AmeriCredit Trust 2023-2 Navigates Legal Risks, Maintains Servicing Compliance

TL;DR

This auto loan ABS is a 'hold' as legal risks loom for its sponsor and trustee, despite clean servicing reports.

AI Summary

AmeriCredit Automobile Receivables Trust 2023-2, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, indicating no single obligor represents more than 10% of its pool assets, and no external credit enhancement or derivative instruments are used. The trust's sponsor, AmeriCredit Financial Services, Inc., and its servicer are subject to various legal and regulatory proceedings, including potential class actions, which could result in substantial damages or reputational harm. The Bank of New York Mellon, as Trustee, also faces lawsuits related to its role in residential mortgage-backed securitization transactions, alleging expansive duties. Despite these legal risks, both AmeriCredit Financial Services, Inc. and The Bank of New York Mellon have asserted and assessed compliance with applicable servicing criteria for the year ended December 31, 2025, with reports from Ernst & Young LLP and KPMG LLP. The filing omits detailed financial statements and management's discussion, consistent with General Instruction J to Form 10-K for asset-backed issuers.

Why It Matters

This 10-K provides a crucial, albeit limited, look into the operational health and legal landscape surrounding AmeriCredit Automobile Receivables Trust 2023-2. For investors, the absence of external credit enhancement and derivative instruments means the trust's performance is directly tied to the underlying auto loan pool, increasing exposure to default risk. The ongoing legal proceedings against AmeriCredit Financial Services, Inc. and The Bank of New York Mellon highlight systemic risks within the auto loan securitization market, potentially impacting future deal structures and investor confidence. This competitive context suggests that while servicing compliance is affirmed, the broader legal environment could pressure the profitability and stability of similar asset-backed securities.

Risk Assessment

Risk Level: medium — The risk level is medium due to significant legal and regulatory proceedings facing both the sponsor, AmeriCredit Financial Services, Inc., and the trustee, The Bank of New York Mellon, as detailed in Item 1117. These proceedings, including potential class actions and RMBS-related lawsuits, could result in 'substantial damages, settlements, fines, penalties, diminished income or reputational harm,' directly impacting the trust's operations and noteholders' interests.

Analyst Insight

Investors should closely monitor the legal proceedings against AmeriCredit Financial Services, Inc. and The Bank of New York Mellon, as adverse outcomes could impact the trust's performance. Given the lack of external credit enhancement, a deeper dive into the underlying auto loan pool's performance metrics, if available elsewhere, is recommended to assess true risk exposure.

Financial Highlights

debt To Equity

0.0

revenue

$0

operating Margin

0%

total Assets

$0

total Debt

$0

net Income

$0

eps

$0

gross Margin

0%

cash Position

$0

revenue Growth

+0%

Key Numbers

• 2025 — Fiscal Year End (The period covered by this 10-K filing.)
• 333-261851-03 — Commission File Number (Unique identifier for AmeriCredit Automobile Receivables Trust 2023-2.)
• 0001987878 — CIK Number (Central Index Key for AmeriCredit Automobile Receivables Trust 2023-2.)
• 93-6556013 — I.R.S. Employer Identification No. (Tax identification for AmeriCredit Financial Services, Inc.)
• 817-302-7000 — Registrant's telephone number (Contact number for AmeriCredit Financial Services, Inc.)
• March 3, 2026 — Signature Date (Date the report was signed by Richard A. Gokenbach, Jr.)
• 10% — Pool Asset Concentration Limit (No single obligor represents more than 10% of the pool assets.)

Key Players & Entities

• AmeriCredit Automobile Receivables Trust 2023-2 (company) — issuing entity
• AFS SENSUB CORP. (company) — depositor
• AMERICREDIT FINANCIAL SERVICES, INC. (company) — sponsor and servicer
• The Bank of New York Mellon (company) — Trustee and Trust Collateral Agent
• Wilmington Trust Company (company) — Owner Trustee
• Clayton Fixed Income Services LLC (company) — Asset Representation Reviewer
• Ernst Young LLP (company) — Independent Registered Public Accounting Firm
• KPMG LLP (company) — Independent Registered Public Accounting Firm
• Richard A. Gokenbach, Jr. (person) — Executive Vice President and Chief Financial Officer of AFS SenSub Corp.
• $10% (dollar_amount) — threshold for single obligor concentration

FAQ

Risk Factors

• Sponsor and Servicer Legal Proceedings [high — legal]: AmeriCredit Financial Services, Inc., the sponsor and servicer, is involved in various legal and regulatory proceedings, including potential class actions. These could lead to substantial damages and reputational harm, impacting the trust's operations and the value of its assets.
• Trustee Legal Exposure [medium — legal]: The Bank of New York Mellon, acting as Trustee, faces lawsuits related to its role in residential mortgage-backed securitization transactions. Allegations of expansive duties could lead to increased liabilities and operational scrutiny for the trustee.
• Servicing Compliance Risk [medium — operational]: While AmeriCredit Financial Services, Inc. and The Bank of New York Mellon assert compliance with applicable servicing criteria for the year ended December 31, 2025, any future findings of non-compliance could trigger performance issues and investor concerns.
• Absence of External Credit Enhancement [high — financial]: The trust does not utilize external credit enhancement or derivative instruments. This means that the notes and certificates are solely supported by the underlying automobile receivables, increasing the risk to investors in case of significant defaults.
• Concentration of Pool Assets [medium — market]: No single obligor represents more than 10% of the pool assets. While this diversifies risk, the overall performance is still tied to the automotive loan market and the creditworthiness of a large number of individual borrowers.

Industry Context

The automobile finance industry is characterized by significant competition among lenders, with a focus on managing credit risk in a dynamic economic environment. Interest rate fluctuations and evolving consumer credit trends directly impact loan performance and the profitability of securitization trusts. Regulatory oversight remains a critical factor, influencing lending practices and disclosure requirements.

Regulatory Implications

The trust operates under the framework of Regulation AB, requiring specific disclosures regarding the underlying assets, credit enhancement, and servicing. Legal and regulatory proceedings involving the sponsor and servicer pose a significant risk, potentially leading to increased scrutiny and operational disruptions. Compliance with servicing criteria is paramount for maintaining investor confidence.

What Investors Should Do

1. Review legal filings related to AmeriCredit Financial Services, Inc. and The Bank of New York Mellon.
2. Assess the impact of the absence of external credit enhancement on potential losses.
3. Monitor the servicer's compliance with applicable servicing criteria.

Key Dates

• 2023-09-20: Indenture, Trust Agreement, Sale and Servicing Agreement, Purchase Agreement, and Asset Representations Review Agreement executed. — These agreements establish the legal framework and operational structure for the AmeriCredit Automobile Receivables Trust 2023-2, defining the roles of the issuer, seller, servicer, and trustee.
• 2023-11-16: Amended and Restated Articles of Incorporation and Bylaws of AFS SenSub Corp. filed. — These documents relate to the corporate structure of a key entity involved in the securitization, providing foundational corporate governance information.
• 2025-12-31: Fiscal year end for the reporting period. — This date marks the end of the period for which the financial and operational information in the 10-K is reported.
• 2026-03-03: Signature date of the 10-K filing. — Indicates the date by which the company's management has reviewed and approved the report's contents.

Glossary

Securitization Entity

A legal entity created to pool assets and issue securities backed by the cash flows from those assets. (AmeriCredit Automobile Receivables Trust 2023-2 is a securitization entity, meaning its primary function is to issue securities backed by automobile loan receivables.)

Sponsor

The entity that originates or purchases the assets to be securitized and initiates the securitization process. (AmeriCredit Financial Services, Inc. is the sponsor, responsible for providing the pool of automobile receivables.)

Servicer

The entity responsible for managing the pooled assets, including collecting payments, handling delinquencies, and remitting payments to investors. (AmeriCredit Financial Services, Inc. acts as the servicer, managing the day-to-day operations of the automobile loan pool.)

Trustee

A financial institution appointed to hold the trust assets for the benefit of the security holders and to ensure compliance with the terms of the governing documents. (The Bank of New York Mellon serves as the Trustee, overseeing the trust's assets and operations.)

External Credit Enhancement

Third-party guarantees or support mechanisms designed to protect investors from losses due to defaults in the underlying asset pool. (The absence of external credit enhancement means investors bear the full credit risk of the automobile receivables.)

Derivative Instruments

Financial contracts whose value is derived from an underlying asset, index, or rate, often used to manage risk. (The trust does not use derivative instruments, simplifying its financial structure but also limiting risk mitigation tools.)

Pool Assets

The underlying assets that are pooled together and serve as collateral for the issued securities. (In this case, the pool assets are automobile receivables (loans).)

Servicing Criteria

A set of standards and procedures that a servicer must adhere to when managing securitized assets, as outlined by regulations like Regulation AB. (Management's assertion of compliance with these criteria is a key disclosure for investors regarding the quality of servicing.)

Year-Over-Year Comparison

This filing pertains to AmeriCredit Automobile Receivables Trust 2023-2, and the provided information does not include comparative data from a prior year's 10-K for this specific trust. Therefore, a direct comparison of key metrics like revenue growth, margin changes, or new risks cannot be made based solely on this document.

Filing Documents

• a10-k_amcar2023x2x2025.htm (10-K) — 73KB
• exhibit311_amcar2023-2x2025.htm (EX-31.1) — 8KB
• exhibit331_amcar2023-2x2025.htm (EX-33.1) — 122KB
• exhibit332_amcar2023-2x2025.htm (EX-33.2) — 87KB
• exhibit341_amcar2023-2x2025.htm (EX-34.1) — 9KB
• exhibit342_amcar2023-2x2025.htm (EX-34.2) — 12KB
• exhibit351_amcar2023-2x2025.htm (EX-35.1) — 6KB
• capture.jpg (GRAPHIC) — 13KB
• capture1.jpg (GRAPHIC) — 13KB
• image.jpg (GRAPHIC) — 5KB
• imagea.jpg (GRAPHIC) — 3KB
• 0001987878-26-000014.txt ( ) — 356KB

RISK FACTORS

ITEM 1A. RISK FACTORS

CYBERSECURITY

ITEM 1C. CYBERSECURITY

LEGAL PROCEEDINGS

ITEM 3. LEGAL PROCEEDINGS

UNRESOLVED STAFF COMMENTS

ITEM 1B. UNRESOLVED STAFF COMMENTS None.

MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES Not applicable. PART II The following Items have been omitted in accordance with General Instruction J to Form 10-K

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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

CONTROLS AND PROCEDURES

ITEM 9A. CONTROLS AND PROCEDURES

OTHER INFORMATION

ITEM 9B. OTHER INFORMATION None.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS None. PART III The following Items have been omitted in accordance with General Instruction J to Form 10-K

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

EXECUTIVE COMPENSATION

ITEM 11. EXECUTIVE COMPENSATION

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

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

PRINCIPAL ACCOUNTANT FEES AND SERVICES

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES PART IV

EXHIBIT AND FINANCIAL STATEMENT SCHEDULES

ITEM 15. EXHIBIT AND FINANCIAL STATEMENT SCHEDULES (a) (1) Not applicable (2) Not applicable (3) As reported under clause (b) (b) Exhibit Number Description Exhibit 3.1 Amended and Restated Articles of Incorporation, dated as of March 1, 2023, of AFS SenSub Corp. (incorporated by reference from Exhibit 3.1 of the Form SF-3 filed by AFS SenSub Corp. (File No. 333-275606) with the SEC on November 16, 2023). Exhibit 3.2 Amended and Restated Bylaws, dated as of March 1, 2023, of AFS SenSub Corp. (incorporated by reference from Exhibit 3.2 of the Form SF-3 filed by AFS SenSub Corp. (File No. 333-275606) with the SEC on November 16, 2023). Exhibit 4.1 Indenture, dated as of September 20, 2023, between AmeriCredit Automobile Receivables Trust 2023-2 and The Bank of New York Mellon, as Trustee and Trust Collateral Agent (incorporated by reference from Exhibit 4.1 of the Current Report on Form 8-K filed by AmeriCredit Automobile Receivables Trust 2023-2 (File No. 333-261851-03) with the SEC on September 21, 2023). Exhibit 4.2 Amended and Restated Trust Agreement, dated as of September 20, 2023, between AFS SenSub Corp., as Seller, and Wilmington Trust Company, as Owner Trustee (incorporated by reference from Exhibit 4.2 of the Current Report on Form 8-K filed by AmeriCredit Automobile Receivables Trust 2023-2 (File No. 333-261851-03) with the SEC on September 21, 2023). Exhibit 4.3 Sale and Servicing Agreement, dated as of September 20, 2023, among AmeriCredit Automobile Receivables Trust 2023-2, as Issuer, AmeriCredit Financial Services, Inc., as Servicer, AFS SenSub Corp., as Seller, and The Bank of New York Mellon, as Trust Collateral Agent (incorporated by reference from Exhibit 4.3 of the Current Report on Form 8-K filed by AmeriCredit Automobile Receivables Trust 2023-2 (File No. 333-261851-03) with the SEC on September 21, 2023). Exhibit 10.1 Purchase Agreement, dated as of September 20, 2023, between AmeriCredit Financial Services, Inc., as S

FORM 10-K SUMMARY

ITEM 16. FORM 10-K SUMMARY None. SUBSTITUTE INFORMATION INCLUDED IN ACCORDANCE WITH GENERAL INSTRUCTION J TO FORM 10-K

(b) OF REGULATION AB. SIGNIFICANT OBLIGORS OF POOL ASSETS (FINANCIAL INFORMATION)

ITEM 1112(b) OF REGULATION AB. SIGNIFICANT OBLIGORS OF POOL ASSETS (FINANCIAL INFORMATION) There is no single obligor that represents more than 10% of the pool assets. ITEM 1114(b)(2) OF REGULATION AB. CREDIT ENHANCEMENT AND OTHER SUPPORT, EXCEPT FOR CERTAIN DERIVATIVE INSTRUMENTS (FINANCIAL INFORMATION) There is no external credit enhancement or other support provider that is liable to provide payments supporting any notes or certificates issued by the Issuing Entity.

(b) OF REGULATION AB. CERTAIN DERIVATIVE INSTRUMENTS (FINANCIAL INFORMATION)

ITEM 1115(b) OF REGULATION AB. CERTAIN DERIVATIVE INSTRUMENTS (FINANCIAL INFORMATION) No entity provides any derivative instruments that are used to alter the payment characteristics of the cash flows from the Issuing Entity.

OF REGULATION AB. LEGAL PROCEEDINGS

ITEM 1117 OF REGULATION AB. LEGAL PROCEEDINGS The Sponsor and the Servicer The sponsor is subject to various pending and potential legal and regulatory proceedings in the ordinary course of business, including litigation, arbitration, claims, investigations, examinations, subpoenas and enforcement proceedings. Some litigation against the sponsor could take the form of class actions. The outcome of these proceedings is inherently uncertain, and thus the sponsor cannot confidently predict how or when proceedings will be resolved. An adverse outcome in one or more of these proceedings could result in substantial damages, settlements, fines, penalties, diminished income or reputational harm to the sponsor, and could materially and adversely affect the interests of the noteholders or the servicer's ability to perform its duties under the Transaction Documents. The Trustee and the Trust Collateral Agent In the ordinary course of business, The Bank of New York Mellon is named as a defendant in legal actions. In connection with its role as trustee of certain residential mortgage-backed securitization, or RMBS, transactions, The Bank of New York Mellon has been named as a defendant in a number of legal actions brought by RMBS investors. These lawsuits allege that the trustee had expansive duties under the governing agreements, including the duty to investigate and pursue breach of representation and warranty claims against other parties to the RMBS transactions. While it is inherently difficult to predict the eventual outcomes of pending actions, The Bank of New York Mellon denies liability and intends to defend the litigations vigorously.

OF REGULATION AB. AFFILIATIONS AND CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

ITEM 1119 OF REGULATION AB. AFFILIATIONS AND CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119.

OF REGULATION AB. COMPLIANCE WITH APPLICABLE SERVICING CRITERIA

ITEM 1122 OF REGULATION AB. COMPLIANCE WITH APPLICABLE SERVICING CRITERIA. The following documents are filed as part of this report. Exhibit Number Description Exhibit 33.1 Management's Assertion Regarding Compliance with Applicable Servicing Criteria concerning servicing activities of AmeriCredit Financial Services, Inc. and its subsidiaries for the year ended December 31, 2025. Exhibit 33.2 Assessment of Compliance with Applicable Servicing Criteria (The Bank of New York Mellon). Exhibit 34.1 Report of Independent Registered Public Accounting Firm (Ernst Young LLP). Exhibit 34.2 Report of Independent Registered Public Accounting Firm (KPMG LLP). The Servicer has complied, in all material respects, with the Applicable Servicing Criteria.

OF REGULATION AB. SERVICER COMPLIANCE STATEMENT

ITEM 1123 OF REGULATION AB. SERVICER COMPLIANCE STATEMENT The following documents are filed as part of this report. Exhibit Number Description Exhibit 35.1 Servicer Compliance Statement of AmeriCredit Financial Services, Inc.

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, AFS SenSub Corp. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. By AFS SENSUB CORP., as Depositor By s Richard A. Gokenbach, Jr. Name Richard A. Gokenbach, Jr. Title Executive Vice President and Chief Financial Officer Date March 3, 2026 Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act. No annual report, proxy statement, form of proxy or other proxy soliciting material has been sent to certificateholders, and the registrant does not presently contemplate sending any such materials subsequent to the filing of this report.

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