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Citadel Group
Major Shareholding Notification • Aug 6, 2025
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Major Shareholding Notification
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National Storage Mechanism | Additional information 
RNS Number : 2370U
Citadel Group
06 August 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 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 |
5 August 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: | 1,494,236 | 1.25 | 421,256 | 0.35 |
| (2) Cash-settled derivatives: | 159,502 | 0.13 | 0 | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 203,800 | 0.17 | 597,200 | 0.50 |
| TOTAL: | 1,857,538 | 1.56 | 1,018,456 | 0.85 |
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 | 300 | 4.2600 USD |
| Common | Buy Transaction | 2 | 4.2750 USD |
| Common | Buy Transaction | 400 | 4.2800 USD |
| Common | Buy Transaction | 38 | 4.2868 USD |
| Common | Buy Transaction | 100 | 4.2900 USD |
| Common | Buy Transaction | 3,300 | 4.2979 USD |
| Common | Buy Transaction | 2,763 | 4.3000 USD |
| Common | Buy Transaction | 1,500 | 4.3020 USD |
| Common | Buy Transaction | 1,465 | 4.3023 USD |
| Common | Buy Transaction | 1,700 | 4.3041 USD |
| Common | Buy Transaction | 13,400 | 4.3050 USD |
| Common | Buy Transaction | 2,200 | 4.3068 USD |
| Common | Buy Transaction | 886 | 4.3079 USD |
| Common | Buy Transaction | 1,600 | 4.3100 USD |
| Common | Buy Transaction | 41 | 4.3102 USD |
| Common | Buy Transaction | 14 | 4.3107 USD |
| Common | Buy Transaction | 1,800 | 4.3117 USD |
| Common | Buy Transaction | 12,320 | 4.3126 USD |
| Common | Buy Transaction | 765 | 4.3150 USD |
| Common | Buy Transaction | 162 | 4.3164 USD |
| Common | Buy Transaction | 424 | 4.3200 USD |
| Common | Buy Transaction | 845 | 4.3270 USD |
| Common | Buy Transaction | 900 | 4.3278 USD |
| Common | Buy Transaction | 572 | 4.3287 USD |
| Common | Buy Transaction | 5,692 | 4.3305 USD |
| Common | Buy Transaction | 39 | 4.3346 USD |
| Common | Buy Transaction | 287 | 4.3350 USD |
| Common | Buy Transaction | 42,975 | 4.3376 USD |
| Common | Buy Transaction | 6,164 | 4.3383 USD |
| Common | Buy Transaction | 2,428 | 4.3387 USD |
| Common | Buy Transaction | 4,408 | 4.3392 USD |
| Common | Buy Transaction | 715 | 4.3400 USD |
| Common | Buy Transaction | 451 | 4.3412 USD |
| Common | Buy Transaction | 220 | 4.3416 USD |
| Common | Buy Transaction | 120 | 4.3419 USD |
| Common | Buy Transaction | 8,230 | 4.3420 USD |
| Common | Buy Transaction | 135 | 4.3422 USD |
| Common | Buy Transaction | 1,722 | 4.3454 USD |
| Common | Buy Transaction | 830 | 4.3463 USD |
| Common | Buy Transaction | 2,356 | 4.3488 USD |
| Common | Buy Transaction | 311 | 4.3500 USD |
| Common | Buy Transaction | 522 | 4.3508 USD |
| Common | Buy Transaction | 519 | 4.3519 USD |
| Common | Buy Transaction | 2,004 | 4.3526 USD |
| Common | Buy Transaction | 1,200 | 4.3550 USD |
| Common | Buy Transaction | 649 | 4.3580 USD |
| Common | Buy Transaction | 2,225 | 4.3587 USD |
| Common | Buy Transaction | 2,502 | 4.3596 USD |
| Common | Buy Transaction | 2,927 | 4.3600 USD |
| Common | Buy Transaction | 3,408 | 4.3612 USD |
| Common | Buy Transaction | 1,318 | 4.3628 USD |
| Common | Buy Transaction | 175 | 4.3632 USD |
| Common | Buy Transaction | 522 | 4.3638 USD |
| Common | Buy Transaction | 1 | 4.3645 USD |
| Common | Buy Transaction | 19,926 | 4.3666 USD |
| Common | Buy Transaction | 369 | 4.3681 USD |
| Common | Buy Transaction | 458 | 4.3698 USD |
| Common | Buy Transaction | 2,516 | 4.3700 USD |
| Common | Buy Transaction | 40 | 4.3717 USD |
| Common | Buy Transaction | 25 | 4.3720 USD |
| Common | Buy Transaction | 7 | 4.3729 USD |
| Common | Buy Transaction | 500 | 4.3740 USD |
| Common | Buy Transaction | 900 | 4.3741 USD |
| Common | Buy Transaction | 3,237 | 4.3746 USD |
| Common | Buy Transaction | 1,715 | 4.3766 USD |
| Common | Buy Transaction | 3,485 | 4.3780 USD |
| Common | Buy Transaction | 2,149 | 4.3786 USD |
| Common | Buy Transaction | 8,491 | 4.3800 USD |
| Common | Buy Transaction | 30,708 | 4.3851 USD |
| Common | Buy Transaction | 30,879 | 4.3852 USD |
| Common | Buy Transaction | 30 | 4.3867 USD |
| Common | Buy Transaction | 5,341 | 4.3886 USD |
| Common | Buy Transaction | 6,183 | 4.3900 USD |
| Common | Buy Transaction | 1,400 | 4.3918 USD |
| Common | Buy Transaction | 114 | 4.3928 USD |
| Common | Buy Transaction | 1,379 | 4.3932 USD |
| Common | Buy Transaction | 57 | 4.3953 USD |
| Common | Buy Transaction | 46 | 4.3996 USD |
| Common | Buy Transaction | 66 | 4.4000 USD |
| Common | Buy Transaction | 80 | 4.4011 USD |
| Common | Buy Transaction | 13 | 4.4054 USD |
| Common | Buy Transaction | 1,490 | 4.4079 USD |
| Common | Buy Transaction | 40 | 4.4100 USD |
| Common | Buy Transaction | 163 | 4.4131 USD |
| Common | Buy Transaction | 20 | 4.4150 USD |
| Common | Buy Transaction | 4,841 | 4.4188 USD |
| Common | Buy Transaction | 115 | 4.4210 USD |
| Common | Buy Transaction | 13,609 | 4.4300 USD |
| Common | Buy Transaction | 7 | 4.4400 USD |
| Common | Sell Transaction | 7 | 4.2657 USD |
| Common | Sell Transaction | 100 | 4.2700 USD |
| Common | Sell Transaction | 2,200 | 4.2800 USD |
| Common | Sell Transaction | 461 | 4.2838 USD |
| Common | Sell Transaction | 1,800 | 4.2850 USD |
| Common | Sell Transaction | 9,293 | 4.2897 USD |
| Common | Sell Transaction | 838 | 4.2900 USD |
| Common | Sell Transaction | 508 | 4.2914 USD |
| Common | Sell Transaction | 3,126 | 4.2947 USD |
| Common | Sell Transaction | 58 | 4.2967 USD |
| Common | Sell Transaction | 1,200 | 4.3050 USD |
| Common | Sell Transaction | 400 | 4.3075 USD |
| Common | Sell Transaction | 2,949 | 4.3100 USD |
| Common | Sell Transaction | 5,473 | 4.3109 USD |
| Common | Sell Transaction | 3,037 | 4.3140 USD |
| Common | Sell Transaction | 605 | 4.3157 USD |
| Common | Sell Transaction | 2,633 | 4.3182 USD |
| Common | Sell Transaction | 2,988 | 4.3185 USD |
| Common | Sell Transaction | 701 | 4.3190 USD |
| Common | Sell Transaction | 500 | 4.3200 USD |
| Common | Sell Transaction | 694 | 4.3246 USD |
| Common | Sell Transaction | 1,302 | 4.3265 USD |
| Common | Sell Transaction | 384 | 4.3300 USD |
| Common | Sell Transaction | 1,082 | 4.3348 USD |
| Common | Sell Transaction | 788 | 4.3349 USD |
| Common | Sell Transaction | 198 | 4.3350 USD |
| Common | Sell Transaction | 545 | 4.3350 USD |
| Common | Sell Transaction | 2,210 | 4.3372 USD |
| Common | Sell Transaction | 14,263 | 4.3411 USD |
| Common | Sell Transaction | 5,000 | 4.3432 USD |
| Common | Sell Transaction | 1,069 | 4.3436 USD |
| Common | Sell Transaction | 25 | 4.3448 USD |
| Common | Sell Transaction | 1,659 | 4.3469 USD |
| Common | Sell Transaction | 830 | 4.3485 USD |
| Common | Sell Transaction | 1,200 | 4.3500 USD |
| Common | Sell Transaction | 601 | 4.3500 USD |
| Common | Sell Transaction | 11,361 | 4.3501 USD |
| Common | Sell Transaction | 16,680 | 4.3504 USD |
| Common | Sell Transaction | 413 | 4.3512 USD |
| Common | Sell Transaction | 1,002 | 4.3525 USD |
| Common | Sell Transaction | 400 | 4.3525 USD |
| Common | Sell Transaction | 2,606 | 4.3526 USD |
| Common | Sell Transaction | 300 | 4.3550 USD |
| Common | Sell Transaction | 1,758 | 4.3558 USD |
| Common | Sell Transaction | 4,331 | 4.3586 USD |
| Common | Sell Transaction | 2,586 | 4.3600 USD |
| Common | Sell Transaction | 500 | 4.3650 USD |
| Common | Sell Transaction | 540 | 4.3678 USD |
| Common | Sell Transaction | 5 | 4.3680 USD |
| Common | Sell Transaction | 207 | 4.3700 USD |
| Common | Sell Transaction | 402 | 4.3701 USD |
| Common | Sell Transaction | 604 | 4.3701 USD |
| Common | Sell Transaction | 158 | 4.3711 USD |
| Common | Sell Transaction | 2,465 | 4.3712 USD |
| Common | Sell Transaction | 548 | 4.3732 USD |
| Common | Sell Transaction | 1,600 | 4.3775 USD |
| Common | Sell Transaction | 413 | 4.3795 USD |
| Common | Sell Transaction | 1,087 | 4.3797 USD |
| Common | Sell Transaction | 2,093 | 4.3800 USD |
| Common | Sell Transaction | 1,300 | 4.3850 USD |
| Common | Sell Transaction | 6,100 | 4.3892 USD |
| Common | Sell Transaction | 19,477 | 4.3900 USD |
| Common | Sell Transaction | 2,103 | 4.3905 USD |
| Common | Sell Transaction | 4,400 | 4.3910 USD |
| Common | Sell Transaction | 278 | 4.3914 USD |
| Common | Sell Transaction | 1,200 | 4.3933 USD |
| Common | Sell Transaction | 1,300 | 4.3935 USD |
| Common | Sell Transaction | 638 | 4.3950 USD |
| Common | Sell Transaction | 361 | 4.3959 USD |
| Common | Sell Transaction | 931 | 4.3964 USD |
| Common | Sell Transaction | 11,300 | 4.4000 USD |
| Common | Sell Transaction | 771 | 4.4012 USD |
| Common | Sell Transaction | 2,063 | 4.4013 USD |
| Common | Sell Transaction | 317 | 4.4019 USD |
| Common | Sell Transaction | 1,500 | 4.4020 USD |
| Common | Sell Transaction | 835 | 4.4021 USD |
| Common | Sell Transaction | 800 | 4.4025 USD |
| Common | Sell Transaction | 42 | 4.4026 USD |
| Common | Sell Transaction | 515 | 4.4028 USD |
| Common | Sell Transaction | 1,385 | 4.4029 USD |
| Common | Sell Transaction | 551 | 4.4045 USD |
| Common | Sell Transaction | 1,477 | 4.4047 USD |
| Common | Sell Transaction | 2,313 | 4.4050 USD |
| Common | Sell Transaction | 100 | 4.4050 USD |
| Common | Sell Transaction | 440 | 4.4057 USD |
| Common | Sell Transaction | 1,185 | 4.4058 USD |
| Common | Sell Transaction | 3,600 | 4.4058 USD |
| Common | Sell Transaction | 628 | 4.4067 USD |
| Common | Sell Transaction | 242 | 4.4069 USD |
| Common | Sell Transaction | 846 | 4.4089 USD |
| Common | Sell Transaction | 2,278 | 4.4090 USD |
| Common | Sell Transaction | 38,721 | 4.4100 USD |
| Common | Sell Transaction | 4,141 | 4.4106 USD |
| Common | Sell Transaction | 946 | 4.4107 USD |
| Common | Sell Transaction | 2,554 | 4.4107 USD |
| Common | Sell Transaction | 6,188 | 4.4184 USD |
| Common | Sell Transaction | 20 | 4.4190 USD |
| Common | Sell Transaction | 200 | 4.4200 USD |
| Common | Sell Transaction | 400 | 4.4250 USD |
| Common | Sell Transaction | 600 | 4.4267 USD |
| Common | Sell Transaction | 5,200 | 4.4281 USD |
| Common | Sell Transaction | 12,953 | 4.4300 USD |
| Common | Sell Transaction | 300 | 4.4333 USD |
| Common | Sell Transaction | 1,819 | 4.4345 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 |
| Common | CFD | Reducing long position | 800 | 4.4119 USD |
| Common | CFD | Reducing long position | 2,538 | 4.4154 USD |
(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 | Call Option | Buy Transaction | 500 | 5.0000 USD | American | 2025-08-15 | 0.1100 USD |
| Common | Call Option | Sell Transaction | 1,600 | 5.0000 USD | American | 2025-10-17 | 0.3200 USD |
| Common | Call Option | Sell Transaction | 100 | 5.0000 USD | American | 2025-10-17 | 0.3500 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: | 6 August 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 | Put Option | Purchased | -1,000 | 6.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -13,200 | 3.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 43,400 | 6.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 5,200 | 6.0 USD | American | 19/09/2025 |
| Common | Put Option | Purchased | -100 | 7.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 600 | 5.0 USD | American | 19/09/2025 |
| Common | Call Option | Purchased | 18,800 | 4.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 300 | 15.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 36,200 | 6.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -200 | 7.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 5,400 | 5.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -201,400 | 4.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 300 | 2.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 1,000 | 3.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -600 | 5.0 USD | American | 19/09/2025 |
| Common | Put Option | Purchased | -900 | 5.0 USD | American | 17/07/2026 |
| Common | Put Option | Purchased | -900 | 5.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -12,100 | 3.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -8,200 | 6.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 300 | 7.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 3,000 | 10.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -1,900 | 4.0 USD | American | 15/08/2025 |
| Common | Call Option | Sold | -700 | 12.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -36,700 | 5.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -1,000 | 7.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -3,600 | 4.0 USD | American | 15/08/2025 |
| Common | Call Option | Sold | -117,000 | 7.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -300 | 3.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -1,400 | 3.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -100 | 1.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -48,500 | 5.0 USD | American | 16/01/2026 |
| Common | Put Option | Sold | 600 | 3.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -139,400 | 5.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -2,500 | 4.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -2,000 | 10.0 USD | American | 17/07/2026 |
| Common | Put Option | Sold | 88,700 | 5.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -2,000 | 3.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -100 | 2.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -1,400 | 4.0 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 .
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