Ford Motor Co. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Ford Motor Co. has filed its 2023 annual report (10-K) detailing its financial performance and business operations for the fiscal year ending December 31, 2023.</b>

AI Summary

FORD MOTOR CO (F-PD) filed a Annual Report (10-K) with the SEC on February 7, 2024. Ford Motor Co. filed its 2023 Form 10-K on February 7, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal executive offices are located at One American Road, Dearborn, MI 48126. Ford Motor Co. is incorporated in Delaware. The SIC code for Ford Motor Co. is 3711 (Motor Vehicles & Passenger Car Bodies).

Why It Matters

For investors and stakeholders tracking FORD MOTOR CO, this filing contains several important signals. This 10-K filing provides a comprehensive overview of Ford's financial health, operational strategies, and risk factors for the past fiscal year, which is crucial for investors to assess the company's performance and future outlook. The detailed financial statements and disclosures within the 10-K allow stakeholders to understand Ford's revenue streams, profitability, debt levels, and other key financial metrics, enabling informed investment decisions.

Risk Assessment

Risk Level: medium — FORD MOTOR CO shows moderate risk based on this filing. The automotive industry is highly cyclical and subject to economic downturns, which can significantly impact Ford's sales and profitability, as evidenced by the company's reliance on global economic conditions.

Analyst Insight

Investors should review Ford's detailed financial statements and risk factors in the 10-K to understand the company's performance and potential challenges in the automotive market.

Key Numbers

• 20231231 — CONFORMED PERIOD OF REPORT (Fiscal year end)
• 20240207 — FILED AS OF DATE (Filing date)
• 150 — PUBLIC DOCUMENT COUNT (Number of documents filed)
• 380549190 — IRS NUMBER (Company's IRS number)

Key Players & Entities

• FORD MOTOR CO (company) — FILER
• 0000037996 (company) — CENTRAL INDEX KEY
• DE (company) — STATE OF INCORPORATION
• 3711 (company) — STANDARD INDUSTRIAL CLASSIFICATION
• ONE AMERICAN ROAD (company) — BUSINESS ADDRESS STREET 1
• DEARBORN (company) — BUSINESS ADDRESS CITY
• MI (company) — BUSINESS ADDRESS STATE
• 48126 (company) — BUSINESS ADDRESS ZIP

FAQ

Industry Context

Ford Motor Company operates within the automotive manufacturing industry, a sector characterized by significant capital investment, global supply chains, and evolving consumer preferences towards electrification and technology.

Regulatory Implications

Ford Motor Company is subject to various regulations in the automotive sector, including those related to emissions, safety standards, and environmental impact, which can influence product development and operational costs.

What Investors Should Do

1. Analyze Ford's financial statements for revenue, profitability, and debt levels.
2. Review the risk factors section for potential challenges in the automotive market.
3. Assess the company's strategic initiatives and outlook for the upcoming fiscal year.

Key Dates

• 2024-02-07: Filing of 10-K — Official submission of the annual report for fiscal year 2023.

Year-Over-Year Comparison

This filing is the annual report for the fiscal year ending December 31, 2023, providing a comprehensive update compared to previous filings.

Filing Documents

• f-20231231.htm (10-K) — 5402KB
• f12312023exhibit4-b.htm (EX-4.B) — 64KB
• f12312023exhibit10-l.htm (EX-10.L) — 45KB
• f12312023exhibit10-qx7.htm (EX-10.Q-7) — 14KB
• f12312023exhibit21.htm (EX-21) — 34KB
• f12312023exhibit23.htm (EX-23) — 3KB
• f12312023exhibit24.htm (EX-24) — 13KB
• f12312023exhibit311.htm (EX-31.1) — 10KB
• f12312023exhibit312.htm (EX-31.2) — 9KB
• f12312023exhibit321.htm (EX-32.1) — 4KB
• f12312023exhibit322.htm (EX-32.2) — 4KB
• f12312023exhibit97.htm (EX-97) — 44KB
• image_0a.jpg (GRAPHIC) — 45KB
• f-20231231_g1.jpg (GRAPHIC) — 142KB
• 0000037996-24-000009.txt (&nbsp;) — 27907KB
• f-20231231.xsd (EX-101.SCH) — 121KB
• f-20231231_cal.xml (EX-101.CAL) — 163KB
• f-20231231_def.xml (EX-101.DEF) — 1131KB
• f-20231231_lab.xml (EX-101.LAB) — 1812KB
• f-20231231_pre.xml (EX-101.PRE) — 1383KB
• f-20231231_htm.xml (XML) — 5662KB

Business 1

Item 1 Business 1 Overview 2 Ford Blue, Ford Model e, and Ford Pro Segment 2 Ford Next Segment 6 Ford Credit Segment 7 Corporate Other 8 Interest on Debt 8 Governmental Standards 8 Human Capital Resources 14

Risk Factors 17

Item 1A Risk Factors 17

Unresolved Staff Comments 30

Item 1B Unresolved Staff Comments 30

Cybersecurity 31

Item 1C Cybersecurity 31

Properties 33

Item 2 Properties 33

Legal Proceedings 34

Item 3 Legal Proceedings 34

Mine Safety Disclosures 36

Item 4 Mine Safety Disclosures 36

Information about our Executive Officers 37

Item 4A Information about our Executive Officers 37 Part II

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 38

[Reserved] 39

Item 6 [Reserved] 39

Management's Discussion and Analysis of Financial Condition and Results of Operations 40

Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 40 Key Trends and Economic Factors Affecting Ford and the Automotive Industry 40 Results of Operations - 2023 43 Ford Blue Segment 45 Ford Model e Segment 46 Ford Pro Segment 46 Ford Next Segment 48 Ford Credit Segment 49 Corporate Other 52 Interest on Debt 52 Taxes 52 Results of Operations - 2022 53 Ford Blue Segment 55 Ford Model e Segment 56 Ford Pro Segment 56 Ford Next Segment 57 Ford Credit Segment 57 Corporate Other 58 Interest on Debt 58 Taxes 58 Liquidity and Capital Resources 59 Credit Ratings 71 Outlook 72 Cautionary Note on Forward-Looking Statements 73 Non-GAAP Financial Measures That Supplement GAAP Measures 75 Table of Contents (continued) Non-GAAP Financial Measure Reconciliations 77 2023 Supplemental Financial Information 79 Critical Accounting Estimates 83 Accounting Standards Issued But Not Yet Adopted 90

Quantitative and Qualitative Disclosures About Market Risk 91

Item 7A Quantitative and Qualitative Disclosures About Market Risk 91

Financial Statements and Supplementary Data 94

Item 8 Financial Statements and Supplementary Data 94

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 94

Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 94

Controls and Procedures 95

Item 9A Controls and Procedures 95

Other Information 95

Item 9B Other Information 95

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 95

Item 9C Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 95 Part III

Directors, Executive Officers of Ford, and Corporate Governance 96

Item 10 Directors, Executive Officers of Ford, and Corporate Governance 96

Executive Compensation 96

Item 11 Executive Compensation 96

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 96

Certain Relationships and Related Transactions, and Director Independence 96

Item 13 Certain Relationships and Related Transactions, and Director Independence 96

Principal Accounting Fees and Services 96

Item 14 Principal Accounting Fees and Services 96 Part IV

Exhibits and Financial Statement Schedules 97

Item 15 Exhibits and Financial Statement Schedules 97

Form 10-K Summary 102

Item 16 Form 10-K Summary 102 Signatures 103 Ford Motor Company and Subsidiaries Financial Statements Report of Independent Registered Public Accounting Firm 105 Consolidated Statements of Cash Flows 108 Consolidated Income Statements 109 Consolidated Statements of Comprehensive Income 109 Consolidated Balance Sheets 110 Consolidated Statements of Equity 111 Notes to the Financial Statements 112 Schedule II — Valuation and Qualifying Accounts 179 PART I.

Business

ITEM 1. Business. Ford Motor Company was incorporated in Delaware in 1919. We acquired the business of a Michigan company, also known as Ford Motor Company, which had been incorporated in 1903 to produce and sell automobiles designed and engineered by Henry Ford. We are a global company based in Dearborn, Michigan. With about 177,000 employees worldwide, the Company is committed to helping build a better world, where every person is free to move and pursue their dreams. The Company's Ford+ plan for growth and value creation combines existing strengths, new capabilities, and always-on relationships with customers to enrich experiences for customers and deepen their loyalty. Ford develops and delivers innovative, must-have Ford trucks, sport utility vehicles, commercial vans and cars, and Lincoln luxury vehicles, along with connected services. The Company does that through three customer-centered business segments: Ford Blue, engineering iconic gas-powered and hybrid vehicles; Ford Model e, inventing breakthrough electric vehicles ("EVs") along with embedded software that defines always-on digital experiences for all customers; and Ford Pro, helping commercial customers transform and expand their businesses with vehicles and services tailored to their needs. Additionally, the Company provides financial services through Ford Motor Credit Company LLC ("Ford Credit"). In addition to the information about Ford and our subsidiaries contained in this Annual Report on Form 10-K for the year ended December 31, 2023 ("2023 Form 10-K Report" or "Report"), extensive information about our Company can be found at http://corporate.ford.com , including information about our management team, brands, products, services, and corporate governance principles. The corporate governance information on our website includes our Corporate Governance Principles, Code of Ethics for Senior Financial Personnel, Code of Ethics for the Board of Directors, Code of Corporate Conduct for all empl

Business (Continued)

Item 1. Business (Continued) OVERVIEW On January 1, 2023, we implemented a new operating model and reporting structure. As a result of this change, we analyze the results of our business through the following segments: Ford Blue, Ford Model e, and Ford Pro (combined, replacing the previous Automotive segment); Ford Next (previously the Mobility segment); and Ford Credit. Company adjusted earnings before interest and taxes ("EBIT") includes the financial results of these five reportable segments and Corporate Other, and net income comprises the financial results of the five reportable segments and Corporate Other, as well as Interest on Debt, Special Items, and Taxes. Below is a description of our reportable segments and other activities as of December 31, 2023. FORD BLUE SEGMENT Ford Blue primarily includes the sale of Ford and Lincoln internal combustion engine ("ICE") and hybrid vehicles, service parts, accessories, and digital services for retail customers, together with the associated costs of development, manufacture, and distribution of the vehicles, parts, accessories, and services. This segment focuses on developing Ford and Lincoln ICE and hybrid vehicles. Additionally, this segment provides hardware engineering and manufacturing capabilities to Ford Model e and manufactures vehicles on behalf of Ford Pro and, in certain cases, Ford Model e. Ford Blue also includes: All sales for markets not presently in scope for Ford Model e or Ford Pro (as further described below) In markets outside of the United States and Canada, sales to commercial, government, and rental customers of ICE and hybrid vehicles not considered core to Ford Pro Sales of electric vehicles ("EVs") by our unconsolidated affiliates in China All sales of vehicles manufactured and sold to other OEMs FORD MODEL E SEGMENT Ford Model e primarily includes the sale of our electric vehicles, service parts, accessories, and digital services for retail customers, together with the asso

Business (Continued)

Item 1. Business (Continued) Substantially all of our vehicles, parts, and accessories are sold through distributors and dealers (collectively, "dealerships"), the substantial majority of which are independently owned. At December 31, the approximate number of dealerships worldwide distributing our vehicle brands was as follows: Brand 2022 2023 Ford 8,596 8,639 Ford-Lincoln (combined) 607 503 Lincoln 408 385 Total 9,611 9,527 We do not depend on any single customer or a few customers to the extent that the loss of such customers would have a material adverse effect on our business. In addition to the products we sell to our dealerships for retail sale, we also sell vehicles to our dealerships for sale to fleet customers, including commercial fleet customers, daily rental car companies, and governments. We also sell parts and accessories, primarily to our dealerships (which, in turn, sell these products to retail customers) and to authorized parts distributors (which, in turn, primarily sell these products to retailers). We also offer extended service contracts. The worldwide automotive industry is affected significantly by general economic and political conditions over which we have little control. Vehicles are durable goods, and consumers and businesses have latitude in determining whether and when to replace an existing vehicle. The decision whether to purchase a vehicle may be affected significantly by slowing economic growth, geopolitical events, and other factors (including the cost of purchasing and operating cars, trucks, and utility vehicles, the availability and cost of financing, cost of fuel, and electric vehicle charging availability and cost). As a result, the number of cars, trucks, and utility vehicles sold may vary substantially from year to year. Further, the automotive industry is a highly competitive business that has a wide and growing variety of product and service offerings from a growing number of manufacturers. Our wholesale u

Business (Continued)

Item 1. Business (Continued) Seasonality. We manage our vehicle production schedule based on a number of factors, including retail sales (i.e., units sold by our dealerships to their customers at retail) and dealer stock levels (i.e., the number of units held in inventory by our dealerships for sale to their customers). Historically, we have experienced some seasonal fluctuation in the business, with production in many markets tending to be higher in the first half of the year to meet demand in the spring and summer (typically the strongest sales months of the year). Raw Materials. We purchase a wide variety of raw materials from numerous suppliers around the world for use in the production of, and development of technologies in, our vehicles. These materials include base metals (e.g., steel and aluminum), precious metals (e.g., palladium), energy (e.g., natural gas), and plastics/resins (e.g., polypropylene). As we transition to a greater mix of electric vehicles, we expect to increase our reliance on lithium, cobalt, nickel, graphite, and manganese, among other materials, for batteries. We expect to have adequate supplies or sources of availability of raw materials necessary to meet our needs; however, there always are risks and uncertainties with respect to the supply of raw materials that could impact availability in sufficient quantities and at cost effective prices to meet our needs. See "Item 1A. Risk Factors" for a discussion of the risks associated with a shortage of components or raw materials, supplier disruptions, and inflationary pressures, the "Key Trends and Economic Factors Affecting Ford and the Automotive Industry" section of Item 7 for a discussion of supplier disruptions, as well as commodity and energy price changes, and "Item 7A. Quantitative and Qualitative Disclosures about Market Risk" ("Item 7A") for a discussion of commodity price risks. Intellectual Property. We own or hold licenses to use numerous patents, trade secrets, copyrights

Business (Continued)

Item 1. Business (Continued) Wholesales Wholesales consist primarily of vehicles sold to dealerships. For the majority of such sales, we recognize revenue when we ship the vehicles to our dealerships from our manufacturing facilities. See Item 7 for additional discussion of revenue recognition practices. Wholesales in certain key markets during the past three years were as follows: Wholesales (a) (in thousands of units) 2021 2022 2023 United States 1,716 2,012 2,097 China (b) 649 495 467 Canada 233 258 260 United Kingdom 227 263 243 Germany 152 182 162 Trkiye 72 85 124 Italy (c) 93 107 122 France (c) 77 90 104 Other Markets 723 739 834 Total Company 3,942 4,231 4,413 __________ (a) Wholesale unit volumes include sales of medium and heavy trucks. Wholesale unit volumes also include all Ford and Lincoln badged units (whether produced by Ford or by an unconsolidated affiliate) that are sold to dealerships or others, units manufactured by Ford that are sold to other manufacturers, units distributed by Ford for other manufacturers, local brand units produced by our unconsolidated Chinese joint venture Jiangling Motors Corporation, Ltd. ("JMC") that are sold to dealerships or others, and from the second quarter of 2021, Ford badged vehicles produced in Taiwan by Lio Ho Group. Vehicles sold to daily rental car companies that are subject to a guaranteed repurchase option (i.e., rental repurchase), as well as other sales of finished vehicles for which the recognition of revenue is deferred (e.g., consignments), also are included in wholesale unit volumes. Revenue from certain vehicles in wholesale unit volumes (specifically, Ford badged vehicles produced and distributed by our unconsolidated affiliates, as well as JMC brand vehicles) are not included in our revenue. (b) China includes Taiwan. (c) Not previously presented. Sales, Industry Volume, and Market Share Sales, industry volume, and market share in certain key markets during the past three y

Business (Continued)

Item 1. Business (Continued) U.S. Sales by Type The following table shows U.S. sales volume and U.S. wholesales (consisting primarily of vehicles sold to dealerships) segregated by electric, hybrid, and internal combustion vehicles. U.S. sales volume represents primarily sales by dealers, sales to the government, and leases to Ford management, and is based, in part, on estimated vehicle registrations and includes medium and heavy trucks. U.S. Sales U.S. Wholesales 2022 2023 2022 2023 Electric Vehicles 61,575 72,608 71,418 99,928 Hybrid Vehicles 106,705 133,743 101,662 146,249 Internal Combustion Vehicles 1,696,184 1,789,561 1,839,265 1,850,448 Total Vehicles 1,864,464 1,995,912 2,012,345 2,096,625 FORD NEXT SEGMENT The Ford Next segment (formerly the Mobility segment) primarily includes expenses and investments for emerging business initiatives aimed at creating value for Ford in vehicle-adjacent market segments. 6

Business (Continued)

Item 1. Business (Continued) FORD CREDIT SEGMENT The Ford Credit segment is comprised of the Ford Credit business on a consolidated basis, which is primarily vehicle-related financing and leasing activities. Ford Credit offers a wide variety of automotive financing products to and through automotive dealers throughout the world. The predominant share of Ford Credit's business consists of financing our vehicles and supporting our dealers. Ford Credit earns its revenue primarily from payments made under retail installment sale and finance lease (retail financing) and operating lease contracts that it originates and purchases; interest rate supplements and other support payments from us and our affiliates; and payments made under dealer financing programs. As a result of these financing activities, Ford Credit has a large portfolio of finance receivables and operating leases which it classifies into two portfolios —"consumer" and "non-consumer." Finance receivables and operating leases in the consumer portfolio include products offered to individuals and businesses that finance the acquisition of our vehicles from dealers for personal and commercial use. Retail financing includes retail installment sale contracts for new and used vehicles and finance leases (comprised of sales-type and direct financing leases) for new vehicles to retail and commercial customers, including leasing companies, government entities, daily rental companies, and fleet customers. Finance receivables in the non-consumer portfolio include products offered to automotive dealers. Ford Credit makes wholesale loans to dealers to finance the purchase of vehicle inventory, also known as floorplan financing, as well as loan

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