Continuous operation of full cells with layered transition metal (TM) oxide positive electrodes (NCM523) leads to dissolution of TM ions and their migration and incorporation into the solid electrolyte interphase (SEI) of the graphite-based negative electrode. These processes correlate with cell capacity fade and accelerate markedly as the upper cutoff voltage (UCV) exceeds 4.30 V. At voltages ≥4.4 V there is enhanced fracture of the oxide during cycling that creates new surfaces and causes increased solvent oxidation and TM dissolution. Despite this deterioration, cell capacity fade still mainly results from lithium loss in the negative electrode SEI. Among TMs, Mn content in the SEI shows a better correlation with cell capacity loss than Co and Ni contents. As Mn ions become incorporated into the SEI, the kinetics of lithium trapping change from power to linear at the higher UCVs, indicating a large effect of these ions on SEI growth and implicating (electro)catalytic reactions. We estimate that each Mn II ion deposited in the SEI causes trapping of ∼10 2 additional Li + ions thereby hastening the depletion of cyclable lithium ions. Using these results, we sketch a mechanism for cell capacity fade, emphasizing the conceptual picture over the chemical detail. Increasing the energy and power density of Li-ion batteries (LIBs) for transportation applications is desirable for extending driving range and for providing the burst of power required for vehicle acceleration.1-3 Layered transition metal (TM) oxides containing Co, Mn, and Ni are promising high-energy electrode materials, as they exhibit theoretical oxide-specific capacities >200 mAh/g and can be cycled to potentials exceeding 4.50 V vs. Li/Li + . 4,5 However, the performance deterioration of full cells, in which these oxides are paired with a graphite (Gr) negative electrode, increases markedly at potentials exceeding 4.30 V, limiting their wider use as high-energy cathode materials.6,7 Therefore, it is imperative to examine the causes for their performance loss at high voltages. In this study we aim at understanding both the phenomenology and mechanism of capacity loss; mitigation of this loss will be the focus of future articles.Several possible causes for cell performance degradation have been identified over the years. These causes include, but are not limited to (i) TM oxide structure changes leading to voltage fade, 8 (ii) buildup of electrode surface films, especially the solid-electrolyte interphases (SEIs) 9,10 at the negative electrode, leading to Li + inventory depletion and/or impedance rise, 11-13 (iii) decomposition of the electrolyte, [14][15][16] (iv) pitting corrosion of aluminum current collectors, 17-19 (v) binder destabilization leading to delamination of electrode coatings, and (vi) dissolution of electrode-active materials. [20][21][22][23] This last source, especially the dissolution of Mn and its deposition in the negative electrode SEI, has been shown to be particularly detrimental to cell performance. [24][25][26] All steps o...