Form 424B2 - Prospectus [Rule 424(b)(2)]

 

Filed under Rule 424(b)(2), Registration Statement No. 333-281524

Pricing Supplement No. 368 - Dated Monday, October 28, 2024 (To: Prospectus dated August 13, 2024)

CUSIP

Principal

Gross

Net

Coupon

Coupon

Coupon

Maturity

1st Coupon

1st Coupon

Survivor's

Product

Number

Amount

Selling Price

Concession

Proceeds

Type

Rate

Frequency

Date

Date

Amount

Option

Ranking

02006DV99

$8,951,000.00

100.00%

0.825%

$8,877,154.25

Fixed

5.200%

Monthly

10/15/2027

11/15/2024

$2.17

Yes

Senior Unsecured Notes

Redemption Information: Callable at 100% on 4/15/2025 and Semi-Annually thereafter with 30 Calendar Days Notice.

02006DW23

$3,155,000.00

100.00%

1.800%

$3,098,210.00

Fixed

5.800%

Monthly

10/15/2034

11/15/2024

$2.42

Yes

Senior Unsecured Notes

Redemption Information: Callable at 100% on 4/15/2025 and Semi-Annually thereafter with 30 Calendar Days Notice.

Ally Financial Inc.

Offering Date: Tuesday, October 22, 2024 through Monday, October 28, 2024 Trade Date: Monday, October 28, 2024 @ 12:00 PM ET Settle Date: Thursday, October 31, 2024 Minimum Denomination/Increments: $1,000.00/$1,000.00 Initial trades settle flat and clear SDFS: DTC Book Entry only DTC Number 0235 via RBC Dain Rauscher Inc Agents: InspereX LLC, Citigroup, J.P. Morgan, BofA Securities, Morgan Stanley, RBC Capital Markets Except for Notes sold to level-fee accounts, Notes offered to the public will be offered at the public offering price set forth in this Pricing Supplement. Selected dealers purchasing Notes on an agency basis for non-level fee client accounts shall purchase Notes at the public offering price. Notes purchased by the selected dealers for their own account may be purchased at the public offering price less the applicable concession. Notes purchased by the selected dealers on behalf of level-fee accounts may be sold to such accounts at the applicable concession to the public offering price, in which case, such selected dealers will not retain any portion of the sales price as compensation. If the maturity date or an interest payment date for any note is not a business day (as term is defined in prospectus), principal, premium, if any, and interest for that note is paid on the next business day, and no interest will accrue from, and after, the maturity date or interest payment date. Legal Matters- Validity of the Notes: In the opinion of counsel to Ally Financial Inc. (the “Company”), when the notes offered by this pricing supplement have been executed and issued by the Company and authenticated by the trustee pursuant to the indenture dated as of September 24, 1996, with The Bank of New York Mellon (as successor to JPMorgan Chase Bank, N.A.), as trustee (the “Trustee”), as amended and supplemented from time to time (the “Indenture”), and delivered against payment as contemplated herein, such notes will be valid and binding obligations of the Company, subject to applicable bankruptcy, insolvency and similar laws affecting creditors’ rights generally, concepts of reasonableness and equitable principles of general applicability, and provided that I express no opinion as to (i) the enforceability of any waiver of rights under any usury or stay law, (ii) the effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above and (ii) the validity, legally binding effect or enforceability of any provision that permits holders to collect any portion of stated principal amount upon acceleration of the notes to the extent determined to constitute unearned interest. This opinion is given as of the date hereof and is limited to Federal laws of the United States of America, the law of the State of New York and the General Corporation Law of the State of Delaware. In addition, this opinion is subject to customary assumptions about the Trustee’s authorization, execution and delivery of the Indenture, the Trustee’s authentication of the notes, and the validity, binding nature and enforceability of the Indenture with respect to the Trustee, and the genuineness of signatures and to such counsel’s reliance on the Company and other sources as to certain factual matters, all as stated in the letter of such counsel dated August 24, 2012, which has been filed as Exhibit 5.1 to the Registration Statement.

Ally Financial Inc. Ally Financial Term Notes, Series A Prospectus dated August 13, 2024

 

 

 

Calculation of Filing Fee Tables

S-3

Ally Financial Inc.

Table 1: Newly Registered and Carry Forward Securities

		Security Type	Security Class Title	Fee Calculation or Carry Forward Rule	Amount Registered	Proposed Maximum Offering Price Per Unit	Maximum Aggregate Offering Price	Fee Rate	Amount of Registration Fee	Carry Forward Form Type	Carry Forward File Number	Carry Forward Initial Effective Date	Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward
Newly Registered Securities
Fees to be Paid	1	Debt	5.2000% Ally Financial Term Notes, Series A Due October 15, 2027	457(r)			$ 8,951,000.00	0.0001531	$ 1,370.40
Fees to be Paid	2	Debt	5.8000% Ally Financial Term Notes, Series A Due October 15, 2034	457(r)			$ 3,155,000.00	0.0001531	$ 483.03
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities
			Total Offering Amounts:				$ 12,106,000.00		$ 1,853.43
			Total Fees Previously Paid:						$ 0.00
			Total Fee Offsets:						$ 0.00
			Net Fee Due:						$ 1,853.43

Offering Note

1	Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.
2	Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.

Submission	Oct. 28, 2024
Submission [Line Items]
Central Index Key	0000040729
Registrant Name	Ally Financial Inc.
Registration File Number	333-281524
Form Type	S-3
Submission Type	424B2
Fee Exhibit Type	EX-FILING FEES

Offerings	Oct. 28, 2024 USD ($)
Offering: 1
Offering:
Fee Previously Paid	false
Rule 457(r)	true
Security Type	Debt
Security Class Title	5.2000% Ally Financial Term Notes, Series A Due October 15, 2027
Maximum Aggregate Offering Price	$ 8,951,000.00
Fee Rate	0.01531%
Amount of Registration Fee	$ 1,370.40
Offering Note	Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.
Offering: 2
Offering:
Fee Previously Paid	false
Rule 457(r)	true
Security Type	Debt
Security Class Title	5.8000% Ally Financial Term Notes, Series A Due October 15, 2034
Maximum Aggregate Offering Price	$ 3,155,000.00
Fee Rate	0.01531%
Amount of Registration Fee	$ 483.03
Offering Note	Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.

Fees Summary	Oct. 28, 2024 USD ($)
Fees Summary [Line Items]
Total Offering	$ 12,106,000.00
Previously Paid Amount	0.00
Total Fee Amount	1,853.43
Total Offset Amount	0.00
Net Fee	$ 1,853.43
Final Prospectus	false

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