17th Oct 2025 15:00
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 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. | N/A |
(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: | N/A |
(e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure | 16 October 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" | YES DOWLAIS GROUP PLC |
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: Common Stock | ISIN US0240611030 USD 0.01 common | |||
| Interests | Short positions | ||
| Number | % | Number | % |
(1) Relevant securities owned and/or controlled: | 769,348 | 0.64 | 207,904 | 0.17 |
(2) Cash-settled derivatives:
| 0 | 0.00 | 0 | 0.00 |
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 481,100 | 0.40 | 1,049,000 | 0.88 |
TOTAL: | 1,250,448 | 1.05 | 1,256,904 | 1.05 |
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 | 5.4000 USD |
Common | Buy Transaction | 100 | 5.4209 USD |
Common | Buy Transaction | 10 | 5.4300 USD |
Common | Buy Transaction | 100 | 5.4350 USD |
Common | Buy Transaction | 150 | 5.4400 USD |
Common | Buy Transaction | 8 | 5.4415 USD |
Common | Buy Transaction | 830 | 5.4447 USD |
Common | Buy Transaction | 116 | 5.4451 USD |
Common | Buy Transaction | 209 | 5.4456 USD |
Common | Buy Transaction | 567 | 5.4500 USD |
Common | Buy Transaction | 60 | 5.4512 USD |
Common | Buy Transaction | 1,893 | 5.4513 USD |
Common | Buy Transaction | 165 | 5.4515 USD |
Common | Buy Transaction | 874 | 5.4522 USD |
Common | Buy Transaction | 1,187 | 5.4547 USD |
Common | Buy Transaction | 420 | 5.4550 USD |
Common | Buy Transaction | 412 | 5.4575 USD |
Common | Buy Transaction | 212 | 5.4587 USD |
Common | Buy Transaction | 149 | 5.4593 USD |
Common | Buy Transaction | 210 | 5.4595 USD |
Common | Buy Transaction | 1,295 | 5.4600 USD |
Common | Buy Transaction | 2,239 | 5.4607 USD |
Common | Buy Transaction | 1,563 | 5.4637 USD |
Common | Buy Transaction | 123 | 5.4700 USD |
Common | Buy Transaction | 858 | 5.4711 USD |
Common | Buy Transaction | 255 | 5.4712 USD |
Common | Buy Transaction | 62 | 5.4716 USD |
Common | Buy Transaction | 142 | 5.4756 USD |
Common | Buy Transaction | 29 | 5.4762 USD |
Common | Buy Transaction | 1,688 | 5.4765 USD |
Common | Buy Transaction | 382 | 5.4772 USD |
Common | Buy Transaction | 967 | 5.4779 USD |
Common | Buy Transaction | 199 | 5.4799 USD |
Common | Buy Transaction | 127 | 5.4800 USD |
Common | Buy Transaction | 2,904 | 5.4801 USD |
Common | Buy Transaction | 2,096 | 5.4801 USD |
Common | Buy Transaction | 45 | 5.4802 USD |
Common | Buy Transaction | 49 | 5.4804 USD |
Common | Buy Transaction | 547 | 5.4818 USD |
Common | Buy Transaction | 2,971 | 5.4822 USD |
Common | Buy Transaction | 427 | 5.4840 USD |
Common | Buy Transaction | 117 | 5.4856 USD |
Common | Buy Transaction | 3 | 5.4867 USD |
Common | Buy Transaction | 1,066 | 5.4881 USD |
Common | Buy Transaction | 6,995 | 5.4896 USD |
Common | Buy Transaction | 446 | 5.4900 USD |
Common | Buy Transaction | 398 | 5.4905 USD |
Common | Buy Transaction | 4,257 | 5.4924 USD |
Common | Buy Transaction | 628 | 5.4925 USD |
Common | Buy Transaction | 300 | 5.4933 USD |
Common | Buy Transaction | 385 | 5.4937 USD |
Common | Buy Transaction | 9,070 | 5.4950 USD |
Common | Buy Transaction | 1,807 | 5.4971 USD |
Common | Buy Transaction | 1,461 | 5.4984 USD |
Common | Buy Transaction | 162 | 5.4996 USD |
Common | Buy Transaction | 10,801 | 5.5000 USD |
Common | Buy Transaction | 20,994 | 5.5044 USD |
Common | Buy Transaction | 2,200 | 5.5059 USD |
Common | Buy Transaction | 503 | 5.5060 USD |
Common | Buy Transaction | 2,804 | 5.5073 USD |
Common | Buy Transaction | 601 | 5.5094 USD |
Common | Buy Transaction | 170 | 5.5097 USD |
Common | Buy Transaction | 1,495 | 5.5100 USD |
Common | Buy Transaction | 2,790 | 5.5101 USD |
Common | Buy Transaction | 1,500 | 5.5103 USD |
Common | Buy Transaction | 14 | 5.5150 USD |
Common | Buy Transaction | 71 | 5.5151 USD |
Common | Buy Transaction | 77 | 5.5162 USD |
Common | Buy Transaction | 194 | 5.5188 USD |
Common | Buy Transaction | 69,608 | 5.5200 USD |
Common | Buy Transaction | 32 | 5.5250 USD |
Common | Buy Transaction | 151 | 5.5408 USD |
Common | Buy Transaction | 685 | 5.5488 USD |
Common | Buy Transaction | 1 | 5.5500 USD |
Common | Buy Transaction | 910 | 5.5547 USD |
Common | Buy Transaction | 100 | 5.5550 USD |
Common | Buy Transaction | 400 | 5.5575 USD |
Common | Buy Transaction | 300 | 5.5600 USD |
Common | Buy Transaction | 100 | 5.5690 USD |
Common | Buy Transaction | 4,703 | 5.5700 USD |
Common | Sell Transaction | 100 | 5.4200 USD |
Common | Sell Transaction | 1,445 | 5.4347 USD |
Common | Sell Transaction | 2,049 | 5.4352 USD |
Common | Sell Transaction | 612 | 5.4400 USD |
Common | Sell Transaction | 4 | 5.4415 USD |
Common | Sell Transaction | 408 | 5.4446 USD |
Common | Sell Transaction | 116 | 5.4451 USD |
Common | Sell Transaction | 893 | 5.4473 USD |
Common | Sell Transaction | 336 | 5.4498 USD |
Common | Sell Transaction | 47 | 5.4500 USD |
Common | Sell Transaction | 321 | 5.4512 USD |
Common | Sell Transaction | 1,063 | 5.4517 USD |
Common | Sell Transaction | 3,800 | 5.4522 USD |
Common | Sell Transaction | 2,615 | 5.4529 USD |
Common | Sell Transaction | 130 | 5.4592 USD |
Common | Sell Transaction | 122 | 5.4600 USD |
Common | Sell Transaction | 42 | 5.4619 USD |
Common | Sell Transaction | 1,648 | 5.4621 USD |
Common | Sell Transaction | 3,028 | 5.4645 USD |
Common | Sell Transaction | 722 | 5.4658 USD |
Common | Sell Transaction | 2,246 | 5.4661 USD |
Common | Sell Transaction | 1,599 | 5.4696 USD |
Common | Sell Transaction | 300 | 5.4700 USD |
Common | Sell Transaction | 2 | 5.4750 USD |
Common | Sell Transaction | 11,912 | 5.4767 USD |
Common | Sell Transaction | 1,035 | 5.4771 USD |
Common | Sell Transaction | 961 | 5.4788 USD |
Common | Sell Transaction | 72 | 5.4796 USD |
Common | Sell Transaction | 400 | 5.4800 USD |
Common | Sell Transaction | 604 | 5.4805 USD |
Common | Sell Transaction | 253 | 5.4811 USD |
Common | Sell Transaction | 1,200 | 5.4817 USD |
Common | Sell Transaction | 623 | 5.4819 USD |
Common | Sell Transaction | 200 | 5.4850 USD |
Common | Sell Transaction | 4,903 | 5.4867 USD |
Common | Sell Transaction | 3 | 5.4867 USD |
Common | Sell Transaction | 630 | 5.4868 USD |
Common | Sell Transaction | 4 | 5.4875 USD |
Common | Sell Transaction | 36 | 5.4883 USD |
Common | Sell Transaction | 323 | 5.4895 USD |
Common | Sell Transaction | 389 | 5.4897 USD |
Common | Sell Transaction | 565 | 5.4900 USD |
Common | Sell Transaction | 68 | 5.4910 USD |
Common | Sell Transaction | 106 | 5.4911 USD |
Common | Sell Transaction | 1 | 5.4950 USD |
Common | Sell Transaction | 321 | 5.4956 USD |
Common | Sell Transaction | 3,314 | 5.4959 USD |
Common | Sell Transaction | 181 | 5.4975 USD |
Common | Sell Transaction | 1,741 | 5.4988 USD |
Common | Sell Transaction | 1,546 | 5.4994 USD |
Common | Sell Transaction | 72 | 5.4997 USD |
Common | Sell Transaction | 55 | 5.4998 USD |
Common | Sell Transaction | 516 | 5.5000 USD |
Common | Sell Transaction | 27,798 | 5.5030 USD |
Common | Sell Transaction | 181 | 5.5041 USD |
Common | Sell Transaction | 5,983 | 5.5082 USD |
Common | Sell Transaction | 1,355 | 5.5085 USD |
Common | Sell Transaction | 1,411 | 5.5096 USD |
Common | Sell Transaction | 3,438 | 5.5099 USD |
Common | Sell Transaction | 1,464 | 5.5100 USD |
Common | Sell Transaction | 16,992 | 5.5101 USD |
Common | Sell Transaction | 21,551 | 5.5104 USD |
Common | Sell Transaction | 140 | 5.5171 USD |
Common | Sell Transaction | 69,403 | 5.5200 USD |
Common | Sell Transaction | 1,727 | 5.5223 USD |
Common | Sell Transaction | 3 | 5.5250 USD |
Common | Sell Transaction | 420 | 5.5257 USD |
Common | Sell Transaction | 1,021 | 5.5261 USD |
Common | Sell Transaction | 2 | 5.5350 USD |
Common | Sell Transaction | 1,492 | 5.5400 USD |
Common | Sell Transaction | 1,009 | 5.5500 USD |
Common | Sell Transaction | 677 | 5.5699 USD |
Common | Sell Transaction | 4,125 | 5.5699 USD |
Common | Sell Transaction | 36 | 5.6103 USD |
Common | Sell Transaction | 17 | 5.6353 USD |
Common | Sell Transaction | 5 | 5.6500 USD |
(b) Cash-settled derivative transactions
Class of relevant security | Product description e.g. CFD | Nature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short position | Number of reference securities | Price per unit |
(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 e.g. American, European etc. | Expiry date | Option money paid/ received per unit |
Common | Put Option | Buy Transaction | 1,600 | 4.0000 USD | American | 2026-01-16 | 0.1200 USD |
Common | Put Option | Buy Transaction | 100 | 4.0000 USD | American | 2026-01-16 | 0.1400 USD |
Common | Call Option | Buy Transaction | 900 | 6.0000 USD | American | 2025-11-21 | 0.1500 USD |
Common | Call Option | Buy Transaction | 100 | 6.0000 USD | American | 2026-01-16 | 0.4000 USD |
Common | Call Option | Buy Transaction | 100 | 5.0000 USD | American | 2025-10-17 | 0.5000 USD |
Common | Call Option | Buy Transaction | 100 | 6.0000 USD | American | 2026-04-17 | 0.6000 USD |
Common | Call Option | Buy Transaction | 200 | 6.0000 USD | American | 2026-04-17 | 0.6400 USD |
Common | Call Option | Buy Transaction | 500 | 4.0000 USD | American | 2026-07-17 | 1.9000 USD |
Common | Put Option | Sell Transaction | 1,100 | 4.0000 USD | American | 2026-01-16 | 0.0800 USD |
(ii) Exercise
Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit |
(d) Other dealings (including subscribing for new securities)
Class of relevant security | Nature of dealing e.g. subscription, conversion | Details | Price per unit (if applicable) |
|
|
|
|
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: | 17 October 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.
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 disclosure relates: | AMERICAN AXLE & MANUFACTURING HOLDINGS INC |
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 e.g. American, European etc. | Expiry date |
Common | Call Option | Purchased | 9,500 | 7.0 USD
| American
| 17/10/2025
|
Common | Call Option | Purchased | 1,000 | 8.0 USD
| American
| 17/10/2025
|
Common | Put Option | Purchased | -10,900 | 5.0 USD
| American
| 17/04/2026
|
Common | Call Option | Purchased | 300 | 2.0 USD
| American
| 17/10/2025
|
Common | Call Option | Purchased | 35,000 | 10.0 USD
| American
| 17/07/2026
|
Common | Call Option | Purchased | 800 | 3.0 USD
| American
| 17/07/2026
|
Common | Put Option | Purchased | -100 | 6.0 USD
| American
| 17/04/2026
|
Common | Put Option | Purchased | -3,300 | 5.0 USD
| American
| 17/07/2026
|
Common | Put Option | Purchased | -218,800 | 4.0 USD
| American
| 16/01/2026
|
Common | Call Option | Purchased | 3,100 | 10.0 USD
| American
| 16/01/2026
|
Common | Put Option | Purchased | -300 | 7.0 USD
| American
| 16/01/2026
|
Common | Put Option | Purchased | -2,200 | 7.0 USD
| American
| 17/07/2026
|
Common | Call Option | Purchased | 48,200 | 6.0 USD
| American
| 17/10/2025
|
Common | Put Option | Purchased | -400 | 4.0 USD
| American
| 17/04/2026
|
Common | Call Option | Purchased | 22,900 | 6.0 USD
| American
| 17/04/2026
|
Common | Call Option | Purchased | 176,000 | 5.0 USD
| American
| 17/10/2025
|
Common | Put Option | Purchased | -2,100 | 5.0 USD
| American
| 21/11/2025
|
Common | Call Option | Purchased | 300 | 3.0 USD
| American
| 17/10/2025
|
Common | Put Option | Purchased | -17,200 | 3.0 USD
| American
| 16/01/2026
|
Common | Call Option | Purchased | 2,500 | 5.0 USD
| American
| 17/04/2026
|
Common | Put Option | Purchased | -4,400 | 6.0 USD
| American
| 16/01/2026
|
Common | Call Option | Purchased | 15,700 | 4.0 USD
| American
| 17/10/2025
|
Common | Put Option | Purchased | -900 | 7.0 USD
| American
| 17/10/2025
|
Common | Put Option | Purchased | -500 | 3.0 USD
| American
| 18/12/2026
|
Common | Call Option | Purchased | 2,800 | 7.0 USD
| American
| 17/07/2026
|
Common | Call Option | Purchased | 200 | 11.0 USD
| American
| 17/04/2026
|
Common | Put Option | Purchased | -1,000 | 3.0 USD
| American
| 17/04/2026
|
Common | Call Option | Purchased | 200 | 8.0 USD
| American
| 21/11/2025
|
Common | Call Option | Purchased | 5,400 | 7.0 USD
| American
| 18/12/2026
|
Common | Call Option | Purchased | 0 | 5.0 USD
| American
| 21/11/2025
|
Common | Call Option | Sold | -200 | 6.0 USD
| American
| 21/11/2025
|
Common | Call Option | Sold | -1,400 | 4.0 USD
| American
| 16/01/2026
|
Common | Put Option | Sold | 100 | 5.0 USD
| American
| 18/12/2026
|
Common | Call Option | Sold | -39,400 | 5.0 USD
| American
| 17/07/2026
|
Common | Call Option | Sold | -6,200 | 12.0 USD
| American
| 16/01/2026
|
Common | Put Option | Sold | 91,400 | 5.0 USD
| American
| 16/01/2026
|
Common | Put Option | Sold | 600 | 3.0 USD
| American
| 17/10/2025
|
Common | Call Option | Sold | -1,000 | 5.0 USD
| American
| 21/01/2028
|
Common | Call Option | Sold | -400 | 5.0 USD
| American
| 18/12/2026
|
Common | Call Option | Sold | -300 | 4.0 USD
| American
| 17/07/2026
|
Common | Call Option | Sold | -100 | 1.0 USD
| American
| 17/07/2026
|
Common | Put Option | Sold | 62,200 | 4.0 USD
| American
| 17/07/2026
|
Common | Call Option | Sold | -151,300 | 7.0 USD
| American
| 16/01/2026
|
Common | Call Option | Sold | -200 | 8.0 USD
| American
| 16/01/2026
|
Common | Call Option | Sold | -400 | 8.0 USD
| American
| 17/04/2026
|
Common | Call Option | Sold | -12,500 | 15.0 USD
| American
| 16/01/2026
|
Common | Call Option | Sold | -200 | 9.0 USD
| American
| 17/04/2026
|
Common | Call Option | Sold | -9,000 | 6.0 USD
| American
| 16/01/2026
|
Common | Call Option | Sold | -508,700 | 7.0 USD
| American
| 17/04/2026
|
Common | Call Option | Sold | -1,400 | 3.0 USD
| American
| 16/01/2026
|
Common | Put Option | Sold | 300 | 6.0 USD
| American
| 21/11/2025
|
Common | Call Option | Sold | -52,500 | 5.0 USD
| American
| 16/01/2026
|
Common | Call Option | Sold | -1,200 | 7.0 USD
| American
| 21/11/2025
|
Common | Call Option | Sold | -200 | 7.0 USD
| American
| 21/01/2028
|
Common | Put Option | Sold | 2,200 | 5.0 USD
| American
| 17/10/2025
|
Common | Put Option | Sold | 300 | 6.0 USD
| American
| 17/10/2025
|
Common | Call Option | Sold | -100 | 10.0 USD
| American
| 18/12/2026
|
Common | Call Option | Sold | -200 | 10.0 USD
| American
| 17/04/2026
|
Common | Put Option | Sold | 100 | 3.0 USD
| American
| 17/07/2026
|
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.
Related Shares:
Dowlais