DANA director converts RSUs and dividend equivalents

DANA Inc. director Diarmuid B. O'Connell reported acquiring common shares through the exercise of equity awards.

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Rhea-AI Filing Summary

DANA Inc. director Diarmuid B. O'Connell reported acquiring common shares through the exercise of equity awards. On 02/11/2026, 10,104 restricted stock units and 227 dividend equivalent rights were converted at an exercise price of $0.0000 per share into Dana common stock.

After these conversions, O'Connell directly owned 43,588 shares of Dana common stock. The footnotes explain that each restricted stock unit represents the right to receive one Dana share or, at Dana’s election, cash equal to the market value per share, and that the dividend equivalents accrue and vest alongside the underlying units.

Insider Trade Summary

10,331 shares exercised/converted

Exercise 4 txns

Insider OConnell Diarmuid B.

Role Director

Type	Security	Shares	Price	Value
Exercise	Dividend Equivalent Rights	227	$0.00	$0.00
Exercise	Restricted Stock Units	10,104	$0.00	$0.00
Exercise	Common Stock, par value $0.01	10,104	$0.00	$0.00
Exercise	Common Stock, par value $0.01	227	$0.00	$0.00

Holdings After Transaction: Dividend Equivalent Rights — 0 contracts (Direct); Restricted Stock Units — 0 contracts (Direct); Common Stock, par value $0.01 — 43,588 shares (Direct)

Footnotes (3)

F1. 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.
F2. 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.
F3. Restricted stock units granted vest in full on the first anniversary date of the grant.

FAQ

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What insider transaction did DANA Inc (DAN) report for Diarmuid B. O'Connell?

DANA Inc director Diarmuid B. O'Connell exercised equity awards into common stock. On 02/11/2026, 10,104 restricted stock units and 227 dividend equivalent rights were converted at $0.0000 per share into Dana common shares, increasing his direct holdings.

How many DANA Inc (DAN) shares does Diarmuid B. O'Connell own after this Form 4?

After the reported transactions, Diarmuid B. O'Connell directly owns 43,588 shares of DANA Inc common stock. This reflects the conversion of 10,104 restricted stock units and 227 dividend equivalent rights into common shares at an exercise price of $0.0000 per share.

What are the terms of the DANA Inc (DAN) restricted stock units reported?

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

How do dividend equivalent rights work in this DANA Inc (DAN) Form 4?

Dividend equivalent rights accrue on previously granted restricted stock units and become exercisable proportionately as those units vest. In this filing, 227 dividend equivalent rights were converted into DANA Inc common stock at $0.0000 per share, accompanying the related restricted stock unit awards.

Did Diarmuid B. O'Connell sell any DANA Inc (DAN) shares in this Form 4?

The Form 4 reports exercises of derivative securities, not sales of common stock. All transactions use code "M" for conversions, with 10,104 restricted stock units and 227 dividend equivalent rights turning into common shares at $0.0000 per share, increasing direct ownership.

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Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 02/12/2026 - 04:26 PM EST

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

OConnell Diarmuid B.

(Last)

(First)

(Middle)

3939 TECHNOLOGY DRIVE

(Street)

MAUMEE

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01	02/11/2026		M		10,104	A	$0.0000	43,361	D
Common Stock, par value $0.01	02/11/2026		M		227	A	$0.0000	43,588	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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 Diarmuid B. O'Connell	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.

Source: View Original Filing on SEC EDGAR