REG - Citadel Group Dowlais Group PLC American Axle & Mfg. - Form 8.3 - American Axle & Manufacturing Holdings
11/09/2025 15:00
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RNS Number : 0001Z Citadel Group 11 September 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: Citadel Group
(b) Owner or controller of interests and short positions disclosed, if N/A
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 N/A
and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken: 10 September 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 discloser making YES
disclosures in respect of any other party to the offer?
DOWLAIS GROUP PLC
If it is a cash offer or possible cash offer, state "N/A"
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: ISIN US0240611030
Common Stock USD 0.01 common
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 1,307,797 1.10 110,797 0.09
(2) Cash-settled derivatives: 0 0.00 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 244,200 0.20 611,700 0.51
purchase/sell:
1,551,997 1.30 722,497 0.60
TOTAL:
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 which subscription right exists: N/A
Details, including nature of the rights concerned and relevant percentages: N/A
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 securities Price per unit
Common Buy Transaction 1,633 5.8815 USD
Common Buy Transaction 100 5.8900 USD
Common Buy Transaction 220 5.8936 USD
Common Buy Transaction 8 5.8950 USD
Common Buy Transaction 19 5.9050 USD
Common Buy Transaction 2,339 5.9061 USD
Common Buy Transaction 85 5.9069 USD
Common Buy Transaction 1 5.9075 USD
Common Buy Transaction 546 5.9100 USD
Common Buy Transaction 1,790 5.9106 USD
Common Buy Transaction 211 5.9110 USD
Common Buy Transaction 120 5.9167 USD
Common Buy Transaction 354 5.9187 USD
Common Buy Transaction 797 5.9200 USD
Common Buy Transaction 5,351 5.9218 USD
Common Buy Transaction 789 5.9220 USD
Common Buy Transaction 244 5.9241 USD
Common Buy Transaction 705 5.9242 USD
Common Buy Transaction 59 5.9244 USD
Common Buy Transaction 742 5.9249 USD
Common Buy Transaction 2,340 5.9250 USD
Common Buy Transaction 285 5.9258 USD
Common Buy Transaction 300 5.9267 USD
Common Buy Transaction 5,393 5.9269 USD
Common Buy Transaction 231 5.9275 USD
Common Buy Transaction 4,248 5.9284 USD
Common Buy Transaction 3,076 5.9285 USD
Common Buy Transaction 677 5.9285 USD
Common Buy Transaction 144 5.9286 USD
Common Buy Transaction 758 5.9287 USD
Common Buy Transaction 202 5.9299 USD
Common Buy Transaction 8,178 5.9300 USD
Common Buy Transaction 1,500 5.9310 USD
Common Buy Transaction 7,396 5.9311 USD
Common Buy Transaction 2,056 5.9311 USD
Common Buy Transaction 600 5.9317 USD
Common Buy Transaction 356 5.9319 USD
Common Buy Transaction 525 5.9320 USD
Common Buy Transaction 383 5.9322 USD
Common Buy Transaction 7,298 5.9322 USD
Common Buy Transaction 1,205 5.9324 USD
Common Buy Transaction 1,067 5.9324 USD
Common Buy Transaction 1,100 5.9327 USD
Common Buy Transaction 1,600 5.9331 USD
Common Buy Transaction 251 5.9333 USD
Common Buy Transaction 2,250 5.9333 USD
Common Buy Transaction 445 5.9336 USD
Common Buy Transaction 834 5.9336 USD
Common Buy Transaction 1,239 5.9336 USD
Common Buy Transaction 49 5.9339 USD
Common Buy Transaction 4,308 5.9339 USD
Common Buy Transaction 500 5.9340 USD
Common Buy Transaction 636 5.9340 USD
Common Buy Transaction 630 5.9341 USD
Common Buy Transaction 335 5.9345 USD
Common Buy Transaction 10,387 5.9346 USD
Common Buy Transaction 911 5.9349 USD
Common Buy Transaction 1,709 5.9350 USD
Common Buy Transaction 196 5.9351 USD
Common Buy Transaction 1,650 5.9364 USD
Common Buy Transaction 18,909 5.9367 USD
Common Buy Transaction 3 5.9367 USD
Common Buy Transaction 919 5.9373 USD
Common Buy Transaction 400 5.9375 USD
Common Buy Transaction 433 5.9377 USD
Common Buy Transaction 128 5.9378 USD
Common Buy Transaction 342 5.9380 USD
Common Buy Transaction 190 5.9383 USD
Common Buy Transaction 19,735 5.9400 USD
Common Buy Transaction 7,095 5.9402 USD
Common Buy Transaction 1,100 5.9409 USD
Common Buy Transaction 344 5.9410 USD
Common Buy Transaction 1,000 5.9410 USD
Common Buy Transaction 605 5.9417 USD
Common Buy Transaction 1,100 5.9418 USD
Common Buy Transaction 1,000 5.9420 USD
Common Buy Transaction 400 5.9425 USD
Common Buy Transaction 1,000 5.9440 USD
Common Buy Transaction 141 5.9443 USD
Common Buy Transaction 1,865 5.9445 USD
Common Buy Transaction 10 5.9450 USD
Common Buy Transaction 6,170 5.9452 USD
Common Buy Transaction 3,300 5.9453 USD
Common Buy Transaction 550 5.9455 USD
Common Buy Transaction 166 5.9455 USD
Common Buy Transaction 61 5.9460 USD
Common Buy Transaction 260 5.9462 USD
Common Buy Transaction 384 5.9474 USD
Common Buy Transaction 195 5.9489 USD
Common Buy Transaction 1,127 5.9500 USD
Common Buy Transaction 253 5.9501 USD
Common Buy Transaction 25 5.9512 USD
Common Buy Transaction 1 5.9516 USD
Common Buy Transaction 1 5.9700 USD
Common Sell Transaction 402 5.8800 USD
Common Sell Transaction 800 5.8806 USD
Common Sell Transaction 233 5.8821 USD
Common Sell Transaction 400 5.8825 USD
Common Sell Transaction 100 5.8850 USD
Common Sell Transaction 5,743 5.8951 USD
Common Sell Transaction 1,225 5.9018 USD
Common Sell Transaction 380 5.9079 USD
Common Sell Transaction 718 5.9100 USD
Common Sell Transaction 388 5.9145 USD
Common Sell Transaction 110 5.9150 USD
Common Sell Transaction 27 5.9152 USD
Common Sell Transaction 961 5.9161 USD
Common Sell Transaction 2,257 5.9214 USD
Common Sell Transaction 1,100 5.9218 USD
Common Sell Transaction 617 5.9219 USD
Common Sell Transaction 1,272 5.9222 USD
Common Sell Transaction 429 5.9223 USD
Common Sell Transaction 263 5.9226 USD
Common Sell Transaction 1,880 5.9233 USD
Common Sell Transaction 11,782 5.9242 USD
Common Sell Transaction 838 5.9247 USD
Common Sell Transaction 296 5.9248 USD
Common Sell Transaction 7,335 5.9251 USD
Common Sell Transaction 5,433 5.9257 USD
Common Sell Transaction 366 5.9258 USD
Common Sell Transaction 2,500 5.9260 USD
Common Sell Transaction 964 5.9263 USD
Common Sell Transaction 3 5.9267 USD
Common Sell Transaction 2,020 5.9270 USD
Common Sell Transaction 2,773 5.9277 USD
Common Sell Transaction 2,168 5.9284 USD
Common Sell Transaction 600 5.9290 USD
Common Sell Transaction 653 5.9291 USD
Common Sell Transaction 1,000 5.9291 USD
Common Sell Transaction 800 5.9294 USD
Common Sell Transaction 17,723 5.9297 USD
Common Sell Transaction 2,277 5.9297 USD
Common Sell Transaction 17,800 5.9298 USD
Common Sell Transaction 5,486 5.9300 USD
Common Sell Transaction 306 5.9304 USD
Common Sell Transaction 33,789 5.9305 USD
Common Sell Transaction 600 5.9317 USD
Common Sell Transaction 1,087 5.9317 USD
Common Sell Transaction 9,309 5.9317 USD
Common Sell Transaction 525 5.9320 USD
Common Sell Transaction 400 5.9325 USD
Common Sell Transaction 1,198 5.9327 USD
Common Sell Transaction 300 5.9333 USD
Common Sell Transaction 1,070 5.9350 USD
Common Sell Transaction 2,310 5.9360 USD
Common Sell Transaction 23 5.9365 USD
Common Sell Transaction 300 5.9367 USD
Common Sell Transaction 32 5.9372 USD
Common Sell Transaction 4 5.9375 USD
Common Sell Transaction 2,496 5.9379 USD
Common Sell Transaction 662 5.9388 USD
Common Sell Transaction 915 5.9390 USD
Common Sell Transaction 546 5.9396 USD
Common Sell Transaction 10,858 5.9400 USD
Common Sell Transaction 546 5.9401 USD
Common Sell Transaction 900 5.9410 USD
Common Sell Transaction 1,083 5.9465 USD
Common Sell Transaction 1,334 5.9467 USD
Common Sell Transaction 1,828 5.9475 USD
Common Sell Transaction 2,872 5.9477 USD
Common Sell Transaction 79 5.9477 USD
Common Sell Transaction 1,102 5.9499 USD
Common Sell Transaction 7,630 5.9500 USD
Common Sell Transaction 9,932 5.9540 USD
Common Sell Transaction 440 5.9550 USD
Common Sell Transaction 99 5.9551 USD
Common Sell Transaction 1,613 5.9595 USD
Common Sell Transaction 1 5.9600 USD
Common Sell Transaction 200 5.9650 USD
(b) Cash-settled derivative transactions
Class of relevant security Product description Nature of dealing Number of reference securities Price per unit
e.g. CFD e.g. opening/closing a long/short position, increasing/reducing a long/short
position
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type Expiry date Option money paid/ received per unit
e.g. American, European etc.
Common Put Option Sell Transaction 100 6.0000 USD American 2025-09-19 0.2200 USD
Common Call Option Sell Transaction 300 7.0000 USD American 2026-04-17 0.5700 USD
(ii) Exercise
Class of relevant security Product description Exercising/ exercised against Number of securities Exercise price per unit
e.g. call option
(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
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? YES
Date of disclosure: 11 September 2025
Contact name: Paula Santos
Telephone number*: 020 7645 9700
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.
*If the discloser is a natural person, a telephone number does not need to be
included, provided contact information has been provided to the Panel's Market
Surveillance Unit.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk
(http://www.thetakeoverpanel.org.uk) .
SUPPLEMENTAL FORM 8 (OPEN POSITIONS)
DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS,
AGREEMENTS TO PURCHASE OR SELL ETC.
Note 5(i) on Rule 8 of the Takeover Code (the "Code")
1. KEY INFORMATION
Full name of person making disclosure: Citadel Group
Name of offeror/offeree in relation to whose relevant securities the AMERICAN AXLE MANUFACTURING HOLDINGS INC
disclosure relates:
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
Class of relevant security Product description e.g. call option Written or purchased Number of securities to which option or derivative relates Exercise price per unit Type Expiry date
e.g. American, European etc.
Common Call Option Purchased 300 3.0 USD American 17/10/2025
Common Call Option Purchased 17,500 7.0 USD American 17/10/2025
Common Call Option Purchased 300 2.0 USD American 17/10/2025
Common Call Option Purchased 100 4.0 USD American 19/09/2025
Common Call Option Purchased 3,100 10.0 USD American 16/01/2026
Common Call Option Purchased 5,800 6.0 USD American 17/04/2026
Common Put Option Purchased -8,200 6.0 USD American 16/01/2026
Common Call Option Purchased 2,600 5.0 USD American 17/04/2026
Common Call Option Purchased 15,700 4.0 USD American 17/10/2025
Common Call Option Purchased 800 7.0 USD American 17/04/2026
Common Put Option Purchased -1,200 5.0 USD American 17/07/2026
Common Call Option Purchased 1,500 5.0 USD American 19/09/2025
Common Call Option Purchased 100 9.0 USD American 17/04/2026
Common Put Option Purchased -400 5.0 USD American 19/09/2025
Common Call Option Purchased 1,000 8.0 USD American 17/10/2025
Common Put Option Purchased -215,700 4.0 USD American 16/01/2026
Common Put Option Purchased -17,200 3.0 USD American 16/01/2026
Common Call Option Purchased 500 8.0 USD American 16/01/2026
Common Call Option Purchased 800 3.0 USD American 17/07/2026
Common Call Option Purchased 5,400 6.0 USD American 19/09/2025
Common Call Option Purchased 10,400 7.0 USD American 18/12/2026
Common Call Option Purchased 42,800 6.0 USD American 16/01/2026
Common Put Option Purchased -500 3.0 USD American 17/04/2026
Common Put Option Purchased -10,800 5.0 USD American 17/04/2026
Common Call Option Purchased 43,400 6.0 USD American 17/10/2025
Common Call Option Sold -500 10.0 USD American 17/07/2026
Common Call Option Sold -1,400 3.0 USD American 16/01/2026
Common Call Option Sold -900 4.0 USD American 17/07/2026
Common Call Option Sold -1,400 4.0 USD American 16/01/2026
Common Put Option Sold 89,700 5.0 USD American 16/01/2026
Common Call Option Sold -100 1.0 USD American 17/07/2026
Common Call Option Sold -54,300 5.0 USD American 16/01/2026
Common Call Option Sold -111,700 7.0 USD American 16/01/2026
Common Call Option Sold -39,400 5.0 USD American 17/07/2026
Common Call Option Sold -300 7.0 USD American 17/07/2026
Common Call Option Sold -400 5.0 USD American 18/12/2026
Common Put Option Sold 700 6.0 USD American 19/09/2025
Common Call Option Sold -128,600 5.0 USD American 17/10/2025
Common Put Option Sold 600 3.0 USD American 17/10/2025
Common Call Option Sold -6,200 12.0 USD American 16/01/2026
Common Put Option Sold 800 5.0 USD American 17/10/2025
Common Call Option Sold -12,500 15.0 USD American 16/01/2026
Common Put Option Sold 100 7.0 USD American 16/01/2026
Common Put Option Sold 200 6.0 USD American 17/10/2025
3. AGREEMENTS TO PURCHASE OR SELL ETC.
Full details should be given so that the nature of the interest or position
can be fully understood:
It is not necessary to provide details on a Supplemental Form (Open Positions)
with regard to cash-settled derivatives.
The currency of all prices and other monetary amounts should be stated.
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
(http://www.thetakeoverpanel.org.uk) .
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