UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

(Amendment No. 1)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For transition period from __________ to __________

Commission File No. 001-11677

PACCAR FINANCIAL CORP.

(Exact name of Registrant as specified in its charter)


Washington		91-6029712
(State of incorporation)		(I.R.S. Employer Identification No.)

777 106th Avenue N.E., Bellevue, Washington		98004
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code is (425) 468-7100

Securities registered pursuant to Section 12(b) of the Act:

     Title of each class

     Trading Symbol(s)

     Name of each exchange on which registered

     Series P Medium-Term Notes
$300.0 Million Due May 11, 2026
 
PCAR26

The NASDAQ Stock Market

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes: ☒ No: ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes: ☐ No: ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes: ☒ No: ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes: ☒ No: ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
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. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes: ☐ No: ☒

The aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30, 2024: None

The number of shares outstanding of the registrant’s classes of common stock as of January 31, 2025:

Common Stock, $100 par value—145,000 shares

THE REGISTRANT IS A WHOLLY OWNED SUBSIDIARY OF PACCAR INC AND MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTIONS (I) (1) (a) AND (b) OF FORM 10-K AND IS, THEREFORE, FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.

     PACCAR Financial Corp.

    

EXPLANATORY NOTE

This Amendment No. 1 (“Amendment No. 1”) is being filed solely to update the Exhibit Index of the Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Original 2024 10-K”) of PACCAR Financial Corp. (the “Company”) to include the Company’s Incentive Compensation Recovery Policy as Exhibit 97. The Company has also included current-dated Exhibit 31 certifications.

The Original 2024 10-K was filed with the Securities and Exchange Commission on February 19, 2025. Amendment No. 1 speaks as of the filing date of the Original 2024 10-K and should be read in conjunction with the Original 2024 10-K. No other changes have been made to the Original 2024 10-K.

     PACCAR Financial Corp.

    

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements.

Included as part of the Original 2024 10-K.

(a)(2) and (c) Financial Statement Schedules

Not applicable.

(a)(3) and (b) Exhibits

EXHIBIT INDEX

     PACCAR Financial Corp.

    

     Exhibit
Number

     Exhibit Description

     Form

     Date of First
Filing

     Exhibit
Number

     File Number

     (3)

Articles of incorporation and by-laws:

      
     (i)

     Restated Articles of Incorporation of the Company, as amended

     10-K

     February 26, 2015

     3(i)

     001-11677

      
     (ii)

     Restated By-laws of the Company

     10-Q

     August 7, 2014

     3(c)

     001-11677

     (4)

     Instruments defining the rights of security holders, including indentures:

      
     (a)

     Indenture for Senior Debt Securities dated as of November 20, 2009 between the Company and The Bank of New York Mellon Trust Company, N.A.

     S-3

     November 20, 2009

     4.1

     333-163273

      
     (b)

     Forms of Medium-Term Note, Series P

     S-3

     November 2, 2018

     4.2 and 4.3

     333-228141

      
     (c)

     Forms of Medium-Term Note, Series Q

     S-3

     November 1, 2021

     4.3 and 4.4

     333-260663

      
     (d)

     Forms of Medium-Term Note, Series R

     S-3

     November, 7 2024

     4.4 and 4.5

     333-283056

      
     (e)

     Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934

     10-K

     February 21, 2024

     4(d)

     001-11677

     (10)

     Material contracts:

      
     (a)

     Support Agreement between the Company and PACCAR dated as of June 19, 1989. (P)

     S-3

     June 23, 1989

     28.1

     33-29434

     (23)

     Consent of Independent Registered Public Accounting Firm#

     (31)

     Rule 13a-14(a)/15d-14(a) Certifications:

      
     (a)

     Certification of Principal Executive Officer*

      
     (b)

     Certification of Principal Financial Officer*

     (32)

     Section 1350 Certifications:

      
     (a)

     Certification pursuant to rule 13a-14(b) and section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. section 1350)#

     (97)

     PACCAR Financial Corp. Incentive Compensation Recovery Policy*

     (101.INS)

     Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document*

     (101.SCH)

     Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Document*

     (104)

     Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)*

* filed herewith

# filed with the Annual Report on Form 10-K on February 19, 2025.

     PACCAR Financial Corp.

    

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


		PACCAR Financial Corp.

Date	May 1, 2025	/s/ T. D. Drake
		T. D. Drake
		President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant as of the above date and in the capacities indicated.

(1)

Principal Executive Officer


/s/ H.C.A.M. Schippers		Chief Executive Officer
H.C.A.M. Schippers

(2)

Principal Financial Officer


/s/ C. R. Gryniewicz		Principal Financial Officer
C. R. Gryniewicz

(3)

Principal Accounting Officer


/s/ S. L. Farrar		Controller
S. L. Farrar

(4)

A Majority of the Board of Directors


/s/ H.C.A.M. Schippers		Director
H.C.A.M. Schippers

/s/ C. R. Gryniewicz		Director
C. R. Gryniewicz

/s/ T. D. Drake		Director
T. D. Drake

PACCAR FINANCIAL CORP 10-K/A