DANA Inc 8-K

What Happened
Dana Inc (Dana Incorporated) reported on Form 8-K dated February 6, 2026 that its Board approved grants of performance-vested restricted stock units (PSUs) to eligible participants, including named executive officers (other than CEO Bruce McDonald). The PSUs are granted under the Company’s 2021 Omnibus Incentive Plan and vest only if the company meets pre-determined stock price targets during a four-year performance period from January 1, 2026 through December 31, 2029 and the recipient remains employed through each vesting date.

Key Details

• Board approval date: February 6, 2026.
• Performance period: January 1, 2026 – December 31, 2029.
• Payout range: 0 up to 3× target award depending on stock-price performance.
• Settlement: Earned PSUs (if any) will be settled in Company common stock in two equal installments in early 2030 and early 2031.
• Award documentation: Form of PSU Award Agreement filed as Exhibit 10.1. The filing does not disclose the number of PSUs or target award amounts.

Why It Matters
This filing signals the company is tying executive pay to multi-year stock-price performance, which can align management incentives with shareholder value. For investors, potential outcomes include future share issuance (dilution) if PSUs vest and are settled in common stock, and possible earnings/stock-movement implications depending on whether performance targets are met. The filing is procedural and does not disclose award sizes or immediate cash/financial impacts.