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United States securities and exchange commission logo
September 29, 2022
Timothy R. Kraus
Senior Vice President and Chief Financial Officer
Dana Incorporated
3939 Technology Drive
Maumee, Ohio 43537
Re: Dana Incorporated
Form 10-K for
Fiscal Year Ended December 31, 2021
Response Dated
September 15, 2022
File No. 001-01063
Dear Mr. Kraus:
We have reviewed your September 15, 2022 response to our comment
letter and have the
following comments. In some of our comments, we may ask you to provide
us with information
so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your response to these comments, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
August 26, 2022 letter.
Response Dated September 15, 2022
Risk Factors, page 7
1. Your response to prior
comment two indicates that existing risk factor disclosure
"addresses the
transition risks related to climate change," yet this disclosure does not
appear to address the
climate change-related transition risks noted in our comment. Please
tell us how you
considered addressing other transition risks related to climate change,
including those
identified in our comment. Include information regarding the material
effects of the
transition risks related to climate change that you have considered.
Timothy R. Kraus
FirstName LastNameTimothy R. Kraus
Dana Incorporated
Comapany 29,
September NameDana
2022 Incorporated
September
Page 2 29, 2022 Page 2
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations, page
15
2. We note your response to prior comment four and reissue it in part. As
requested by our
prior comment, please tell us about and quantify capital expenditures
for your climate-
related projects for each of the periods covered by your Form 10-K and
tell us about
amounts you expect to incur in future periods.
3. We note the disclosure cited in your response, yet reissue prior
comment five as it does
not appear that each of the items identified in our prior comment is
addressed in your
response. Please provide us with additional analysis of the indirect
consequences of
climate-related regulations or business trends. Include information
explaining how the
disclosed risks related to such consequences specifically address
developments regarding
climate change or tell us how you concluded on the materiality of the
items for which
disclosure was not deemed necessary.
4. We note your response to prior comment eight that you did not engage
in purchases or
sales of carbon credits or offsets during periods covered by your Form
10-K. Please tell
us whether you expect to purchase carbon credits or offsets in future
periods.
Please contact Erin Donahue at 202-551-6063 or Jennifer Angelini at
202-551-3047 with
any questions.
Sincerely,
Division of
Corporation Finance
Office of
Manufacturing