Every 8-K that Dana Inc (DAN) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow DAN and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full DAN filings page.
Dana Incorporated reported stronger results for the quarter ended June 30, 2026 and raised its 2026 outlook. Second‑quarter sales were $2.01 billion, up from $1.94 billion a year earlier, driven by higher end‑market demand, pricing actions and favorable currency. Adjusted EBITDA increased to $207 million, a 10.3% margin compared with 7.6%, as cost‑savings, operational efficiencies and pricing more than offset headwinds. Net income from continuing operations improved to $11 million from a $12 million loss, while operating cash flow rose to $109 million and adjusted free cash flow to $68 million.
The company restarted share repurchases, buying approximately 1.2 million shares for $44 million in the quarter, and has returned $169 million year‑to‑date with plans for about $200 million of additional repurchases in 2026. Full‑year 2026 guidance now calls for sales of $7.65 billion to $7.85 billion, adjusted EBITDA of $800 million to $850 million, implied adjusted EBITDA margin of roughly 10.6%, diluted adjusted EPS of $1.75 to $2.25, and adjusted free cash flow of $275 million to $375 million. Dana also highlighted progress on its planned split‑off combination with Eaton’s Mobility business, targeting at least $250 million of run‑rate cost synergies within 24 months after an expected first‑quarter 2027 closing, subject to shareholder and regulatory approvals.
Dana Incorporated entered into Amendment No. 8 to its Credit and Guaranty Agreement, adding a new senior secured delayed draw term loan A facility with an aggregate principal amount of $500.0 million. The facility is available in a single draw any time before August 1, 2026, matures 364 days after borrowing, and bears interest at the same rate as revolving credit advances under the existing credit agreement. Dana expects to draw the full amount and use the proceeds to redeem all outstanding 8.500% Senior Notes due 2031 at a redemption price of 104.250% of principal, plus accrued interest, on or around July 31, 2026.
Dana Incorporated is amending an earlier report to detail new compensation arrangements for incoming CEO Byron S. Foster and Executive Chairman R. Bruce McDonald, effective July 1, 2026.
Mr. Foster’s letter agreement sets an initial base salary of $1,000,000 and a target annual incentive equal to 150% of base salary, plus eligibility for Dana’s long‑term incentive program starting with the 2027 grant cycle and continued participation in existing severance and benefit plans.
Mr. McDonald’s letter agreement, running through December 31, 2028 unless ended or extended earlier, provides a $700,000 base salary, a target annual incentive equal to 100% of base salary, and a one‑time restricted stock unit award under Dana’s 2021 Omnibus Incentive Plan with a target grant date fair value of $5,000,000, vesting 50% on December 31, 2027 and 50% on December 31, 2028, along with continued participation in Dana’s severance and benefits plans.
Dana Incorporated announced a definitive Reverse Morris Trust transaction with Eaton to combine Dana with Eaton’s Vehicle and eMobility businesses held by a new company, SpinCo. After the merger, former Eaton shareholders will own at least 50.1% of SpinCo and former Dana shareholders about 49.9% on a fully diluted basis.
Before the distribution of SpinCo shares to Eaton shareholders, SpinCo will make an approximately $1.1 billion cash payment to Eaton Ohio. Dana and SpinCo have secured a commitment from Goldman Sachs Bank USA for a $2.6 billion 364‑day bridge facility to fund the SpinCo payment, refinance certain Dana debt, and pay related fees and expenses, with an expectation to replace it with permanent financing. The transaction, unanimously approved by both boards, is intended to be tax-free for U.S. federal income tax purposes and is subject to shareholder approvals, regulatory clearances, tax opinions and other customary closing conditions.
Dana Incorporated is combining with Eaton’s Mobility business in a Reverse Morris Trust transaction valued at about $5.1 billion. Eaton Mobility is valued at roughly 8.3x estimated 2026 pro forma adjusted EBITDA before synergies, or about 5.9x including run-rate synergies.
The combined company is projected to generate about $11 billion of 2026 sales with enhanced margins and free cash flow, supported by expected annual run-rate cost synergies of $250 million within 24 months of closing. Eaton shareholders are expected to own at least 50.1% of the combined company and Dana shareholders approximately 49.9%.
Dana targets by 2030 about $14–$15 billion in sales, roughly 18% adjusted EBITDA margins, and an 8%–9% adjusted free cash flow margin, up from prior goals of $10 billion in sales and 14%–15% margins. Pro forma net leverage is expected to be about 1.2x in 2026, including a roughly $1.1 billion cash distribution to Eaton funded with new debt, and the deal is expected to close in the first quarter of 2027, subject to shareholder and regulatory approvals.
Dana Incorporated furnished supplemental non-GAAP financial information for the first quarter ended March 31, 2026, expanding on its previously released results. The company reported net sales of $1,868 million versus $1,781 million a year earlier and net income attributable to the parent company of $1,087 million, largely driven by $1,106 million of net income from discontinued operations.
From continuing operations, Dana recorded a net loss of $15 million, but non-GAAP performance improved. Adjusted EBITDA rose to $171 million from $93 million, and adjusted net income attributable to the parent company improved to $16 million from a loss of $39 million. Diluted adjusted EPS was $0.14 compared with a loss of $0.27 in the prior-year quarter.
Dana Incorporated reported strong first-quarter 2026 results, with sales of $1.87 billion versus $1.78 billion a year earlier, helped by customer recoveries and currency. Adjusted EBITDA rose to $171 million, lifting margin to 9.2% from 5.2% as cost-savings and efficiency actions took hold.
Operating cash flow was a use of $156 million and adjusted free cash flow a use of $195 million, both larger outflows than in 2025 due to working-capital timing. Dana announced a new Stellantis RAM Dakota program, increasing its three-year net new sales backlog to about $950 million. For full-year 2026, the company maintained guidance, including sales of $7.30–$7.70 billion, adjusted EBITDA of $750–$850 million, diluted adjusted EPS of $2.00–$3.00, and adjusted free cash flow of $250–$350 million.
Dana Incorporated reported the final voting results from its Annual Meeting of Shareholders held on April 22, 2026. A quorum was present, with 98,312,359 shares represented, or 89.74% of the 109,556,506 outstanding common shares.
Shareholders elected eight directors to one‑year terms, with each nominee receiving substantially more votes "for" than "withhold." They also approved the non‑binding advisory vote on executive compensation, with 91,033,858 votes for and 2,460,716 against, and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm, with 95,864,515 votes for.
A shareholder proposal to require an independent Board Chairman did not pass, receiving 25,853,976 votes for and 67,642,472 against.
Dana Incorporated is using its 2026 Capital Markets Day to outline “Dana 2030,” a long-term growth and margin expansion plan focused on light- and commercial-vehicle powertrain markets. The company reported 2025 sales of $7.5 billion and an adjusted EBITDA margin of 8.1%, reflecting a 310-basis-point improvement and $310 million of cost savings.
Management is targeting 2030 sales of roughly $10 billion, an adjusted EBITDA margin of 14%–15%, and an adjusted free cash flow margin of about 6%, implying sales and adjusted EBITDA CAGRs of 6% and 17%. The plan relies on five pillars: traditional product growth, aftermarket expansion, applied technologies (including EV), manufacturing excellence, and structural cost reduction.
Capital allocation priorities include maintaining a “best-in-sector” balance sheet with net debt below 1x EBITDA and returning approximately $2.0 billion to shareholders through 2030, combining dividends and share repurchases. In 2025, Dana completed the $2.7 billion sale of its Off-Highway business, repurchased about 34 million shares, and returned $704 million to shareholders, and it has authorized further buybacks and a 20% dividend per-share increase for 2026.
Dana Incorporated reported stronger profitability for 2025 despite slightly lower sales and reaffirmed its 2026 outlook and long-term 2030 targets. Full-year 2025 sales were $7.5 billion versus $7.7 billion in 2024, while adjusted EBITDA rose to $610 million from $395 million, lifting margin to 8.1%.
Fourth-quarter 2025 sales were $1.9 billion with adjusted EBITDA of $208 million, an 11.1% margin. Adjusted free cash flow for 2025 improved to $331 million from $81 million. Management highlighted $248 million of cost savings in 2025 toward a $325 million program and completion of the Off‑Highway separation.
For 2026, Dana targets sales of $7.3–$7.7 billion, adjusted EBITDA of $750–$850 million (10–11% margin), diluted adjusted EPS of $2.00–$3.00, and adjusted free cash flow of $250–$350 million. By 2030, the company aims for about $10 billion in sales, 14–15% adjusted EBITDA margin, roughly 6% adjusted free cash flow margin, and about $2 billion in share repurchases through 2030.
Dana Incorporated has appointed Byron Foster as its new President and Chief Executive Officer, effective July 1, 2026. He will also join the board, where he was elected on February 11, 2026. Current Chairman and CEO R. Bruce McDonald will remain Chairman after the transition.
Foster currently serves as Senior Vice President and President of Light Vehicle Systems, Dana’s largest business unit, where the business has delivered strong sales growth and profit margin improvement under his leadership. Dana reported preliminary 2025 sales of $7.5 billion and employs about 28,000 people in 24 countries.
Dana Incorporated announced that its board of directors has declared a quarterly dividend of $0.12 per share on its common stock, payable on March 20, 2026, to shareholders of record on February 27, 2026. This dividend represents a 20 percent increase over the prior quarterly payout.
The board also increased and extended Dana’s share repurchase program from $1 billion by 2027 to a total of $2 billion through 2030, including $750 million already returned under the program. Dana reported preliminary 2025 sales of $7.5 billion and operates in 24 countries with about 28,000 employees.
Dana Incorporated’s Board approved new performance-vested restricted stock unit (PSU) awards for eligible participants, including its named executive officers other than CEO Bruce McDonald, under the 2021 Omnibus Incentive Plan.
The PSUs can be earned from zero to three times the target amount based on Dana’s stock price performance over a four-year period from January 1, 2026 through December 31, 2029, plus continued employment through each vesting date. Any PSUs ultimately earned will be settled in Dana common stock, delivered in two equal installments in early 2030 and early 2031.
Dana Incorporated announced that it will host a webcast and conference call on January 21, 2026 at 10:00 a.m. EST. Management plans to discuss the company’s market outlook, new business growth, capital return strategy, and preliminary 2025 results.
Audio streaming, slides, and a replay will be available through the Dana investor website. A press release and the presentation slides to be used during the event are provided as Exhibit 99.1, giving investors structured materials to follow the discussion.
Dana Incorporated reported the final results of its cash tender offers and subsequent redemptions of several senior note issues. The company accepted for purchase $138,276,000 of its 5.375% notes due 2027, $142,366,000 of its 5.625% notes due 2028, €140,725,000 of Dana Financing’s 3.000% notes due 2029 (after proration), $173,200,000 of its 4.250% notes due 2030 (after proration), €8,569,000 of its 8.500% notes due 2031, and $151,548,000 of its 4.500% notes due 2032, all at 100% of principal.
The purchased notes were canceled, and Dana funded these transactions, including accrued interest, using proceeds from its previously announced sale of its off-highway business. The day after settlement, the company also completed the full redemption of all remaining outstanding 2027 and 2028 notes at 100% of principal plus accrued interest, leaving no notes of those two series outstanding.
Dana Incorporated filed an amended current report to update prior disclosure about the sale of its off-highway business. The amendment adds unaudited pro forma consolidated financial statements as Exhibit 99.1, which show how Dana’s financials would look after the divestiture. Dana previously completed the sale of this business to Allison Transmission Holdings, Inc. for a cash purchase price of $2.732 billion, subject to adjustments, under a stock purchase agreement dated June 11, 2025. All other items from the original report remain unchanged.
Dana Incorporated completed the previously announced sale of its off-highway business to Allison Transmission Holdings, Inc. for a cash purchase price of $2.732 billion, subject to certain adjustments. The transaction closed on January 1, 2026 under a Stock Purchase Agreement dated June 11, 2025. Dana has furnished a press release about the closing and plans to file unaudited pro forma financial information reflecting the sale by amendment within four business days after the closing date.
Dana Incorporated announced that it and its wholly owned subsidiary, Dana Financing Luxembourg S.à r.l., have launched several cash tender offers to repurchase portions of their outstanding senior notes. They are offering to buy up to $173 million of 5.375% notes due 2027, $173 million of 5.625% notes due 2028, €141 million of 3.000% notes due 2029, $173 million of 4.250% notes due 2030, €184 million of 8.500% notes due 2031, and $152 million of 4.500% notes due 2032 at 100% of principal plus accrued interest.
The offers are tied to the pending sale of Dana’s off-highway business, from which Dana expects about $2.3 billion of cash proceeds and plans to use approximately $1,066 million to fund these note purchases as an initial step in a broader debt reduction plan. The tender offers are scheduled to expire at 5:00 p.m., New York City time, on January 5, 2026, subject to conditions linked to completion of the asset sale.
Dana also issued conditional redemption notices to fully redeem all 2027 and 2028 notes on January 8, 2026 at 100% of principal plus accrued interest. Any of these notes not bought in the tender offers will be redeemed, assuming the asset sale proceeds are received and the related conditions are satisfied, which would fully repay the 2027 and 2028 issues.
Dana Incorporated furnished an 8-K announcing it issued a news release with results for the quarter ended September 30, 2025. The press release is attached as Exhibit 99.1.
The information is being “furnished” and not “filed” under the Exchange Act, which limits its incorporation by reference unless specifically stated. Dana’s common stock (symbol DAN) trades on the New York Stock Exchange.
Dana Incorporated appointed Hanna Olivia Nelligan to its Board of Directors, effective October 22, 2025. Nelligan is executive vice president, chief financial officer, and chief strategy officer of CHS Inc., and previously served as CEO of Nasco and in senior finance roles at Kerry Group.
She will serve on Dana’s Audit Committee and Compensation Committee and will receive the same compensation as other non‑employee directors. The company reported no arrangements leading to her selection and no transactions requiring disclosure under Item 404(a). A press release announcing the appointment was furnished as Exhibit 99.1.
Dana Incorporated is extending the employment of its Chairman and CEO, R. Bruce McDonald, while it advances key initiatives and prepares for a leadership transition. The board plans to accelerate its search for a successor in early 2026, after which McDonald is expected to move into the role of Non-Executive Chairman.
Under an amended and restated employment agreement dated September 29, 2025, McDonald will continue as CEO on a month-to-month basis for up to one year, with base salary of $1,300,000. He is eligible for RSU grants with an aggregate target grant-date fair value of $9,900,000, split across grants at signing, around May 25, 2026, monthly from June through October 2026, and around November 25, 2026, subject to continued service. These RSUs generally vest one year after grant, and he may also receive a cash transition bonus of up to $500,000 based on his role in delivering a successful CEO transition by the April 2026 shareholder meeting.