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

American Axle & Manufacturing HoldingsAnnouncement

18/12/2025 14:15

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RNS Number : 1684M  Bank of America Merrill Lynch  18 December 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:                                          17/12/2025
    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

17/12/2025

 (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        1,864,042  1.570%  3,127,818  2.635%

 and/or controlled:
 (2)  Cash-settled derivatives:        3,093,031  2.606%  1,108,194  0.934%
 (3)  Stock-settled derivatives        0          0%      0          0 %

 (including options) and

 agreements to purchase/sell:
 TOTAL:                                4,957,073  4.176%  4,236,012  3.569%

1,864,042

1.570%

3,127,818

2.635%

 (2)  Cash-settled derivatives:

3,093,031

2.606%

1,108,194

0.934%

 (3)  Stock-settled derivatives

(including options) and

agreements to purchase/sell:

0

0%

0

0 %

TOTAL:

4,957,073

4.176%

4,236,012

3.569%

 

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                   125                 6.39 USD
 USD 0.01 common             Purchase                     21                6.47 USD
 USD 0.01 common             Purchase                   166                 6.48 USD
 USD 0.01 common             Purchase                     73                6.482055 USD
 USD 0.01 common             Purchase                     33                6.484849 USD
 USD 0.01 common             Purchase                     26                6.48577 USD
 USD 0.01 common             Purchase                     71                6.48817 USD
 USD 0.01 common             Purchase                     66                6.488182 USD
 USD 0.01 common             Purchase                     29                6.488966 USD
 USD 0.01 common             Purchase                     32                6.489063 USD
 USD 0.01 common             Purchase                     72                6.489167 USD
 USD 0.01 common             Purchase                     66                6.489243 USD
 USD 0.01 common             Purchase                1,691                  6.49 USD
 USD 0.01 common             Purchase                     35                6.490286 USD
 USD 0.01 common             Purchase                     29                6.491035 USD
 USD 0.01 common             Purchase                     80                6.491875 USD
 USD 0.01 common             Purchase                     23                6.492174 USD
 USD 0.01 common             Purchase                     15                6.492667 USD
 USD 0.01 common             Purchase                   100                 6.4927 USD
 USD 0.01 common             Purchase                     28                6.492858 USD
 USD 0.01 common             Purchase                     20                6.493 USD
 USD 0.01 common             Purchase                     27                6.493334 USD
 USD 0.01 common             Purchase                     31                6.494517 USD
 USD 0.01 common             Purchase                     28                6.494643 USD
 USD 0.01 common             Purchase                     62                6.494839 USD
 USD 0.01 common             Purchase                     20                6.495 USD
 USD 0.01 common             Purchase                     24                6.495834 USD
 USD 0.01 common             Purchase                     42                6.496191 USD
 USD 0.01 common             Purchase                     40                6.4965 USD
 USD 0.01 common             Purchase                     80                6.496875 USD
 USD 0.01 common             Purchase                     20                6.4975 USD
 USD 0.01 common             Purchase                   200                 6.4982 USD
 USD 0.01 common             Purchase                     23                6.498696 USD
 USD 0.01 common             Purchase                   200                 6.499 USD
 USD 0.01 common             Purchase                     22                6.499091 USD
 USD 0.01 common             Purchase                     40                6.49925 USD
 USD 0.01 common             Purchase                     31                6.499355 USD
 USD 0.01 common             Purchase                     19                6.499474 USD
 USD 0.01 common             Purchase                   120                 6.4995 USD
 USD 0.01 common             Purchase                     23                6.499566 USD
 USD 0.01 common             Purchase                     24                6.499584 USD
 USD 0.01 common             Purchase                2,110                  6.5 USD
 USD 0.01 common             Purchase                     20                6.5005 USD
 USD 0.01 common             Purchase                     25                6.5012 USD
 USD 0.01 common             Purchase                   100                 6.5014 USD
 USD 0.01 common             Purchase                     35                6.501429 USD
 USD 0.01 common             Purchase                     20                6.5015 USD
 USD 0.01 common             Purchase                     71                6.50155 USD
 USD 0.01 common             Purchase                     82                6.501952 USD
 USD 0.01 common             Purchase                     20                6.502 USD
 USD 0.01 common             Purchase                     14                6.502143 USD
 USD 0.01 common             Purchase                     21                6.502381 USD
 USD 0.01 common             Purchase                     20                6.5025 USD
 USD 0.01 common             Purchase                      7                6.502858 USD
 USD 0.01 common             Purchase                     77                6.503117 USD
 USD 0.01 common             Purchase                     60                6.5035 USD
 USD 0.01 common             Purchase                     24                6.50375 USD
 USD 0.01 common             Purchase                     20                6.504 USD
 USD 0.01 common             Purchase                     21                6.505239 USD
 USD 0.01 common             Purchase                     27                6.505556 USD
 USD 0.01 common             Purchase                   200                 6.506 USD
 USD 0.01 common             Purchase                     18                6.506112 USD
 USD 0.01 common             Purchase                     22                6.506819 USD
 USD 0.01 common             Purchase                     20                6.508 USD
 USD 0.01 common             Purchase                   773                 6.51 USD
 USD 0.01 common             Purchase                     20                6.511 USD
 USD 0.01 common             Purchase                     28                6.511429 USD
 USD 0.01 common             Purchase                     20                6.5115 USD
 USD 0.01 common             Purchase                   100                 6.5116 USD
 USD 0.01 common             Purchase                     31                6.511936 USD
 USD 0.01 common             Purchase                     22                6.513637 USD
 USD 0.01 common             Purchase                     21                6.514762 USD
 USD 0.01 common             Purchase                   118                 6.515 USD
 USD 0.01 common             Purchase                     34                6.516471 USD
 USD 0.01 common             Purchase                     40                6.51675 USD
 USD 0.01 common             Purchase                     96                6.52 USD
 USD 0.01 common             Purchase                     20                6.5255 USD
 USD 0.01 common             Purchase                     20                6.527 USD
 USD 0.01 common             Purchase                     20                6.5275 USD
 USD 0.01 common             Purchase                     25                6.5276 USD
 USD 0.01 common             Purchase                   303                 6.53 USD
 USD 0.01 common             Purchase                     24                6.530417 USD
 USD 0.01 common             Purchase                     13                6.53077 USD
 USD 0.01 common             Purchase                     91                6.53099 USD
 USD 0.01 common             Purchase                     13                6.531539 USD
 USD 0.01 common             Purchase                     20                6.532 USD
 USD 0.01 common             Purchase                   200                 6.5337 USD
 USD 0.01 common             Purchase                     25                6.5344 USD
 USD 0.01 common             Purchase                     18                6.534445 USD
 USD 0.01 common             Purchase                   220                 6.535 USD
 USD 0.01 common             Purchase                     23                6.535218 USD
 USD 0.01 common             Purchase                     20                6.536 USD
 USD 0.01 common             Purchase                     22                6.536819 USD
 USD 0.01 common             Purchase                     28                6.538572 USD
 USD 0.01 common             Purchase                   999                 6.54 USD
 USD 0.01 common             Purchase                     25                6.5404 USD
 USD 0.01 common             Purchase                   200                 6.545 USD
 USD 0.01 common             Purchase                   815                 6.55 USD
 USD 0.01 common             Purchase              20,258                   6.56 USD
 USD 0.01 common             Purchase                      3                6.566667 USD
 USD 0.01 common             Purchase                   101                 6.57 USD
 USD 0.01 common             Purchase                      6                6.576667 USD
 USD 0.01 common             Purchase                      1                6.58 USD
 USD 0.01 common             Purchase                      7                6.56 USD
 USD 0.01 common             Purchase                     43                6.39 USD
 USD 0.01 common             Purchase                2,927                  6.522678 USD
 USD 0.01 common             Purchase                     50                6.505 USD
 USD 0.01 common             Purchase                     79                6.495 USD

 

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

securities
 USD 0.01 common             Sale                         21                6.424286 USD
 USD 0.01 common             Sale                         94                6.43 USD
 USD 0.01 common             Sale                         29                6.436897 USD
 USD 0.01 common             Sale                         93                6.44 USD
 USD 0.01 common             Sale                         24                6.45 USD
 USD 0.01 common             Sale                         24                6.455 USD
 USD 0.01 common             Sale                       133                 6.46 USD
 USD 0.01 common             Sale                         24                6.467084 USD
 USD 0.01 common             Sale                         29                6.467242 USD
 USD 0.01 common             Sale                         18                6.47 USD
 USD 0.01 common             Sale                         35                6.477429 USD
 USD 0.01 common             Sale                         28                6.4775 USD
 USD 0.01 common             Sale                         22                6.478182 USD
 USD 0.01 common             Sale                       242                 6.48 USD
 USD 0.01 common             Sale                         21                6.481429 USD
 USD 0.01 common             Sale                       180                 6.485 USD
 USD 0.01 common             Sale                         33                6.488485 USD
 USD 0.01 common             Sale                         22                6.488637 USD
 USD 0.01 common             Sale                         41                6.488781 USD
 USD 0.01 common             Sale                         28                6.489286 USD
 USD 0.01 common             Sale                         30                6.489667 USD
 USD 0.01 common             Sale                       511                 6.49 USD
 USD 0.01 common             Sale                         28                6.494643 USD
 USD 0.01 common             Sale                         62                6.495 USD
 USD 0.01 common             Sale                         37                6.495406 USD
 USD 0.01 common             Sale                         28                6.496072 USD
 USD 0.01 common             Sale                         29                6.498276 USD
 USD 0.01 common             Sale                         32                6.499688 USD
 USD 0.01 common             Sale                       394                 6.5 USD
 USD 0.01 common             Sale                         31                6.501613 USD
 USD 0.01 common             Sale                         25                6.5024 USD
 USD 0.01 common             Sale                         33                6.502425 USD
 USD 0.01 common             Sale                         24                6.5025 USD
 USD 0.01 common             Sale                         29                6.504828 USD
 USD 0.01 common             Sale                         27                6.505186 USD
 USD 0.01 common             Sale                         31                6.50613 USD
 USD 0.01 common             Sale                       130                 6.51 USD
 USD 0.01 common             Sale                         22                6.511364 USD
 USD 0.01 common             Sale                         36                6.514167 USD
 USD 0.01 common             Sale                         39                6.514616 USD
 USD 0.01 common             Sale                         30                6.516 USD
 USD 0.01 common             Sale                       215                 6.52 USD
 USD 0.01 common             Sale                          6                6.525 USD
 USD 0.01 common             Sale                         75                6.53 USD
 USD 0.01 common             Sale                       172                 6.54 USD
 USD 0.01 common             Sale                         32                6.547813 USD
 USD 0.01 common             Sale                       127                 6.55 USD
 USD 0.01 common             Sale                         29                6.555863 USD
 USD 0.01 common             Sale                         67                6.56 USD
 USD 0.01 common             Sale                         34                6.57 USD
 USD 0.01 common             Sale                    8,141                  6.56 USD
 USD 0.01 common             Sale                         91                6.39 USD
 USD 0.01 common             Sale                         11                6.555 USD
 USD 0.01 common             Sale                          1                6.4903 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
 USD 0.01 common     Swaps - Equity Swaps  Increasing a Short Position                  2,652                           6.522978 USD
 USD 0.01 common     Swaps - Equity Swaps  Increasing a Short Position                  275                             6.522978 USD

 

 (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:  18/12/2025
 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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