---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-267630"
form_type: "8-K"
ticker: "DAN"
cik: "0000026780"
company_name: "DANA Inc"
filed_at: "2026-06-11T20:26:48+00:00"
generated_at: "2026-06-11T20:33:19.342838+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Dana enters definitive agreement with Eaton for Reverse Morris Trust merger with SpinCo

## Summary
- Dana and Eaton signed definitive agreements on June 10, 2026 for a Reverse Morris Trust transaction involving Eaton's Vehicle and eMobility business.
- Following distribution of SpinCo shares to Eaton shareholders, Merger Sub will merge with Dana, with Dana surviving as a wholly-owned subsidiary of SpinCo.
- Former Eaton shareholders will own at least 50.1% and former Dana shareholders approximately 49.9% of SpinCo common stock on a fully diluted basis.
- SpinCo will pay Eaton Ohio approximately $1.1 billion prior to distribution; Goldman Sachs committed a $2.6 billion bridge facility to Dana and SpinCo.
- Transaction approved by both boards; completion requires Dana shareholder approval, regulatory clearances, and tax opinions.

## SEC filing metadata
- accession: 0001193125-26-267630
- form_type: 8-K
- ticker: DAN
- cik: 0000026780
- company_name: DANA Inc
- filed_at: 2026-06-11T20:26:48+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/26780/000119312526267630/0001193125-26-267630-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/26780/000119312526267630/d71897d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-267630
- JSON: https://secwatch.observer/filing/0001193125-26-267630.json
- Plain text: https://secwatch.observer/filing/0001193125-26-267630.txt

## Key facts
- Material Agreements
  DANA Inc entered into Agreement and Plan of Merger with Eaton Corporation plc, Eaton Corporation, Mobility (USA) Corporation, Atlas Mobility Sub, Inc. (effective 2026-06-10).
  - Action: entry
  - Agreement: merger
  - Counterparty: Eaton Corporation plc, Eaton Corporation, Mobility (USA) Corporation, Atlas Mobility Sub, Inc.
  - Effective: 2026-06-10
  source text: an Agreement and Plan of Merger (the “ Merger Agreement ”), dated as of June 10, 2026, by and among Eaton, Eaton Ohio, SpinCo, Merger Sub and Dana
  evidence_url: https://www.sec.gov/Archives/edgar/data/26780/000119312526267630/0001193125-26-267630-index.htm
- Material Agreements
  DANA Inc entered into Separation and Distribution Agreement with Eaton Corporation plc, Eaton Corporation, Eaton Capital Unlimited Company, Mobility (USA) Corporation (effective 2026-06-10).
  - Action: entry
  - Agreement: supply
  - Counterparty: Eaton Corporation plc, Eaton Corporation, Eaton Capital Unlimited Company, Mobility (USA) Corporation
  - Effective: 2026-06-10
  source text: a Separation and Distribution Agreement (the “ Separation Agreement ”), dated as of June 10, 2026, by and among Eaton, Eaton Ohio, Eaton HoldCo, SpinCo and Dana
  evidence_url: https://www.sec.gov/Archives/edgar/data/26780/000119312526267630/0001193125-26-267630-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
