REG - Citadel Group Dowlais Group PLC American Axle & Mfg. - Form 8.3 - American Axle & Manufacturing Holdings
Yesterday 15:00
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RNS Number : 3719Z Citadel Group 15 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: 12 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: 1,169,222 0.98 97,759 0.08
(2) Cash-settled derivatives: 0 0.00 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 246,500 0.20 621,000 0.52
purchase/sell:
1,415,722 1.19 718,759 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 18,255 5.8700 USD
Common Buy Transaction 5,060 5.8800 USD
Common Buy Transaction 167 5.8811 USD
Common Buy Transaction 57 5.8911 USD
Common Buy Transaction 680 5.8912 USD
Common Buy Transaction 557 5.9083 USD
Common Buy Transaction 1,966 5.9100 USD
Common Buy Transaction 883 5.9102 USD
Common Buy Transaction 38 5.9111 USD
Common Buy Transaction 286 5.9112 USD
Common Buy Transaction 6,500 5.9222 USD
Common Buy Transaction 424 5.9242 USD
Common Buy Transaction 1 5.9275 USD
Common Buy Transaction 119 5.9300 USD
Common Buy Transaction 35 5.9323 USD
Common Buy Transaction 1,325 5.9330 USD
Common Buy Transaction 315 5.9336 USD
Common Buy Transaction 232 5.9349 USD
Common Buy Transaction 2,201 5.9359 USD
Common Buy Transaction 100 5.9400 USD
Common Buy Transaction 1,003 5.9400 USD
Common Buy Transaction 4,619 5.9429 USD
Common Buy Transaction 15 5.9433 USD
Common Buy Transaction 4 5.9450 USD
Common Buy Transaction 141 5.9455 USD
Common Buy Transaction 806 5.9460 USD
Common Buy Transaction 1 5.9475 USD
Common Buy Transaction 2,870 5.9498 USD
Common Buy Transaction 44 5.9500 USD
Common Buy Transaction 3,828 5.9503 USD
Common Buy Transaction 1,894 5.9506 USD
Common Buy Transaction 364 5.9507 USD
Common Buy Transaction 200 5.9508 USD
Common Buy Transaction 79 5.9510 USD
Common Buy Transaction 3,360 5.9517 USD
Common Buy Transaction 664 5.9528 USD
Common Buy Transaction 105 5.9534 USD
Common Buy Transaction 1,568 5.9559 USD
Common Buy Transaction 1 5.9566 USD
Common Buy Transaction 581 5.9597 USD
Common Buy Transaction 725 5.9599 USD
Common Buy Transaction 24 5.9600 USD
Common Buy Transaction 24,493 5.9632 USD
Common Buy Transaction 599 5.9634 USD
Common Buy Transaction 4,374 5.9662 USD
Common Buy Transaction 609 5.9684 USD
Common Buy Transaction 970 5.9700 USD
Common Buy Transaction 4,000 5.9706 USD
Common Buy Transaction 317 5.9706 USD
Common Buy Transaction 5,259 5.9709 USD
Common Buy Transaction 2,453 5.9711 USD
Common Buy Transaction 740 5.9719 USD
Common Buy Transaction 439 5.9724 USD
Common Buy Transaction 185 5.9800 USD
Common Buy Transaction 600 5.9811 USD
Common Buy Transaction 464 5.9821 USD
Common Buy Transaction 750 5.9850 USD
Common Buy Transaction 82 6.0100 USD
Common Buy Transaction 1 6.0200 USD
Common Buy Transaction 6,380 6.0300 USD
Common Sell Transaction 17,619 5.8700 USD
Common Sell Transaction 5 5.8760 USD
Common Sell Transaction 3,146 5.8800 USD
Common Sell Transaction 1,601 5.8801 USD
Common Sell Transaction 11 5.8809 USD
Common Sell Transaction 149 5.8823 USD
Common Sell Transaction 340 5.8912 USD
Common Sell Transaction 1,028 5.9000 USD
Common Sell Transaction 2,400 5.9079 USD
Common Sell Transaction 413 5.9100 USD
Common Sell Transaction 94 5.9130 USD
Common Sell Transaction 4,419 5.9156 USD
Common Sell Transaction 2,465 5.9170 USD
Common Sell Transaction 379 5.9182 USD
Common Sell Transaction 4,400 5.9200 USD
Common Sell Transaction 1,210 5.9208 USD
Common Sell Transaction 3 5.9216 USD
Common Sell Transaction 703 5.9221 USD
Common Sell Transaction 2,132 5.9226 USD
Common Sell Transaction 605 5.9229 USD
Common Sell Transaction 2,987 5.9257 USD
Common Sell Transaction 238 5.9263 USD
Common Sell Transaction 5,390 5.9293 USD
Common Sell Transaction 26,246 5.9300 USD
Common Sell Transaction 6 5.9300 USD
Common Sell Transaction 2,255 5.9301 USD
Common Sell Transaction 1,626 5.9308 USD
Common Sell Transaction 2,940 5.9336 USD
Common Sell Transaction 221 5.9348 USD
Common Sell Transaction 5,147 5.9348 USD
Common Sell Transaction 25,670 5.9352 USD
Common Sell Transaction 2,556 5.9354 USD
Common Sell Transaction 300 5.9362 USD
Common Sell Transaction 1,323 5.9400 USD
Common Sell Transaction 365 5.9447 USD
Common Sell Transaction 420 5.9450 USD
Common Sell Transaction 657 5.9450 USD
Common Sell Transaction 500 5.9477 USD
Common Sell Transaction 656 5.9481 USD
Common Sell Transaction 643 5.9484 USD
Common Sell Transaction 3,235 5.9499 USD
Common Sell Transaction 7,573 5.9500 USD
Common Sell Transaction 3,092 5.9503 USD
Common Sell Transaction 2,866 5.9510 USD
Common Sell Transaction 5,700 5.9523 USD
Common Sell Transaction 436 5.9530 USD
Common Sell Transaction 947 5.9531 USD
Common Sell Transaction 450 5.9539 USD
Common Sell Transaction 200 5.9550 USD
Common Sell Transaction 21 5.9581 USD
Common Sell Transaction 664 5.9584 USD
Common Sell Transaction 100 5.9592 USD
Common Sell Transaction 6,260 5.9593 USD
Common Sell Transaction 2,401 5.9600 USD
Common Sell Transaction 569 5.9603 USD
Common Sell Transaction 661 5.9610 USD
Common Sell Transaction 111 5.9620 USD
Common Sell Transaction 8 5.9625 USD
Common Sell Transaction 139 5.9640 USD
Common Sell Transaction 530 5.9650 USD
Common Sell Transaction 1,127 5.9651 USD
Common Sell Transaction 2,664 5.9651 USD
Common Sell Transaction 247 5.9660 USD
Common Sell Transaction 3,542 5.9666 USD
Common Sell Transaction 996 5.9667 USD
Common Sell Transaction 800 5.9688 USD
Common Sell Transaction 3,752 5.9700 USD
Common Sell Transaction 387 5.9711 USD
Common Sell Transaction 473 5.9714 USD
Common Sell Transaction 205 5.9747 USD
Common Sell Transaction 300 5.9750 USD
Common Sell Transaction 343 5.9756 USD
Common Sell Transaction 10 5.9790 USD
Common Sell Transaction 4 5.9800 USD
Common Sell Transaction 3,353 5.9843 USD
Common Sell Transaction 23 5.9848 USD
Common Sell Transaction 771 5.9900 USD
Common Sell Transaction 300 6.0250 USD
Common Sell Transaction 448 6.0325 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 Buy Transaction 100 5.0000 USD American 2026-01-16 0.2500 USD
Common Call Option Buy Transaction 500 6.0000 USD American 2026-04-17 0.9500 USD
Common Call Option Buy Transaction 1,000 6.0000 USD American 2026-04-17 1.0000 USD
Common Call Option Sell Transaction 100 6.0000 USD American 2025-10-17 0.4000 USD
Common Call Option Sell Transaction 3,100 7.0000 USD American 2026-04-17 0.6500 USD
Common Call Option Sell Transaction 6,000 7.0000 USD American 2026-04-17 0.7000 USD
Common Call Option Sell Transaction 100 7.0000 USD American 2026-12-18 1.0500 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: 15 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 100 4.0 USD American 19/09/2025
Common Call Option Purchased 10,100 7.0 USD American 18/12/2026
Common Call Option Purchased 44,700 6.0 USD American 16/01/2026
Common Call Option Purchased 300 2.0 USD American 17/10/2025
Common Call Option Purchased 100 9.0 USD American 17/04/2026
Common Call Option Purchased 500 8.0 USD American 16/01/2026
Common Call Option Purchased 2,600 5.0 USD American 17/04/2026
Common Call Option Purchased 800 3.0 USD American 17/07/2026
Common Call Option Purchased 200 11.0 USD American 17/04/2026
Common Call Option Purchased 300 3.0 USD American 17/10/2025
Common Put Option Purchased -400 5.0 USD American 19/09/2025
Common Put Option Purchased -17,200 3.0 USD American 16/01/2026
Common Put Option Purchased -800 7.0 USD American 17/07/2026
Common Put Option Purchased -215,700 4.0 USD American 16/01/2026
Common Call Option Purchased 17,500 7.0 USD American 17/10/2025
Common Call Option Purchased 43,300 6.0 USD American 17/10/2025
Common Call Option Purchased 1,500 5.0 USD American 19/09/2025
Common Call Option Purchased 1,000 8.0 USD American 17/10/2025
Common Put Option Purchased -500 3.0 USD American 17/04/2026
Common Put Option Purchased -8,200 6.0 USD American 16/01/2026
Common Put Option Purchased -1,200 5.0 USD American 17/07/2026
Common Call Option Purchased 3,100 10.0 USD American 16/01/2026
Common Put Option Purchased -10,800 5.0 USD American 17/04/2026
Common Call Option Purchased 5,400 6.0 USD American 19/09/2025
Common Call Option Purchased 7,300 6.0 USD American 17/04/2026
Common Call Option Purchased 15,700 4.0 USD American 17/10/2025
Common Call Option Sold -8,400 7.0 USD American 17/04/2026
Common Put Option Sold 100 7.0 USD American 16/01/2026
Common Call Option Sold -6,200 12.0 USD American 16/01/2026
Common Call Option Sold -1,400 4.0 USD American 16/01/2026
Common Put Option Sold 600 3.0 USD American 17/10/2025
Common Put Option Sold 700 6.0 USD American 19/09/2025
Common Call Option Sold -100 1.0 USD American 17/07/2026
Common Call Option Sold -300 7.0 USD American 17/07/2026
Common Call Option Sold -111,700 7.0 USD American 16/01/2026
Common Call Option Sold -500 10.0 USD American 17/07/2026
Common Call Option Sold -400 5.0 USD American 18/12/2026
Common Call Option Sold -1,400 3.0 USD American 16/01/2026
Common Call Option Sold -128,700 5.0 USD American 17/10/2025
Common Put Option Sold 800 5.0 USD American 17/10/2025
Common Call Option Sold -54,300 5.0 USD American 16/01/2026
Common Call Option Sold -39,400 5.0 USD American 17/07/2026
Common Call Option Sold -12,500 15.0 USD American 16/01/2026
Common Call Option Sold -900 4.0 USD American 17/07/2026
Common Put Option Sold 200 6.0 USD American 17/10/2025
Common Put Option Sold 89,600 5.0 USD American 16/01/2026
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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