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Citadel Group
Major Shareholding Notification • Aug 7, 2025
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Major Shareholding Notification
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National Storage Mechanism | Additional information 
RNS Number : 4657U
Citadel Group
07 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 |
6 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: | 1,470,156 | 1.23 | 434,268 | 0.36 |
| (2) Cash-settled derivatives: | 129,464 | 0.10 | 0 | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 203,700 | 0.17 | 596,600 | 0.50 |
| TOTAL: | 1,803,320 | 1.51 | 1,030,868 | 0.86 |
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 | 1,009 | 4.4000 USD |
| Common | Buy Transaction | 1,000 | 4.4050 USD |
| Common | Buy Transaction | 114 | 4.4100 USD |
| Common | Buy Transaction | 14 | 4.4107 USD |
| Common | Buy Transaction | 39 | 4.4110 USD |
| Common | Buy Transaction | 7,611 | 4.4129 USD |
| Common | Buy Transaction | 190 | 4.4131 USD |
| Common | Buy Transaction | 359 | 4.4138 USD |
| Common | Buy Transaction | 376 | 4.4144 USD |
| Common | Buy Transaction | 2,170 | 4.4150 USD |
| Common | Buy Transaction | 101 | 4.4200 USD |
| Common | Buy Transaction | 907 | 4.4210 USD |
| Common | Buy Transaction | 400 | 4.4225 USD |
| Common | Buy Transaction | 1,694 | 4.4229 USD |
| Common | Buy Transaction | 1,500 | 4.4260 USD |
| Common | Buy Transaction | 22,600 | 4.4270 USD |
| Common | Buy Transaction | 600 | 4.4283 USD |
| Common | Buy Transaction | 1,122 | 4.4286 USD |
| Common | Buy Transaction | 368 | 4.4290 USD |
| Common | Buy Transaction | 3,890 | 4.4298 USD |
| Common | Buy Transaction | 7,724 | 4.4300 USD |
| Common | Buy Transaction | 7,500 | 4.4301 USD |
| Common | Buy Transaction | 757 | 4.4308 USD |
| Common | Buy Transaction | 10 | 4.4310 USD |
| Common | Buy Transaction | 400 | 4.4313 USD |
| Common | Buy Transaction | 5,422 | 4.4314 USD |
| Common | Buy Transaction | 1,160 | 4.4314 USD |
| Common | Buy Transaction | 1,677 | 4.4317 USD |
| Common | Buy Transaction | 7 | 4.4329 USD |
| Common | Buy Transaction | 200 | 4.4350 USD |
| Common | Buy Transaction | 18 | 4.4367 USD |
| Common | Buy Transaction | 450 | 4.4372 USD |
| Common | Buy Transaction | 164 | 4.4378 USD |
| Common | Buy Transaction | 570 | 4.4382 USD |
| Common | Buy Transaction | 18,714 | 4.4400 USD |
| Common | Buy Transaction | 7,000 | 4.4401 USD |
| Common | Buy Transaction | 400 | 4.4430 USD |
| Common | Buy Transaction | 300 | 4.4433 USD |
| Common | Buy Transaction | 1,939 | 4.4465 USD |
| Common | Buy Transaction | 2,670 | 4.4486 USD |
| Common | Buy Transaction | 1,600 | 4.4494 USD |
| Common | Buy Transaction | 6,614 | 4.4500 USD |
| Common | Buy Transaction | 1,792 | 4.4506 USD |
| Common | Buy Transaction | 1,676 | 4.4508 USD |
| Common | Buy Transaction | 2,000 | 4.4520 USD |
| Common | Buy Transaction | 2,810 | 4.4528 USD |
| Common | Buy Transaction | 2,285 | 4.4555 USD |
| Common | Buy Transaction | 1,688 | 4.4556 USD |
| Common | Buy Transaction | 2,874 | 4.4556 USD |
| Common | Buy Transaction | 153 | 4.4578 USD |
| Common | Buy Transaction | 5,384 | 4.4587 USD |
| Common | Buy Transaction | 1 | 4.4592 USD |
| Common | Buy Transaction | 317 | 4.4600 USD |
| Common | Buy Transaction | 343 | 4.4611 USD |
| Common | Buy Transaction | 10,622 | 4.4621 USD |
| Common | Buy Transaction | 4,976 | 4.4624 USD |
| Common | Buy Transaction | 4,056 | 4.4632 USD |
| Common | Buy Transaction | 1,260 | 4.4700 USD |
| Common | Buy Transaction | 6,152 | 4.4708 USD |
| Common | Buy Transaction | 3,399 | 4.4714 USD |
| Common | Buy Transaction | 1 | 4.4715 USD |
| Common | Buy Transaction | 3,600 | 4.4725 USD |
| Common | Buy Transaction | 2,032 | 4.4727 USD |
| Common | Buy Transaction | 1,700 | 4.4755 USD |
| Common | Buy Transaction | 1,400 | 4.4764 USD |
| Common | Buy Transaction | 2,100 | 4.4781 USD |
| Common | Buy Transaction | 800 | 4.4800 USD |
| Common | Buy Transaction | 504 | 4.4817 USD |
| Common | Buy Transaction | 8,889 | 4.4883 USD |
| Common | Buy Transaction | 225 | 4.4900 USD |
| Common | Buy Transaction | 47 | 4.4911 USD |
| Common | Buy Transaction | 1,154 | 4.4947 USD |
| Common | Buy Transaction | 200 | 4.4950 USD |
| Common | Buy Transaction | 1,255 | 4.4950 USD |
| Common | Buy Transaction | 22,532 | 4.5000 USD |
| Common | Buy Transaction | 7 | 4.5100 USD |
| Common | Buy Transaction | 1 | 4.5900 USD |
| Common | Sell Transaction | 5,000 | 4.3900 USD |
| Common | Sell Transaction | 100 | 4.3950 USD |
| Common | Sell Transaction | 833 | 4.4000 USD |
| Common | Sell Transaction | 670 | 4.4080 USD |
| Common | Sell Transaction | 126 | 4.4095 USD |
| Common | Sell Transaction | 471 | 4.4100 USD |
| Common | Sell Transaction | 20 | 4.4150 USD |
| Common | Sell Transaction | 570 | 4.4150 USD |
| Common | Sell Transaction | 320 | 4.4188 USD |
| Common | Sell Transaction | 7,353 | 4.4200 USD |
| Common | Sell Transaction | 600 | 4.4300 USD |
| Common | Sell Transaction | 200 | 4.4325 USD |
| Common | Sell Transaction | 600 | 4.4333 USD |
| Common | Sell Transaction | 3,653 | 4.4336 USD |
| Common | Sell Transaction | 1,500 | 4.4347 USD |
| Common | Sell Transaction | 900 | 4.4350 USD |
| Common | Sell Transaction | 4,880 | 4.4354 USD |
| Common | Sell Transaction | 97 | 4.4387 USD |
| Common | Sell Transaction | 831 | 4.4390 USD |
| Common | Sell Transaction | 5,426 | 4.4400 USD |
| Common | Sell Transaction | 514 | 4.4409 USD |
| Common | Sell Transaction | 200 | 4.4410 USD |
| Common | Sell Transaction | 3,998 | 4.4418 USD |
| Common | Sell Transaction | 900 | 4.4433 USD |
| Common | Sell Transaction | 1,006 | 4.4436 USD |
| Common | Sell Transaction | 2,418 | 4.4438 USD |
| Common | Sell Transaction | 15 | 4.4440 USD |
| Common | Sell Transaction | 10,459 | 4.4442 USD |
| Common | Sell Transaction | 200 | 4.4450 USD |
| Common | Sell Transaction | 4,540 | 4.4452 USD |
| Common | Sell Transaction | 2 | 4.4461 USD |
| Common | Sell Transaction | 10,169 | 4.4476 USD |
| Common | Sell Transaction | 7,501 | 4.4477 USD |
| Common | Sell Transaction | 1,100 | 4.4482 USD |
| Common | Sell Transaction | 2,032 | 4.4494 USD |
| Common | Sell Transaction | 4,156 | 4.4499 USD |
| Common | Sell Transaction | 2,543 | 4.4500 USD |
| Common | Sell Transaction | 538 | 4.4511 USD |
| Common | Sell Transaction | 356 | 4.4517 USD |
| Common | Sell Transaction | 800 | 4.4525 USD |
| Common | Sell Transaction | 1,361 | 4.4533 USD |
| Common | Sell Transaction | 250 | 4.4540 USD |
| Common | Sell Transaction | 8,309 | 4.4572 USD |
| Common | Sell Transaction | 2,011 | 4.4592 USD |
| Common | Sell Transaction | 602 | 4.4600 USD |
| Common | Sell Transaction | 1,160 | 4.4612 USD |
| Common | Sell Transaction | 360 | 4.4614 USD |
| Common | Sell Transaction | 1,500 | 4.4620 USD |
| Common | Sell Transaction | 700 | 4.4643 USD |
| Common | Sell Transaction | 691 | 4.4643 USD |
| Common | Sell Transaction | 2,076 | 4.4666 USD |
| Common | Sell Transaction | 591 | 4.4675 USD |
| Common | Sell Transaction | 259 | 4.4679 USD |
| Common | Sell Transaction | 7,605 | 4.4686 USD |
| Common | Sell Transaction | 66 | 4.4686 USD |
| Common | Sell Transaction | 113 | 4.4696 USD |
| Common | Sell Transaction | 3,416 | 4.4697 USD |
| Common | Sell Transaction | 1,600 | 4.4700 USD |
| Common | Sell Transaction | 341 | 4.4721 USD |
| Common | Sell Transaction | 413 | 4.4722 USD |
| Common | Sell Transaction | 1,000 | 4.4730 USD |
| Common | Sell Transaction | 2,150 | 4.4738 USD |
| Common | Sell Transaction | 2,185 | 4.4749 USD |
| Common | Sell Transaction | 350 | 4.4750 USD |
| Common | Sell Transaction | 350 | 4.4779 USD |
| Common | Sell Transaction | 3,826 | 4.4786 USD |
| Common | Sell Transaction | 197 | 4.4788 USD |
| Common | Sell Transaction | 650 | 4.4788 USD |
| Common | Sell Transaction | 71 | 4.4790 USD |
| Common | Sell Transaction | 9,332 | 4.4792 USD |
| Common | Sell Transaction | 833 | 4.4800 USD |
| Common | Sell Transaction | 84 | 4.4806 USD |
| Common | Sell Transaction | 4,900 | 4.4810 USD |
| Common | Sell Transaction | 385 | 4.4823 USD |
| Common | Sell Transaction | 2,151 | 4.4829 USD |
| Common | Sell Transaction | 4,241 | 4.4844 USD |
| Common | Sell Transaction | 2,939 | 4.4846 USD |
| Common | Sell Transaction | 650 | 4.4846 USD |
| Common | Sell Transaction | 200 | 4.4850 USD |
| Common | Sell Transaction | 4,223 | 4.4864 USD |
| Common | Sell Transaction | 776 | 4.4879 USD |
| Common | Sell Transaction | 14,010 | 4.4892 USD |
| Common | Sell Transaction | 4,128 | 4.4900 USD |
| Common | Sell Transaction | 2,511 | 4.4900 USD |
| Common | Sell Transaction | 911 | 4.4901 USD |
| Common | Sell Transaction | 4,900 | 4.4904 USD |
| Common | Sell Transaction | 250 | 4.4910 USD |
| Common | Sell Transaction | 777 | 4.4920 USD |
| Common | Sell Transaction | 406 | 4.4927 USD |
| Common | Sell Transaction | 1,400 | 4.4930 USD |
| Common | Sell Transaction | 2,978 | 4.4933 USD |
| Common | Sell Transaction | 219 | 4.4933 USD |
| Common | Sell Transaction | 83 | 4.4936 USD |
| Common | Sell Transaction | 96 | 4.4941 USD |
| Common | Sell Transaction | 7,011 | 4.4943 USD |
| Common | Sell Transaction | 200 | 4.4950 USD |
| Common | Sell Transaction | 1,600 | 4.4962 USD |
| Common | Sell Transaction | 7,920 | 4.4963 USD |
| Common | Sell Transaction | 9,508 | 4.4965 USD |
| Common | Sell Transaction | 1,899 | 4.4965 USD |
| Common | Sell Transaction | 701 | 4.4966 USD |
| Common | Sell Transaction | 50 | 4.4970 USD |
| Common | Sell Transaction | 120 | 4.4970 USD |
| Common | Sell Transaction | 276 | 4.4982 USD |
| Common | Sell Transaction | 21,833 | 4.5000 USD |
| Common | Sell Transaction | 38 | 4.5050 USD |
| Common | Sell Transaction | 68 | 4.5079 USD |
| Common | Sell Transaction | 180 | 4.5080 USD |
| Common | Sell Transaction | 100 | 4.5900 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 | 6,600 | 4.4794 USD |
| Common | CFD | Reducing long position | 100 | 4.4900 USD |
| Common | CFD | Reducing long position | 21,738 | 4.4908 USD |
| Common | CFD | Reducing long position | 1,600 | 4.4938 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 | 900 | 4.0000 USD | American | 2025-08-15 | 0.5000 USD |
| Common | Put Option | Buy Transaction | 300 | 5.0000 USD | American | 2026-07-17 | 1.3000 USD |
| Common | Call Option | Sell Transaction | 100 | 5.0000 USD | American | 2025-08-15 | 0.1000 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: | 7 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 | Call Option | Purchased | 5,200 | 6.0 USD | American | 19/09/2025 |
| Common | Put Option | Purchased | -13,200 | 3.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -200 | 7.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -12,100 | 3.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 43,400 | 6.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -100 | 7.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 300 | 2.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 300 | 7.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -8,200 | 6.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -201,400 | 4.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 1,000 | 3.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -1,000 | 6.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 18,800 | 4.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -600 | 5.0 USD | American | 19/09/2025 |
| Common | Call Option | Purchased | 600 | 5.0 USD | American | 19/09/2025 |
| Common | Put Option | Purchased | -1,200 | 5.0 USD | American | 17/07/2026 |
| Common | Call Option | Purchased | 300 | 15.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 5,300 | 5.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 36,200 | 6.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -1,900 | 4.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -900 | 5.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 3,000 | 10.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -2,500 | 4.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -2,000 | 3.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -117,000 | 7.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -2,000 | 10.0 USD | American | 17/07/2026 |
| 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 | -700 | 12.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -1,400 | 4.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -48,500 | 5.0 USD | American | 16/01/2026 |
| Common | Put Option | Sold | 88,700 | 5.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -1,000 | 7.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -100 | 2.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -36,700 | 5.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -2,700 | 4.0 USD | American | 15/08/2025 |
| Common | Call Option | Sold | -139,400 | 5.0 USD | American | 17/10/2025 |
| Common | Put Option | Sold | 600 | 3.0 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 .
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