On June 10, 2026, Dana Incorporated, a Delaware corporation (“ Dana ”), entered into definitive agreements with Eaton Corporation plc, an Irish public limited company (“ Eaton ”), Eaton Corporation, a corporation registered in the State of Ohio and a wholly owned subsidiary of Eaton (“ Eaton Ohio ”), Eaton Capital Unlimited Company, an Irish public unlimited company and a wholly owned subsidiary of Eaton (“ Eaton HoldCo ” and, together with Eaton and Eaton Ohio, collectively, the “ Eaton Parties ”), Mobility (USA) Corporation, a Delaware corporation and a wholly owned subsidiary of Eaton (“ SpinCo ”), and Atlas Mobility Sub, Inc., a Delaware corporation and a wholly owned subsidiary of SpinCo (“ Merger Sub ”), with respect to a Reverse Morris Trust transaction, and pursuant to which, subject to the terms and conditions of such definitive agreements, (i) Eaton will cause to be transferred, and SpinCo will accept and assume (or cause to be accepted and assumed), all of the rights, titles and interests to and under certain assets and liabilities relating to Eaton’s Vehicle and eMobility business segments (the “ SpinCo Business ”) (the “ Restructuring ”), (ii) Eaton will make a distribution to its shareholders of all of the issued and outstanding shares of common stock, $0.01 par value per share, of SpinCo (“ SpinCo Common Stock ”) held by Eaton, to be effected at Eaton’s election either by way of (a) an issuance by SpinCo of 100% of the shares of SpinCo Common Stock to Eaton’s shareholders on a pro rata basis (the “ Spin-Off ”) or (b) the consummation of an exchange offer whereby Eaton redeems Eaton ordinary shares held by certain Eaton shareholders electing to participate in such exchange offer in exchange for the issuance by SpinCo of shares of SpinCo Common Stock to such shareholders (the “ Exchange Offer ”), which may be followed by a pro-rata, clean-up issuance by SpinCo of any remaining shares of SpinCo Common Stock to Eaton’s shareholders (a “ Clean-up Spin-Off ” and, the distribution of 100% of the SpinCo Common Stock by way of the Spin-Off or the Exchange Offer followed by a Clean-up Spin-Off, the “ Distribution ”) and (iii) following the Distribution, Merger Sub will be merged with and into Dana, with Dana as the surviving entity (the “ Merger ”) and each outstanding share of Dana will be converted into the right to receive one (1) share of SpinCo Common Stock (collectively, the “ Proposed Combination ”).