Kraus Timothy R 4

4 · DANA Inc · Filed Feb 18, 2026

AI-generated summary of this filing

Updated Feb 18, 2026

DANA (DAN) CFO Timothy Kraus Exercises/Converts Awards; Shares Withheld

What Happened

Timothy R. Kraus, Chief Financial Officer of DANA Inc. (DAN), exercised/converted derivative awards on Feb 14, 2026, resulting in the issuance of 19,303 shares (17,743 + 1,560). No cash exercise price was reported ($0.00 per share).
To satisfy tax obligations, 8,417 of those shares were withheld at an implied price of $33.16 per share, producing about $279,108. Net of withholding, Kraus received 10,886 shares.

Key Details

Transaction date: 2026-02-14; Form 4 filed: 2026-02-18. Filing appears on EDGAR with no late-filing note in the provided data.
Reported prices: derivative conversion at $0.00; tax-withheld shares valued/withheld at $33.16 each (8,417 shares → $279,108).
Net shares received: 19,303 gross − 8,417 withheld = 10,886 net shares added.
Footnotes: F1 indicates the 8,417 shares were withheld to cover tax liability. F2–F4 describe dividend equivalent rights and that the awards are restricted stock units (each RSU equals one share, vesting in three equal annual installments).
Transaction codes: M = exercise/conversion of derivative; F = payment of exercise price/tax withholding.

Context

This was not an open-market sale — it reflects conversion/vesting of equity awards with shares withheld to cover taxes (a routine administrative step). Such withholding is common and does not necessarily signal a change in the insider’s view of the stock.
The filing shows conversion of previously granted restricted stock units (per footnotes), not a market sale. The filing excerpt did not include total post-transaction beneficial ownership, so the exact total shares Kraus owns after this event is not provided here.

Form 4

Period: 2026-02-14

SVP & Chief Financial Officer

Transactions

Exercise/Conversion
Common Stock, par value $0.01
2026-02-14+17,743→ 202,139 total
Exercise/Conversion
Common Stock, par value $0.01
2026-02-14+1,560→ 203,699 total
Tax Payment
Common Stock, par value $0.01
[F1]
2026-02-14$33.16/sh−8,417$279,108→ 195,282 total
Exercise/Conversion
Dividend Equivalent Rights
[F2]
2026-02-14−1,560→ 6,794 total
→ Common Stock, par value $0.01 (1,560 underlying)
Exercise/Conversion
Restricted Stock Units
[F3][F4]
2026-02-14−17,743→ 0 total
From: 2024-02-14→ Common Stock, par value $0.01 (17,743 underlying)

Footnotes (4)

[F1]Represents the total number of shares of common stock withheld for the Reporting Person's tax obligation.
[F2]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.
[F3]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.
[F4]Restricted stock units granted vest in three (3) equal annual installments beginning on the first anniversary date of the grant.

Signature

/s/ Laura L. Aossey on behalf of Timothy R. Kraus|2026-02-18

1 file