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