DAN

• Aftermarket Growth
  • Expanded Victorines branded sealant distribution with major national retail chains (AutoZone, Advance Auto Parts, O'Reilly), delivering $40 million in incremental annual sales from these customers
  • Announced new distribution partnership with Viper (North America's largest heavy-duty truck parts program group with 875+ retail and 430+ service locations), which will add $10 to $15 million in incremental aftermarket sales starting in late 2026
• Applied Technologies & Defense
  • Securing rising volume for the ISV program with GM Defense, with growth expected in H2 2026 and into 2027
  • Currently in rapid prototyping for a major defense project with a large OEM, targeting a production award by the end of 2026
  • Current defense programs are already delivering $30 million in annual new sales, and management views defense as a high-margin growth opportunity
• Eaton Mobility Transaction Updates
  • Restarted share repurchases immediately, with plans to repurchase an additional $200 million in shares before the end of 2026; the purchase price paid to Eaton will be adjusted for the lower outstanding share count, and management is evaluating allowing continued repurchases after closing to eliminate the previously announced 24-month pause
  • Eaton will complete the separation via a tax-free split-off structure, which gives Eaton shareholders the option to participate in the exchange, supporting an orderly distribution of shares
  • The combination creates a scaled, focused powertrain leader with complementary product portfolios: Dana adds Eaton Mobility's commercial vehicle transmissions, engine components, emissions products, and electrification capabilities to its existing axle, driveshaft, thermal management, and sealing businesses
  • Management targets at least $250 million in annual run-rate cost synergies within 24 months of closing, with $75 million of synergies expected in year one, $200 million by year two, and total one-time cash costs of less than $250 million (payback period under two years); revenue synergies from cross-selling are incremental to this target
  • Pro forma 2026 net leverage for the combined company is expected to be approximately 1.4x even with the planned buybacks, with a strong free cash flow profile and a clear deleveraging path
  • The transaction remains on track to close in Q1 2027
• Strategic Alignment with Dana 2030
  • The acquisition accelerates all four core Dana 2030 growth pillars: traditional product growth, aftermarket growth, applied technologies growth, and cost reduction through manufacturing excellence
  • Standalone Dana targeted $10 billion in revenue by 2030; the combined company is now targeting $14 to $15 billion in revenue by 2030, with higher margins and stronger free cash flow generation
• Q2 2026 Core Operational Results
  • Year-over-year sales growth of $75 million was driven by $29 million from pricing/cost recovery, $24 million from favorable foreign exchange, $12 million from commodity recovery, $6 million from volume/mix, and $4 million from tariff recoveries
  • Adjusted EBITDA grew year-over-year, driven by $29 million from performance/pricing/operational improvements, $19 million from ongoing cost-saving initiatives (over $310 million delivered to date), $10 million from favorable volume/mix, with a modest $3 million commodity headwind from timing of customer recovery
  • Net interest expense declined 59% year-over-year to $17 million following debt repayment after the off-highway divestiture

• Full-year 2026 guidance has been upwardly revised for sales, adjusted EBITDA, and adjusted free cash flow based on stronger-than-expected commercial vehicle demand and first-half operational performance:
  • Sales: Midpoint of $7.75 billion, an increase of $225 million from prior guidance, representing $250 million in year-over-year growth
  • Adjusted EBITDA: Midpoint of $825 billion, an increase of $25 million from prior guidance, for an expected margin of ~10.6% (margin held steady due to higher mix of lower-margin commercial vehicle volume)
  • Adjusted free cash flow: Midpoint of $325 million, an increase of $25 million from prior guidance, driven by higher earnings; net capital spending is expected to be ~$325 million, up from 2025 to support new program and automation investments
  • Diluted adjusted EPS: Revised lower to a midpoint of ~$2 per share, driven by higher depreciation from accelerated capital investment timing, higher net interest ahead of the Eaton Mobility transaction, lower unconsolidated equity earnings from China joint ventures, and modest additional tax headwinds from jurisdictional mix
• The $20 million one-time U.S. union contract ratification bonus expected in Q3 2026 is included in the updated guidance; ongoing wage increases were already incorporated into prior outlooks
• Management expects 2026 North American Class 8 truck volumes to reach ~275,000 units, with marginal growth in 2027 and a larger uptick in 2028; pre-buy demand for new emission standards has been pushed out due to delayed regulatory implementation

The transcript does not break out financial performance by product segment in absolute or percentage contribution terms. It notes that on a pro forma 2026 basis after the Eaton Mobility acquisition, combined aftermarket sales are expected to reach approximately $1.7 billion, representing 16% of total projected sales (4 percentage points higher than Dana's standalone level). For Q2 2026, overall company sales were $2.01 billion, up $75 million year-over-year; overall adjusted EBITDA was $207 million, up from $147 million year-over-year; adjusted EBITDA margin expanded 270 basis points to 10.3%; adjusted free cash flow was $68 million, a $75 million improvement year-over-year.

The transcript does not contain explicit discussion of material current operational failures or new unpriced risks. The only risk factors referenced are: timing of commodity cost recovery mechanisms, which created a modest near-term headwind in Q2; uncertainty around the ability to resume share repurchases during the 24-month post-closing period, which requires further negotiation with Eaton; and ongoing softness in North American Class 5-7 and bus volumes that partially offsets strength in Class 8.

Q: Tom Narayan (RBC) asks what continuing post-close share repurchases would mean for the $1 billion incremental buyback target, and whether cash will be diverted to synergy implementation costs. / A: Management is exploring the possibility of resuming repurchases during the 24-month post-closing pause with Eaton, and is hopeful an agreement can be reached. Even if repurchases remain paused during that window, the higher free cash flow from the combined Eaton transaction will allow the full $2 billion total buyback target to be completed by the end of 2029, one year ahead of the original 2030 target.

Q: Joe Spak (UBS) asks if the post-close buyback restriction is a negotiation with Eaton, and what alternative methods of returning capital to shareholders are available if buybacks cannot be resumed. / A: The issue involves complex tax rules that management is working through jointly with Eaton, to find a structure that allows resumption. If an agreement cannot be reached, management is not restricted from raising the regular dividend or paying a special dividend to return additional capital to shareholders during the 24-month period, so alternative options are available.

Q: Winnie Dong (Deutsche Bank) asks how sustainable the current commercial vehicle volume improvement is, and for an update on Dana's participation in Ford's new heavy-duty tactical truck defense program. / A: Management confirms Class 8 demand is clearly improving, and expects this strength to continue into 2027; it is too early to call further upside to 2026 guidance, but mid-term volume outlooks remain robust. For the Ford tactical truck program, it is early days, but Dana is leveraging its existing position on Ford's light vehicle truck platform to submit an upfitted proposal, similar to its successful work with GM Defense. Management notes the defense market is even more opportunistic than initially expected when the Dana 2030 plan was developed.

Q: James Picoriello (BNP Paribas) asks for an update on the Ford Super Duty program launch at Oakville, and for Dana's outlook on the 2027 North American truck market post pre-buy. / A: Low-volume production launch of the Ford Super Duty program will begin this month, with meaningful volumes ramping up by the end of 2026. Dana can accommodate the new volume largely using existing U.S. production capacity, and the program volumes are already reflected in current backlog and guidance. Pre-buy demand for upcoming emission standards has been pushed out due to delayed regulatory changes. Management expects 2026 Class 8 volumes of ~275,000 units, with marginal growth in 2027 and a larger uptick in 2028.