Dana (DAN) director converts stock units and dividends into shares

Rhea-AI Filing Summary

Dana Inc. director Keith E. Wandell reported acquiring Dana common stock through the vesting and conversion of equity awards. On February 11, 2026, 10,104 restricted stock units and 227 dividend equivalent rights were exercised at $0.0000 per share into common stock.

Following these conversions, Wandell directly owned 97,948 shares of Dana common stock. The footnotes explain that each restricted stock unit represents the right to receive one share of Dana stock or, at Dana’s election, cash equal to the market value per share, and that the units vest in full on the first anniversary of the grant.

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

OMB APPROVAL

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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^*

WANDELL KEITH E

(Last) (First) (Middle)

3939 TECHNOLOGY DRIVE

(Street)

MAUMEE OH 43537

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DANA Inc [ DAN ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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, par value $0.01	02/11/2026		M		10,104	A	$0.0000	97,721	D
Common Stock, par value $0.01	02/11/2026		M		227	A	$0.0000	97,948	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
Dividend Equivalent Rights	(1)	02/11/2026		M			227	(1)	(1)	Common Stock, par value $0.01	227	$0.0000	0.0000	D
Restricted Stock Units	(2)	02/11/2026		M			10,104	02/11/2026(3)	(3)	Common Stock, par value $0.01	10,104	$0.0000	0.0000	D

Explanation of Responses:

1. Dividend equivalent rights accrued on previously granted restricted stock units and become exercisable proportionately with the restricted stock units to which they relate, which have vested.

2. Each restricted stock unit granted represents the right to receive one share of Dana common stock or, at the election of Dana, cash equal to the market value per share. Each restricted stock unit contains dividend equivalent rights.

3. Restricted stock units granted vest in full on the first anniversary date of the grant.

	/s/ Laura L. Aossey on behalf of Keith E. Wandell	02/12/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Dana (DAN) report for Keith E. Wandell?

Dana director Keith E. Wandell reported the vesting and conversion of equity awards into common stock. On February 11, 2026, 10,104 restricted stock units and 227 dividend equivalent rights converted at $0.0000 per share into Dana common stock he holds directly.

How many Dana (DAN) shares does Keith E. Wandell own after this Form 4?

After the reported transactions, Keith E. Wandell directly owns 97,948 shares of Dana common stock. These shares reflect the exercise and conversion of previously granted restricted stock units and related dividend equivalent rights into common stock on February 11, 2026.

Were Keith E. Wandell’s Dana (DAN) transactions a buy or a sale?

The transactions were exercises of derivative securities, not open-market buys or sales. Restricted stock units and dividend equivalent rights were converted into common shares at $0.0000 per share, increasing Wandell’s direct ownership without a reported purchase price or sale proceeds.

What are the dividend equivalent rights mentioned in Dana (DAN) director’s Form 4?

The dividend equivalent rights accrued on previously granted restricted stock units and become exercisable proportionately with those units. When the underlying restricted stock units vest, the related dividend equivalent rights can be exercised into additional Dana common shares on the same schedule.

How do Dana (DAN) restricted stock units work in this insider filing?

Each restricted stock unit represents the right to receive one share of Dana common stock or, at Dana’s election, cash equal to the market value per share. These units vest in full on the first anniversary of the grant and include dividend equivalent rights.

What transaction code appears in the Dana (DAN) Form 4 for Keith E. Wandell?

The filing uses transaction code “M,” indicating an exercise or conversion of derivative securities. In this case, previously granted restricted stock units and dividend equivalent rights were converted into Dana common stock at $0.0000 per share, increasing his direct share ownership.