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8-KThe WireRoutine

Bylaw Amendment

Filed May 20, 2026 · 1mo ago · Accession 0001193125-26-231197

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 19, 2026 (Date of report; date of earliest event reported) Commission file number: 1-3754     Ally Financial Inc. (Exact name of registrant as specified in its charter)       Delaware   38-0572512 (State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.) Ally Detroit Center 500 Woodward Avenue , Floor 10 Detroit , Michigan 48226 (Address of principal executive offices) (Zip Code) ( 866 ) 710-4623 (Registrant’s telephone number, including area code)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading symbols   Name of each exchange on which registered Common Stock, par value $0.01 per share   ALLY   NYSE Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On May 19, 2026, Ally Financial Inc. filed a Certificate of Elimination to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware which, effective upon filing, eliminated from the Amended and Restated Certificate of Incorporation all matters set forth in the Certificate of Designations with respect to its 4.700% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B (the “Series B Preferred Stock”). All outstanding shares of the Series B Preferred Stock were redeemed on May 15, 2026. A copy of the Certificate of Elimination relating to the Series B Preferred Stock is listed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits The following exhibits are filed as part of this Current Report on Form 8-K:   3.1    Certificate of Elimination relating to the Series B Preferred Stock. 104    The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.   SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.     Ally Financial Inc. (Registrant) Date: May 19, 2026         By:   /s/ Austin T. McGrath       Austin T. McGrath       Vice President, Controller, and Chief Accounting Officer
Filing details
Ticker
ALLY
CIK
40729
Form type
8-K
Filing date
May 20, 2026
Report date
May 19, 2026
Document
d227924d8k.htm
Size
152 KB