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

Item5.07

Submission of Matters to a Vote of Security
Holders

At Dana Incorporateds (Dana) Annual Meeting of Shareholders held
on April27, 2017 (the Annual Meeting), shareholders considered
six proposals that are described in more detail in Danas
definitive proxy statement dated March16, 2017 for the Annual
Meeting of Shareholders. There were 144,097,418 shares of Dana
common stock eligible to vote at the meeting. Each of the
proposals was considered and approved by the requisite majority
of votes cast or represented.

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

PROPOSAL I – Election of eight directors for a one-year term
expiring in 2018 or upon the election and qualification of their
successors:

FOR WITHHOLD BROKER NON-VOTE

Rachel A. Gonzalez

126,262,571 1,322,713 5,385,321

James K. Kamsickas

126,437,617 1,147,667 5,385,321

Virginia A. Kamsky

125,886,059 1,699,225 5,385,321

Terrence J. Keating

124,382,408 3,202,876 5,385,321

Raymond E. Mabus, Jr.

126,260,700 1,324,584 5,385,321

R. Bruce McDonald

125,888,004 1,697,280 5,385,321

Mark A. Schulz

126,192,731 1,392,553 5,385,321

Keith E. Wandell

125,312,317 2,272,967 5,385,321

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

FOR

AGAINST ABSTAIN BROKER NON-VOTE

119,822,464

7,171,923 590,897 5,385,321

PROPOSAL III – Approval of a non-binding vote on the
frequency of the advisory vote on executive compensation:

1YEAR

2YEARS 3YEARS ABSTAIN BROKER NON-VOTE

108,447,977

32,961 18,600,831 499,291 5,389,545

The Board of Directors has made the determination to continue to
hold the advisory vote on the compensation of the Companys named
executive officers on an annual basis.

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PROPOSAL IV – Approval of the Dana Incorporated 2017 Omnibus
Incentive Plan:

FOR

AGAINST ABSTAIN BROKER NON-VOTE

118,569,408

8,423,201 592,675 5,385,321

PROPOSAL V – Ratification of the appointment of
PricewaterhouseCoopers LLP as the independent registered public
accounting firm for the fiscal year ending December31, 2017:

FOR

AGAINST ABSTAIN

128,695,980

3,745,723 528,902

PROPOSAL VI Consideration of a shareholder proposal regarding
simple majority voting:

FOR

AGAINST ABSTAIN BROKER NON-VOTE

102,000,717

25,032,515 552,052 5,385,321

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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.

Dana Incorporated (NYSE:DAN) Recent Trading Information

Dana Incorporated (NYSE:DAN) closed its last trading session up +0.07 at 20.16 with 3,292,115 shares trading hands.