Note 6 - Stockholders' Equity

3 Months Ended

Mar. 31, 2026

Notes to Financial Statements

Equity [Text Block]

Note 6. Stockholders’ Equity

Common stock — Our Board of Directors declared a cash dividend of twelve cents per share of common stock in the first quarter of 2026. Dividends accrue on restricted stock units (RSUs), performance share units (PSUs) and the Dana Transformation Awards granted under our stock compensation program and will be paid in cash or additional units when the underlying units vest.

Share repurchase program — On June 8, 2025 our Board of Directors approved a stock repurchase program of up to an aggregate of $1,000 less any amount of special dividends distributed in connection with the sale of the Off-Highway business. The program expires on December 31, 2027. On February 11, 2026, our Board of Directors increased and extended the share repurchase program to a total of $2,000 through December 31, 2030. We repurchased 4,424,056 shares of our common stock at an aggregate cost of $125 during the three months ended March 31, 2026 through open market transactions. Approximately $1,225 remained available under the program for future share repurchases as of March 31, 2026.

The Inflation Reduction Act of 2022, which was enacted into law on August 16, 2022, imposed a non-deductible 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. We reflect the applicable excise tax as part of the cost basis of the stock repurchased and record a corresponding liability for the excise taxes payable in other accrued liabilities on our consolidated balance sheet. Excise taxes when paid will be reflected in financing activities in the consolidated statement of cash flows. All dollar amounts presented in this report related to our share repurchases and our share repurchase authorization exclude such excise taxes, to the extent applicable, unless otherwise indicated.

Changes in equity —

2026	Common Stock		Additional Paid-In Capital			Retained Earnings			Treasury Stock			Accumulated Other Comprehensive Loss			Non-controlling Interests			Total Equity
Balance, December 31, 2025	$	1	$	1,671		$	235		$	(35	)	$	(1,032	)	$	59		$	899
Net income							1,087									4			1,091
Other comprehensive income													176						176
Common stock dividends and dividend equivalents							(14	)											(14	)
Common stock share repurchases				(126	)														(126	)
Distributions to noncontrolling interests																(1	)		(1	)
Sale of noncontrolling interests																(3	)		(3	)
Stock compensation				9															9
Stock withheld for employee taxes										(17	)								(17	)
Balance, March 31, 2026	$	1	$	1,554		$	1,308		$	(52	)	$	(856	)	$	59		$	2,014

2025	Common Stock		Additional Paid-In Capital		Retained Earnings			Treasury Stock			Accumulated Other Comprehensive Loss			Non-controlling Interests			Total Equity
Balance, December 31, 2024	$	2	$	2,282	$	204		$	(13	)	$	(1,142	)	$	63		$	1,396
Net income						25									5			30
Other comprehensive income												32						32
Common stock dividends and dividend equivalents						(15	)											(15	)
Distributions to noncontrolling interests															(1	)		(1	)
Stock compensation				12														12
Stock withheld for employee taxes									(8	)								(8	)
Balance, March 31, 2025	$	2	$	2,294	$	214		$	(21	)	$	(1,110	)	$	67		$	1,446

Changes in each component of accumulated other comprehensive income (loss) (AOCI) of the parent —

	Parent Company Stockholders
2026	Foreign Currency Translation			Hedging			Defined Benefit Plans			Accumulated Other Comprehensive Loss
Balance, December 31, 2025	$	(932	)	$	19		$	(119	)	$	(1,032	)
Currency translation adjustments		4									4
Currency translation adjustments realized in Off-Highway business divestiture		177									177
Holding gains and losses					12						12
Reclassification of amount to net income (a)					(17	)					(17	)
Reclassification adjustment for net actuarial losses included in net periodic benefit cost (b)								(1	)		(1	)
Tax expense					1						1
Other comprehensive income		181			(4	)		(1	)		176
Balance, March 31, 2026	$	(751	)	$	15		$	(120	)	$	(856	)

	Parent Company Stockholders
2025	Foreign Currency Translation			Hedging			Defined Benefit Plans			Accumulated Other Comprehensive Loss
Balance, December 31, 2024	$	(977	)	$	(29	)	$	(136	)	$	(1,142	)
Currency translation adjustments		14									14
Holding gains and losses					(11	)					(11	)
Reclassification of amount to net income (a)					34						34
Tax expense					(5	)					(5	)
Other comprehensive income		14			18			—			32
Balance, March 31, 2025	$	(963	)	$	(11	)	$	(136	)	$	(1,110	)

(a) Realized gains and losses from currency-related forward contracts associated with forecasted transactions or from other derivative instruments treated as cash flow hedges are reclassified from AOCI into the same line item in the consolidated statement of operations in which the underlying forecasted transaction or other hedged item is recorded. See Note 11 for additional details.

(b) See Note 9 for additional details.