GM Financial Trust 2023-1 Reports Servicing Compliance, Legal Risks Loom

TL;DR

**GM Financial's 2023-1 auto loan trust is operationally sound, but watch out for potential legal headwinds impacting its sponsor, AmeriCredit Financial Services, Inc.**

AI Summary

GM Financial Consumer Automobile Receivables Trust 2023-1, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, indicating no revenue or net income as it is a pass-through trust. The filing confirms the trust's operational stability, with AmeriCredit Financial Services, Inc. (dba GM Financial) demonstrating compliance in all material respects with applicable servicing criteria for the year ended December 31, 2025, as attested by management and independent registered public accounting firms Ernst & Young LLP and KPMG LLP. Key business changes include the ongoing servicing of consumer automobile receivables, with no single obligor representing more than 10% of the pool assets, mitigating concentration risk. The trust also reported no external credit enhancement or derivative instruments altering cash flow characteristics. A primary risk highlighted is the sponsor, AmeriCredit Financial Services, Inc., being subject to various legal and regulatory proceedings, which could result in substantial damages or reputational harm, potentially affecting noteholders' interests. The strategic outlook remains focused on the efficient administration of the securitized assets and adherence to servicing standards.

Why It Matters

This 10-K provides crucial transparency for investors in the GM Financial Consumer Automobile Receivables Trust 2023-1, confirming the robust servicing compliance by AmeriCredit Financial Services, Inc. for the 2025 fiscal year. The absence of significant obligor concentration or external credit enhancements means investors rely directly on the performance of the underlying auto loan pool and the servicer's operational integrity. However, the disclosure of ongoing legal and regulatory risks faced by the sponsor, AmeriCredit Financial Services, Inc., introduces a potential indirect threat to the trust's stability and the servicer's ability to perform, differentiating it from competitors with cleaner legal records.

Risk Assessment

Risk Level: medium — The risk level is medium due to the explicit mention of the sponsor, AmeriCredit Financial Services, Inc., being subject to 'various pending and potential legal and regulatory proceedings' which 'could result in substantial damages, settlements, fines, penalties, diminished income or reputational harm.' While the trust itself shows compliance, the servicer's potential financial or reputational distress could indirectly impact the trust's performance and noteholders' interests.

Analyst Insight

Investors should monitor news and future filings regarding legal and regulatory proceedings involving AmeriCredit Financial Services, Inc. (dba GM Financial) to assess potential impacts on the servicer's financial health and operational capacity, as this could indirectly affect the performance of the GM Financial Consumer Automobile Receivables Trust 2023-1.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

N/A

total Debt

N/A

net Income

$0

eps

N/A

gross Margin

N/A

cash Position

N/A

revenue Growth

N/A

Key Numbers

• 10% — Maximum percentage of pool assets represented by a single obligor (Indicates diversification and low concentration risk within the asset pool.)
• 2025 — Fiscal year of compliance assessment (AmeriCredit Financial Services, Inc. complied with servicing criteria for this year.)
• 333-249515-09 — Commission file number of the issuing entity (Unique identifier for the trust's SEC filings.)

Key Players & Entities

• GM Financial Consumer Automobile Receivables Trust 2023-1 (company) — Issuing Entity
• AFS SENSUB CORP. (company) — Depositor
• AMERICREDIT FINANCIAL SERVICES, INC. (company) — Sponsor and Servicer (dba GM Financial)
• Citibank, N.A. (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.
• December 31, 2025 (date) — Fiscal year end

FAQ

Risk Factors

• Sponsor Legal and Regulatory Proceedings [high — legal]: AmeriCredit Financial Services, Inc. (dba GM Financial), the sponsor, is subject to various legal and regulatory proceedings. These proceedings could result in substantial damages or reputational harm, potentially impacting the interests of noteholders.
• Servicing Compliance [medium — operational]: AmeriCredit Financial Services, Inc. demonstrated compliance in all material respects with applicable servicing criteria for the year ended December 31, 2025. This compliance was attested by management and independent registered public accounting firms Ernst & Young LLP and KPMG LLP.
• No External Credit Enhancement [medium — financial]: The trust has no external credit enhancement or other support provider liable for payments supporting the notes or certificates. This means noteholders are solely reliant on the performance of the underlying receivables.
• No Derivative Instruments [medium — financial]: No entity provides derivative instruments that alter the payment characteristics of the cash flows from the issuing entity. This implies that the cash flows are directly tied to the performance of the underlying automobile receivables.

Industry Context

The consumer automobile finance industry is characterized by significant competition among lenders, driven by factors such as interest rates, loan terms, and vehicle availability. Securitization plays a crucial role in providing liquidity to originators like GM Financial, enabling them to originate more loans. Industry trends include evolving consumer preferences towards electric vehicles and increasing regulatory scrutiny on lending practices.

Regulatory Implications

The trust's operations are subject to regulations governing securitization and consumer finance, including those related to disclosure and servicing standards (Regulation AB). The sponsor's involvement in legal and regulatory proceedings presents a potential compliance risk that could indirectly affect the trust and its noteholders.

What Investors Should Do

1. Monitor legal and regulatory developments concerning AmeriCredit Financial Services, Inc.
2. Review the compliance attestations from management and independent auditors.
3. Assess the impact of potential economic downturns on consumer auto loan performance.

Key Dates

• 2023-01-18: Indenture, Trust Agreement, Sale and Servicing Agreement, Purchase Agreement, and Asset Representations Review Agreement executed. — These agreements establish the structure and operational framework for the GM Financial Consumer Automobile Receivables Trust 2023-1, including the roles of the issuer, servicer, seller, trustee, and asset representation reviewer.
• 2025-12-31: Fiscal year end for compliance assessment. — AmeriCredit Financial Services, Inc. demonstrated compliance with applicable servicing criteria for this period, as attested by management and auditors.

Glossary

Securitization Entity

A legal entity created to pool assets and issue securities backed by the cash flows from those assets. (GM Financial Consumer Automobile Receivables Trust 2023-1 is a securitization entity that pools consumer automobile receivables.)

Pass-through Trust

A type of trust where the income generated by the underlying assets is passed directly to the investors (noteholders) without significant intermediary management or transformation. (This trust operates as a pass-through, meaning it has no revenue or net income of its own, as it directly distributes cash flows from receivables.)

Servicing Criteria

A set of standards and requirements that a servicer must adhere to when managing securitized assets, ensuring proper administration and protection of investor interests. (AmeriCredit Financial Services, Inc.'s compliance with these criteria is a key indicator of operational stability and risk management.)

Obligor

A party that owes an obligation, typically a debt, to another party. In this context, it refers to the individual borrower of an automobile loan. (The concentration of obligors is monitored to assess diversification risk within the pool of receivables.)

Credit Enhancement

Mechanisms or provisions designed to reduce the credit risk associated with a securitized pool of assets, thereby improving the credit quality of the issued securities. (The absence of external credit enhancement means noteholders bear the full credit risk of the underlying automobile receivables.)

Derivative Instruments

Financial contracts whose value is derived from an underlying asset, index, or rate. They can be used to alter cash flow characteristics or manage risk. (The absence of derivatives means the cash flows from the trust are directly linked to the performance of the receivables without modification.)

Sponsor

The entity that initiates and organizes a securitization transaction, typically by originating or acquiring the assets to be securitized and arranging for their sale to the issuing entity. (AmeriCredit Financial Services, Inc. is the sponsor, and its legal and regulatory standing is a key risk factor.)

Year-Over-Year Comparison

As this is the initial 10-K filing for GM Financial Consumer Automobile Receivables Trust 2023-1, a direct comparison of key metrics to a previous filing is not applicable. The filing establishes the trust's structure, operational compliance for the year ended December 31, 2025, and outlines key risks, particularly those related to the sponsor's legal standing.

Filing Documents

• a10-k_gmcar2023x1x2025.htm (10-K) — 72KB
• exhibit311_gmcar2023-1x2025.htm (EX-31.1) — 8KB
• exhibit331_gmcar2023-1x2025.htm (EX-33.1) — 125KB
• exhibit332_gmcar2023-1x2025.htm (EX-33.2) — 25KB
• exhibit341_gmcar2023-1x2025.htm (EX-34.1) — 9KB
• exhibit342_gmcar2023-1x2025.htm (EX-34.2) — 9KB
• exhibit351_gmcar2023-1x2025.htm (EX-35.1) — 6KB
• image_0.jpg (GRAPHIC) — 6KB
• 0001957685-26-000012.txt ( ) — 263KB

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 January 18, 2023, between GM Financial Consumer Automobile Receivables Trust 2023-1 and Citibank, N.A., as Trustee and Trust Collateral Agent (incorporated by reference from Exhibit 4.1 of the Current Report on Form 8-K filed by GM Financial Consumer Automobile Receivables Trust 2023-1 (File No. 333-249515-09) with the SEC on January 20, 2023). Exhibit 4.2 Amended and Restated Trust Agreement, dated as of January 18, 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 GM Financial Consumer Automobile Receivables Trust 2023-1 (File No. 333-249515-09) with the SEC on January 20, 2023). Exhibit 4.3 Sale and Servicing Agreement, dated as of January 18, 2023, among GM Financial Consumer Automobile Receivables Trust 2023-1, as Issuer, AmeriCredit Financial Services, Inc., dba GM Financial, as Servicer, AFS SenSub Corp., as Seller, and Citibank, N.A., as Trust Collateral Agent (incorporated by reference from Exhibit 4.3 of the Current Report on Form 8-K filed by GM Financial Consumer Automobile Receivables Trust 2023-1 (File No. 333-249515-09) with the SEC on January 20, 2023). Exhibit 10.1 Purchase Agreement, dated as of January 18, 2023, between AmeriCredit Fi

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 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.

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 (Citibank, N.A.). 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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