DANA Inc

Note2. Discontinued Operations

In* June 2025,we entered into a definitive agreement to sell our Off-Highway business to Allison Transmission Holdings, Inc. (Allison). The transaction closed on January 1, 2026,*with Dana receiving gross cash proceeds of $2,664. The sale price is subject to adjustment based on net working capital and net indebtedness balances as of the closing date. Based on our preliminary assessment of closing date working capital and net indebtedness balances, we have recorded a $30 reduction to the sale price. The $30 reduction to the sale price is included in other accrued liabilities on our consolidated balance sheet.

Included in the gross cash proceeds received was $82 related to the Off-Highway business's Mexican operations which havenot yet legally transferred to Allison. As a result, the $82 of proceeds has been deferred and included in other accrued liabilities on our consolidated balance sheet. The assets and liabilities of the Mexican operations will continue to be reported as held for sale on our consolidated balance sheet. The Mexican operations results of operations and cash flows will continue to be reported as discontinued operations on our consolidated statements of operations, comprehensive income and cash flows. We expect to complete the transfer of the Mexican operations to Allison by the end of2026.

We recognized a pre-tax gain on the sale of $1,191, which is included in net income from discontinued operations during thethree months ended* March 31, 2026.*

At closing of the transaction, we entered into a transition services agreement, engineering services agreement, intellectual property and trademark license agreements, and certain supply agreements with Allison. Services to be provided by Dana under the transition services agreement include finance, information technology, human resources and certain other administrative services for periods up to 24 months.

The major classes of line items included in net income from discontinued operations are as follows:

During thethree months ended* March 2026,*we incurred $48 of Off-Highway business divestiture transaction related costs. These costs were attributed to discontinued operations and included in other income (expense), net in the table above.

The carrying amounts of the major classes of assets and liabilities of disposal group held for sale are as follows:

9