{"url_path":"/sec/gm/8-k/2026-08-11/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-08-11","source_url":"https://www.sec.gov/Archives/edgar/data/1467858/0001193125-26-344698-index.html","accession_number":"0001193125-26-344698","cik":"0001467858","ticker":"GM","issuer_name":"General Motors Co","edgar_url":"https://www.sec.gov/Archives/edgar/data/1467858/0001193125-26-344698-index.html","primary_entity_key":"0001467858","primary_entity_name":"General Motors Co"},"word_count":472,"has_tables":true,"body_markdown":"Item 1.01.\n\nEntry into a Material Definitive Agreement.\n\nOn August 7, 2026, General Motors Company (the “Company”) and General Motors LLC (the “Coordinator”), a wholly owned subsidiary of the Company, entered into a Master IPU Agreement (the “IPU Agreement”) with Procura Auto Parts LLC (the “Paying Agent”), pursuant to which the Company will issue irrevocable payment undertakings (“IPUs”) to the Paying Agent in exchange for the Paying Agent advancing funds to certain suppliers (“Suppliers”) of the Company in exchange for the Suppliers acquiring and holding inventory on behalf of the Company (the “Program”). The purpose of the Program is to secure supply of certain critical inventory for the production of retail and fleet vehicles in the event of supply chain disruptions that may arise for various reasons, including extreme weather, natural disasters, cyberattacks in our supply chain, excessive demand, and other similar events. Under the Program, the Suppliers that receive such funds will acquire and hold the inventory until it is needed by the Company to produce vehicles (the “Inventory”). The Paying Agent will obtain funding for the Program from a syndicate of banks, including JPMorgan Chase Bank, N.A. and Banco Santander, S.A., which will be supported by the Company’s IPUs. The Coordinator will facilitate the administration of the Program on behalf of the Company. The Paying Agent will also perform various tracking and reporting activities related to the acquired Inventory.\n\nThe Company, or the Coordinator acting on its behalf, will make payments on the IPUs following consumption of the applicable Inventory by the Company or its affiliates and, in any event, no later than August 6, 2029. The Program provides for a maximum aggregate outstanding face amount of IPUs of $4.5 billion at any time (the “Facility Limit”). The Program provides for a twelve-month funding period (the “Availability Period”) commencing on August 7, 2026, during which IPUs may be issued by the Company.\n\nInterest will accrue on outstanding IPUs at a rate equal to the Secured Overnight Financing Rate plus 1.55% per annum, payable monthly in arrears. Additionally, the Company will pay a ticking fee of 0.25% per annum on the daily average unutilized portion of the Facility Limit during the Availability Period.\n\nThe IPU Agreement contains customary representations and warranties, covenants, and events of default for a program of this type. Events of default include, among others, payment defaults, breaches of representations and warranties or covenants, insolvency events, and cross-defaults to the Company’s other material indebtedness. Upon an event of default, all outstanding IPUs may be accelerated and become immediately due and payable.\n\nThe foregoing description does not constitute a complete summary of the Program and the IPU Agreement and is qualified in its entirety by reference to the full text of the IPU Agreement, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference."}