Recent 8-K filings for DAN

• June 12, 2026, 7:00 AM ET leadership materiality 0.60 neutral item 5.02item 9.01 ◈ executive_change ×2

  Dana discloses CEO and Executive Chairman compensation details for July 1 transition

  Byron Foster becomes CEO on July 1, 2026; base salary $1M, target annual incentive 150% of base.

• June 11, 2026, 4:26 PM ET M&A materiality 0.90 positive item 1.01item 9.01 ◈ Material Agreements ×2

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

  Dana and Eaton signed definitive agreements on June 10, 2026 for a Reverse Morris Trust transaction involving Eaton's Vehicle and eMobility business.

• June 11, 2026, 6:42 AM ET M&A materiality 1.00 positive item 7.01item 9.01

  Dana to combine with Eaton Mobility in $5.1B deal; combined revenue ~$11B

  Transaction values Eaton Mobility at ~$5.1B (~8.3x 2026E adj. EBITDA before synergies); combined company enterprise value over $10B.

• May 15, 2026, 4:30 PM ET earnings materiality 0.20 neutral item 9.01

  Dana files supplemental Q1 2026 non-GAAP financial info; details not in filing text

  Filing furnishes supplemental non-GAAP financial measures for Q1 2026.

• April 29, 2026, 7:59 PM ET earnings materiality 0.85 positive item 9.01

  Dana Q1: sales $1.87B (+5% YoY), adj EBITDA $171M (9.2% margin), new Stellantis win, maintains FY guidance

  Sales $1.87B, up 5% from $1.78B YoY; adj EBITDA $171M (9.2% margin) vs $93M (5.2%) prior year.

• April 23, 2026, 7:59 PM ET other materiality 0.10 neutral item 5.07

  Dana annual meeting results: All director nominees elected; shareholder independent chair proposal fails

  Each of eight director nominees received >89.7M FOR votes; no director had majority withhold.

• March 25, 2026, 7:59 PM ET other material materiality 0.75 positive item 7.01item 9.01

  Dana targets ~$10B sales by 2030, 14-15% EBITDA margins at Capital Markets Day

  Dana 2030 plan targets ~$10B annual sales by 2030, 33% above 2026 guidance.

• February 18, 2026, 6:59 PM ET earnings materiality 0.85 positive item 9.01

  Dana FY2025 Adj. EBITDA $610M, guides 2026 margin 10-11%; buyback expanded to $2B

  FY2025 sales $7.5B (-3% YoY); Adj. EBITDA $610M (8.1% margin) vs $395M (5.1%) in FY2024.

• February 12, 2026, 6:59 PM ET leadership materiality 0.55 neutral item 5.02item 7.01item 9.01

  Dana appoints Byron Foster as CEO effective July 1, 2026; McDonald remains Chairman

  Byron Foster named President and CEO, effective July 1, 2026; will also join Board.

• February 11, 2026, 6:59 PM ET dividend materiality 0.65 positive item 7.01item 9.01

  Dana raises dividend 20% to $0.12/share; expands buyback program to $2B through 2030

  Quarterly dividend increased 20% to $0.12 per share; payable March 20, 2026 to holders of record Feb 27.

• February 6, 2026, 6:59 PM ET other material materiality 0.35 neutral item 5.02item 9.01

  Dana grants PSUs to NEOs (excl. CEO) with 4-year stock price targets; max 3x target payout

  Board approved PSUs under 2021 Omnibus Plan; eligible participants include named executive officers other than CEO Bruce McDonald.

• January 21, 2026, 6:59 PM ET earnings materiality 0.85 positive item 7.01item 9.01

  Dana reports preliminary 2025 sales ~$7.5B, adj. EBITDA $600M; 2026 margin guidance raised to 10-11%

  Preliminary 2025: sales ~$7.5B, adjusted EBITDA ~$600M (8% margin), adjusted FCF ~$315M.

• January 8, 2026, 6:59 PM ET debt materiality 0.60 neutral item 8.01

  Dana completes tender offers for six note series and redeems all 2027 & 2028 notes

  Purchased $138.3M of 2027 notes (34.6% of outstanding), $142.4M of 2028 notes (35.6%).

• January 7, 2026, 6:59 PM ET other material materiality 0.75 neutral item 9.01

  Dana completes $2.66B sale of Off-Highway business to Allison; provides pro forma financials

  Sale closed Jan 1, 2026; cash proceeds $2.664B after preliminary working capital adjustments.

• January 2, 2026, 6:59 PM ET M&A materiality 0.85 positive item 2.01item 7.01item 9.01

  Dana completes $2.73B sale of off-highway business to Allison Transmission

  Purchase price of $2.732B in cash; multiple of 7.5x expected 2025 adjusted EBITDA.

• December 4, 2025, 6:59 PM ET debt materiality 0.70 positive item 7.01

  Dana launches tender offers for up to ~$1.066B in notes ahead of off-highway sale

  Tenders up to $173M each of 2027, 2028 & 2030 notes; €141M 2029; €184M 2031; $152M 2032.

• October 29, 2025, 7:59 PM ET earnings materiality 0.75 positive item 9.01

  Dana Q3 net income $13M; adjusted EBITDA margin 8.5%, raises FY profit guidance

  Sales $1.92B (flat YoY); net income from continuing ops $13M vs loss $21M a year ago.

• October 23, 2025, 7:59 PM ET leadership materiality 0.25 neutral item 5.02item 7.01item 9.01

  Dana appoints Olivia Nelligan to board; she is CFO of CHS Inc.

  Olivia Nelligan appointed to Dana board effective October 22, 2025.

• September 30, 2025, 7:59 PM ET leadership materiality 0.60 neutral item 5.02item 9.01

  Dana extends CEO McDonald's contract; successor search to accelerate in early 2026

  CEO R. Bruce McDonald's employment extended on month-to-month basis up to one year until successor starts; then to Non-Executive Chairman.

• August 5, 2025, 7:59 PM ET earnings materiality 0.90 positive item 9.01

  Dana Q2 2025: Sales $1.95B (continuing); raises FY25 guidance; $1B capital return

  Sales from continuing ops $1.95B vs $2.05B YoY; loss before tax -$24M vs -$53M; adjusted EBITDA $145M (7.5% margin) vs $110M.

• August 1, 2025, 7:59 PM ET debt materiality 0.70 neutral item 1.01item 2.03item 9.01

  Dana adds $250M term loan facility tied to off-highway business divestiture

  $250M 2025 New Term A Facility matures earlier of 5 business days after off-highway divestiture or 364 days.

• June 18, 2025, 7:59 PM ET other material materiality 0.70 neutral item 1.02item 5.02item 7.01 ◈ executive_change ×2

  Dana repurchases 14.3M shares from Icahn Group at $17.58; two Icahn director appointees resign

  Dana repurchased 14,268,505 shares from Icahn Group at $17.58/share (~$251M total).

• June 13, 2025, 7:59 PM ET M&A materiality 0.85 positive item 1.01item 9.01

  Dana to sell off-highway business to Allison Transmission for $2.732B

  Purchase price of $2.732B, subject to working capital and net debt adjustments.

• June 11, 2025, 7:59 PM ET M&A materiality 0.85 positive item 9.01

  Dana sells off-highway business to Allison for $2.7B; authorizes $1B capital return

  Sale price represents 7x expected 2025 adjusted EBITDA; net cash proceeds after tax ~$2.4B.

• April 30, 2025, 7:59 PM ET earnings materiality 0.65 neutral item 9.01

  Dana Q1 sales $2.35B, adj EBITDA $188M; maintains FY 2025 guidance; cost savings accelerated

  Net income $25M ($0.17 EPS) vs $3M ($0.02) YoY; adjusted net income $19M ($0.13) vs $37M ($0.26).

• April 30, 2025, 7:59 PM ET other material materiality 0.15 neutral item 5.07

  Dana shareholders elect all 9 directors; say-on-pay passes despite 21.5% opposition

  92.24% of outstanding shares (134.4M) represented at April 24 annual meeting.

• February 20, 2025, 6:59 PM ET earnings materiality 0.70 positive item 9.01

  Dana reports FY2024 adjusted EBITDA up $40M to $885M; guides 2025 EBITDA up 10%

  Full-year 2024 sales $10.3B (-$271M YoY), adjusted EBITDA $885M (+$40M), margin 8.6% (+60 bps).

• January 24, 2025, 6:59 PM ET earnings materiality 0.75 positive item 9.01

  Dana reports preliminary FY2024 sales ~$10.3B, adj EBITDA $885M; guides 2025 adj EBITDA margin ~10%

  Preliminary FY2024 sales ~$10.3B (down from $10.6B); adj EBITDA $885M (margin 8.6% vs 8.0% in 2023); free cash flow ~$70M.

• January 23, 2025, 6:59 PM ET leadership materiality 0.60 neutral item 1.01item 5.02item 9.01

  Dana appoints Brett Icahn and Christian Garcia to board; revises standstill with Icahn Group

  Brett Icahn and Christian Garcia appointed to Dana board, replacing Gary Hu and Steven Miller.

• December 11, 2024, 6:59 PM ET leadership materiality 0.25 neutral item 5.02item 7.01item 9.01

  Dana appoints Nora LaFreniere from Otis to its board of directors

  Nora LaFreniere appointed to Dana board effective December 10, 2024.

• November 25, 2024, 6:59 PM ET leadership materiality 0.75 neutral item 5.02item 9.01 ◈ executive_change ×2

  Dana appoints R. Bruce McDonald as Chairman & CEO, plans sale of Off-Highway business

  Appointed R. Bruce McDonald as Chairman and CEO, effective immediately; James Kamsickas steps down as CEO.

• October 30, 2024, 7:59 PM ET earnings materiality 0.80 negative item 9.01

  Dana Q3 sales down 7% to $2.48B; net income $4M vs $19M; cuts full-year guidance

  Sales $2.48B, -7% YoY; net income $4M ($0.03 EPS) vs $19M ($0.13 EPS) in Q3 2023.

• August 26, 2024, 7:59 PM ET leadership materiality 0.40 neutral item 5.02item 9.01 ◈ executive_change ×2

  Dana appoints Craig Price to lead Off-Highway Drive & Motion Systems

  Craig Price named SVP and President of Off-Highway Drive and Motion Systems, effective September 1, 2024.

• August 12, 2024, 7:59 PM ET leadership materiality 0.65 negative item 8.01

  Dana announces death of Off-Highway Drive and Motion Systems President Jeroen Decleer; interim report to CEO

  Jeroen Decleer, SVP and President of Off-Highway Drive and Motion Systems, passed away after a brief illness.

• July 31, 2024, 7:59 PM ET earnings materiality 0.75 neutral item 9.01

  Dana Q2 sales flat at $2.74B; adj EBITDA margin up 10 bps to 8.9%; raises FY free cash flow guidance to $100M

  Sales of $2.74B vs $2.75B in Q2 2023; net income $16M ($0.11 EPS) down from $30M ($0.21 EPS) a year ago.

• July 16, 2024, 7:59 PM ET leadership materiality 0.35 neutral item 5.02item 9.01 ◈ executive_change

  Dana names Brian Pour as Commercial Vehicle business unit president, succeeding retired Aziz Aghili

  Appointment of Brian Pour as Senior Vice President and President of Dana Commercial Vehicle Drive and Motion Systems, effective July 22, 2024.

• May 10, 2024, 7:59 PM ET other material materiality 0.60 neutral item 8.01

  Hydro-Québec exercises put option on its 45% stake in Dana TM4 joint venture

  Hydro-Québec provided put notice on May 6, 2024 for its 45% redeemable noncontrolling interest in Dana TM4 joint venture.

• April 30, 2024, 7:59 PM ET earnings materiality 0.75 positive item 9.01

  Dana Q1 sales up 3.4% to $2.74B; adj EBITDA $223M; raises FY FCF guidance

  Sales $2.74B (+$91M YoY); net income $3M ($0.02 diluted EPS) vs $28M ($0.19) in Q1 2023.

• April 26, 2024, 7:59 PM ET other material materiality 0.15 neutral item 5.07 ◈ Shareholder Votes ×4

  Dana shareholders elect all nine directors, approve say-on-pay and incentive plan amendment

  All nine director nominees elected; R. Bruce McDonald received 96.2M for, 32.7M withheld — highest withhold count.

• February 20, 2024, 6:59 PM ET earnings materiality 0.75 positive item 9.01

  Dana reports record 2023 sales of $10.6B, adjusted EBITDA up 21% to $845M; guides 2024 higher

  Full-year 2023 sales $10.6B (+4% YoY); adjusted EBITDA $845M (+21%); margin improved 110 bps to 8.0%.

• November 13, 2023, 6:59 PM ET leadership materiality 0.50 neutral item 5.02item 9.01 ◈ executive_change ×2

  Brett Icahn resigns from Dana board; Steven Miller appointed as Icahn designee

  Brett Icahn resigned from the Board effective Nov 9, 2023, not due to any disagreement.

• October 27, 2023, 7:59 PM ET earnings materiality 0.80 neutral item 9.01

  Dana Q3 sales up 5% to $2.67B, net income $19M; UAW strike guidance cut scenarios

  Sales $2.67B (+5% YoY); net income $19M vs net loss $88M a year ago (incl $191M goodwill impairment).

• September 5, 2023, 7:59 PM ET leadership materiality 0.40 neutral item 5.02 ◈ executive_change ×2

  Dana announces EVP Aziz Aghili retirement (June 2024) and appointment of Jeroen Decleer as SVP

  Aziz Aghili, EVP and President Heavy Vehicles, to retire in June 2024 after 14 years; retains responsibility for Commercial Vehicle Drive and Motion Systems until then.

• July 28, 2023, 7:59 PM ET earnings materiality 0.75 positive item 9.01

  Dana Q2 sales $2.75B (+6% YoY); net income $30M vs $8M; raises full-year guidance

  Sales of $2.75B, up $162M or 6% YoY; net income $30M ($0.21 diluted EPS) vs $8M last year.

• May 24, 2023, 7:59 PM ET debt materiality 0.50 neutral item 1.01item 2.03item 9.01 ◈ Debt Financings◈ Material Agreements

  Dana subsidiary closes €425M 8.500% Senior Notes due 2031

  Issuer is Dana Financing Luxembourg S.à r.l.; Notes fully and unconditionally guaranteed by Dana.

• May 10, 2023, 7:59 PM ET debt materiality 0.50 neutral item 7.01item 9.01

  Dana unit offers €425M senior notes due 2031; to redeem $200M of 2025 notes

  Dana subsidiary proposes €425M senior unsecured notes due 2031, guaranteed by Dana.

• May 10, 2023, 7:59 PM ET debt materiality 0.55 neutral item 7.01item 9.01

  Dana subsidiary prices €425M 8.500% Senior Notes due 2031, proceeds to redeem 2025 notes and repay revolver

  Dana Financing Luxembourg S.à r.l. priced €425M of 8.500% Senior Notes due 2031 at 100% of principal.

• April 28, 2023, 7:59 PM ET other material materiality 0.15 neutral item 5.07 ◈ Shareholder Votes ×5

  Dana shareholders elect all 10 director nominees, approve say-on-pay, reject independent-chair proposal

  All ten director nominees elected; Virginia Kamsky received highest withhold count at 21.5M shares.

• April 28, 2023, 7:59 PM ET earnings materiality 0.65 positive item 9.01

  Dana Q1 2023 record sales $2.64B; net income $28M; adj. EBITDA up 20% to $204M; guidance reaffirmed

  Sales $2.64B (+7% YoY); net income $28M (up from $17M); diluted EPS $0.19.

• March 16, 2023, 7:59 PM ET debt materiality 0.50 neutral item 1.01item 2.03item 9.01 ◈ Material Agreements

  Dana extends revolving credit facility maturity to March 2028, transitions from LIBOR to SOFR/SONIA

  Revolving facility maturity extended by two years to March 2028.

Executive changes

Earnings & guidance

Materiality & sentiment trend

Max materiality 1.00 · Median 0.65 · Most common event earnings

19 positive 2 negative 29 neutral

source · DAN on sec.gov