PART III Item 10. Directors, Executive Officers and Corporate Governance Dana has adopted Standards of Business Conduct that apply to all of its of ficers and employees worldwide. Dana also has  adopted Standards of Business Conduct for the Board of Directors. Both documents are available on Dana’ s Internet website at  http://www.dana.com/investors. The remainder of the response to this item will be included under the sections captioned “Corporate Governance,”  “Selection of Chairman and Chief Executive Of ficer; Succession Planning,” “Information  About the Nominees,” “Risk  Oversight,” “Committees and Meetings of Directors,” “Executive Of ficers” and “Section 16(a) Beneficial Ownership  Reporting Compliance” of Dana’s definitive Proxy Statement relating to the  Annual Meeting of Shareholders to be held on  April 30, 2015, which sections are hereby incorporated herein by reference. Item 11. Executive Compensation The response to this item will be included under the sections captioned “Compensation Committee Interlocks and Insider  Participation,” “Compensation of Executive Of ficers,” “Compensation Discussion and Analysis,” “Compensation of  Directors,” “Officer Stock Ownership Guidelines,” “Compensation Committee Report,” “Summary Compensation  Table,”  “Grants of Plan-Based Awards at Fiscal Year-End,” “Outstanding Equity Awards at Fiscal Year-End,” “Option Exercises and  Stock Vested During Fiscal Year,” “Pension Benefits,” “Nonqualified Deferred Compensation at Fiscal  Year-End,” “Executive  Agreements” and “Potential Payments and Benefits Upon  Termination or Change in Control” of Dana’ s definitive Proxy  Statement relating to the Annual Meeting of Shareholders to be held on  April 30, 2015, which sections are hereby incorporated  herein by reference.  Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters The response to this item will be included under the section captioned “Security Ownership of Certain Beneficial Owners  and Management” of Dana’ s definitive Proxy Statement relating to the  Annual Meeting of Shareholders to be held on  April 30,  2015, which section is hereby incorporated herein by reference. Equity Compensation Plan Information The following table contains information as of  December 31, 2014 about shares of stock which may be issued under our  equity compensation plans, all of which have been approved by our shareholders. (Shares in millions) Plan Category Number of Securities  to be Issued Upon  Exercise of  Outstanding Options, Warrants and Rights(1) Weighted Average Exercise Price of Number of Securities  to be Issued Upon  Exercise of  Outstanding Options, Warrants and Rights(2) Number of Securities Remaining Available  for Future Issuance Equity compensation plans approved by security holders 3.5 $ 14.46 5.0 Equity compensation plans not approved by security holders — — — Total 3.5 $ 14.46 5.0 (1)  In addition to stock options, restricted stock units and performance shares have been awarded under Dana's equity compensation plans and were  outstanding at December 31, 2014.  (2)  Calculated without taking into account the 1.6 shares of common stock subject to outstanding restricted stock and performance share units that become  issuable as those units vest since they have no exercise price and no cash consideration or other payment is required for such shares. 90 Notes: