Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 8.88M
2: EX-10.6 Form of Award Agreement Related to the Issuance of HTML 67K
Performance Stock Units
3: EX-10.7 Form of Award Agreement Related to the Issuance of HTML 63K
Restricted Stock Units
4: EX-10.8 Form of Award Agreement Related to the Issuance of HTML 63K
Key Contributor Stock Units
5: EX-21 Ally Financial Inc. Subsidiaries as of December HTML 50K
31, 2023
6: EX-23.1 Consent of Independent Registered Public HTML 52K
Accounting Firm
10: EX-97 Policy Relating to the Recovery of Erroneously HTML 62K Awarded Compensation
7: EX-31.1 Certification of Principal Executive Officer HTML 54K
8: EX-31.2 Certification of Principal Financial Officer HTML 54K
9: EX-32 Certification of Principal Executive Officer and HTML 53K
Principal Financial Officer
16: R1 Cover Page HTML 119K
17: R2 Audit Information HTML 55K
18: R3 Consolidated Statement of Income HTML 206K
19: R4 Consolidated Statement of Comprehensive (Loss) HTML 125K
Income
20: R5 Consolidated Balance Sheet HTML 157K
21: R6 Consolidated Balance Sheet (Parenthetical) HTML 67K
22: R7 Consolidated Balance Sheet (VIEs) HTML 89K
23: R8 Consolidated Statement of Changes in Equity HTML 100K
24: R9 Consolidated Statement of Changes in Equity HTML 52K
(Parenthetical)
25: R10 Consolidated Statement of Cash Flows HTML 211K
26: R11 Description of Business, Basis of Presentation, HTML 161K
and Significant Accounting Policies
27: R12 Held-for-sale Operations HTML 98K
28: R13 Revenue from Contracts with Customers HTML 170K
29: R14 Insurance Premiums and Service Revenue HTML 80K
30: R15 Other Income, Net of Losses HTML 68K
31: R16 Reserves for Insurance Losses and Loss Adjustment HTML 181K
Expenses
32: R17 Other Operating Expenses HTML 75K
33: R18 Investment Securities HTML 400K
34: R19 Finance Receivables and Loans, Net HTML 1.09M
35: R20 Leasing HTML 295K
36: R21 Securitizations and Variable Interest Entities HTML 163K
37: R22 Premiums Receivable and Other Insurance Assets HTML 61K
38: R23 Other Assets HTML 146K
39: R24 Deposit Liabilities HTML 67K
40: R25 Debt HTML 173K
41: R26 Accrued Expenses and Other Liabilities HTML 66K
42: R27 Equity HTML 93K
43: R28 Accumulated Other Comprehensive Loss HTML 166K
44: R29 Earnings per Common Share HTML 87K
45: R30 Regulatory Capital and Other Regulatory Matters HTML 145K
46: R31 Derivative Instruments and Hedging Activities HTML 353K
47: R32 Income Taxes HTML 164K
48: R33 Share-based Compensation Plans HTML 63K
49: R34 Fair Value HTML 384K
50: R35 Offsetting Assets and Liabilities HTML 112K
51: R36 Segment Information HTML 149K
52: R37 Parent Company Condensed Financial Information HTML 162K
53: R38 Guarantees and Commitments HTML 83K
54: R39 Contingencies and Other Risks HTML 60K
55: R40 Subsequent Events HTML 52K
56: R41 Pay vs Performance Disclosure HTML 62K
57: R42 Insider Trading Arrangements HTML 56K
58: R43 Description of Business, Basis of Presentation, HTML 247K
and Significant Accounting Policies (Policies)
59: R44 Held-for-sale Operations (Tables) HTML 183K
60: R45 Revenue from Contracts with Customers (Tables) HTML 152K
61: R46 Insurance Premiums and Service Revenue (Tables) HTML 80K
62: R47 Other Income, Net of Losses (Tables) HTML 68K
63: R48 Reserves for Insurance Losses and Loss Adjustment HTML 186K
Expenses (Tables)
64: R49 Other Operating Expenses (Tables) HTML 75K
65: R50 Investment Securities (Tables) HTML 407K
66: R51 Finance Receivables and Loans, Net (Tables) HTML 1.11M
67: R52 Leasing (Tables) HTML 114K
68: R53 Securitizations and Variable Interest Entities HTML 161K
(Tables)
69: R54 Premiums Receivable and Other Insurance Assets HTML 61K
(Tables)
70: R55 Other Assets (Tables) HTML 156K
71: R56 Deposit Liabilities (Tables) HTML 70K
72: R57 Debt (Tables) HTML 176K
73: R58 Accrued Expenses and Other Liabilities (Tables) HTML 65K
74: R59 Equity (Tables) HTML 87K
75: R60 Accumulated Other Comprehensive Loss (Tables) HTML 166K
76: R61 Earnings per Common Share (Tables) HTML 87K
77: R62 Regulatory Capital and Other Regulatory Matters HTML 117K
(Tables)
78: R63 Derivative Instruments and Hedging Activities HTML 359K
(Tables)
79: R64 Income Taxes (Tables) HTML 164K
80: R65 Share-based Compensation Plans (Tables) HTML 60K
81: R66 Fair Value (Tables) HTML 415K
82: R67 Offsetting Assets and Liabilities (Tables) HTML 169K
83: R68 Segment Information (Tables) HTML 136K
84: R69 Parent Company Condensed Financial Information HTML 166K
(Tables)
85: R70 Guarantees and Commitments (Tables) HTML 80K
86: R71 Description of Business, Basis of Presentation, HTML 97K
and Significant Accounting Policies (Details)
87: R72 Held-for-sale Operations - Narrative (Details) HTML 66K
88: R73 Held-for-sale Operations - Assets and Liabilities HTML 78K
of Operations Held-for-Sale (Details)
89: R74 Held-for-sale Operations - Nonrecurring Fair Value HTML 96K
(Details)
90: R75 Revenue from Contracts with Customers (Details) HTML 163K
91: R76 Insurance Premiums and Service Revenue (Details) HTML 85K
92: R77 Other Income, Net of Losses (Details) HTML 64K
93: R78 Reserves for Insurance Losses and Loss Adjustment HTML 119K
Expenses (Short-duration Insurance Contracts,
Claims Development) (Details)
94: R79 Reserves for Insurance Losses and Loss Adjustment HTML 72K
Expenses (Short-duration Contracts, Schedule of
Historical Claims Duration) (Details)
95: R80 Reserves for Insurance Losses and Loss Adjustment HTML 61K
Expenses (Short-duration Insurance Contracts,
Reconciliation of Claims Development to Liability)
(Details)
96: R81 Reserves for Insurance Losses and Loss Adjustment HTML 74K
Expenses (Details)
97: R82 Other Operating Expenses (Details) HTML 73K
98: R83 Investment Securities (Investment Portfolio) HTML 136K
(Details)
99: R84 Investment Securities (Investments Classified by HTML 195K
Contractual Maturity Date) (Details)
100: R85 Investment Securities (Investment Income) HTML 59K
(Details)
101: R86 Investment Securities (Schedule Of Realized Gain HTML 61K
(Loss)) (Details)
102: R87 Investment securities (Investments Classified by HTML 85K
Credit Rating) (Details)
103: R88 Investment Securities (Schedule of Unrealized Loss HTML 95K
on Investments) (Details)
104: R89 Finance Receivables and Loans, Net (Schedule of HTML 87K
Accounts, Notes, Loans and Financing Receivables)
(Details)
105: R90 Finance Receivables and Loans, Net (Allowance for HTML 103K
Credit Losses on Financing Receivables) (Details)
106: R91 Finance Receivables and Loans, Net (Schedule of HTML 62K
Sales of Financing Receivables and Loans)
(Details)
107: R92 Finance Receivables and Loans, Net (Schedule of HTML 67K
Purchases of Financing Receivables and Loans)
(Details)
108: R93 Finance Receivables and Loans, Net (Schedule of HTML 87K
Financing Receivables, Nonaccrual Status)
(Details)
109: R94 Finance Receivables and Loans, Net (Financing HTML 238K
Receivable Credit Quality Indicators Consumer)
(Details)
110: R95 Finance Receivables and Loans, Net (Financing HTML 152K
Receivable Credit Quality Indicators Commercial)
(Details)
111: R96 Finance Receivables and Loans, Net (Past Due HTML 91K
Financing Receivables and Loans Commercial)
(Details)
112: R97 Finance Receivables and Loans, Net (Financing HTML 130K
Receivable Gross Charge-Offs) (Details)
113: R98 Finance Receivables and Loans, Net (Loan HTML 279K
Modifications) (Details)
114: R99 Finance Receivables and Loans, Net (Troubled Debt HTML 96K
Restructurings) (Details)
115: R100 Finance Receivables and Loans, Net (Finance HTML 83K
Receivables and Loans Redefaulted During the
Period) (Details)
116: R101 Finance Receivables and Loans, Net (Concentration HTML 120K
Risk) (Details)
117: R102 Finance Receivables and Loans, Net (Commercial HTML 80K
Concentration Risk) (Details)
118: R103 Finance Receivables and Loans, Net (Commercial HTML 65K
Criticized Risk Exposure) (Details)
119: R104 Leasing (Ally as the Lessee) (Details) HTML 68K
120: R105 Leasing (Lessee, Operating Lease, Liability, HTML 69K
Maturity) (Details)
121: R106 Leasing (Lease, Cost) (Details) HTML 56K
122: R107 Leasing (Ally as the Lessor) (Details) HTML 70K
123: R108 Leasing (Lessor, Operating Lease, Payments to be HTML 62K
Received, Maturity) (Details)
124: R109 Leasing (Depreciation Expense on Operating Lease HTML 60K
Assets) (Details)
125: R110 Leasing (Sales-type and Direct Financing Leases, HTML 79K
Lease Receivable, Maturity) (Details)
126: R111 Securitizations and Variable Interest Entities HTML 58K
(Narrative) (Details)
127: R112 Securitizations and Variable Interest Entities HTML 119K
(Schedule of Variable Interest Entities) (Details)
128: R113 Securitizations and Variable Interest Entities HTML 69K
(Schedule of Cash Flows with Nonconsolidated
Special-Purpose Entities) (Details)
129: R114 Securitizations and Variable Interest Entities HTML 71K
(Schedule of Quantitative Information and Net
Credit Losses about Securitized and Other
Financial Assets Managed Together) (Details)
130: R115 Securitizations and Variable Interest Entities HTML 56K
(Activity in Affordable Housing Program
Obligation) (Details)
131: R116 Premiums Receivable and Other Insurance Assets HTML 65K
(Details)
132: R117 Other Assets (Schedule of Other Assets) (Details) HTML 98K
133: R118 Other Assets (Schedule of Equity Securities HTML 72K
without Readily Determinable Fair Value) (Details)
134: R119 Other Assets (Schedule of Goodwill) (Details) HTML 80K
135: R120 Other Assets (Narrative) (Details) HTML 66K
136: R121 Other Assets (Intangible Assets) (Details) HTML 79K
137: R122 Other Assets (Future Amortization Expense of HTML 63K
Intangible Assets) (Details)
138: R123 Deposit Liabilities (Schedule of Deposit HTML 61K
Liabilities) (Details)
139: R124 Deposit Liabilities (Time Deposit Maturities) HTML 64K
(Details)
140: R125 Debt (Schedule of Short-term Debt) (Details) HTML 78K
141: R126 Debt (Long-term Debt Schedule) (Details) HTML 90K
142: R127 Debt (Long-term Debt) (Details) HTML 80K
143: R128 Debt (Scheduled Remaining Maturity of Long-term HTML 113K
Debt) (Details)
144: R129 Debt (Pledged Assets Related to Secured Borrowings HTML 77K
and Repurchase Agreement) (Details)
145: R130 Accrued Expenses and Other Liabilities (Details) HTML 70K
146: R131 Equity (Details) HTML 67K
147: R132 Equity (Narrative) (Details) HTML 79K
148: R133 Equity (Schedule of Preferred Stock) (Details) HTML 93K
149: R134 Accumulated Other Comprehensive Loss (Schedule of HTML 77K
Accumulated Other Comprehensive Loss) (Details)
150: R135 Accumulated Other Comprehensive Loss (Narrative) HTML 63K
(Details)
151: R136 Accumulated Other Comprehensive Loss HTML 106K
(Reclassification Out of Accumulated Other
Comprehensive Loss) (Details)
152: R137 Earnings per Common Share (Details) HTML 117K
153: R138 Regulatory Capital and Other Regulatory Matters HTML 111K
(Schedule of Regulatory Capital Amount and Ratios)
(Details)
154: R139 Regulatory Capital and Other Regulatory Matters HTML 98K
(Common Share Repurchases) (Details)
155: R140 Regulatory Capital and Other Regulatory Matters HTML 66K
(Depository Institutions) (Details)
156: R141 Derivative Instruments and Hedging Activities HTML 55K
(Details)
157: R142 Derivative Instruments and Hedging Activities HTML 102K
(Fair Value Amounts of Derivative Instruments
Reported on our Condensed Consolidated Balance
Sheet) (Details)
158: R143 Derivative Instruments and Hedging Activities HTML 95K
(Schedule of Fair Value Hedging Instruments,
Statements of Financial Performance and Financial
Position, Location) (Details)
159: R144 Derivative Instruments and Hedging Activities HTML 72K
(Statement of Gains and Losses on Derivative
Instruments Reported in Statement of Comprehensive
Income) (Details)
160: R145 Derivative Instruments and Hedging Activities HTML 141K
(Derivative Instruments Designated as Fair Value
Hedges, Gain (Loss)) (Details)
161: R146 Derivative Instruments and Hedging Activities HTML 85K
(Interest and Amortization on Derivative
Instruments) (Details)
162: R147 Derivative Instruments and Hedging Activities HTML 66K
(Derivative Instruments Used in Net Investment
Hedge Accounting Relationships) (Details)
163: R148 Income Taxes (Schedule of Components of Income Tax HTML 80K
Expense (Benefit)) (Details)
164: R149 Income Taxes (Schedule of Effective Income Tax HTML 73K
Rate Reconciliation) (Details)
165: R150 Income Taxes - Narrative (Details) HTML 78K
166: R151 Income Taxes (Schedule of Deferred Tax Assets and HTML 98K
Liabilities) (Details)
167: R152 Income Taxes (Schedule of Valuation Allowance) HTML 91K
(Details)
168: R153 Income Taxes (Schedule of Unrecognized Tax HTML 64K
Benefits Roll Forward) (Details)
169: R154 Share-based Compensation Plans (Details) HTML 106K
170: R155 Fair Value (Fair Value Measurements - Recurring HTML 193K
Basis) (Details)
171: R156 Fair Value (Fair Value Measurements - HTML 131K
Reconciliation of Level 3 Assets And Liabilities)
(Details)
172: R157 Fair Value (Fair Value Measurements - Nonrecurring HTML 108K
Basis) (Details)
173: R158 Fair Value (Fair Value, by Balance Sheet Grouping) HTML 89K
(Details)
174: R159 Offsetting Assets and Liabilities (Details) HTML 133K
175: R160 Segment Information (Details) HTML 115K
176: R161 Parent Company Condensed Financial Information HTML 53K
(Narrative) (Details)
177: R162 Parent Company Condensed Financial Information HTML 112K
(Condensed Statement of Comprehensive Income
(Loss)) (Details)
178: R163 Parent Company Condensed Financial Information HTML 123K
(Condensed Balance Sheet) (Details)
179: R164 Parent Company Condensed Financial Information HTML 133K
(Condensed Statement of Cash Flows) (Details)
180: R165 Guarantees and Commitments (Schedule of Guarantor HTML 56K
Obligations) (Details)
181: R166 Guarantees and Commitments (Financing Commitments) HTML 65K
(Details)
182: R167 Guarantees and Commitments (Contractual HTML 60K
Commitments) (Details)
183: R168 Subsequent Events (Details) HTML 58K
185: XML IDEA XML File -- Filing Summary XML 375K
188: XML XBRL Instance -- ally-20231231_htm XML 13.77M
184: EXCEL IDEA Workbook of Financial Report Info XLSX 516K
12: EX-101.CAL XBRL Calculations -- ally-20231231_cal XML 655K
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186: JSON XBRL Instance as JSON Data -- MetaLinks 1,187± 1.87M
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‘EX-97’ — Policy Relating to the Recovery of Erroneously Awarded Compensation
Section 303A.14 of the New York Stock Exchange (NYSE) Listed Company Manual (Listing
Standard) requires each listed issuer to adopt and comply with a policy for recovering erroneously awarded incentive-based compensation as defined and under the conditions and circumstances described there. Ally Financial Inc. (Company), through the Compensation, Nominating, and Governance Committee (Committee) of its Board of Directors (Board), adopts these requirements (Requirements) to comply with the Listing Standard.
SECTION 2. Definitions and Rules of Construction.
Unless the context otherwise requires, the following definitions apply for purposes of these Requirements.
•"Executive
Officer" means the Company’s president, principal financial officer, principal accounting officer (or if there is no such accounting officer, the controller), any vice-president of the Company in charge of a principal business unit, division, or function (such as sales, administration, or finance), any other officer who performs a policy-making function, or any other person who performs similar policymaking functions for the Company. Executive officers of the Company’s subsidiaries are deemed Executive Officers of the
Company if they perform such policy making functions for the Company. Policy-making function is not intended to include policymaking functions that are not significant. Identification of an Executive Officer for purposes of these Requirements will include at a minimum executive officers identified pursuant to 17 CFR 229.401(b).
•"Financial Reporting Measures" means any of the following: (i) measures that are determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and any measures that are derived wholly or in part from such measures, (ii) stock price, and (iii) TSR. A Financial Reporting Measure need not be presented within the
Company’s financial statements or included in a filing with the SEC.
•"Incentive-Based Compensation" means any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure.
•Incentive-Based Compensation is deemed "Received" in the Company’s fiscal period during which the Financial Reporting Measure specified in the Incentive-Based Compensation award is attained, even if the payment or grant of the Incentive-Based Compensation occurs after the end of that period.
•"SEC" means the U.S. Securities and
Exchange Commission.
•"TSR" means total shareholder return.
These Requirements will be interpreted in a manner consistent with the Listing Standard.
SECTION 3. Statement of Requirements.
Except as set forth in Section VI, the Company will recover reasonably promptly the amount of Erroneously Awarded Incentive-Based Compensation (as defined in Section V) in the event that the Company is required to prepare an accounting restatement due to the material noncompliance of the
Company with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (Restatement).
SECTION 4. Scope of Requirements.
These Requirements apply only to Incentive-Based Compensation Received by a person:
•after beginning service as an Executive Officer,
Exhibit
97
Ally Financial Inc.
•who served as an Executive Officer at any time during the performance period for that Incentive-Based Compensation,
•while the Company has a class of securities listed on a national securities exchange, and
•during the three completed fiscal years immediately preceding the date that the Company is required to prepare a Restatement.
For each person subject to these Requirements, such a period of time is the Recovery Period that applies to the person.
In addition to the Recovery Period, these Requirements apply to any transition period (that results from a change in the Company’s fiscal year) within or immediately following the Recovery Period. However, a transition period between the last day of the Company’s previous fiscal year end and the first day of its new fiscal year that comprises a period of nine to 12 months would be deemed a completed fiscal year.
For purposes of determining the relevant Recovery Period, the date that the Company is required to prepare a Restatement is the earlier to occur of:
•the date the Board, a committee of the Board, or the officer
or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare a Restatement, and
•the date a court, regulator, or other legally authorized body directs the Company to prepare a Restatement.
For clarity, the Company’s obligation to recover Erroneously Awarded Incentive-Based Compensation (as defined in Section V) under these Requirements is not dependent on if or when a Restatement is filed.
Notwithstanding
anything else in these Requirements, the Company is only required to apply these Requirements to Incentive-Based Compensation Received on or after October 2, 2023.
SECTION 5. Amount Subject to Recovery.
The amount of Incentive-Based Compensation subject to recovery under these Requirements (Erroneously Awarded Incentive-Based Compensation) is the amount of Incentive-Based Compensation Received that exceeds the amount of Incentive-Based Compensation that otherwise would have been Received had it been determined based on the restated amounts, computed without regard to any taxes paid.
For Incentive-Based Compensation based
on stock price or TSR, where the amount of Erroneously Awarded Incentive-Based Compensation is not subject to mathematical recalculation directly from the information in a Restatement:
•the amount will be determined by the Committee based on a reasonable estimate of the effect of the Restatement on the stock price or TSR upon which the Incentive-Based Compensation was Received, and;
•the Company will maintain documentation of the determination of that reasonable estimate and provide such documentation to the NYSE.
SECTION 6. Exceptions.
The Company
will recover Erroneously Awarded Incentive-Based Compensation in compliance with these Requirements except to the extent that the Committee has made a determination that recovery would be impracticable and at least one of the following two conditions has been met.
•The direct expense paid to a third party to assist in enforcing these Requirements would exceed the amount to be recovered. Before concluding it would be impracticable to recover any amount of Erroneously Awarded Incentive-Based Compensation based on expense of enforcement, the Company will make a reasonable attempt to recover such Erroneously Awarded Incentive-Based Compensation, document such reasonable attempt(s) to recover, and provide that documentation to the NYSE.
•Recovery would likely
cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.
Exhibit 97
Ally Financial Inc.
SECTION 7. Prohibition Against Indemnification.
Notwithstanding the terms of any indemnification arrangement or insurance policy involving or covering any person subject to these Requirements, the Company will not indemnify
any Executive Officer or former Executive Officer against the loss of Erroneously Awarded Incentive-Based Compensation, including any payment or reimbursement for the cost of insurance obtained by such a person to fund or hedge against a recovery under these Requirements.
SECTION 8. Disclosure.
The Company will file all disclosures with respect to these Requirements, including recoveries under these Requirements, in accordance with the requirements of the U.S. Federal securities laws, including the disclosure required by the applicable SEC filings.
All determinations under
these Requirements will be made by the Committee, including determinations about how to enforce these Requirements. All determinations of the Committee will be final, binding, and conclusive and need not be uniform across persons subject to these Requirements.
The Committee may amend these Requirements from time to time and may terminate these Requirements at any time, in each case in its sole discretion.
SECTION 10. Effectiveness; Other Recoupment Rights.
These Requirements are effective as of December 1, 2023. Any right of recoupment under these Requirements is in addition to, and not in lieu of, any other remedies or rights of recoupment that may be available to the
Company and its affiliates under applicable law, any code or policy of the Company, any employment agreement, any equity-award agreement, or any other agreement, arrangement, or requirement. If any conflict or overlap exists between these Requirements and any other agreement, arrangement, or requirement, these Requirements will control.
Dates Referenced Herein and Documents Incorporated by Reference
