Ally Financial Inc.

Digital transformation and innovation · Technology implementation and upgrades

We are heavily reliant on technology, and a failure in effectively implementing technology initiatives, anticipating future technology needs or demands, or maintaining rights or interests in associated intellectual property could adversely affect our business or financial results.

Digital transformation and innovation · Artificial intelligence and automation

The development and use of AI is rapidly evolving and our failure to appropriately evaluate, adopt, govern, or effectively integrate AI where beneficial could adversely affect us. AI models, including generative AI models and AI agents, may produce output that is incorrect, incomplete, misleading, or biased.

Information management · Technology vendor dependence

We rely on third-party service providers to support our business and operations, including online and mobile banking, brokerage, customer service, financial reporting, and operating systems and infrastructure. We do not control them, their actions, or their businesses.

Cybersecurity and data protection · Data breaches and cyber attacks

We face a wide array of security risks that could result in business, reputational, financial, regulatory, and other harm to us. Our operating systems and infrastructure are subject to security risks that are rapidly evolving and increasing in scope, complexity, and frequency due to cyberattacks and fraud.

Social and demographic · Public perception and reputation

The performance and value of our business could be negatively impacted by any reputational harm that we may suffer, especially as an intermediary within the financial system. This harm could arise from negative publicity outside of our control or our failure to adequately address issues arising from our conduct.

Geopolitical and trade · Political instability and government changes

Our business and financial results could be adversely affected by the political environment and governmental fiscal and monetary policies. A fractious or volatile political environment in the United States, including any related social unrest, could negatively impact business and market conditions.

Economic and market conditions · Market volatility and financial crises

The financial system is highly interrelated, and the failure of even a single financial institution or other participant in the financial system could adversely affect us. If any of these institutions or participants were to become or perceived to be unstable, were to fail in meeting its obligations in full and on time, the consequences could ripple throughout the financial system.

Economic and market conditions · Inflation and deflation pressures

Our business and financial results are significantly affected by the fiscal and monetary policies of the U.S. government. High inflation has resulted in, and could in the future further result in, unrealized losses in our investment securities portfolio.

Human capital and workforce · Talent acquisition and retention

Our inability to attract, retain, or motivate qualified employees could adversely affect our business or financial results. Skilled employees are our most important resource, and competition for talented people is intense.

Supply chain and procurement · Supplier operation and dependance

We rely extensively on third-party service providers in delivering products and services to our customers and otherwise conducting our business and operations, and their failure to perform to our standards or other issues of concern with them could adversely affect our reputation, business, and financial results.

Industry regulation · Capital and liquidity requirements

We are currently subject to enhanced prudential standards that have been established by the FRB. Under the Tailoring Rules, Ally is a Category IV firm and, as such, is generally subject to supervisory stress testing on a two-year cycle and is required to submit an annual capital plan to the FRB.

Tax and financial reporting · Financial reporting and accounting standards

Changes in accounting standards could adversely affect our reported revenues, expenses, profitability, and financial condition. We are required to adopt new or revised accounting standards or comply with revised interpretations that are issued from time to time.

Reputation and brand · Corporate social responsibility

Our business and financial results may be negatively affected by governmental actions related to climate and other sustainability-related matters. Compliance with these different and evolving requirements has required, and may continue to require, us to adopt new reporting or other governance processes.

Reputation and brand · Brand damage and negative publicity

Negative publicity outside of our control, or our failure to successfully manage issues arising from our conduct or in connection with the financial services industry generally, could damage our reputation and adversely affect our business or financial results.

Customer and revenue · Customer concentration and key customer dependence

GM and Stellantis dealers and their retail customers continue to constitute a significant portion of our customer base, which creates concentration risk for us. In 2025, 34% of our new vehicle dealer inventory financing and 24% of our consumer automotive financing volume were transacted for GM dealers and customers.

Strategic execution · Merger acquisition and divestiture risks

Our ability to successfully make acquisitions or complete divestitures is subject to significant risks, including the risk that governmental authorities will not provide the requisite approvals, the risk that integrating acquisitions may be more difficult, costly, or time consuming than expected, and the risk that the value of acquisitions may be less than anticipated.

Capital structure and performance · Debt management and refinancing

Our indebtedness and other obligations are significant and could adversely affect our business and financial results. At December 31, 2025, we had approximately $17.7 billion in principal amount of indebtedness outstanding.

Market and investment · Asset valuation and impairment

Our allowance for loan losses may not be adequate to cover actual losses, and we may be required to significantly increase our allowance, which may adversely affect our financial condition and results of operations.

Credit and liquidity · Liquidity and cash flow constraints

Our business requires substantial capital and liquidity, and a disruption in our funding sources or access to the capital markets may have an adverse effect on our liquidity, capital positions, and financial condition. We have significant maturities of unsecured and secured debt each year.

Credit and liquidity · Credit risk and customer defaults

Weak or deteriorating economic conditions, failures in underwriting, changes in underwriting standards, failures in servicing loans and operating leases, financial or systemic shocks, or continued growth in our nonprime or used vehicle financing business could increase our credit risk, which could adversely affect our business and financial results.