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Dana Inc. Chairman and CEO R. Bruce McDonald reported equity transactions in company stock. On 11/25/2025, restricted stock units vested and converted into 1,217,798 shares of common stock at an exercise price of $0.0000, increasing his direct holdings to 1,292,577 shares. Dividend equivalent rights tied to earlier awards also converted into an additional 22,105 shares, again at $0.0000, bringing his direct ownership to 1,314,682 shares.
To cover tax obligations from these vestings, 540,598 shares were withheld at a price of $21.91 per share, leaving McDonald with 774,084 shares of Dana common stock held directly after the transactions.
Dana Inc. (DAN) has a planned sale of restricted stock reported on Form 144. The person filing intends to sell 13,300 common shares through Fidelity Brokerage Services LLC, with an aggregate market value of $298,475.10, on or around 11/25/2025 on the NYSE. Shares outstanding are listed as 116,837,366.
The shares to be sold were acquired through multiple restricted stock vesting events from the issuer, treated as compensation. These vestings occurred on several dates between 02/10/2023 and 02/14/2024, with individual vested amounts such as 1,036, 4,210, 1,554, 1,710, 1,194, 2,207 and 1,389 common shares, all recorded as compensation.
Nomura Holdings, Inc. and Nomura Global Financial Products, Inc. filed an amended Schedule 13G reporting 0.00 shares beneficially owned of Dana Inc. (Common Stock), representing 0% of the class.
The filers report 0.00 sole and shared voting power and 0.00 sole and shared dispositive power. The event date is 09/30/2025. The certification states the securities were held in the ordinary course and not to influence control.
Dana Incorporated reported third-quarter 2025 results and highlighted progress on its planned divestiture. From continuing operations, net sales were $1,917 million versus $1,897 million a year ago, with earnings before interest and taxes of $53 million compared with a loss of $8 million last year. Net income from continuing operations was $13 million, while total company net income was $87 million aided by discontinued operations.
The company entered a definitive agreement to sell its Off-Highway business to Allison Transmission for $2,732 million, expected to close in Q4 2025, subject to regulatory approvals and customary conditions. Discontinued operations delivered net income of $74 million in the quarter.
Dana continued capital returns: it repurchased 14.3 million shares from the Icahn Group for $251 million and bought back 9.5 million shares in open market transactions for $187 million in Q3. Shares outstanding were 116,837,366 as of October 24, 2025. Liquidity updates included a new $250 million Term A Facility and $375 million drawn on the revolver with $765 million availability at quarter-end. The Board paid a quarterly dividend of $0.10 per share.
The Vanguard Group filed an amended Schedule 13G disclosing a passive beneficial ownership position in Dana Inc (DAN) as of 09/30/2025. Vanguard reported 16,198,566 shares beneficially owned, representing 12.35% of the common stock.
Vanguard reported 0 shares with sole voting power and 893,525 shares with shared voting power. It reported 15,142,743 shares with sole dispositive power and 1,055,823 shares with shared dispositive power. The filing states the securities are held in the ordinary course of business and not for the purpose of changing or influencing control.
Vanguard notes that its clients, including registered investment companies and other managed accounts, may have the right to receive dividends or sale proceeds from these securities, and no single other person has an interest exceeding 5%.
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 Inc. reported a director equity grant on Form 4. On October 22, 2025, the director received 2,575 restricted stock units (RSUs), coded as an acquisition (Code A) at $0.00 per unit. Each RSU represents the right to receive one share of Dana common stock or, at Dana’s election, cash equal to the share’s market value, and includes dividend equivalent rights.
The RSUs vest in full on February 11, 2026. Following the reported transaction, the director’s beneficial ownership is 2,575 shares-equivalent, held directly.
Dana Inc (DAN) reported an initial insider ownership filing. A director filed a Form 3 stating no securities are beneficially owned as of the event date. The filing identifies the reporting person as a Director, filed by one reporting person, and includes a remark: “No securities are beneficially owned.” The event date is 10/22/2025, with the submission signed by an attorney-in-fact on 10/23/2025.
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.