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[Form 4] Dana Incorporated Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Dana Incorporated (DAN) Form 4: Timothy R. Kraus, SVP & Chief Financial Officer, reported an acquisition on 08/29/2025 of 1,965 dividend equivalent rights that convert to shares tied to previously granted restricted stock units. These dividend equivalents are described as the economic equivalent of one share of Dana common stock and carried a $0.0000 price designation because they represent accrued dividends rather than a cash purchase.

Following the reported transaction, Mr. Kraus beneficially owns 10,300 shares of Dana common stock, held directly. The Form 4 was signed on behalf of Mr. Kraus on 09/02/2025.

Positive
  • Insider ownership increased to 10,300 shares, reinforcing executive alignment with shareholders
  • Transaction tied to RSU dividend equivalents, indicating standard compensation vesting rather than opportunistic trading
Negative
  • None.

Insights

TL;DR: Insider acquired 1,965 dividend-equivalent rights, modestly increasing direct ownership to 10,300 shares—routine compensation-related transaction.

This transaction reflects compensation mechanics rather than open-market buying or sale activity: dividend equivalent rights accrued on previously granted restricted stock units converted into the economic equivalent of common shares. There is no cash consideration reported and the transaction does not alter outstanding option or debt profiles. For investors, this is a routine vesting-related event with limited immediate valuation impact given the small absolute share count disclosed.

TL;DR: Transaction aligns with standard equity compensation practices and strengthens executive alignment with shareholders.

The filing documents a standard issuer-side vesting outcome: dividend equivalent rights tied to RSUs becoming exercisable. Reporting is timely and signed, meeting Section 16 disclosure expectations. While governance signals are positive—management retention and alignment via equity—the magnitude disclosed is minor and unlikely to change voting dynamics or control considerations.

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*
Kraus Timothy R

(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 & Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025
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
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) 08/29/2025 A 1,965 (1) (1) Common Stock, par value $0.01 1,965 $0.0000 10,300 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. Each dividend equivalent right is the economic equivalent of one share of Dana common stock.
/s/ Laura L. Aossey on behalf of Timothy R. Kraus 09/02/2025
** 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 did Timothy R. Kraus report on Dana (DAN) Form 4?

He reported acquiring 1,965 dividend equivalent rights on 08/29/2025, which are the economic equivalent of common shares and increased his beneficial ownership to 10,300 shares.

Was cash paid for the securities reported on the Form 4?

No cash consideration is reported; the price is listed as $0.0000 because these are accrued dividend equivalents tied to previously granted RSUs.

What is the relationship of the reporting person to Dana?

The reporting person, Timothy R. Kraus, is listed as SVP & Chief Financial Officer and filed the Form 4 as an individual reporting person.

When was the transaction and when was the Form 4 signed?

The transaction date is 08/29/2025 and the Form 4 signature on behalf of the reporting person is dated 09/02/2025.

Do these dividend equivalent rights change Dana's outstanding share count?

The Form 4 states these are the economic equivalent of shares tied to RSUs; the filing does not provide information about whether shares were issued or whether Dana's outstanding share count changed.
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