REG - BkofA Merrill Lynch American Axle & Mfg. - Form 8.3-American Axle & Manufacturing Holdings

American Axle & Manufacturing HoldingsAnnouncement

27/11/2025 12:30

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RNS Number : 3203J  Bank of America Merrill Lynch  27 November 2025

FORM 8.3

 

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR

MORE
Rule 8.3 of the Takeover Code (the "Code")

 

 1.  KEY INFORMATION

 (a)  Full name of discloser:                                                         Bank of America Corporation
 (b)  Owner or controller of interests and short positions disclosed, if different
    from 1(a):
    The naming of nominee or vehicle companies is

 insufficient. For a trust, the trustee(s), settlor and

 beneficiaries must be named.
 (c)  Name of offeror/offeree in relation to whose relevant securities this form      AMERICAN AXLE & MANUFACTURING HOLDINGS INC
    relates:
    Use a separate form for each offeror/offeree
 (d)  If an exempt fund manager connected with an offeror/offeree, state this and
    specify identity of offeror/offeree:
 (e)  Date position held/dealing undertaken:                                          26/11/2025
    For an opening position disclosure, state the latest

 practicable date prior to the disclosure
 (f)  In addition to the company in 1(c) above, is the                                No

 discloser making disclosures in respect of any

 other party to the offer?
    If it is a cash offer or possible cash offer, state "N/A"

Bank of America Corporation

 (b)  Owner or controller of interests and short positions disclosed, if different
      from 1(a):
      The naming of nominee or vehicle companies is

insufficient. For a trust, the trustee(s), settlor and

beneficiaries must be named.

 (c)  Name of offeror/offeree in relation to whose relevant securities this form
      relates:
      Use a separate form for each offeror/offeree

AMERICAN AXLE & MANUFACTURING HOLDINGS INC

 (d)  If an exempt fund manager connected with an offeror/offeree, state this and
      specify identity of offeror/offeree:

 (e)  Date position held/dealing undertaken:
      For an opening position disclosure, state the latest

practicable date prior to the disclosure

26/11/2025

 (f)  In addition to the company in 1(c) above, is the

discloser making disclosures in respect of any

other party to the offer?
      If it is a cash offer or possible cash offer, state "N/A"

No

 

 2.  POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one
class of relevant securities

of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as
appropriate) for

each additional class of relevant security.

 

 (a)  Interests and short positions in the relevant securities of the offeror or
      offeree to which the disclosure relates following the dealing (if any)

 Class of relevant security:           USD 0.01 common
                                       Interests          Short Positions
                                       Number     %       Number     %
 (1)  Relevant securities owned        1,657,611  1.397%  2,991,752  2.521%

 and/or controlled:
 (2)  Cash-settled derivatives:        2,860,981  2.411%  992,029    0.836%
 (3)  Stock-settled derivatives        0          0.000%  0          0.000%

 (including options) and

 agreements to purchase/sell:
 TOTAL:                                4,518,592  3.808%  3,983,781  3.357%

1,657,611

1.397%

2,991,752

2.521%

 (2)  Cash-settled derivatives:

2,860,981

2.411%

992,029

0.836%

 (3)  Stock-settled derivatives

(including options) and

agreements to purchase/sell:

0

0.000%

0

0.000%

TOTAL:

4,518,592

3.808%

3,983,781

3.357%

 

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded
options), or agreements to purchase or sell relevant securities, should be
given on a Supplemental Form 8 (Open Positions).

 

 (b)  Rights to subscribe for new securities (including directors' and other
      employee options)

 Class of relevant security in relation to   N/A

which subscription right exists:
 Details, including nature of the rights     N/A

concerned and relevant percentages:

 

 3.  DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities
of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as
appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

 

 (a)  Purchases and sales

 Class of relevant security  Purchase/sale  Number of    Price per unit

securities
 USD 0.01 common             Purchase       286          6.52 USD
 USD 0.01 common             Purchase       35,086       6.53 USD
 USD 0.01 common             Purchase       11           6.531819 USD
 USD 0.01 common             Purchase       146          6.535 USD
 USD 0.01 common             Purchase       15           6.535334 USD
 USD 0.01 common             Purchase       18           6.536112 USD
 USD 0.01 common             Purchase       447          6.54 USD
 USD 0.01 common             Purchase       19           6.540527 USD
 USD 0.01 common             Purchase       4            6.5425 USD
 USD 0.01 common             Purchase       12           6.544167 USD
 USD 0.01 common             Purchase       14           6.544286 USD
 USD 0.01 common             Purchase       20           6.5445 USD
 USD 0.01 common             Purchase       17           6.546471 USD
 USD 0.01 common             Purchase       30           6.548 USD
 USD 0.01 common             Purchase       249          6.55 USD
 USD 0.01 common             Purchase       19           6.552632 USD
 USD 0.01 common             Purchase       15           6.553334 USD
 USD 0.01 common             Purchase       16           6.555 USD
 USD 0.01 common             Purchase       23           6.555218 USD
 USD 0.01 common             Purchase       14           6.556429 USD
 USD 0.01 common             Purchase       12           6.556667 USD
 USD 0.01 common             Purchase       16           6.556875 USD
 USD 0.01 common             Purchase       4            6.5575 USD
 USD 0.01 common             Purchase       18           6.558889 USD
 USD 0.01 common             Purchase       269          6.56 USD
 USD 0.01 common             Purchase       48           6.57 USD
 USD 0.01 common             Purchase       12           6.37 USD
 USD 0.01 common             Purchase       20           6.5574 USD
 USD 0.01 common             Purchase       20           6.5581 USD
 USD 0.01 common             Purchase       20           6.5569 USD
 USD 0.01 common             Purchase       20           6.555 USD
 USD 0.01 common             Purchase       20           6.5684 USD
 USD 0.01 common             Purchase       20           6.5352 USD
 USD 0.01 common             Purchase       20           6.5444 USD
 USD 0.01 common             Purchase       20           6.557 USD
 USD 0.01 common             Purchase       20           6.5553 USD
 USD 0.01 common             Purchase       20           6.5592 USD
 USD 0.01 common             Purchase       20           6.5695 USD
 USD 0.01 common             Purchase       20           6.5572 USD
 USD 0.01 common             Purchase       20           6.5742 USD
 USD 0.01 common             Purchase       20           6.5567 USD
 USD 0.01 common             Purchase       20           6.5669 USD
 USD 0.01 common             Purchase       20           6.5698 USD
 USD 0.01 common             Purchase       20           6.561 USD
 USD 0.01 common             Purchase       20           6.5563 USD
 USD 0.01 common             Purchase       20           6.5661 USD
 USD 0.01 common             Purchase       20           6.5554 USD
 USD 0.01 common             Purchase       20           6.5602 USD
 USD 0.01 common             Purchase       20           6.5485 USD
 USD 0.01 common             Purchase       20           6.5628 USD
 USD 0.01 common             Purchase       20           6.5544 USD
 USD 0.01 common             Purchase       20           6.5654 USD
 USD 0.01 common             Purchase       20           6.5552 USD
 USD 0.01 common             Purchase       20           6.566 USD
 USD 0.01 common             Purchase       21           6.5442 USD
 USD 0.01 common             Purchase       21           6.5577 USD
 USD 0.01 common             Purchase       21           6.5468 USD
 USD 0.01 common             Purchase       21           6.5619 USD
 USD 0.01 common             Purchase       21           6.5419 USD
 USD 0.01 common             Purchase       21           6.5688 USD
 USD 0.01 common             Purchase       22           6.5637 USD
 USD 0.01 common             Purchase       22           6.5357 USD
 USD 0.01 common             Purchase       22           6.5438 USD
 USD 0.01 common             Purchase       23           6.5729 USD
 USD 0.01 common             Purchase       40           6.5599 USD
 USD 0.01 common             Purchase       40           6.5576 USD
 USD 0.01 common             Purchase       41           6.5702 USD
 USD 0.01 common             Purchase       400          6.55 USD
 USD 0.01 common             Purchase       787          6.535 USD
 USD 0.01 common             Purchase       800          6.51 USD
 USD 0.01 common             Purchase       1,057        6.56 USD
 USD 0.01 common             Purchase       1,330        6.54 USD
 USD 0.01 common             Purchase       1,705        6.57 USD
 USD 0.01 common             Purchase       2,100        6.52 USD
 USD 0.01 common             Purchase       8,963        6.53 USD
 USD 0.01 common             Purchase       80           6.5461 USD
 USD 0.01 common             Purchase       19           6.535 USD

 

 Class of relevant security  Purchase/sale  Number of    Price per unit

securities
 USD 0.01 common             Sale           31           6.37 USD
 USD 0.01 common             Sale           93           6.5 USD
 USD 0.01 common             Sale           169          6.51 USD
 USD 0.01 common             Sale           25           6.5164 USD
 USD 0.01 common             Sale           398          6.52 USD
 USD 0.01 common             Sale           358          6.53 USD
 USD 0.01 common             Sale           26           6.535 USD
 USD 0.01 common             Sale           46           6.535218 USD
 USD 0.01 common             Sale           19           6.535264 USD
 USD 0.01 common             Sale           23           6.536087 USD
 USD 0.01 common             Sale           18           6.536112 USD
 USD 0.01 common             Sale           3            6.536667 USD
 USD 0.01 common             Sale           24           6.539584 USD
 USD 0.01 common             Sale           461          6.54 USD
 USD 0.01 common             Sale           19           6.540527 USD
 USD 0.01 common             Sale           26           6.541924 USD
 USD 0.01 common             Sale           20           6.5445 USD
 USD 0.01 common             Sale           15           6.544667 USD
 USD 0.01 common             Sale           25           6.5452 USD
 USD 0.01 common             Sale           17           6.546471 USD
 USD 0.01 common             Sale           30           6.548 USD
 USD 0.01 common             Sale           17           6.548236 USD
 USD 0.01 common             Sale           209          6.55 USD
 USD 0.01 common             Sale           14           6.551429 USD
 USD 0.01 common             Sale           19           6.552632 USD
 USD 0.01 common             Sale           15           6.553334 USD
 USD 0.01 common             Sale           182          6.555 USD
 USD 0.01 common             Sale           14           6.556429 USD
 USD 0.01 common             Sale           26           6.556539 USD
 USD 0.01 common             Sale           16           6.556875 USD
 USD 0.01 common             Sale           29           6.556897 USD
 USD 0.01 common             Sale           18           6.558889 USD
 USD 0.01 common             Sale           335          6.56 USD
 USD 0.01 common             Sale           25           6.5612 USD
 USD 0.01 common             Sale           23           6.563914 USD
 USD 0.01 common             Sale           26           6.564616 USD
 USD 0.01 common             Sale           12           6.57 USD
 USD 0.01 common             Sale           24           6.570417 USD
 USD 0.01 common             Sale           1,410        6.53 USD
 USD 0.01 common             Sale           30           6.37 USD
 USD 0.01 common             Sale           27           6.52 USD
 USD 0.01 common             Sale           218          6.545 USD

 

 (b)  Cash-settled derivative transactions

 Class of            Product description  Nature of dealing                            Number of reference securities  Price per unit

relevant security
e.g. CFD
e.g. opening/closing a

long/short position, increasing/reducing a

long/short position
 N/A                 N/A                  N/A                                          N/A                             N/A

 

 (c)  Stock-settled derivative transactions (including options)

 (i)  Writing, selling, purchasing or varying

 Class               Product description e.g. call option  Writing, purchasing, selling, varying etc.  Number                               Exercise   Type                           Expiry date  Option money paid/ received per unit

of
of
price
e.g. American, European etc.

relevant security
securities to which option relates
per unit
 N/A                 N/A                                   N/A                                         N/A                                  N/A        N/A                            N/A          N/A

 (ii)  Exercise

 Class of relevant security  Product description  Exercising/  Number of    Exercise Price per

e.g. call option
exercised
securities
unit

against
 N/A                         N/A                  N/A          N/A          N/A

 

 (d)  Other dealings (including subscribing for new securities)

 Class of relevant security  Nature of dealing               Details  Price per unit (if applicable)

e.g. subscription, conversion
 N/A                         N/A                             N/A      N/A

 

 4.  OTHER INFORMATION

 

 (a)  Indemnity and other dealing arrangements

 

 Details of any indemnity or option arrangement, or any agreement or
 understanding, formal or informal, relating to relevant securities which may
 be an inducement to deal

or refrain from dealing entered into by the person making the disclosure and
 any party

to the offer or any person acting in concert with a party to the offer:
 Irrevocable commitments and letters of intent should not be included. If there
 are no such

agreements, arrangements or understandings, state "none"
 None

 

 (b)  Agreements, arrangements or understandings relating to options or derivatives

 

 Details of any agreement, arrangement or understanding, formal or informal,
 between the person making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant
 securities to which

any derivative is referenced:
 If there are no such agreements, arrangements or understandings, state "none"
 None

 

 (c)  Attachments

 

 Is a Supplemental Form 8 (Open Positions) attached?  No

 

 Date of disclosure:  27/11/2025
 Contact name:        Kamil Dziedzic
 Telephone number:    +353 86 168 4821

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information

Service.

The Panel's Market Surveillance Unit is available for consultation in relation
to the Code's

disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

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