X0306 4 2013-03-03 0000026780 DANA HOLDING CORP DAN 0001205048 WANDELL KEITH E 3939 TECHNOLOGY DRIVE MAUMEE OH 43537 1 Common Stock, par value $0.01 2013-03-03 4 M 0 1430.0000 0.0000 A 23005.0000 D Common Stock, par value $0.01 2013-03-03 4 M 0 20.0000 0.0000 A 23025.0000 D Dividend Equivalent Rights 2013-03-03 4 M 0 20.0000 0.0000 D Common Stock, par value $0.01 20.0000 0.0000 D Restricted Stock Units 2013-03-03 4 M 0 1430.0000 0.0000 D 2011-03-03 Common Stock, par value $0.01 1430.0000 0.0000 D Restricted stock units previously reported and granted pursuant to the Dana Holding Corporation 2008 Omnibus Incentive Plan. Vesting of restricted stock units previously reported and granted to the Reporting Person. Dividend equivalent rights accrued on previously granted restricted stock units that have vested. Settlement of dividend equivalent rights in connection with the vesting of restricted stock units. The rights accrued when and as dividends were paid on Dana common stock and were exercisable proportionately with the restricted stock units to which they related. Each dividend equivalent right is an economic equivalent of one share of Dana common stock. 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. Restricted stock units vest in three (3) equal annual installments beginning on the first anniversary of the grant. /s/ Robert W. Spencer, Jr. on behalf of Keith E. Wandell 2013-03-05