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RNS Number : 3982X Dauch Corporation 20 March 2026
Dauch Corporation (the "Company") - Transaction Notification
2026 Award of PSUs and RSUs, Vesting of 2023 RSU and PSU Awards and Purchase
of Shares
PDMR Dealings
20 March 2026
NOTIFICATION OF TRANSACTIONS BY PERSON DISCHARGING MANAGERIAL RESPONSIBILITIES
("PDMRs") IN SHARES OF COMMON STOCK OF PAR VALUE $0.01 EACH IN THE COMPANY
("Shares")
Dauch Corporation (NYSE, LSE: DCH), a global leader in the global automotive
industry, announces the following transactions by PDMRs of Dauch Corporation
(the "Company") relating to the grant and vesting of Performance Stock Units
("PSUs") and Restricted Stock Units ("RSUs") the Company's Amended and
Restated 2018 Omnibus Incentive Plan and 2026 Inducement Omnibus Incentive
Plan and Vesting of Performance Stock Units, along with the purchase of Shares
by a PDMR.
2026 PSU Grant
PSUs were granted to the individuals named in the tables below, who are PDMRS
of the Company, effective 2 February 2026,under the Company's 2018 Omnibus
Incentive Plan, except for Markus Bannert, President - Metal Forming, who was
granted PSUs effective 5 February 2026 under the Company's 2026 Inducement
Omnibus Incentive Plan, following the Company's business combination with
Dowlais Group plc, (the "Business Combination"). These PSUs, all of which are
subject to the same general terms, entitle the holders to receive Shares
upon vesting following certification of achievement of pre-established
performance objectives. Achievement of performance is based on the highest
average share price of Company Common Stock achieved over a 20-day trading
period during the measurement period ending March 31, 2029 ("Performance
Period"). The holders must generally remain employed with the Company through
the end of the Performance Period for 50% of the award to vest and through the
one-year anniversary of that date for the other 50% of the award to vest,
except for any earned amounts through the termination date in cases of a
termination due to death and disability or a pro-rata portion of any such
earned amounts upon a termination without cause.
2026 RSU Award
RSUs were granted to the individuals named in the tables below, who are PDMRs
of the Company, effective 26 February 2026, under the Company's 2018 Omnibus
Incentive Plan. Markus Bannert's RSUs were granted under the Company's 2026
Inducement Omnibus Incentive Plan. Subject to continued employment with the
Company, RSUs granted under the 2026 RSU Award will vest on the third
anniversary of the date of grant.
Vesting of 2023 RSU Award
The Company also announces the vesting of 2023 RSU Awards on 28 February 2026,
as a result of which the individuals named in the tables below (who are PDMRs
of the Company) became entitled to Shares. These awards were granted in 2023
and comprised of 40% of the Company's 2023 long-term incentive awards. These
awards settled in Company Common Stock upon the third anniversary of the date
of grant, subject to continued service with the Company.
Following this vesting, the Company withheld shares to satisfy tax obligations
for the individuals named in the tables below.
Vesting of 2023 PSU Award
The Company also announces the vesting of 2023 PSU Awards on 28 February 2026
as a result of which the individuals named in the tables below (who are PDMRs
of the Company) became entitled to Shares. These shares were issued as
performance-based awards in 2023, comprising 60% of the Company's 2023
long-term incentive awards, including annual free cash flow targets for
calendar years 2023, 2024 and 2025, each weighted at 20% of target. The
remaining 40% of target was based on three-year cumulative free cash flow
performance.
Following this vesting, the Company withheld shares to satisfy tax obligations
for the individuals named in the tables below.
Purchase of Shares
The Company further announces that David Walker, a director and PDMR of the
Company, purchased 35,000 Shares at a price of $5.20 on the New York Stock
Exchange on 13 March 2026.
The attached notifications, which have been made in accordance with the
requirements of the UK Market Abuse Regulation, provide further details.
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name Markus Bannert
2. Reason for the notification
a) Position / status President Metal Forming
b) Initial notification / amendment
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 3 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency GBP - British Pound
f) Nature of the transaction Shares received in exchange for Dowlais Group shares under the combination
transaction with Dauch that was completed February 3, 2026. The price stated
below reflects the price per Dauch share in the combination, calculated with
reference to the Dowlais share price at the close of trading on the last day
before the combination became effective, adjusted for the exchange ratio and
the cash consideration under the combination, rounded to the nearest whole UK
pence.
g) Summary Price Volume Total
5.89 53954.00 317789.06
Aggregated 5.89 53954.00 317789.06
Transaction II
a) Date of the transaction 5 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of performance-based restricted stock units (PSUs) at target level
performance. The actual number of PSUs that will be achieved is based on the
highest average price of the Company's common stock achieved over any 20-day
trading period during the measurement period ending March 31, 2029
("Performance Period"). The number of PSUs earned by the reporting person will
not exceed 300% of target. The PSUs will generally vest 50% at the end of the
Performance Period and 50% on the one-year anniversary thereof.
g) Summary Price Volume Total
0.00 90909.00 0.00
Aggregated 0.00 90909.00 0.00
Transaction III
a) Date of the transaction 5 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Shares representing a grant of restricted stock units (RSUs) that were assumed
in connection with the business combination between Dauch and Dowlais Group
plc and that will settle in common stock upon vesting, 27,521 on March 26,
2027 and 64,533 on March 11, 2028.
g) Summary Price Volume Total
0.00 92054.00 0.00
Aggregated 0.00 92054.00 0.00
Transaction IV
a) Date of the transaction 26 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of restricted stock units ("RSU") that will settle in common stock upon
vesting on the third anniversary of the grant date. Each RSU represents a
contingent right to receive one Share.
g) Summary Price Volume Total
0.00 83267.00 0.00
Aggregated 0.00 83267.00 0.00
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name David C Dauch
2. Reason for the notification
a) Position / status Chairman & CEO
b) Initial notification / amendment Initial Notification
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 26 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of restricted stock units ("RSU") that will settle in common stock upon
vesting on the third anniversary of the grant date. Each RSU represents a
contingent right to receive one Share.
g) Summary Price Volume Total
0.00 537667.00 0.00
Aggregated 0.00 537667.00 0.00
Transaction II
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction New York Stock Exchange
e) Currency USD - United States Dollar
f) Nature of the transaction Disposal of ordinary shares.
g) Summary Price Volume Total
1. 6.60 74646.00 492663.60
2. 6.60 146364.00 966002.40
Aggregated 6.60 221010.00 1488666.00
Transaction III
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Vest of restricted stock unites ("RSU"). Each RSU vests into one Share.
g) Summary Price Volume Total
0.00 166620.00 0.00
Aggregated 0.00 166620.00 0.00
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name Terri Kemp
2. Reason for the notification
a) Position / status SVP Chief of Staff
b) Initial notification / amendment Initial Notification
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 26 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of restricted stock units ("RSU") that will settle in common stock upon
vesting on the third anniversary of the grant date. Each RSU represents a
contingent right to receive one Share.
g) Summary Price Volume Total
0.00 79764.00 0.00
Aggregated 0.00 79764.00 0.00
Transaction II
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction New York Stock Exchange
e) Currency USD - United States Dollar
f) Nature of the transaction Disposal of ordinary shares.
g) Summary Price Volume Total
1. 6.60 12269.00 80975.40
2. 6.60 24723.00 163171.80
Aggregated 6.60 36992.00 244147.20
Transaction III
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Vest of restricted stock unites ("RSU"). Each RSU vests into one Share.
g) Summary Price Volume Total
0.00 27384.00 0.00
Aggregated 0.00 27384.00 0.00
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name Michael Lynch
2. Reason for the notification
a) Position / status President DL
b) Initial notification / amendment Initial Notification
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 26 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of restricted stock units ("RSU") that will settle in common stock upon
vesting on the third anniversary of the grant date. Each RSU represents a
contingent right to receive one Share.
g) Summary Price Volume Total
0.00 128509.00 0.00
Aggregated 0.00 128509.00 0.00
Transaction II
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction New York Stock Exchange
e) Currency USD - United States Dollar
f) Nature of the transaction Disposal of ordinary shares.
g) Summary Price Volume Total
1. 6.60 17526.00 115671.60
2. 6.60 34867.00 230122.20
Aggregated 6.60 52393.00 345793.80
Transaction III
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Vest of restricted stock unites ("RSU"). Each RSU vests into one Share.
g) Summary Price Volume Total
0.00 39120.00 0.00
Aggregated 0.00 39120.00 0.00
Transaction IV
a) Date of the transaction 2 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of performance-based restricted stock units (PSUs) at target level
performance. The actual number of PSUs that will be achieved is based on the
highest average price of the Company's common stock achieved over any 20-day
trading period during the measurement period ending March 31, 2029
("Performance Period"). The number of PSUs earned by the reporting person will
not exceed 300% of target. The PSUs will generally vest 50% at the end of the
Performance Period and 50% on the one-year anniversary thereof.
g) Summary Price Volume Total
0.00 287879.00 0.00
Aggregated 0.00 287879.00 0.00
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name Fiona MacAulay
2. Reason for the notification
a) Position / status Director
b) Initial notification / amendment Initial Notification
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 5 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency GBP - British Pound
f) Nature of the transaction Shares received in exchange for Dowlais Group shares under the combination
transaction with Dauch that was completed February 3, 2026. The price stated
below reflects the price per Dauch share in the combination, calculated with
reference to the Dowlais share price at the close of trading on the last day
before the combination became effective, adjusted for the exchange ratio and
the cash consideration under the combination, rounded to the nearest whole UK
pence.
g) Summary Price Volume Total
5.89 1073.00 6319.97
Aggregated 5.89 1073.00 6319.97
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name Christopher May
2. Reason for the notification
a) Position / status EVP & CFO
b) Initial notification / amendment Initial Notification
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 26 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of restricted stock units ("RSU") that will settle in common stock upon
vesting on the third anniversary of the grant date. Each RSU represents a
contingent right to receive one Share.
g) Summary Price Volume Total
0.00 113738.00 0.00
Aggregated 0.00 113738.00 0.00
Transaction II
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction New York Stock Exchange
e) Currency USD - United States Dollar
f) Nature of the transaction Disposal of ordinary shares.
g) Summary Price Volume Total
1. 6.60 17526.00 115671.60
2. 6.60 34907.00 230386.20
Aggregated 6.60 52433.00 346057.80
Transaction III
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Vest of restricted stock unites ("RSU"). Each RSU vests into one Share.
g) Summary Price Volume Total
0.00 39120.00 0.00
Aggregated 0.00 39120.00 0.00
Transaction IV
a) Date of the transaction 2 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of performance-based restricted stock units (PSUs) at target level
performance. The actual number of PSUs that will be achieved is based on the
highest average price of the Company's common stock achieved over any 20-day
trading period during the measurement period ending March 31, 2029
("Performance Period"). The number of PSUs earned by the reporting person will
not exceed 300% of target. The PSUs will generally vest 50% at the end of the
Performance Period and 50% on the one-year anniversary thereof.
g) Summary Price Volume Total
0.00 287879.00 0.00
Aggregated 0.00 287879.00 0.00
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name Tolga Oal
2. Reason for the notification
a) Position / status President Driveline
b) Initial notification / amendment Initial Notification
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction New York Stock Exchange
e) Currency USD - United States Dollar
f) Nature of the transaction Disposal of ordinary shares.
g) Summary Price Volume Total
1. 6.60 14021.00 92538.60
2. 6.60 28164.00 185882.40
Aggregated 6.60 42185.00 278421.00
Transaction II
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Grant of restricted stock units ("RSU") that will settle in common stock upon
vesting on the third anniversary of the grant date. Each RSU represents a
contingent right to receive one Share.
g) Summary Price Volume Total
0.00 79764.00 0.00
Aggregated 0.00 79764.00 0.00
Transaction III
a) Date of the transaction 28 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency USD - United States Dollar
f) Nature of the transaction Vest of restricted stock unites ("RSU"). Each RSU vests into one Share.
g) Summary Price Volume Total
0.00 31296.00 0.00
Aggregated 0.00 31296.00 0.00
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name Simon Mackenzie Smith
2. Reason for the notification
a) Position / status Director
b) Initial notification / amendment Initial Notification
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 5 February, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction Outside a trading venue
e) Currency GBP - British Pound
f) Nature of the transaction Shares received in exchange for Dowlais Group shares under the combination
transaction with Dauch that was completed February 3, 2026. The price stated
below reflects the price per Dauch share in the combination, calculated with
reference to the Dowlais share price at the close of trading on the last day
before the combination became effective, adjusted for the exchange ratio and
the cash consideration under the combination, rounded to the nearest whole UK
pence.
g) Summary Price Volume Total
5.89 14394.00 84780.66
Aggregated 5.89 14394.00 84780.66
1. Details of person discharging managerial responsibility ("PDMR") / person
closely associated with the ("PCA")
a) Name David Walker
2. Reason for the notification
a) Position / status Director
b) Initial notification / amendment Initial Notification
3. Details of the issuer
a) Name Dauch Corporation
b) LEI 254900SMQY98VFKNCC32
4. Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
Transaction I
a) Date of the transaction 13 March, 2026
b) Description and identifier of the financial instrument Share
c) Identification Code US0240611030
d) Place of the transaction New York Stock Exchange
e) Currency USD - United States Dollar
f) Nature of the transaction Purchase of shares.
g) Summary Price Volume Total
5.20 35000.00 182000.00
Aggregated 5.20 35000.00 182000.00
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