Dana (DAN) SVP Brian Pour converts RSUs and has shares withheld for taxes

Rhea-AI Filing Summary

Dana Inc. senior vice president Brian Keith Pour reported equity award activity and related tax withholding. On February 11, 2026, he acquired 14,640 shares of common stock through the conversion of restricted stock units and 330 shares from dividend equivalent rights, both at an exercise price of $0.0000 per share.

To satisfy his tax obligation on these awards, 6,697 shares of common stock were withheld at a price of $32.07 per share. After these transactions, he directly beneficially owned 19,599 shares of Dana common stock.

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^*

Pour Brian Keith

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Pres Comm Veh Drive

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		14,640	A	$0.0000	25,966	D
Common Stock, par value $0.01	02/11/2026		M		330	A	$0.0000	26,296	D
Common Stock, par value $0.01	02/11/2026		F		6,697(1)	D	$32.07	19,599	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	(2)	02/11/2026		M			330	(2)	(2)	Common Stock, par value $0.01	330	$0.0000	4,582	D
Restricted Stock Units	(3)	02/11/2026		M			14,640	02/11/2026(4)	(4)	Common Stock, par value $0.01	14,640	$0.0000	28,417	D

Explanation of Responses:

1. Represents the total number of shares of common stock withheld for the Reporting Person's tax obligation.

2. 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.

3. 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.

4. Restricted stock units granted vest in three (3) equal annual installments beginning on the first anniversary date of the grant.

	/s/ Laura L. Aossey on behalf of Brian K. Pour	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.
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FAQ

What insider transactions did DAN executive Brian Keith Pour report?

Brian Keith Pour reported equity award activity on February 11, 2026. He converted restricted stock units and dividend equivalent rights into Dana common shares, then had shares withheld to cover taxes, leaving him with directly owned common stock after the transactions.

How many Dana (DAN) shares did Brian Keith Pour acquire in this Form 4?

He acquired 14,640 Dana common shares from restricted stock units and 330 shares from dividend equivalent rights. Both conversions occurred at an exercise price of $0.0000 per share, increasing his direct beneficial ownership before tax withholding.

Why were 6,697 Dana (DAN) shares withheld in Brian Keith Pour’s filing?

The Form 4 explains that 6,697 Dana common shares were withheld to satisfy Brian Keith Pour’s tax obligation. These shares were withheld at a price of $32.07 per share, reducing his post-transaction directly owned share count accordingly after the equity awards settled.

What are restricted stock units and dividend equivalent rights in the DAN filing?

Each restricted stock unit represents the right to receive one Dana common share or cash equal to its market value. Dividend equivalent rights accrue on these units and become exercisable proportionately as the underlying restricted stock units vest over time.

How many Dana (DAN) shares does Brian Keith Pour own after these transactions?

Following the reported February 11, 2026 transactions, Brian Keith Pour directly beneficially owned 19,599 shares of Dana common stock. This figure reflects equity award conversions and the shares withheld to cover his associated tax liability on the awards.

How do the dividend equivalent rights work in Dana (DAN) equity awards?

Dividend equivalent rights accrue on previously granted restricted stock units and become exercisable in proportion to those units. When the related restricted stock units vest, the dividend equivalent rights convert into additional Dana common shares under the same vesting framework.