Dana Incorporated (NYSE:DAN) Files An 8-K Submission of Matters to a Vote of Security Holders

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Dana Incorporated (NYSE:DAN) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders

At the Dana Incorporated (“Dana”) Annual Meeting of Shareholders held on April26, 2018 (the “Annual Meeting”), shareholders considered five proposals that are described in more detail in Dana’s Definitive Proxy Statement dated March22, 2018 for the Annual Meeting of Shareholders. There were 145,233,661 shares of Dana common stock eligible to vote at the meeting.

The vote results detailed below represent final results as certified by the Inspector of Election:

PROPOSAL I – Election of eight directors for a one-year term expiring in 2019 or upon the election and qualification of their successors:

FOR WITHHOLD BROKER NON-VOTE

Rachel A. Gonzalez

122,937,865 1,117,863 7,370,028

James K. Kamsickas

123,088,853 966,875 7,370,028

Virginia A. Kamsky

122,275,952 1,779,776 7,370,028

Raymond E. Mabus, Jr.

122,931,115 1,124,613 7,370,028

Michael J. Mack, Jr.

123,296,093 759,635 7,370,028

R. Bruce McDonald

122,542,803 1,512,925 7,370,028

Diarmuid B. O’Connell

123,294,997 760,731 7,370,028

Keith E. Wandell

121,462,922 2,592,806 7,370,028

PROPOSAL II – Approval of a non-binding advisory vote on executive compensation:

FOR AGAINST ABSTAIN BROKER NON-VOTE

115,401,308

8,531,374 123,046 7,370,028

PROPOSAL III—Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December31, 2018:

FOR AGAINST ABSTAIN

128,937,925

2,466,782 21,049

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PROPOSAL IV – Approve amending the Second Restated Certificate of Incorporation to eliminate supermajority voting requirements:

FOR AGAINST ABSTAIN BROKER NON-VOTE

123,804,507

215,554 35,667 7,370,028

PROPOSAL V – Consideration of a shareholder proposal regarding special meetings:

FOR AGAINST ABSTAIN BROKERNON-VOTE

60,339,623

63,631,816 84,289 7,370,028

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About Dana Incorporated (NYSE:DAN)

Dana Inc, formerly Dana Holding Corporation, is a provider of high technology driveline, sealing and thermal-management products. The Company offers its products to vehicle manufacturers in the global light vehicle, medium/heavy vehicle and off-highway markets. The Company operates in four segments: Light Vehicle Driveline Technologies (Light Vehicle), Commercial Vehicle Driveline Technologies (Commercial Vehicle), Off-Highway Driveline Technologies (Off-Highway) and Power Technologies. Its Light Vehicle segment’s products include front axles, rear axles, drive shafts, differentials, torque couplings and modular assemblies. Its Commercial Vehicle segment’s products include drive shafts and tire inflation systems. Its Off-Highway segment’s products include products include front axles, rear axles, drive shafts, transmissions, tire inflation systems and electronic controls. Its Power Technologies segment’s products include gaskets, cover modules among others.