter seasonally adjusted annualized rate basis in 2027, before reverting to the historical mean of approximately 2.1% by the second quarter of 2029, and increases in new light vehicle sales on a seasonally adjusted annualized rate basis peaking at more than 16 million units in the third quarter of 2027, before reverting to the historical mean of 15 million units by the second quarter of 2029. We also maintain a qualitative allowance framework to account for ongoing risks and volatility in the macroeconomic environment, including the impacts from tariffs, inflation, which includes the effects of elevated energy prices, consumer financial health, and geopolitical conflict and related uncertainty, that could adversely impact frequency of loss and LGD. Refer to the Risk Management section of this MD&A for further discussion on our allowance for loan losses.

Macroeconomic risks remain elevated due to persistent inflationary pressures, uncertainty regarding the path of interest rates, evolving trade policies (including tariffs), and heightened geopolitical tensions. In addition, uncertainty around the scope and timing of changes to fiscal, regulatory, and trade policies, as well as the impacts from legislative and regulatory developments, could create volatility in our baseline forecasts, particularly with respect to real GDP growth, inflation, unemployment, vehicle sales, and other consumer measures, which could materially impact our risk profile.

Risks related to geopolitical developments, including the ongoing conflicts in the Middle East, could disrupt global supply chains, energy markets, and financial markets, and could adversely impact economic conditions. For example, rising gasoline prices could suppress demand for vehicles which could reduce used vehicle values. Sustained increases in oil and gasoline prices could contribute to broader inflationary pressures, weaken discretionary spending, and adversely affect employment and income in certain sectors, further pressuring household budgets, and credit performance.

Risks associated with elevated interest rates, including their effects on funding costs, consumer affordability, and credit performance, as well as uncertainty regarding the timing and magnitude of potential monetary policy easing, could further contribute to economic volatility. Risks related to the continuation or escalation of tariffs and other trading restrictions, particularly those affecting the automobile industry and related sectors, and their potential effects on inflation, global trade, new and used automobile prices and sales, consumer purchasing power, customer creditworthiness and general economic conditions, could cause our financial results to differ from the anticipated results expressed or implied in any forward-looking statements.

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

Consolidated Results of Operations

The following table summarizes our consolidated operating results for the periods shown. Refer to the reportable operating segment sections of the MD&A that follow for a more complete discussion of operating results by business line.

	Three months ended June 30,							Six months ended June 30,
($ in millions)	2026			2025			Favorable/(unfavorable) % change	2026			2025			Favorable/(unfavorable) % change
Net financing revenue and other interest income
Total financing revenue and other interest income	$	3,465		$	3,325		4	$	6,839		$	6,718		2
Total interest expense	1,512			1,593			5	3,029			3,268			7
Net depreciation expense on operating lease assets	269			216			(25)	537			456			(18)
Net financing revenue and other interest income	1,684			1,516			11	3,273			2,994			9
Other revenue
Insurance premiums and service revenue earned	368			359			3	728			723			1
Loss on mortgage and automotive loans, net	(6)			(4)			(50)	(9)			(3)			n/m
Loss on extinguishment of debt	(2)			—			n/m	(2)			—			n/m
Other gain (loss) on investments, net	76			61			25	55			(438)			113
Other income, net of losses	166			150			11	343			347			(1)
Total other revenue	602			566			6	1,115			629			77
Total net revenue	2,286			2,082			10	4,388			3,623			21
Provision for credit losses	430			384			(12)	897			575			(56)
Noninterest expense
Compensation and benefits expense	458			430			(7)	949			935			(1)
Insurance losses and loss adjustment expenses	208			203			(2)	329			364			10
Goodwill impairment	—			—			n/m	—			305			100
Other operating expenses	653			629			(4)	1,276			1,292			1
Total noninterest expense	1,319			1,262			(5)	2,554			2,896			12
Income from continuing operations before income tax expense	537			436			23	937			152			n/m
Income tax expense from continuing operations	127			84			(51)	208			25			n/m
Net income from continuing operations	$	410		$	352		16	$	729		$	127		n/m
Financial ratios:
Return on average assets (a)	0.84		%	0.76		%	n/m	0.75		%	0.14		%	n/m
Return on average equity (a)	10.37		%	9.81		%	n/m	9.29		%	1.79		%	n/m
Equity to assets (a)	8.06		%	7.70		%	n/m	8.11		%	7.59		%	n/m
Common dividend payout ratio (b)	25.21		%	28.57		%	n/m	28.17		%	260.87		%	n/m

n/m = not meaningful

(a)The ratios were based on average assets and average total equity using an average daily balance methodology.

(b)The common dividend payout ratio was calculated using basic earnings per common share.

We earned net income from continuing operations of $410 million and $729 million for the three months and six months ended June 30, 2026, respectively, compared to $352 million and $127 million for the three months and six months ended June 30, 2025. The increase for the three months ended June 30, 2026, was primarily driven by higher net financing revenue and other interest income and higher total other revenue, partially offset by higher total noninterest expense and higher provision expense. The increase for the six months ended June 30, 2026, was primarily driven by higher total other revenue, higher net financing revenue and other interest income and lower total noninterest expense, partially offset by higher provision expense.

Net financing revenue and other interest income increased $168 million and $279 million for the three months and six months ended June 30, 2026, respectively, compared to the three months and six months ended June 30, 2025. The increases were primarily driven by higher total financing revenue and other interest income as a result of higher average earning assets. Additionally, the increases were driven by lower total interest expense in response to lower benchmark interest rates, which decreased our cost of funds associated with our deposit liabilities. The increase for the six months ended June 30, 2026, was partially offset by the sale of Ally Credit Card, which closed on April 1, 2025.

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

Insurance premiums and service revenue earned was $368 million and $728 million for the three months and six months ended June 30, 2026, respectively, compared to $359 million and $723 million for the three months and six months ended June 30, 2025. The increases for the three months and six months ended June 30, 2026, were primarily due to higher GAP, other ancillary F&I products and P&C volume. The increases were partially offset by lower VSC volume.

Other gain on investments, net, was $76 million and $55 million for the three months and six months ended June 30, 2026, respectively, compared to a gain of $61 million and a loss of $438 million for the three months and six months ended June 30, 2025. The increase for the three months ended June 30, 2026, was primarily due to favorable performance from equity securities. The increase for the six months ended June 30, 2026, was primarily attributable to a balance sheet repositioning of a portion of our available-for-sale securities during the six months ended June 30, 2025.

Other income, net of losses increased $16 million for the three months ended June 30, 2026, and decreased $4 million for the six months ended June 30, 2026, compared to the three months and six months ended June 30, 2025. The increase for the three months ended June 30, 2026, was primarily driven by increased service fee income. The decrease for the six months ended June 30, 2026, was primarily driven by lower late charges and other administrative fees as a result of the sale of Ally Credit Card and unfavorable performance from equity-method investments. The decrease was partially offset by increased service fee income.

The provision for credit losses increased $46 million and $322 million for the three months and six months ended June 30, 2026, respectively, compared to the three months and six months ended June 30, 2025. The increase in provision for credit losses for the three months ended June 30, 2026, was primarily driven by portfolio growth within our consumer automotive portfolio, partially offset by lower net charge-offs within our consumer automotive portfolio. The increase in provision for credit losses for the six months ended June 30, 2026, was primarily driven by a provision benefit within our consumer other portfolio associated with the sale of Ally Credit Card that occurred during the six months ended June 30, 2025. The increase in provision for credit losses for the six months ended June 30, 2026, was partially offset by lower net charge-offs within our consumer other portfolio as a result of the sale of Ally Credit Card and lower net charge-offs within our consumer automotive portfolio. Refer to the Risk Management section of this MD&A for further discussion on our provision for credit losses.

Noninterest expense increased $57 million for the three months ended June 30, 2026, and decreased $342 million for the six months ended June 30, 2026, compared to the three months and six months ended June 30, 2025. The increase for the three months ended June 30, 2026, was primarily driven by higher compensation and benefits and higher operating expenses. The decrease for the six months ended June 30, 2026, was primarily driven by the impairment of goodwill associated with the sale of Ally Credit Card during the six months ended June 30, 2025.

We recognized total income tax expense from continuing operations of $127 million and $208 million for the three months and six months ended June 30, 2026, respectively, compared to income tax expense of $84 million and $25 million for the same periods in 2025. The increase in income tax expense for the three months ended June 30, 2026, was primarily attributable to the tax effects of an increase in pretax earnings, and an income tax benefit from the revaluation of our deferred tax assets and liabilities of a California tax law enacted during the second quarter of 2025. The increase for the six months ended June 30, 2026, was primarily attributable to the tax effects of an increase in pretax earnings, as well as the tax effects of a loss on investments recognized as a result of our balance sheet repositioning of a portion of our available-for-sale securities during the six months ended June 30, 2025.

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Management’s Discussion and Analysis

Ally Financial Inc. • Form 10-Q

Dealer Financial Services

Results for Dealer Financial Services are presented by reportable operating segment, which includes our Automotive Finance and Insurance operations.

Automotive Finance

Results of Operations

The following table summarizes the operating results of our Automotive Finance operations. The amounts presented are before the elimination of balances and transactions with our other reportable operating segments.

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Held by

holders ( registered funds via N-PORT, institutional investors via 13F). Showing top by dollar value.

Holder	Type	ETF	MF	Position ($)	% of holder	Δ % of holder	Holder AUM

Recent insider activity

Last 90 days. Open-market trades (purchases & sales) by directors, officers, and 10%+ owners. 1 transaction across 1 insider. Net: -5,000 shares, -$221,168.

Date	Insider	Role	Action	Shares	Price	Value
2026-08-04	Richard Stephanie N	Chief Risk Officer	Sell	-5,000	$44.23	-$221,168

Source: SEC Form 4 filings.

Next expected filings

~2026-10-29 10-Q expected by 2026-11-04 (in 50 days)
~2027-02-25 10-K expected by 2027-03-04 (in 169 days)
~2027-05-04 10-Q expected by 2027-05-10 (in 237 days)
~2027-07-22 10-Q expected by 2027-07-28 (in 316 days)

Predicted from historical filing cadence; not an SEC commitment.

Recent SEC filings

2026-07-23 10-Q Quarterly Report
2026-07-21 8-K Earnings Release; Financial Statements and Exhibits
2026-05-12 S-8 Employee Benefit Plan Registration
2026-05-08 8-K Officer/Director Change; Shareholder Vote Results; Financial Statements and Exhibits
2026-05-05 10-Q Quarterly Report
2026-05-01 8-K Material Modification to Rights; Bylaws/Articles Amended; Other Events; Financial Statements and Exhibits
2026-04-29 424B2 Prospectus Supplement
2026-04-27 8-K Other Events; Financial Statements and Exhibits
2026-04-17 8-K Earnings Release; Financial Statements and Exhibits
2026-02-25 10-K Annual Report
2026-01-21 8-K Earnings Release; Financial Statements and Exhibits
2025-12-10 8-K Regulation FD Disclosure; Other Events; Financial Statements and Exhibits
2025-12-09 8-K Officer/Director Change
2025-10-30 10-Q Quarterly Report
2025-10-17 8-K Earnings Release; Financial Statements and Exhibits

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