Slides
Page 1
Value Others | Inspire Innovation | Grow Responsibly | Win Together October 29, 2025 2025 Third-Quarter Earnings Conference Call
Page 2
© 2025 Dana 2 Certain statements and projections contained in this presentation are, by their nature, forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on our current expectations, estimates and projections about our industry and business, management’s beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” similar expressions, and variations or negatives of these words. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement. Dana’s Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings discuss important risk factors that could affect our business, results of operations and financial condition. The forward-looking statements in this presentation speak only as of this date. Dana does not undertake any obligation to revise or update publicly any forward-looking statement for any reason. Safe Harbor Statement
Page 3
© 2025 Dana 3 Craig Barber Senior Director, Investor Relations and Corporate Communications Introduction R. Bruce McDonald Chairman and Chief Executive Officer Business Review Timothy Kraus Senior Vice President and Chief Financial Officer Financial Review Agenda
Page 4
© 2025 Dana 4 Third-Quarter Highlights Pending sale of Off-Highway business on track Expected to close late in the fourth quarter Capital return proceeding as planned Repurchased ~9.5 million shares in Q3, or ~7% of shares outstanding, returning $189 million to shareholders Expecting 2025 share repurchases of $600 million Anticipating ~$155 million share repurchase throughout Q4 Realized $73 million cost savings in Q3, $183 million to date Cost reduction initiatives on track, program target of $310 million through 2026 Expecting $235 million of cost savings in 2025; $10 million improvement Tariff landscape remains fluid Expecting to recover majority of cost this year Mitigation actions ongoing Balance-of-the-year outlook Light-truck demand remains stable, monitoring impact from customer production disruptions Commercial-vehicle demand softening 2025 profit guidance increased Solid Q3 Results, Full-Year Profit Guidance Increased
Page 5
© 2025 Dana 5 Financial Review
Page 6
© 2025 Dana 6 See appendix for comments regarding the presentation of non-GAAP measures Results are presented excluding the Off-Highway business, which is classified as discontinued operations Sales benefited from pricing, recoveries and currency, partially offset by lower volumes Cost-savings actions and efficiency offsetting margin impact of lower sales volume Increase in interest expense driven by higher borrowings Income tax benefit driven by the release of valuation allowance and a status change in a foreign jurisdiction Q3 ‘25 Q3 ‘24 Change Sales $ 1,917 $ 1,897 $ 20 Adjusted EBITDA 162 111 51 Margin 8.5% 5.9% 260 bps EBIT 53 (8) 61 Interest Expense, Net 44 33 11 Income Tax Benefit (2) (18) 16 Net Income (Loss) (from continuing operations) 13 (21) 34 2025 Q3 Financial Results Cost Savings Actions Mitigating Profit Impact of Lower Sales Volumes Changes from Prior Year ($ in millions)
Page 7
© 2025 Dana 7 $2,476M $1,897M $1,917M$8M $49M $21M $8M 2024 As Reported ($579M) Disc Ops 2024 Cont Ops ($66M) Vol/Mix Performance $0M Cost Savings Tariff Currency Commodities 2025 Cont Ops $232M $111M $162M $11M $73M $2M $1M 2024 As Reported ($121M) Disc Ops 2024 Cont Ops ($35M) Vol/Mix Performance Cost Savings ($1M) Tariff Currency Commodities 2025 Cont Ops Results are presented excluding the Off-Highway business, which is classified as discontinued operations Reduced YoY volumes largely driven by lower demand in commercial-vehicle market Commercial and operating efficiency efforts mitigated the margin impact lower volume and unfavorable mix Accelerated cost savings actions more than offset the margin gap from lower sales volume Modest tariff impact due to timing of recoveries Sales Adjusted EBITDA 8.5% Margin 2025 Q3 Sales and Profit Changes Operational Efficiencies and Accelerated Cost Actions More than Offset Volume Impacts See appendix for comments regarding the presentation of non-GAAP measures 5.9% Margin
Page 8
© 2025 Dana 8 2025 Q3 Free Cash Flow Free cash flow includes cash generated from both continuing and discontinued operations, to align with deal structure One-time costs increased due to restructuring and strategic transactions Higher interest due to increased borrowing Lower taxes were driven by timing of payments Capital spending impacted by timing of investments for new programs 1 Includes costs associated with business acquisitions and divestitures and restructuring. 2 Changes in working capital relating to interest, taxes, restructuring, and transaction costs are included in those respective categories. See appendix for comments regarding the presentation of non- GAAP measures. Changes from Prior Year ($ in millions) 2025 2024 Change Adjusted EBITDA Cont. Ops $ 162 $ 111 $ 51 Adjusted EBITDA Disc. Ops $ 113 $ 121 $ (8) One-Time Costs1 (17) (9) (8) Interest, Net (54) (43) (11) Taxes (47) (72) 25 Working Capital / Other² (3) (73) 76 Capital Spending, Net (59) (43) (16) Adjusted Free Cash Flow $ 101 $ (8) $ 109 Higher Adj. FCF Diven by Higher Profit and Lower Working Capital Requirements
Page 9
© 2025 Dana 9 2025 Full-Year Financial Guide Sales and adjusted EBITDA guidance excludes the discontinued Off-Highway operations for the full year Free cash flow includes cash generated from both continuing and discontinued operations, to align with deal structure Tariff assumption includes recovery of the majority of the gross impact within the calendar year Midpoint of sales guidance maintained, with a tighter range Adjusted EBITDA expectations increased by $15 million, driven by cost savings and operational improvements Adj. EBITDA margin now expected to be 30 basis points higher than the previous estimate 2025 Revised Guidance Ranges Profit Guidance for Continuing Operations Increased See appendix for comments regarding the presentation of non-GAAP measures Continuing Operations Guidance Change From Prior Guidance Sales ~$7.4B ±$100M Adjusted EBITDA ~$590M ±$20M Implied adjusted EBITDA margin ~7.8% to ~8.1% Adjusted free cash flow ~$275M ±$25M Range $15M Range 30 bps Range Range
Page 10
© 2025 Dana 10 $10,284M ~$7,733M ~($2,551M) ~($600M) ~$80M ~$150M ~$25M ~$15M 2024 As Reported Disc Ops 2024 Cont Ops Vol/Mix Performance ~$0M Cost Savings Tariff Currency Commodities 2025 Cont Ops ~$7,400M $885M ~$395M ~($490M) ~($130M) ~$110M ~$235M ~($20M) ~$5M ~($5M) 2024 As Reported Disc Ops 2024 Cont Ops Vol/Mix Performance Cost Savings Tariff Currency Commodities 2025 Cont Ops ~$590M Sales and adjusted EBITDA guidance excludes the discontinued Off-Highway operations for the full year Profit impact of lower volume expected to be more than offset by operating efficiency and cost-savings improvements Anticipated tariffs driving negative profit and margin impacts due to recovery lags Expecting a modest currency benefit as euro strengthens against the U.S. dollar Sales Adjusted EBITDA ~8.0% Margin 2025 Full-Year Sales and Profit Changes Expected Q4 2025 Adj. EBITDA Exit Margin of 10+% See appendix for comments regarding the presentation of non-GAAP measures 5.1% Margin
Page 11
© 2025 Dana 11 2025 Full-Year Free Cash Flow Free cash flow includes cash generated from both continuing and discontinued operations, to align with deal structure Higher profit, improved working capital efficiency, and lower capital investment requirements driving improvement over last year Increased continuing operations profit offsetting lower profit in discontinued operations Higher interest due to increased borrowing for capital return Higher taxes driven by JV disposals, timing of payments, and jurisdictional mix 1 Includes costs associated with business acquisitions and divestitures and restructuring. 2 Changes in working capital relating to interest, taxes, restructuring, and transaction costs are included in those respective categories. See appendix for comments regarding the presentation of non- GAAP measures. Changes from Prior Year ($ in millions) 2025 2024 Change Adjusted EBITDA Cont Ops $ ~590 $ 387 $ ~205 Adjusted EBITDA Disc Ops $ ~400 $ 498 $ ~(100) One-Time Costs1 (75) (46) (30) Interest, Net (160) (149) (10) Taxes (190) (172) (20) Working Capital / Other² 35 (68) 105 Capital Spending, Net (325) (369) 45 Adjusted Free Cash Flow $ ~275 $ 81 $ ~195 Higher Adj. FCF Driven by Higher Profit and Lower Working Capital Requirements
Page 12
© 2025 Dana 12 New Dana: Outlook 2026 and Beyond $310M cost savings plan on track for 2026 Anticipate that in 2026, New Dana will have: Adjusted EBITDA margins of 10%-10.5%, consistent with Q4 2025 exit margin Cost savings plan: +100 bps Accretive new business: +60 bps Eliminated stranded costs: +50 bps Additional operating performance: +40 bps Cash taxes and interest significantly lower by ~$200M Adjusted free cash flow of ~4% of sales $1B capital return to shareholders authorized through 2027 In addition to existing dividend Growth trajectory maintained Robust three-year new sales backlog – roll-out of new forecast in January 2026 Continue to invest to win new business Trajectory for Profitable Growth
Page 13
© 2025 Dana 13 Appendix
Page 14
© 2025 Dana 14 See appendix for comments regarding the presentation of non-GAAP measures $1,285M $1,353M$6M $6M $42M $8M $6M $0M $82M $126M $26M $35M $1M $1M 2024 ($19M) Vol/Mix Performance Cost Savings Tariff $0M Currency Commodities 2025 Sales Adjusted EBITDA 6.4% 2025 Q3 Sales and Profit Change by Segment Light Vehicle Systems $612M $564M$2M $7M $13M $2M ($72M) $0M $45M $51M $5M $17M $2M 2024 ($16M) Vol/Mix Performance Cost Savings ($2M) Tariff Currency $0M Commodities 2025 Sales Adjusted EBITDA 3.2% Commercial Vehicle Systems 5.9% 7.4% 9.3% 9.0%
Page 15
© 2025 Dana 15 Segment Profiles CUSTOMER SALESREGIONAL SALES Light Vehicle Drive Systems Commercial Vehicle Drive and Motion Systems Year to Date 9/30/2025 Year to Date 9/30/2025 Ford 45% Stellantis* 17% Toyota 7% Renault / Nissan 5% Tata 5% Other 21% North America 70% Europe 14% South America 4% Asia Pacific 12% PACCAR 16% Traton 12% Volvo 10% Daimler 7%Ford 4% Other 51% North America 39% Europe 33% South America 20% Asia Pacific 8% * Includes sales to systems integrations for driveline products that support Stellantis vehicles
Page 16
© 2025 Dana 16 Segment Data DA NA INCORPORA TED Segment Sales and Adjusted EBITDA (Unaudited) For the Three Months Ended September 30, 2025 and 2024 (In millions) 2025 2024 Sales Light Vehicle 1,353$ 1,285$ Commercial Vehicle 564 612 Total Sales 1,917$ 1,897$ Adjusted EBITDA Light Vehicle 126$ 82$ Commercial Vehicle 51 45 Corporate expense and other items, net (15) (16) Adjusted EBITDA 162$ 111$ Three Months Ended Setember 30, DA NA INCORPORA TED Segment Sales and Adjusted EBITDA (Unaudited) For the Nine Months Ended September 30, 2025 and 2024 (In millions) 2025 2024 Sales Light Vehicle 3,901$ 4,049$ Commercial Vehicle 1,732 1,911 Total Sales 5,633$ 5,960$ Adjusted EBITDA Light Vehicle 306$ 250$ Commercial Vehicle 139 117 Corporate expense and other items, net (43) (56) Adjusted EBITDA 402$ 311$ Nine Months Ended September 30,
Page 17
© 2025 Dana 17 Segment Data Continued DA NA INCORPORA TED Reconciliation of Loss From Continuing Operations Before Income Taxes to Adjusted EBITDA (Unaudited) For the Nine Months Ended September 30, 2025 and 2024 (In millions) 2025 2024 Income (loss) from continuing operations before income taxes 9$ (41)$ Adjustments related to continuing operations Interest income (3) (5) Interest expense 47 38 Depreciation 86 83 Amortization 3 3 Non-service cost components of pension and OPEB costs 3 5 Restructuring charges, net 4 20 Stock compensation expense 8 7 Strategic transaction expenses 6 (2) (Gain) loss on sale of property, plant and equipment 1 (1) Supplier capacity charge adjustment (2) Loss on disposal group previously held for sale (4) Other items 8 Adjusted EBITDA 162$ 111$ Three Months Ended September 30, DA NA INCORPORA TED Reconciliation of Loss From Continuing Operations Before Income Taxes to Adjusted EBITDA (Unaudited) For the Nine Months Ended September 30, 2025 and 2024 (In millions) 2025 2024 Loss from continuing operations before income taxes (45)$ (167)$ Adjustments related to continuing operations Interest income (8) (9) Interest expense 130 117 Depreciation 257 253 Amortization 9 10 Non-service cost components of pension and OPEB costs 7 12 Restructuring charges, net 17 36 Stock compensation expense 31 21 Strategic transaction expenses 12 2 Supplier capacity charge adjustment (21) Loss on divestiture of ownership interests 7 Loss on disposal group previously held for sale 26 Other items 6 10 Adjusted EBITDA 402$ 311$ Nine Months Ended September 30,
Page 18
© 2025 Dana 18 Cash Flow DA NA INCORPORA TED Reconciliation of Net Cash Provided By Operating Activities to Adjusted Free Cash Flow (Unaudited) (In millions) 2025 2024 Net cash provided by operating activities 111$ 35$ Purchases of property, plant and equipment - Continuing operations (49) (37) Purchases of property, plant and equipment - Discontinued operations (11) (9) Proceeds from sale of property, plant and equipment - Continuing operations 1 3 Proceeds from sale of property, plant and equipment - Discontinued operations - - Cash paid for Off-Highway business divestiture related activities 49 - Adjusted free cash flow 101$ (8)$ (In millions) 2025 2024 Net cash provided by operating activities 106$ 148$ Purchases of property, plant and equipment - Continuing operations (153) (198) Purchases of property, plant and equipment - Discontinued operations (33) (29) Proceeds from sale of property, plant and equipment - Continuing operations 12 3 Proceeds from sale of property, plant and equipment - Discontinued operations - 4 Cash paid for Off-Highway business divestiture related activities 61 - Adjusted free cash flow (7)$ (72)$ Three Months Ended September 30, Nine Months Ended September 30,
Page 19
© 2025 Dana 19 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. 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 plus cash paid for Off-Highway business divestiture related activities. 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 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 outlook to the most comparable GAAP measures of net income (loss). Providing net income (loss) 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), 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. Non-GAAP Financial Information
Page 20
Value Others | Inspire Innovation | Grow Responsibly | Win Together