Dauch Corp (AXL) awards 90,909 performance-based stock units to executive

Rhea-AI Filing Summary

Dauch Corp reported a new equity award for executive Markus Bannert, President - Metal Forming. On 02/05/2026 he received 90,909 shares of common stock for $0, representing a grant of performance-based restricted stock units (PSUs) at target level performance.

The actual number of PSUs earned will depend on the highest average share price over any 20-day trading period during a performance period ending March 31, 2029, and cannot exceed 300% of target. The PSUs are scheduled to vest 50% at the end of the performance period and 50% one year later. The company notes that Bannert’s total beneficial ownership will be finalized and reported in an amended filing.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bannert Markus

(Last) (First) (Middle)

ONE DAUCH DRIVE

(Street)

DETROIT MI 48211

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dauch Corp [ AXL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President - Metal Forming

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/05/2026		A		90,909(1)	A	(1)	90,909(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares represent a grant of performance-based restricted stock units (PSUs) at target level performance. The actual number of PSUs that will be achieved is based on the highest average price of the Company's common stock achieved over any 20-day trading period during the measurement period ending March 31, 2029 ("Performance Period"). The number of PSUs earned by the reporting person will not exceed 300% of target. The PSUs will generally vest 50% at the end of the Performance Period and 50% on the one-year anniversary thereof.

2. The total number of shares beneficially owned is yet to be determined. The actual amount will be reported in an amended filing.

Remarks:

Exhibit 24 - Power of Attorney attached hereto.

	/s/ Kristen M. Netschke, by PoA from Markus Bannert	02/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Dauch Corp (AXL) disclose for Markus Bannert?

Dauch Corp reported that President - Metal Forming Markus Bannert received 90,909 shares on February 5, 2026. These represent a grant of performance-based restricted stock units at target level performance, awarded at a price of $0 per share as equity compensation.

How many performance-based stock units did AXL grant to Markus Bannert and at what price?

Markus Bannert was granted 90,909 performance-based restricted stock units recorded as common shares at a price of $0 per share. This grant reflects target-level performance and is part of his equity compensation, subject to future performance and vesting conditions set by Dauch Corp.

What are the performance conditions for Markus Bannert’s AXL PSU grant?

The number of PSUs Bannert ultimately earns depends on the highest average price of Dauch Corp common stock over any 20-day trading period during the performance period ending March 31, 2029. Earned PSUs are capped at 300% of the target amount granted on February 5, 2026.

How do the AXL performance stock units granted to Markus Bannert vest?

The PSUs tied to the 90,909-share grant generally vest in two stages. Dauch Corp states that 50% will vest at the end of the performance period on March 31, 2029, and the remaining 50% will vest on the one-year anniversary of that date, subject to conditions.

Why is Markus Bannert’s total beneficial ownership in AXL not finalized yet?

Dauch Corp notes that Bannert’s total beneficially owned shares are still being determined. Because the final number of PSUs earned depends on stock price performance through March 31, 2029, the company plans to report the actual amount of beneficial ownership in an amended Form 4 filing.

What period determines the final payout of AXL PSUs granted to Markus Bannert?

The performance period for Bannert’s PSUs runs through March 31, 2029. The actual number of units he earns is based on the highest average price of Dauch Corp common stock over any 20-day trading span within this window, subject to a 300% of target maximum.