Dana IncorporatedNYSE: DAN

Non-GAAP Financial Information Q1 2026

· Issued by Dana Incorporated
Quarterly Financial Information and Reconciliations of Non-GAAP Financial Measures Non-GAAP Financial Measures

Adjusted EBITDA is a non-GAAP financial measure which we have defined as net income (loss) before

interest, income taxes, depreciation, amortization, equity grant expense, restructuring expense, non-service cost components of pension and other postretirement benefit costs and other adjustments not related to our core operations (gain/loss on debt extinguishment, pension settlements, divestitures, impairment, etc.).

Adjusted EBITDA is a measure of our ability to maintain and continue to invest in our operations and provide shareholder returns. We use adjusted EBITDA in assessing the effectiveness of our business strategies, evaluating and pricing potential acquisitions and as a factor in making incentive compensation decisions. In addition to its use by management, we also believe adjusted EBITDA is a measure widely used by securities analysts, investors and others to evaluate financial performance of our company relative to other Tier 1 automotive suppliers. Adjusted EBITDA should not be considered a substitute for earnings (loss) before income taxes, net income (loss) or other results reported in accordance with GAAP. Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.

Adjusted net income (loss) attributable to the parent company is a non-GAAP financial measure which we have defined as net income (loss) attributable to the parent company, excluding any discrete income tax items, restructuring charges, amortization expense and other adjustments not related to our core operations (as used in adjusted EBITDA), net of any associated income tax effects. This measure is considered useful for purposes of providing investors, analysts and other interested parties with an indicator of ongoing financial performance that provides enhanced comparability to net income (loss) attributable to the parent company reported by other companies. Adjusted net income (loss) attributable to the parent company is neither intended to represent nor be an alternative measure to net income (loss) attributable to the parent company reported in accordance with GAAP.

Diluted adjusted EPS is a non-GAAP financial measure which we have defined as adjusted net income (loss) attributable to the parent company divided by adjusted diluted shares. We define adjusted diluted shares as diluted shares as determined in accordance with GAAP based on adjusted net income (loss) attributable to the parent company. This measure is considered useful for purposes of providing investors, analysts and other interested parties with an indicator of ongoing financial performance that provides enhanced comparability to EPS reported by other companies. Diluted adjusted EPS is neither intended to represent nor be an alternative measure to diluted EPS reported in accordance with GAAP.

Adjusted free cash flow is a non-GAAP financial measure which we have defined as net cash provided by (used in) operating activities less purchases of property, plant and equipment plus proceeds from sale of property, plant and equipment. We believe adjusted free cash flow is useful to investors in evaluating the operational cash flow of the company inclusive of the spending required to maintain the operations. Adjusted free cash flow is not intended to represent nor be an alternative to the measure of net cash provided by (used in) operating activities reported in accordance with GAAP. Adjusted free cash flow may not be comparable to similarly titled measures reported by other companies.

The accompanying financial information provides reconciliations of adjusted EBITDA, diluted adjusted EPS and adjusted free cash flow to the most directly comparable financial measures calculated and presented in accordance with GAAP. We have not provided a reconciliation of our adjusted EBITDA and diluted adjusted EPS outlook to the most comparable GAAP measures of net income (loss) and diluted EPS. Providing net income (loss) and diluted EPS guidance is potentially misleading and not practical given the difficulty of projecting event driven transactional and other non-core operating items that are included in net income (loss) and diluted EPS, including restructuring actions, asset impairments and certain income tax adjustments. The accompanying reconciliations of these non-GAAP measures with the most comparable GAAP measures for the historical periods presented are indicative of the reconciliations that will be prepared upon completion of the periods covered by the non-GAAP guidance.

2025

2024

Net sales

Costs and expenses Cost of sales

$ 2,352

2,132

$ 2,735

2,491

Selling, general and administrative expenses

132

139

Amortization of intangibles

3

3

Restructuring charges, net

5

5

Loss on disposal group previously held for sale

(29)

Other income (expense), net

(8)

2

Earnings before interest and income taxes

72

70

Interest income

3

4

Interest expense

39

39

Earnings before income taxes

36

35

Income tax expense

8

37

Equity in earnings of affiliates

2

2

Net income

30

-

Less: Noncontrolling interests net income

5

5

Less: Redeemable noncontrolling interests net loss

(8)

Net income attributable to the parent company

$ 25

$ 3

Net income per share available to common stockholders

Basic

$ 0.17

$ 0.02

Diluted

$ 0.17

$ 0.02

Weighted-average shares outstanding - Basic

145.6

144.8

Weighted-average shares outstanding - Diluted

147.0

144.8

(In millions, except per share amounts)

Three Months Ended March 31,

Consolidated Statement of Comprehensive Income (Unaudited) For the Three Months Ended March 31, 2025 and 2024

2025

2024

Net income

Other comprehensive income (loss), net of tax: Currency translation adjustments

$ 30

14

$ -

(20)

Hedging gains and losses

18

(2)

Defined benefit plans

1

Other comprehensive income (loss)

32

(21)

Total comprehensive income (loss)

62

(21)

Less: Comprehensive income attributable to noncontrolling interests

(5)

(4)

Less: Comprehensive loss attributable to redeemable noncontrolling interests

11

Comprehensive income (loss) attributable to the parent company

$ 57

$ (14)

(In millions)

Three Months Ended March 31,

Consolidated Balance Sheet (Unaudited)

As of March 31, 2025 and December 31, 2024

(In millions, except share and per share amounts)

March 31,

2025

December 31,

2024

Assets

Current assets

Cash and cash equivalents

$ 507

$ 494

Accounts receivable

Trade, less allowance for doubtful accounts of $17 in 2025 and $15 in 2024

1,425

1,195

Other

236

261

Inventories

1,617

1,547

Other current assets

246

206

Total current assets

4,031

3,703

Goodwill

257

250

Intangibles

148

150

Deferred tax assets

579

560

Other noncurrent assets

137

189

Investments in affiliates

127

126

Operating lease assets

299

293

Property, plant and equipment, net

2,222

2,214

Total assets

$ 7,800

$ 7,485

Liabilities, redeemable noncontrolling interests and equity

Current liabilities Short-term debt

$ 130

$ 8

Current portion of long-term debt

215

214

Accounts payable

1,659

1,522

Accrued payroll and employee benefits

273

236

Taxes on income

90

69

Current portion of operating lease liabilities

46

44

Other accrued liabilities

415

468

Total current liabilities

2,828

2,561

Long-term debt, less debt issuance costs of $18 in 2025 and $19 in 2024

2,428

2,389

Noncurrent operating lease liabilities

262

258

Pension and postretirement obligations

304

295

Other noncurrent liabilities

343

397

Total liabilities

6,165

5,900

Commitments and contingencies

Redeemable noncontrolling interests

189

189

Parent company stockholders' equity

Preferred stock, 50,000,000 shares authorized, $0.01 par value,

no shares outstanding - -

Common stock, 450,000,000 shares authorized, $0.01 par value,

145,726,212 and 144,993,614 shares outstanding

2

2

Additional paid-in capital

2,294

2,282

Retained earnings

214

204

Treasury stock, at cost (1,304,731 and 837,803 shares)

(21)

(13)

Accumulated other comprehensive loss

(1,110)

(1,142)

Total parent company stockholders' equity

1,379

1,333

Noncontrolling interests

67

63

Total equity

1,446

1,396

Total liabilities, redeemable noncontrolling interests and equity

$ 7,800

$ 7,485

Consolidated Statement of Cash Flows (Unaudited) For the Three Months Ended March 31, 2025 and 2024

2025

2024

Operating activities

Net income

$ 30

$ -

Depreciation

96

101

Amortization

5

5

Amortization of deferred financing charges

1

1

Earnings of affiliates, net of dividends received

(2)

(2)

Stock compensation expense

13

6

Deferred income taxes

(20)

2

Pension expense, net

(7)

Change in working capital

(141)

(251)

Change in other noncurrent assets and liabilities

(15)

(4)

Loss on disposal group previously held for sale

29

Other, net

(4)

18

Net cash used in operating activities

(37)

(102)

Investing activities

Purchases of property, plant and equipment

(75)

(70)

Proceeds from sale of property, plant and equipment

11

4

Settlements of undesignated derivatives

(1)

(1)

Other, net

4

Net cash used in investing activities

(65)

(63)

Financing activities

Net change in short-term debt

121

17

Repayment of long-term debt

(4)

(27)

Dividends paid to common stockholders

(15)

(15)

Distributions to noncontrolling interests

(1)

(3)

Collection of note receivable from noncontrolling interest

11

Contributions from redeemable noncontrolling interests

9

Other, net

(6)

9

Net cash provided by financing activities

95

1

Net decrease in cash, cash equivalents and restricted cash

(7)

(164)

Cash, cash equivalents and restricted cash − beginning of period

512

563

Effect of exchange rate changes on cash balances

18

(12)

Cash, cash equivalents and restricted cash − end of period

$ 523

$ 387

(In millions)

Three Months Ended March 31,

Reconciliation of Net Cash Used In Operating Activities to Adjusted Free Cash Flow (Unaudited)

2025

2024

Net cash used in operating activities

$ (37)

$ (102)

Purchases of property, plant and equipment

(75)

(70)

Proceeds from sale of property, plant and equipment

11

4

Adjusted free cash flow

$ (101)

$ (168)

(In millions)

Three Months Ended March 31,

Segment Sales and Adjusted EBITDA (Unaudited) For the Three Months Ended March 31, 2025 and 2024

Three Months Ended

(In millions)

Sales

March 31,

2025 2024

Light Vehicle

$ 1,180

$ 1,324

Commercial Vehicle

568

653

Off-Highway

604

758

Total Sales

$ 2,352

$ 2,735

Adjusted EBITDA

Light Vehicle

$ 68

$ 78

Commercial Vehicle

44

33

Off-Highway

79

115

Corporate expenses and other net

(3)

(3)

Adjusted EBITDA

$ 188

$ 223

2025

2024

Earnings before income taxes

$

36

$

35

Interest income

(3)

(4)

Interest expense

39

39

Earnings before interest and income taxes

72

70

Depreciation

96

101

Amortization

5

5

Non-service cost components of pension and OPEB costs

2

4

Restructuring charges, net

5

5

Stock compensation expense

13

6

Strategic transaction expenses

15

2

(Gain) loss on sale of property, plant and equipment

(1)

5

Supplier capacity charge adjustment

(19)

Loss on disposal group previously held for sale

29

Other items

(4)

Adjusted EBITDA

$ 188

$ 223

(In millions)

Three Months Ended March 31,

Diluted Adjusted EPS (Unaudited) For the Three Months Ended March 31, 2025 and 2024

(In millions, except per share amounts)

2025

2024

Net income attributable to the parent company

Items impacting income before income taxes: Amortization

$

25

5

$

3

5

Restructuring charges, net

5

5

Strategic transaction expenses

15

2

Supplier capacity commitment charge adjustment

Loss on disposal group previously held for sale

(19)

29

Other items

Items impacting income taxes:

(3)

Net income tax expense on items above

(2)

(13)

Income tax expense (benefit) attributable to various discrete tax matters

(10)

9

Adjusted net income attributable to the parent company

$ 19

$ 37

Diluted shares - as reported

147.0

144.8

Adjusted diluted shares

147.0

144.8

Diluted adjusted EPS

$ 0.13

$ 0.26

Three Months Ended March 31,

2024 Segment Sales and Adjusted EBITDA

Recast for Segment Realignment (Unaudited)

(In millions)

Q1 2024

Q2 2024

Q3 2024

Q4 2024

FY 2024

Sales

Light Vehicle

$ 1,324

$ 1,366

$ 1,253

$ 1,168

$ 5,111

Commercial Vehicle

653

645

612

570

2,480

Off-Highway

758

727

611

597

2,693

Total Sales

$ 2,735

$ 2,738

$ 2,476

$ 2,335

$ 10,284

Adjusted EBITDA

Light Vehicle

$ 78

$ 89

$ 83

$ 83

$ 333

Commercial Vehicle

33

40

47

17

137

Off-Highway

115

116

103

88

422

Corporate expenses and other net

(3)

(1)

(1)

(2)

(7)

Adjusted EBITDA

$ 223

$ 244

$ 232

$ 186

$ 885

Earnings (loss) before income taxes

$ 35

$ 67

$ 52

$ (74)

$ 80

Interest income

(4)

(2)

(4)

(5)

(15)

Interest expense

39

39

40

43

161

Earnings (loss) before interest and income taxes

70

104

88

(36)

226

Depreciation

101

106

97

97

401

Amortization

5

6

5

5

21

Non-service cost components of pension and OPEB costs

4

2

8

4

18

Restructuring charges, net

5

12

24

35

76

Stock compensation expense

6

8

7

9

30

Strategic transaction expenses

2

2

1

4

9

Loss on sale of property, plant and equipment

5

1

6

Supplier capacity charge

46

46

Amounts attributable to previously divested/closed operations

9

9

Loss on disposal group previously held for sale

29

1

(4)

26

Other items

(4)

3

6

12

17

Adjusted EBITDA

$ 223

$ 244

$ 232

$ 186

$ 885

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