The Law Kept the Word

A federal regulation says nothing distilled outside the United States may be called bourbon, the company that sells more bourbon than anyone else was founded in Osaka in 1899, and the second fact does not break the first. 이 글의 한국어판 → 버번이라는 단어만 미국에 남았다 TWO BOURBONS · FIVE ANSWERS AND ONE BLANK THE AMERICAN SHELF BORN 1795 Jacob Beam’s first jug of whiskey. Maker’s Mark at Loretto, 1952 or 1953. INCORPORATED Delaware One corporation, file number 1-9076. The name has changed four times. HEAD OFFICE Madison Avenue New York, since 2022. The parent, in Osaka since 1899, is not listed. SHAREHOLDERS Not disclosed No table anywhere. Eight directors, three from the founding families. DISTILLERIES Kentucky Clermont and Loretto, and nowhere else in America. THE PAYCHECK U.S. companies New York, Chicago and Loretto. The Loretto one is a benefit corporation. “It has been over 125 years since my great-grandfather, Shinjiro Torii...

Not the Product of Any One Manufacturer

The Army wrote to 135 companies and two answered, the federal government ordered the winner to stop saying it created the Jeep, American taxpayers committed $12.5 billion to the wreckage in 2009, and the shares that carry the name today were created under the laws of the Netherlands.


이 글의 한국어판 → 지프를 창안했다고 말하지 말 것

JEEP · SIX BOXES, FOUR BODIES OF LAW THE AMERICAN SHELF BORN 1940 An Army invitation to 135 makers. Two bid. Bantam won; pilot in 49 days. INCORPORATED Netherlands Stellantis N.V., a Dutch company. Listed in New York, Milan and Paris. HEAD OFFICE Hoofddorp Taurusavenue 1, on the SEC filing. The press releases say AMSTERDAM. SHAREHOLDERS Three years Keep common shares that long and the company mints a second, unsellable vote. FACTORIES Ohio, Michigan Wrangler and Gladiator, all from Toledo. Five other countries build the rest. THE PAYCHECK FCA US LLC A Delaware company signs the contract. Four holding companies below the shares. “Stellantis common shares and special voting shares have been created under the laws of the Netherlands.” STELLANTIS N.V., FORM 20-F EXHIBIT 2.1, FILED 26 FEBRUARY 2026 The sign says America. The register says the Netherlands. The employment contract says Delaware. The line says Ohio. The largest shareholdings could not be confirmed against a primary filing, so no percentages are printed here.
The shelf’s six questions, asked of Jeep. The answers scatter across four bodies of law, and the one line in orange is the only place the answer is still Ohio.

It is our baby

On August 6, 1941, in a hearing room in Washington, Francis H. Fenn took the oath and began reciting dates and dollars. He was the president of the American Bantam Car Company of Butler, Pennsylvania, a firm incorporated on June 2, 1936 and, by the summer he testified, running out of work. The committee in front of him was the Senate's Special Committee Investigating the National Defense Program. Fenn gave the date of the contract, July 25, 1940. He gave the amount, $173,070.56. Then he gave the promise his own company had written into its own bid. "In our bid we agreed to develop, build, and deliver to Holabird the first pilot car in 49 days. That was done."

A few sentences later he stopped sounding like an executive.

"It is our baby, and building the first one in 49 days meant day and night for about 12 or 15 of us."

Senator Mead asked him whether Bantam had in fact pioneered the small car. "It is most emphatically true, sir," Fenn said. "It is so true that I personally saw Ford Motor Co. representatives in under our car in a grease pit at Holabird with a clip board making freehand drawings of the lay-out." He was not, in that moment, alleging theft. He said the pilot car had been "looked over by the other two manufacturers from stem to stern, without any question, or any interference, or anything else."

By the month he said it, Bantam had built its last jeep. Seventy in 1940, 2,572 in 1941, and after that none, ever.

Keep Fenn's noun. Baby. Seven years later a federal agency ruled on the paternity, and the ruling has been misquoted ever since in the direction that reverses it.

Six questions

This magazine asks six questions of everything on an American shelf. Where was it born. Where is it incorporated. Where is the head office. Who owns the shares. Where is it made. Who signs the paycheck. When the six answers cluster, there is nothing to write. When they scatter, the gap is the article.

Jeep scatters across four bodies of law before you reach the fourth question.

Born: an Army invitation dated July 11, 1940, a contract signed in Butler, Pennsylvania, and a pilot model handed over at Camp Holabird, Maryland, on September 23, 1940. The name itself was filed as a trademark two and a half years later by a different company, in Toledo, Ohio. Incorporated: Stellantis N.V., a naamloze vennootschap whose shares, in the company's own words to the Securities and Exchange Commission, "have been created under the laws of the Netherlands." Head office: Taurusavenue 1, 2132 LS Hoofddorp, on the cover of the annual filing, and AMSTERDAM on the dateline of the press releases. Shareholders: 2,903,716,295 common shares and 866,522,224 special voting shares as of February 25, 2026, under a scheme that mints votes out of patience and a rule that suspends any holding that reaches 30 percent of the votes cast. Factories: Toledo builds the Wrangler and the Gladiator, Detroit Mack builds the Grand Cherokee, Warren Truck builds the Grand Wagoneer, and Toluca, Melfi, Tychy, Goiana and Ranjangaon build the rest. Paycheck: 258,668 people at the end of 2025, of whom 80,247 are in North America, and the employer named on the union contract is FCA US LLC, a Delaware limited liability company at 1000 Chrysler Drive, Auburn Hills, Michigan.

The sign says America. The register says the Netherlands. The employment contract says Delaware. The line says Ohio.

So here is the question this piece exists to answer. The American public has paid for this vehicle twice as a public, once to invent it in 1940 and once to rescue it in 2009, and it is paying a third time at the dealership. What did it buy each time?

One hundred and thirty-five letters, two answers

Start with the part almost everyone gets wrong, because the Federal Trade Commission wrote the facts down in 1948 and they have been overwritten ever since.

"On July 11, 1940, invitations to bid on 70 'light reconnaissance and command' cars or trucks were issued by the Quartermaster Corps," the commission found. "These invitations to bid, which were sent to some 135 automobile manufacturers throughout the United States, including Bantam and Willys-Overland, were accompanied by a statement of specifications and an outline drawing. These specifications were for the most part general in their nature… Neither the specifications nor the drawing undertook to set forth details of design and construction. These had to be worked out by the bidders."

Then the sentence that dissolves the standard story: "The bids were opened on July 22, 1940. Only two bids were received, one being from Bantam and the other from Willys-Overland."

Two. Not three. Ford did not bid. And Willys-Overland, which is the company whose name most people attach to the vehicle, lost on a technicality of its own making: its price was lower, but it "doubted that a pilot (test) model could be manufactured and delivered within the time specified" and wrote an exception to the deadline into its bid. The contract went to Bantam on July 25. The pilot arrived at Camp Holabird on September 23, seventy-four days after the invitation went out and sixty after the award. The remaining sixty-nine vehicles were delivered by December 17.

One hundred and thirty-five letters produced two answers. That is one reply for every sixty-eight companies asked, my arithmetic, and one of the two hedged.

We are not building and buying to a design

The other durable story is that the Army took Bantam's blueprints and handed them to Willys and Ford. The primary record does not say that, and it is worth being exact about what it does say.

"A few days after the bids were opened on July 22, 1940, and the contract awarded to Bantam, officials of Willys-Overland contacted officers of the Quartermaster Corps at Camp Holabird and it was suggested by the officers that if the company was still interested in the project it build a pilot model at its own expense, using the specifications and drawing which accompanied the Army's July 11 invitation to bid. Later the officers suggested to the Ford Motor Co.… that it also build a pilot model at its own expense, using the same specifications and drawing."

The same specifications and drawing, in other words, that had already gone to all 135. What Willys and Ford additionally got was access: the commission recorded that "Officials of Willys-Overland were at Camp Holabird in October of 1940 and observed the tests of the Bantam model and the design of the car," before Willys submitted its own pilot. That is also what Fenn described from his side, the men in the grease pit with the clipboard. Nobody had to steal anything. The car was on a test track in an open shed.

The phrase blue prints appears zero times in the published transcript of the hearing. The one documented transfer of drawings runs the other way and arrives two years later. When Willys could not keep pace with demand, the Army's own official history records, "A contract then went to Ford to produce jeeps exactly according to Willys blueprints. Willys turned over to Ford copies of its drawings, specifications, and patents."

At the hearing the committee's counsel, a man named Fulton, put the charge to Lieutenant Colonel Van Deusen of the Quartermaster Corps directly. Had the Chief of Infantry not written a strong letter of nonconcurrence, praising Bantam's cooperative attitude and stating that neither Ford nor Willys had helped the Army build the jeep? Van Deusen did not deny the letter. He explained the doctrine.

"That is true where you are building and buying to a design. We are not building and buying to a design. We are buying commercially produced units."

Read that twice, because it is the whole case in twenty words. The government did not consider itself the purchaser of an idea. It considered itself the purchaser of trucks. The firm that produced the idea had, under that doctrine, sold nothing at all.

DOCKET 4959 · WHAT MAY NOT BE SAID THE AMERICAN SHELF THE ORDER “Representing, directly or by implication, that respondent Willys-Overland Motors, Inc. … created or designed the automotive vehicle known as the Jeep.” FEDERAL TRADE COMMISSION · COMPLAINT 6 MAY 1943, ORDER 27 FEBRUARY 1948 PARAGRAPH 19 · WHERE THE COMMISSION PUT THE CREDIT THE ARMY for originating the project and for its tireless efforts BANTAM for its assistance in the early stages and the first pilot model WILLYS-OVERLAND an outstanding contribution in its powerful engine FORD valuable contributions to the vehicle SPICER for working out the Jeep’s four-wheel drive The Jeep was not the product of any one manufacturer. Bantam was not a party. The commission brought the case on its own motion, and no ruling says Bantam invented the Jeep. The order left the company free to say it participated in and contributed to developing and perfecting the vehicle.
In 1948 a federal agency told the company that owns the name what it may not say about the origin of its own most famous product — and then handed the credit to five parties at once, starting with a procurement office.

Cease and desist

On May 6, 1943, the Federal Trade Commission issued a complaint against Willys-Overland Motors, Inc. and its advertising agency for claiming credit it had not earned. The case is Docket 4959. It took four years and nine months to decide. The order came down on February 27, 1948 and was published in the Federal Register on April 28.

Seven respondents were named: two companies and five men, among them Ward M. Canaday, the chairman, and Delmar G. Roos, the vice president for engineering. The cases against the five individuals were dismissed. The companies were ordered to "forthwith cease and desist from: Representing, directly or by implication, that respondent Willys-Overland Motors, Inc., either acting alone or in cooperation or collaboration with the United States Army or with any other agency or party, created or designed the automotive vehicle known as the Jeep." A proviso followed, and it matters: the order did not stop the company from saying it "participated in and contributed to the developing and perfecting of said vehicle." Compliance was due in sixty days.

That is a federal agency telling a manufacturer what it may not say about the origin of its own most famous product. It is also, routinely, described as the moment the government ruled that Bantam invented the Jeep. It is not that, and the commission took some care not to make it that.

Paragraph 19 of the findings is the actual holding. "It is evident from the facts herein set forth that the Jeep was not the product of any one manufacturer, either acting alone or in collaboration with the Army. Rather, the Jeep represented the result of the combined efforts of the Army and the several manufacturers who participated in the project. Great credit is due the Army for originating the project and for its tireless efforts toward developing and perfecting the vehicle. Bantam contributed greatly by its assistance during the early stages of the project and by supplying the first pilot model. Willys-Overland made an outstanding contribution in its powerful engine, as well as in other features of the vehicle. Ford also made valuable contributions to the vehicle. The Spicer Manufacturing Co. is likewise deserving of credit for working out the Jeep's four-wheel drive."

Bantam was not a party to the case. The commission brought it on its own motion, and the only outside company that petitioned its way in was Minneapolis-Moline, which made an artillery prime mover that people also called a jeep, and whose quarrel the commission set aside as "essentially a private controversy between the two companies." TIME ran three sentences on the decision in March 1948 under the word "Red Light."

I cannot tell you whether the order was ever modified or set aside. The commission's online run of decisions skips volumes 41 through 45, which is the stretch that would carry any follow-on. I found no record of a vacatur. That is not the same statement as there was none, and I would not build anything on the difference.

Thirty-three point seven percent, and then zero

The Army expanded the test order to 7,842 vehicles and split it three ways: 2,642 to Bantam, 3,700 to Ford, 1,500 to Willys. Bantam's share of the pilot program was 33.7 percent, my division. Its share of the wartime production that followed, which the Army's official historians put at "more than six hundred thousand nearly identical models" out of Willys and Ford, was zero.

The two numbers are not the same kind of number and it would be dishonest to divide one by the other. One is a hand-built test order. The other is a war economy. What is comparable is the shape: a third, and then nothing.

Bantam built trailers instead. The T-3 quarter-ton two-wheel cargo trailer, 8,602 of them in 1942, 30,729 in 1943, 15,220 in 1944, 19,018 in 1945, a total of 73,569, plus 18,587 one-ton trailers, torpedo components, rocket motors, gasoline engines and phonographs. Its major wartime contracts came to $40,221,000. It also spent the late 1940s defending a shareholder suit.

The interesting thing is that the Army wrote its own indictment. Not in a press release, in a hardback published by its own historical office.

"Award of the contract to Ford excluded Bantam from the picture entirely and thus denied to the firm that had pioneered the vehicle any share in its wartime production… From a production viewpoint this decision may have been sound but it brought upon the Army a great deal of criticism that might have been avoided if Bantam had not been entirely excluded from jeep production."

And a page later, the sentence that holds both halves at once: "Willys had indeed designed and built the model of jeep used in World War II, but Bantam and the Army had laid the groundwork for Willys' success."

The name took seven years and four months

Willys-Overland applied to register JEEP as a trademark on February 13, 1943, three months before the commission's complaint landed. The application claimed first use on November 20, 1940. It was granted on June 13, 1950, as Registration 0526175. That is eighty-eight months from filing to registration, my arithmetic, and it is twenty-eight months after the cease-and-desist order became final.

Do not read the registration as a reversal of the order. They are separate proceedings with separate tests, and a company can be barred from claiming it created a thing while still owning the word for it. The current registrant of 0526175, most recently renewed on August 5, 2020, is FCA US LLC.

There is a smaller registration underneath it that nobody argues about. Serial 71377004, filed April 9, 1936, granted August 25, 1936, seven years ahead of the car. Word mark: JEEP. Goods and services: CARTOONS. It belonged in the end to Hearst Holdings and it covered Eugene the Jeep, the small magical animal from Popeye, and it was cancelled on January 18, 2008.

The strongest case for the other side

Here is the argument against everything the last four sections imply, and it deserves the best sentences I can give it.

Willys designed and built the jeep of the Second World War. That is not a slogan, it is the finding of the Army's own historians, and it sits in the same paragraph as their criticism. The engine was Willys's, and the commission called it "an outstanding contribution." Ford's contributions were "valuable." Spicer worked out the four-wheel drive. The government had eight million men to move and a company that had hand-built seventy vehicles in seventy-five days could not have delivered six hundred thousand. Van Deusen's doctrine was not a swindle; it was a procurement officer refusing to lock the United States into a single supplier in the summer of 1940, and he said so: "we felt that it was an erroneous policy to go to one manufacturer when other manufacturers were in equal or possibly better position to furnish the vehicle that we required."

More than that. If the commission's own holding is that the vehicle "was not the product of any one manufacturer," then treating Bantam's exclusion as a theft flattens a record that the government deliberately refused to flatten. The Jeep never had a single American parent to lose.

All of which is correct, and all of which is an argument about authorship. Authorship is question one. There are five more, and they have paper trails.

Sold, sold, sold

The brand has changed hands repeatedly, and the pattern is that each transfer is smaller in the telling than it was in the ledger.

It was sold in April 1953, when Kaiser Manufacturing bought the assets of Willys-Overland for a figure the contemporaneous press put at about $62.3 million. It was renamed Kaiser Jeep Corporation in 1963. It was sold in February 1970 to American Motors for about $70 million, which spun a Jeep Corporation and an AM General Corporation out of it the following year. It was mortgaged in October 1979 to Renault for $150 million in cash and $50 million in credit against a 22.5 percent stake, ratified by AMC shareholders on December 16, 1980, and by the mid-1980s Renault's holding was somewhere around 46 percent, a number that three sources give three ways. It was sold in 1987 to Chrysler, announced on March 9 and completed at a shareholders' meeting on August 5, for a price I could not pin down: $1.5 billion appears in some accounts, $1.7 to $2.0 billion in others depending on how the Renault block is valued against the public float, and I am not going to pick one.

Then 1998, where the number everyone remembers does not exist.

Daimler-Benz AG and Chrysler Corporation signed a business combination agreement on May 7, 1998. Shareholders approved it on September 18 and it completed on November 12. And here is the accounting fact that should have killed a thousand headlines: "The business combination of Chrysler and Daimler-Benz was treated as a 'pooling of interests' for accounting purposes. Consequently, DaimlerChrysler restated the results of both companies as if they had been combined for all periods presented." Under pooling there is no purchase price and no goodwill. The thirty-six or thirty-eight or forty billion dollars you have read is a share price multiplied by a share count on an announcement day. It is on no ledger anywhere. What is documented is the exchange ratio, 0.6235 DaimlerChrysler ordinary shares for each Chrysler share, leaving former Chrysler holders with roughly 42 percent of a company the agreement itself called "a merger of equals."

Nine years later Daimler sold 80.1 percent of Chrysler to Cerberus for a capital contribution of €5.5 billion, or $7.4 billion, and the press release that announced the headline also disclosed where the money went. Of the €5.5 billion, €3.7 billion went into the industrial business, €0.8 billion into financial services, and "DaimlerChrysler will receive the balance of €1.0 billion." Daimler then lent €0.3 billion back. Against an expected €1.2 billion of negative cash flow before closing, the seller's own summary read: "The overall net cash outflow resulting from the transaction will therefore be €0.5 billion." On closing day, August 3, 2007, Daimler subscribed a further $1.5 billion of second lien debt.

Daimler announced a $7.4 billion sale and wrote a net check.

$12.5 BILLION · 90 PERCENT · 2009 THE AMERICAN SHELF The government decided this company could not survive alone, and then paid to keep it alive. COMMITTED TO CHRYSLER UNDER TARP $12.5B The Treasury’s own figure for the whole Chrysler commitment. About $80 billion went into the auto industry altogether. RETURNED IN PRINCIPAL, INTEREST AND CANCELLED COMMITMENTS $11.2B Treasury exited in 2011, six years ahead of schedule, and put the recovery at 90 percent. The orange is the $1.3 billion that did not come back. My subtraction. “Chrysler was not viable as a stand-alone company.” The Administration then determined that Chrysler could achieve viability by partnering with Fiat. Figures and quotation from the U.S. Treasury’s own TARP auto industry pages, read 26 August 2026.
Twelve and a half billion dollars committed, more than eleven point two returned. The orange is what did not come back, and the sentence underneath is the Treasury’s own.

Not viable as a stand-alone company

Chrysler LLC and twenty-four of its domestic subsidiaries filed for Chapter 11 in the Southern District of New York on April 30, 2009. Judge Arthur J. Gonzalez approved the sale on May 31 and entered the order on June 1. Justice Ginsburg stayed it on June 8; the full Court dissolved the stay on June 9; the sale closed on June 10. On December 14 the Supreme Court granted certiorari, vacated the appellate judgment and remanded with instructions to dismiss as moot, which means the Second Circuit opinion everybody cites is no longer precedent for anything. It is still an accurate account of what happened. It is simply not law.

The reasoning that put the taxpayer in the room is on the Treasury's own website, in its own voice, and it is two sentences long.

"In March 2009, the Administration determined that the business plan submitted by Chrysler failed to meet that standard and concluded that Chrysler was not viable as a stand-alone company. The Administration subsequently determined that Chrysler could achieve viability by partnering with the international car company Fiat."

Treasury committed $12.5 billion. It got back "more than $11.2 billion" through principal, interest and cancelled commitments, exited in 2011 "six years ahead of schedule," and reported the recovery as 90 percent. The difference is $1.3 billion, my subtraction. The government's own accounting puts the cost of the whole auto rescue, across roughly $80 billion invested, at $9.3 billion, set against what it called the cost of "a disorderly liquidation to the families and businesses across the country that rely on the auto industry."

Now the equity, and be careful here, because two correct sets of numbers circulate and mixing them produces nonsense. On the day the sale closed, New Chrysler issued one million units. The UAW Retiree Medical Benefits Trust received 676,924 of them, or 67.69 percent. The U.S. Treasury received 98,461, or 9.85 percent. Canada CH Investment Corporation received 24,615, or 2.46 percent. Fiat North America LLC received 200,000 Class B units, or 20 percent. The familiar 55/8/2 figures are the same holdings expressed on a fully diluted basis, assuming Fiat rides its performance events to 35 percent. Both sets are right. Neither can be quoted in the same sentence as the other.

Fiat paid nothing for the first twenty percent. Chrysler said so plainly in 2012: "In June 2009, Fiat initially received a 20 percent stake in Chrysler Group in exchange for sharing intellectual property and other resources with the Company." The rest arrived on an installment plan tied to engineering milestones. Twenty-five percent on January 10, 2011, when the FIRE engine went into commercial production at Dundee, Michigan. Thirty percent on April 12, when cumulative revenue outside the United States, Canada and Mexico passed $1.5 billion. A call option exercised on May 24 for $1,268 million. On July 21, $500 million for the Treasury's remaining stake, $125 million for Canada's, and $75 million for the assignment of the Treasury's rights under the Equity Recapture Agreement. Fifty-eight and a half percent in January 2012, on an irrevocable commitment to assemble a car that got at least 40 miles per gallon. And on January 21, 2014, the retiree trust's remaining 41.5 percent, at a fair value Fiat itself booked at US$4,624 million, or €3,411 million, alongside a $1,900 million special distribution and $700 million of payments to the trust.

So: nothing at the door, and five separate payments over the following four and a half years. I am not going to add them into a single figure, because the last one is a fair value that already contains a distribution and a set of commitments, and the others are cash. Different bases do not sum.

Two facts sit next to each other here and I am going to leave them next to each other. American taxpayers did not recover $1.3 billion of what they put in. Fiat paid $500 million for the stake that carried part of it. They are two outcomes of one bankruptcy, not a cause and its effect, and anyone who joins them with the word therefore is selling something.

Where the shares were created

The registered office moved twice, and the tax residence moved twice, and neither move ever pointed at Michigan.

In October 2014 the parent was reorganized as a Dutch company that paid its taxes in Britain. The Form 8-A says it: "The Company intends to operate in such a manner that, under the terms of the income tax treaty between the Netherlands and the United Kingdom, it is solely resident in the United Kingdom for treaty purposes." The address on the SEC filing that year was 25 St. James's Street, London SW1A 1HA.

In January 2021, with the PSA merger, the tax residence came back across the Channel and stopped in the Netherlands. "This summary assumes that Stellantis is treated exclusively as a tax resident of the Netherlands," the company told investors that March.

You can watch it happen in the text of the filings, which is a better piece of evidence than any statement about it. The phrase "resident in the United Kingdom" appears in all seven of the annual reports from fiscal 2014 through fiscal 2019. In the fiscal 2020 report, filed on March 4, 2021, it is gone. "Netherlands for tax purposes," which had never appeared, appears. The filer's address moves in step: London, then Lijnden, then Hoofddorp.

The voting structure was built the same month. On January 17, 2021, Stellantis opened a Loyalty Register. Put your common shares on it, keep them in the same name for three consecutive years, and the company issues you one special voting share for each common share you held. The special shares pay no dividend and are not listed and cannot be pledged and cannot really be sold. Sell the common shares and the special ones are forfeited and taken back by the company om niet, for nothing. As of February 25, 2026 there were 866,522,224 of them against 2,903,716,295 common shares, which is 22.98 percent of the total votes, my division. Nearly a quarter of the voting power in this company exists because somebody did not sell.

There is a ceiling too. No shareholder may exercise voting rights "reaching or exceeding the 30 percent or more of the votes" at a general meeting, and anything above the line "shall be suspended."

Who that machinery is built for is not a matter of speculation, because the company uses a term of art for them. Announcing Carlos Tavares's resignation on December 1, 2024, the lead independent director Henri de Castries said the company's success "has been rooted in a perfect alignment between the reference shareholders, the Board and the CEO. However, in recent weeks different views have emerged which have resulted in the Board and the CEO coming to today's decision." Six months later, the press release naming Antonio Filosa chief executive carried comments from three men: John Elkann, the executive chairman; Robert Peugeot, the vice chairman; and Nicolas Dufourcq, who is identified there as the chief executive of Bpifrance, the French state investment bank.

A national investment bank's chief executive is quoted in the announcement of who will run the company that builds the Wrangler. I could not verify any of the three holdings against a primary filing, so I am not going to print percentages. The bylines are enough.

Who signs the paycheck

At the end of 2025 Stellantis counted 258,668 employees, up 4.2 percent on the year, of whom 80,247 were in North America. About 85 percent were covered by collective bargaining agreements. Note what that regional number is: the United States, Canada and Mexico together. The annual report does not break out an American figure. The company's own United States number, from the October 2025 investment announcement, is "more than 48,000 employees," and the verb attached to it is support, not employ.

The employer of record is not Stellantis. The 2023 contract opens: "Agreement Entered into on this Twentieth Day of November, 2023 Between FCA US LLC (Hereinafter referred to as the 'Company')." The dues checkoff form is addressed "TO: FCA US LLC." When the Justice Department took a guilty plea in March 2021 over illegal payments to union officials, the defendant was FCA US LLC, described by the prosecutors as "the American operating subsidiary of Stellantis." The ownership chain above that Delaware entity, as the company filed it in 2023, runs Stellantis N.V. to SFS UK 1 to FCA Foreign Sales Holdco to FCA North America Holdings LLC to FCA US LLC.

Four holding companies between the person on the line and the person with the vote.

The 2023 strike began on September 15 and Stellantis settled on October 28, day forty-four, second of the three. Shawn Fain read out the terms: a 25 percent general wage increase, a top rate expected past $40 an hour with cost-of-living adjustments, a starting rate up 67 percent, 11 percent on ratification, the 2009 COLA restored, the three-year progression restored, some temporary workers seeing raises of up to 168 percent, and nobody staying temporary more than nine months. Almost $19 billion of new United States investment. The right to strike over plant closures, and, for the first time, over product and investment. The agreement was signed on November 20, 2023 and runs to April 30, 2028.

And one more thing, which Fain announced in capital letters. "Eight months ago, Stellantis idled Belvidere Assembly Plant, putting 1,200 of our members on the street… it is my great honor to announce that we have SAVED BELVIDERE."

Belvidere was idled on February 28, 2023. In October 2025 the company pledged more than $600 million to reopen it for the Cherokee and the Compass, with an initial launch expected in 2027 and around 3,300 new jobs. In August 2026, according to local reporting I could not match to a company release, the figure went up to more than $800 million and the product narrowed to the next-generation Cherokee alone, on a new platform, with pilot production in the first half of 2028 and retail production in the second half of 2029. Roughly $60 million had been spent through July 2026. That is about six and a half years idle, my arithmetic, and it is six years from the day the union declared it saved.

"The men and women of Belvidere have waited long enough and have already sacrificed too much," the union said.

Meanwhile, in the same paycheck box: no profit sharing at all for 2025, because "the North America results did not meet the minimum thresholds defined in the 2023 UAW collective bargaining agreement." Indefinite layoffs peaked at 3,228 on February 1, 2025 and were down to 2,425 by June 1. In Canada, more than 2,200 members at Brampton have been laid off since the plant was idled in December 2023 to retool for an electric Compass that was subsequently moved to the United States, and on August 12, 2026 the company told the union it wanted to open discussions about selling the plant.

Sixty-nine percent of the loss came from North America

Then the number that reframes all of it.

For the full year 2025 Stellantis reported revenue of €153,508 million, down 2 percent, and a net loss of €22,332 million, against a profit of €5,520 million the year before. Adjusted operating income was negative €842 million on a negative 0.5 percent margin. The board suspended the 2026 dividend and authorized up to €5 billion of hybrid bonds. The loss was driven by €25.4 billion of unusual charges, booked mostly in the second half, of which about €6.5 billion is cash to be paid over four years.

Of that €25,412 million of charges, €17,464 million sat in North America. That is 68.72 percent, my division. Platform impairments alone came to €5,700 million in North America against €6,583 million for the entire group, and product plan cancellations to €6,528 million, and a change in the warranty estimate to €3,252 million, which the company attributed to "a deterioration in quality, as a result of operational choices, which did not deliver the expected quality performance."

Two cautions, both of which cut against the headline. "North America" here means the United States, Canada and Mexico. And a charge is not a check: most of this is impairment and provisioning, and the cash portion has been separately disclosed. What the segment did do in cash-adjacent terms is lose €1,892 million of adjusted operating income on €60,962 million of revenue, a margin of negative 3.1 percent, down 730 basis points in a year.

Antonio Filosa, who ran the Jeep brand before he ran the company, put it in one line: "Our 2025 full year results reflect the cost of over-estimating the pace of the energy transition."

The recovery, such as it is, is also American. In the second quarter of 2026 group revenue rose 13 percent to €43,482 million and the company posted net income of €293 million against a €1,869 million loss a year earlier. North American sales rose 6 percent, the fourth consecutive quarter of year-over-year growth, in a United States market that fell 0.3 percent, with Grand Wagoneer retail up 43 percent and market share up 40 basis points to 7.4 percent.

Jeep sold 642,924 vehicles in the United States in 2023, 587,725 in 2024, and 593,401 in 2025, a net decline of 7.7 percent across the two years, my arithmetic. Wrangler and Gladiator together came to 224,112, which is 37.8 percent of the brand's American sales and comes entirely out of Toledo, where the governor of Ohio counted "more than 4,300 people" last October. What Jeep sells worldwide is not a knowable number from public filings. Stellantis reports five geographic segments and exactly one brand segment, and the brand is Maserati.

What has not been counted

Add up the six.

Born in Butler and Camp Holabird, named in Toledo, and adjudicated in Washington. Incorporated in the Netherlands. Headquartered at an address near Schiphol airport that is not the address on the press releases. Owned by holders whose votes are shaped by a loyalty register and capped at 30 percent, and whose largest blocks I could not confirm. Built in Ohio, Michigan, Mexico, Italy, Poland, Brazil and India. Paying, in America, through a Delaware limited liability company that is four holding companies below the shares.

One box out of six still answers Ohio without qualification, and it is the box with the people in it.

The rest is uncounted, and the list is long enough to be worth reading as a list. What Exor, Peugeot 1810 and Bpifrance actually hold: not established here. What the company's final 2025 tariff bill was: never published, the last company estimate being about €1.0 billion in October 2025. How many Jeeps are sold worldwide: not disclosed. Whether the 1948 order was ever modified: the volumes are missing. What the letters in Ford's model designation stood for: the wartime technical manual uses the designation hundreds of times and never once spells it out. How many Willys MBs and Ford GPWs were built: three reputable sources give three different pairs of figures, which is why the Army's own historians wrote "more than six hundred thousand" and left it there.

Which is a fair description of the whole file. The vehicle was built by four companies and a procurement office, saved by a Treasury that said out loud it could not survive alone, and is now owned through a share class that exists because of a Dutch statute. Every stage of that had a document. Not one of the documents says the thing people say.

The commission wrote the epitaph in 1948, in a paragraph about consumer perception that reads better now than it did then.

"To the public the Jeep is the small, lightweight, quarter-ton, four-wheel drive, low silhouette, olive drab vehicle used by the Army, without regard to differences in detail or the manufacturer who produced it."

Francis Fenn called it his baby and he was a third right, which is more than anyone else was.

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