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Stockholders' Equity
 9 Months Ended
Sep. 30, 2014
Equity [Abstract]  
Stockholders' Equity
Stockholders’ Equity

Preferred stock — Our 4.0% Series B Convertible Preferred Stock ceased accruing dividends as a result of the conversion of all of the remaining outstanding shares on September 30, 2014. Our 4.0% Series A Convertible Preferred Stock ceased accruing dividends as a result of redemption in August 2013. Preferred dividends of $2 and $4 were accrued at September 30, 2014 and December 31, 2013.

Prior to September 30, 2014, holders of 2,296,802 Series B preferred shares elected to convert those preferred shares into common stock and received 19,517,593 common shares. The common stock issued included shares to satisfy the accrued dividends owed to the converting Series B preferred stockholders. Based on the market price of Dana common stock on the date of conversion, the fair value of the conversions totaled $409. As of July 2, 2014, the per share closing price of our common stock exceeded $22.24 for 20 consecutive trading days. As a result, we exercised our right to cause the conversion of all of the remaining outstanding Series B preferred shares upon fulfillment of the required 90-day notice period ending September 30, 2014. We caused the conversion of 1,506,972 Series B shares with holders receiving 12,631,780 common shares valued at $250 based on the market price of Dana common stock on the date of conversion. Dividends accrued on the Series B preferred shares as of September 30, 2014 will be paid in cash in October 2014.

Common stock — Our Board of Directors declared a quarterly cash dividend of five cents per share of common stock in the first, second and third quarters of 2014. Dividends accrue on restricted stock units (RSUs) granted under our stock compensation program and will be paid in cash or additional units when the underlying units vest.

Treasury stock — During the third quarter of 2014 we reissued 14,879,935 shares of treasury stock in conjunction with the conversion of 1,772,693 Series B preferred shares into common stock. The reissuance of the treasury shares resulted in a $127 charge to additional paid-in capital as the carrying value of the treasury shares reissued exceeded the carrying value of the Series B preferred shares converted. We use the weighted-average pool price of our treasury shares at the date of reissuance to determine the carrying value of treasury shares reissued.

Share repurchase program — Our Board of Directors approved an expansion of our existing common stock repurchase program from $1,000 to $1,400 on July 30, 2014. The share repurchase program expires on December 31, 2015. Under the program, we spent $181 to repurchase 8,295,202 shares of our common stock during the first nine months of 2014 through open market transactions. Approximately $390 remained available under the program for future share repurchases as of September 30, 2014.

Changes in equity —
 
 
2014
 
2013
Three Months Ended September 30,
 
Attributable to Parent
 
Attributable
to Non-
controlling Interests
 
Total
Equity
 
Attributable to Parent
 
Attributable
to Non-
controlling Interests
 
Total
Equity
Balance, June 30
 
$
1,322

 
$
104

 
$
1,426

 
$
1,806

 
$
105

 
$
1,911

Total comprehensive income (loss)
 
(22
)
 
1

 
(21
)
 
106

 
5

 
111

Preferred stock dividends
 
(2
)
 


 
(2
)
 
(6
)
 


 
(6
)
Common stock dividends
 
(7
)
 


 
(7
)
 
(7
)
 


 
(7
)
Distributions to noncontrolling interests
 


 
(1
)
 
(1
)
 


 
(6
)
 
(6
)
Preferred stock redemption
 
 
 
 
 
—

 
(474
)
 
 
 
(474
)
Common stock share repurchases
 
(68
)
 


 
(68
)
 
(202
)
 


 
(202
)
Repurchase of equity awards
 
 
 
 
 
—

 
(2
)
 
 
 
(2
)
Stock compensation
 
6

 


 
6

 
10

 


 
10

Balance, September 30
 
$
1,229

 
$
104

 
$
1,333

 
$
1,231

 
$
104

 
$
1,335

 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30,
 
 

 
 

 
 

 
 

 
 

 
 

Balance, December 31
 
$
1,309

 
$
104

 
$
1,413

 
$
1,836

 
$
112

 
$
1,948

Total comprehensive income
 
114

 
8

 
122

 
178

 
12

 
190

Preferred stock dividends
 
(7
)
 


 
(7
)
 
(21
)
 


 
(21
)
Common stock dividends
 
(23
)
 


 
(23
)
 
(22
)
 


 
(22
)
Distributions to noncontrolling interests
 


 
(8
)
 
(8
)
 


 
(11
)
 
(11
)
Preferred stock redemption
 
 
 
 
 
—

 
(474
)
 
 
 
(474
)
Share conversion
 
3

 
 
 
3

 
 
 
 
 
—

Common stock share repurchases
 
(181
)
 


 
(181
)
 
(288
)
 


 
(288
)
Adjustments to paid-in capital for purchase of noncontrolling interests
 


 


 
—

 
6

 


 
6

Adjustments to other comprehensive income for purchase of noncontrolling interests
 


 


 
—

 
(3
)
 


 
(3
)
Purchase of noncontrolling interests
 


 


 
—

 


 
(9
)
 
(9
)
Repurchase of equity awards
 
 
 
 
 
—

 
(2
)
 
 
 
(2
)
Stock compensation
 
16

 


 
16

 
25

 


 
25

Stock withheld for employee taxes
 
(2
)
 


 
(2
)
 
(4
)
 


 
(4
)
Balance, September 30
 
$
1,229

 
$
104

 
$
1,333

 
$
1,231

 
$
104

 
$
1,335



Changes in each component of AOCI of the parent —
 
 
 
 
 
 
 
 
 
 
 
Parent Company Stockholders
 
Foreign Currency Translation
 
Hedging
 
Investments
 
Defined Benefit Plans
 
Accumulated Other Comprehensive Income (Loss)
Balance, June 30, 2014
$
(240
)
 
$
1

 
$
6

 
$
(478
)
 
$
(711
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments
(113
)
 

 

 

 
(113
)
Holding gains and losses

 
(5
)
 
(2
)
 

 
(7
)
Venezuelan bolivar devaluation
 
 
 
 
 
 
1

 
1

Reclassification adjustment for net actuarial losses included in net periodic benefit cost (b)

 

 

 
6

 
6

Tax expense

 
1

 

 

 
1

Other comprehensive income (loss)
(113
)
 
(4
)
 
(2
)
 
7

 
(112
)
Balance, September 30, 2014
$
(353
)
 
$
(3
)
 
$
4

 
$
(471
)
 
$
(823
)
 
 
 
 
 
 
 
 
 
 
Balance, June 30, 2013
$
(266
)
 
$
1

 
$
3

 
$
(596
)
 
$
(858
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments
30

 

 

 

 
30

Holding gains and losses

 

 
3

 

 
3

Reclassification of amount to net income (a)

 
(1
)
 

 

 
(1
)
Reclassification adjustment for net actuarial losses included in net periodic benefit cost (b)

 

 

 
6

 
6

Other comprehensive income (loss)
30

 
(1
)
 
3

 
6

 
38

Balance, September 30, 2013
$
(236
)
 
$
—

 
$
6

 
$
(590
)
 
$
(820
)
 
 
 
 
 
 
 
 
 
 
 
Parent Company Stockholders
 
Foreign Currency Translation
 
Hedging
 
Investments
 
Defined Benefit Plans
 
Accumulated Other Comprehensive Income (Loss)
Balance, December 31, 2013
$
(242
)
 
$
—

 
$
3

 
$
(488
)
 
$
(727
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments
(111
)
 

 

 

 
(111
)
Holding gains and losses

 
(4
)
 
3

 

 
(1
)
Reclassification of amount to net income (a)

 

 
(2
)
 

 
(2
)
Venezuelan bolivar devaluation
 
 
 
 
 
 
4

 
4

Reclassification adjustment for net actuarial losses included in net periodic benefit cost (b)

 

 

 
14

 
14

Tax expense

 
1

 

 
(1
)
 
—

Other comprehensive income (loss)
(111
)
 
(3
)
 
1

 
17

 
(96
)
Balance, September 30, 2014
$
(353
)
 
$
(3
)
 
$
4

 
$
(471
)
 
$
(823
)
 
 
 
 
 
 
 
 
 
 
Balance, December 31, 2012
$
(198
)
 
$
3

 
$
12

 
$
(610
)
 
$
(793
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments
(34
)
 

 

 

 
(34
)
Holding gains and losses

 
2

 
2

 

 
4

Reclassification of amount to net income (a)

 
(6
)
 
(8
)
 

 
(14
)
Venezuelan bolivar devaluation
 
 
 
 
 
 
2

 
2

Reclassification adjustment for net actuarial losses included in net periodic benefit cost (b)

 

 

 
18

 
18

Other comprehensive income (loss)
(34
)
 
(4
)
 
(6
)
 
20

 
(24
)
Adjustment for purchase of noncontrolling interests
(4
)
 
1

 
 
 
 
 
(3
)
Balance, September 30, 2013
$
(236
)
 
$
—

 
$
6

 
$
(590
)
 
$
(820
)
(a) Foreign currency contract and investment reclassifications are included in other income, net.
(b) See Note 9 for additional details.

During the first quarter of 2013, Dana purchased the noncontrolling interests in three of its subsidiaries for $7. Dana maintained its controlling financial interest in each of the subsidiaries and accounted for the purchases as equity transactions. The difference between the fair value of the consideration paid and the carrying value of the noncontrolling interests was recognized as additional paid-in capital of the parent company. At the time of the purchases the subsidiaries had accumulated other comprehensive income. Accumulated other comprehensive income of the parent company has been adjusted to reflect the ownership interest change with a corresponding offset to additional paid-in capital of the parent company.