Dauch Corp
For the period ended Dec 31, 2025. Filed Mar 19, 2026.
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Dec 31, 2025 · Filed Mar 19, 2026
Contents
Appendix
| Table of Contents | Appendix A - Non-GAAP Reconciliation |
|---|
Appendix
Appendix A - Non-GAAP Reconciliation
We have included in the proxy statement Adjusted EBITDA, Adjusted EBITDA margin, Operational Cash Flow and adjusted Free Cash Flow, which are financial metrics used in the Incentive Compensation Program for Executive Officers and the 2018 Omnibus Incentive Plan (the Plan). These metrics are non-GAAP financial measures. Such information is reconciled to its closest GAAP measure in the tables below in accordance with SEC rules.
Management believes these non-GAAP financial measures are useful to both management and Dauch's shareholders in their analysis of the Company's business and operating performance. Management also uses this information for operational planning and decision-making purposes. Non-GAAP financial measures are not and should not be considered a substitute for any GAAP measure. Additionally, non-GAAP financial measures, as presented by the Company, may not be comparable to similarly titled measures reported by other companies.
| 2025 Annual Incentive Performance Metrics | |
|---|---|
| Twelve Months Ended December 31, 2025 | |
| Adjusted EBITDA and EBITDA Margin: | |
| (in millions) | |
| Net income | $(19.7) |
| Interest expense | 201.1 |
| Income tax expense | 21.2 |
| Depreciation and amortization | 459.5 |
| EBITDA | $662.1 |
| Restructuring and acquisition-related costs | 113.4 |
| Debt refinancing and redemption costs | 6.2 |
| Impairment charges | 8.0 |
| Gain on Business Combination Derivative | (52.9) |
| Interest income on debt held in escrow | (13.6) |
| Non-recurring items: | |
| Impact of the Electric Vehicle Cancellation Settlement | 20.0 |
| Adjusted EBITDA | $743.2 |
| Net Sales, as reported | $5,836.7 |
| Adjusted EBITDA margin | 12.7% |
| Twelve Months Ended December 31,2025 | |
|---|---|
| Operational Cash Flow: | |
| (in millions) | |
| Adjusted EBITDA | $743.2 |
| Purchases of property, plant and equipment | (256.5) |
| Proceeds from sale of property, plant and equipment | 5.6 |
| Operational Cash Flow | $492.3 |
| Table of Contents | Appendix A - Non-GAAP Reconciliation |
|---|
| 2023- 2025 Long-term Incentive Performance Metric | Twelve Months Ended | |||
|---|---|---|---|---|
| December 31, | ||||
| 2025 · 2024 · 2023 | ||||
| Free Cash Flow and Adjusted Free Cash Flow: · (in millions) | ||||
| Net cash provided by operating activities | $411.6 | $455.4 | $396.1 | |
| Purchases of property, plant and equipment | (256.5) | (248.0) | (194.6) | |
| Proceeds from sale of property, plant and equipment and from government grants | 5.6 | 6.0 | 0.9 | |
| Free Cash Flow | $160.7 | $213.4 | $202.4 | |
| Restructuring and acquisition-related costs | 65.9 | 16.9 | 16.6 | |
| Interest Income on debt held in escrow | $(13.6) | 0 | $— | $— |
| Impact of UAW Work Stoppage (1) | $— | $— | $27.4 | |
| Adjusted Free Cash Flow | $213.0 | $230.3 | $246.4 | |
| Three-year cumulative adjusted Free Cash Flow | $689.7 | |||
(1) For purposes of calculating performance under the 2018 Omnibus Incentive Plan, an adjustment, as permitted by the Plan, was made to Adjusted Free Cash Flow for the year ended December 31, 2023. This adjustment offsets the unfavorable impact of the UAW Work Stoppage that occurred in 2023. The Committee approved this adjustment as the impact of the work stoppage was outside of management's control.
| Pay versus Performance Table Financial Metric | Twelve Months Ended | |
|---|---|---|
| December 31, | ||
| 2022 | 2021 | |
| Free Cash Flow and Adjusted Free Cash Flow: · (in millions) | ||
| Net cash provided by operating activities | $448.9 | $538.4 |
| Purchases of property, plant and equipment | (171.4) | (181.2) |
| Proceeds from sale of property, plant and equipment | 4.7 | 2.0 |
| Free Cash Flow | $282.2 | $359.2 |
| Restructuring and acquisition-related costs | 30.8 | 63.7 |
| Adjusted Free Cash Flow | $313.0 | $422.9 |
| Table of Contents | Appendix A - Non-GAAP Reconciliation |
|---|
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