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Citadel Group
Major Shareholding Notification • Jul 11, 2025
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Major Shareholding Notification
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National Storage Mechanism | Additional information 
RNS Number : 7494Q
Citadel Group
11 July 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 |
10 July 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: | 2,070,929 | 1.74 | 0 | 0.00 |
| (2) Cash-settled derivatives: | 494,979 | 0.41 | 0 | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 1,002,700 | 0.84 | 1,373,800 | 1.15 |
| TOTAL: | 3,568,608 | 3.00 | 1,373,800 | 1.15 |
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 | 31 | 4.4232 USD |
| Common | Buy Transaction | 290 | 4.4266 USD |
| Common | Buy Transaction | 140 | 4.4300 USD |
| Common | Buy Transaction | 700 | 4.4400 USD |
| Common | Buy Transaction | 386 | 4.4409 USD |
| Common | Buy Transaction | 64 | 4.4409 USD |
| Common | Buy Transaction | 4 | 4.4425 USD |
| Common | Buy Transaction | 405 | 4.4465 USD |
| Common | Buy Transaction | 84 | 4.4493 USD |
| Common | Buy Transaction | 9,103 | 4.4500 USD |
| Common | Buy Transaction | 12,577 | 4.4500 USD |
| Common | Buy Transaction | 501 | 4.4501 USD |
| Common | Buy Transaction | 900 | 4.4511 USD |
| Common | Buy Transaction | 1,111 | 4.4518 USD |
| Common | Buy Transaction | 15,273 | 4.4523 USD |
| Common | Buy Transaction | 3,587 | 4.4526 USD |
| Common | Buy Transaction | 2,692 | 4.4532 USD |
| Common | Buy Transaction | 89 | 4.4537 USD |
| Common | Buy Transaction | 496 | 4.4541 USD |
| Common | Buy Transaction | 5,157 | 4.4542 USD |
| Common | Buy Transaction | 2,445 | 4.4545 USD |
| Common | Buy Transaction | 27,000 | 4.4547 USD |
| Common | Buy Transaction | 5,510 | 4.4550 USD |
| Common | Buy Transaction | 49 | 4.4551 USD |
| Common | Buy Transaction | 15 | 4.4553 USD |
| Common | Buy Transaction | 25 | 4.4556 USD |
| Common | Buy Transaction | 175 | 4.4557 USD |
| Common | Buy Transaction | 157 | 4.4564 USD |
| Common | Buy Transaction | 5,332 | 4.4566 USD |
| Common | Buy Transaction | 7,453 | 4.4571 USD |
| Common | Buy Transaction | 543 | 4.4573 USD |
| Common | Buy Transaction | 24,956 | 4.4573 USD |
| Common | Buy Transaction | 400 | 4.4575 USD |
| Common | Buy Transaction | 471 | 4.4579 USD |
| Common | Buy Transaction | 1,500 | 4.4580 USD |
| Common | Buy Transaction | 97 | 4.4581 USD |
| Common | Buy Transaction | 11,683 | 4.4584 USD |
| Common | Buy Transaction | 1,100 | 4.4591 USD |
| Common | Buy Transaction | 814 | 4.4597 USD |
| Common | Buy Transaction | 13,367 | 4.4599 USD |
| Common | Buy Transaction | 801 | 4.4600 USD |
| Common | Buy Transaction | 132,231 | 4.4600 USD |
| Common | Buy Transaction | 1 | 4.4604 USD |
| Common | Buy Transaction | 624 | 4.4604 USD |
| Common | Buy Transaction | 1,424 | 4.4607 USD |
| Common | Buy Transaction | 11 | 4.4609 USD |
| Common | Buy Transaction | 1,105 | 4.4619 USD |
| Common | Buy Transaction | 1,004 | 4.4619 USD |
| Common | Buy Transaction | 779 | 4.4622 USD |
| Common | Buy Transaction | 90 | 4.4622 USD |
| Common | Buy Transaction | 644 | 4.4625 USD |
| Common | Buy Transaction | 2,100 | 4.4629 USD |
| Common | Buy Transaction | 1,757 | 4.4632 USD |
| Common | Buy Transaction | 6,013 | 4.4636 USD |
| Common | Buy Transaction | 486 | 4.4637 USD |
| Common | Buy Transaction | 700 | 4.4643 USD |
| Common | Buy Transaction | 5,014 | 4.4646 USD |
| Common | Buy Transaction | 745 | 4.4646 USD |
| Common | Buy Transaction | 1,594 | 4.4647 USD |
| Common | Buy Transaction | 210 | 4.4650 USD |
| Common | Buy Transaction | 1,496 | 4.4650 USD |
| Common | Buy Transaction | 1,579 | 4.4653 USD |
| Common | Buy Transaction | 1,458 | 4.4656 USD |
| Common | Buy Transaction | 1,700 | 4.4659 USD |
| Common | Buy Transaction | 1 | 4.4672 USD |
| Common | Buy Transaction | 1,438 | 4.4673 USD |
| Common | Buy Transaction | 500 | 4.4680 USD |
| Common | Buy Transaction | 430 | 4.4687 USD |
| Common | Buy Transaction | 383 | 4.4689 USD |
| Common | Buy Transaction | 1,703 | 4.4694 USD |
| Common | Buy Transaction | 1,221 | 4.4700 USD |
| Common | Buy Transaction | 500 | 4.4709 USD |
| Common | Buy Transaction | 2,011 | 4.4749 USD |
| Common | Buy Transaction | 1 | 4.4756 USD |
| Common | Buy Transaction | 300 | 4.4767 USD |
| Common | Buy Transaction | 510 | 4.4796 USD |
| Common | Buy Transaction | 7,730 | 4.4800 USD |
| Common | Buy Transaction | 2,007 | 4.4806 USD |
| Common | Buy Transaction | 14 | 4.4814 USD |
| Common | Buy Transaction | 300 | 4.4817 USD |
| Common | Buy Transaction | 100 | 4.4850 USD |
| Common | DVP Transaction | 1 | 4.4400 USD |
| Common | DVP Transaction | 105 | 4.4500 USD |
| Common | DVP Transaction | 208 | 4.4552 USD |
| Common | DVP Transaction | 5,401 | 4.4560 USD |
| Common | DVP Transaction | 104,783 | 4.4600 USD |
| Common | DVP Transaction | 2 | 4.4650 USD |
| Common | DVP Transaction | 2 | 4.4700 USD |
| Common | DVP Transaction | 744 | 4.4800 USD |
| Common | RVP Transaction | 1 | 4.4400 USD |
| Common | RVP Transaction | 430 | 4.4480 USD |
| Common | RVP Transaction | 190 | 4.4497 USD |
| Common | RVP Transaction | 205 | 4.4500 USD |
| Common | RVP Transaction | 990 | 4.4550 USD |
| Common | RVP Transaction | 605 | 4.4550 USD |
| Common | RVP Transaction | 233 | 4.4555 USD |
| Common | RVP Transaction | 70 | 4.4556 USD |
| Common | RVP Transaction | 998 | 4.4557 USD |
| Common | RVP Transaction | 660 | 4.4577 USD |
| Common | RVP Transaction | 640 | 4.4595 USD |
| Common | RVP Transaction | 390 | 4.4599 USD |
| Common | RVP Transaction | 104,983 | 4.4600 USD |
| Common | RVP Transaction | 2 | 4.4650 USD |
| Common | RVP Transaction | 3 | 4.4667 USD |
| Common | RVP Transaction | 102 | 4.4700 USD |
| Common | RVP Transaction | 744 | 4.4800 USD |
| Common | Sell Transaction | 1,988 | 4.4400 USD |
| Common | Sell Transaction | 268 | 4.4402 USD |
| Common | Sell Transaction | 4 | 4.4425 USD |
| Common | Sell Transaction | 97 | 4.4482 USD |
| Common | Sell Transaction | 197 | 4.4488 USD |
| Common | Sell Transaction | 102 | 4.4488 USD |
| Common | Sell Transaction | 1,625 | 4.4489 USD |
| Common | Sell Transaction | 375 | 4.4489 USD |
| Common | Sell Transaction | 1,891 | 4.4495 USD |
| Common | Sell Transaction | 2,771 | 4.4500 USD |
| Common | Sell Transaction | 2,076 | 4.4508 USD |
| Common | Sell Transaction | 600 | 4.4517 USD |
| Common | Sell Transaction | 1,211 | 4.4517 USD |
| Common | Sell Transaction | 1,300 | 4.4523 USD |
| Common | Sell Transaction | 238 | 4.4524 USD |
| Common | Sell Transaction | 724 | 4.4528 USD |
| Common | Sell Transaction | 700 | 4.4529 USD |
| Common | Sell Transaction | 311 | 4.4531 USD |
| Common | Sell Transaction | 889 | 4.4531 USD |
| Common | Sell Transaction | 679 | 4.4534 USD |
| Common | Sell Transaction | 800 | 4.4538 USD |
| Common | Sell Transaction | 1,356 | 4.4540 USD |
| Common | Sell Transaction | 1,457 | 4.4541 USD |
| Common | Sell Transaction | 115 | 4.4547 USD |
| Common | Sell Transaction | 458 | 4.4549 USD |
| Common | Sell Transaction | 6,384 | 4.4550 USD |
| Common | Sell Transaction | 179 | 4.4550 USD |
| Common | Sell Transaction | 937 | 4.4559 USD |
| Common | Sell Transaction | 500 | 4.4560 USD |
| Common | Sell Transaction | 726 | 4.4562 USD |
| Common | Sell Transaction | 423 | 4.4564 USD |
| Common | Sell Transaction | 2,665 | 4.4565 USD |
| Common | Sell Transaction | 6,375 | 4.4570 USD |
| Common | Sell Transaction | 1,005 | 4.4580 USD |
| Common | Sell Transaction | 1,100 | 4.4582 USD |
| Common | Sell Transaction | 1,696 | 4.4585 USD |
| Common | Sell Transaction | 444 | 4.4590 USD |
| Common | Sell Transaction | 43 | 4.4591 USD |
| Common | Sell Transaction | 237 | 4.4591 USD |
| Common | Sell Transaction | 92 | 4.4596 USD |
| Common | Sell Transaction | 934 | 4.4597 USD |
| Common | Sell Transaction | 128,310 | 4.4600 USD |
| Common | Sell Transaction | 101 | 4.4602 USD |
| Common | Sell Transaction | 802 | 4.4602 USD |
| Common | Sell Transaction | 622 | 4.4613 USD |
| Common | Sell Transaction | 580 | 4.4620 USD |
| Common | Sell Transaction | 809 | 4.4624 USD |
| Common | Sell Transaction | 506 | 4.4630 USD |
| Common | Sell Transaction | 900 | 4.4633 USD |
| Common | Sell Transaction | 5,600 | 4.4650 USD |
| Common | Sell Transaction | 591 | 4.4655 USD |
| Common | Sell Transaction | 2 | 4.4687 USD |
| Common | Sell Transaction | 11 | 4.4691 USD |
| Common | Sell Transaction | 796 | 4.4700 USD |
| Common | Sell Transaction | 2,590 | 4.4720 USD |
| Common | Sell Transaction | 557 | 4.4728 USD |
| Common | Sell Transaction | 4 | 4.4750 USD |
| Common | Sell Transaction | 93 | 4.4751 USD |
| Common | Sell Transaction | 311 | 4.4761 USD |
| Common | Sell Transaction | 136 | 4.4800 USD |
| Common | Sell Transaction | 200 | 4.4900 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 | 1,600 | 4.4631 USD |
| Common | CFD | Reducing long position | 1,500 | 4.4693 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 | 1 | 4.0000 USD | American | 2025-Jul-18 | 0.4900 USD |
| Common | Call Option | DVP Transaction | 4 | 5.0000 USD | American | 2025-Oct-17 | 0.4000 USD |
| Common | Call Option | DVP Transaction | 2 | 5.0000 USD | American | 2025-Oct-17 | 0.4500 USD |
| Common | Call Option | DVP Transaction | 1 | 4.0000 USD | American | 2025-Jul-18 | 0.4900 USD |
| Common | Call Option | RVP Transaction | 4 | 5.0000 USD | American | 2025-Oct-17 | 0.4000 USD |
| Common | Call Option | RVP Transaction | 2 | 5.0000 USD | American | 2025-Oct-17 | 0.4500 USD |
| Common | Call Option | RVP Transaction | 1 | 4.0000 USD | American | 2025-Jul-18 | 0.4900 USD |
| Common | Call Option | Sell Transaction | 4 | 5.0000 USD | American | 2025-Oct-17 | 0.4000 USD |
| Common | Call Option | Sell Transaction | 2 | 5.0000 USD | American | 2025-Oct-17 | 0.4500 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: | 11 July 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 | -300 | 4.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -200 | 7.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -12,000 | 3.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 10,400 | 5.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -700 | 7.0 USD | American | 18/07/2025 |
| Common | Put Option | Purchased | -300 | 5.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 2,900 | 10.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 270,900 | 6.0 USD | American | 18/07/2025 |
| Common | Put Option | Purchased | -900 | 5.0 USD | American | 17/07/2026 |
| Common | Put Option | Purchased | -11,900 | 4.0 USD | American | 18/07/2025 |
| Common | Call Option | Purchased | 300 | 2.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 600,000 | 6.0 USD | American | 18/07/2025 |
| Common | Call Option | Purchased | 1,000 | 3.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 300 | 15.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -201,600 | 4.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -700 | 6.0 USD | American | 18/07/2025 |
| Common | Call Option | Purchased | 2,500 | 5.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -13,100 | 3.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -200 | 6.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 2,000 | 3.0 USD | American | 18/07/2025 |
| Common | Put Option | Purchased | -100 | 7.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -7,200 | 3.0 USD | American | 18/07/2025 |
| Common | Call Option | Purchased | 700 | 10.0 USD | American | 18/07/2025 |
| Common | Call Option | Purchased | 17,300 | 4.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -1,400 | 4.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -159,900 | 6.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -1,100 | 7.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -2,500 | 4.0 USD | American | 17/07/2026 |
| Common | Put Option | Sold | 300 | 5.0 USD | American | 18/07/2025 |
| Common | Call Option | Sold | -2,400 | 10.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -2,000 | 3.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -37,000 | 5.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -106,700 | 5.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -8,400 | 4.0 USD | American | 18/07/2025 |
| Common | Call Option | Sold | -100 | 2.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -651,300 | 5.0 USD | American | 18/07/2025 |
| Common | Call Option | Sold | -29,400 | 8.0 USD | American | 18/07/2025 |
| Common | Call Option | Sold | -200 | 7.0 USD | American | 18/07/2025 |
| Common | Call Option | Sold | -118,200 | 7.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -1,600 | 6.0 USD | American | 17/10/2025 |
| Common | Put Option | Sold | 2,600 | 3.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -700 | 12.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -1,400 | 3.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -300 | 3.0 USD | American | 17/07/2026 |
| Common | Put Option | Sold | 91,500 | 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 .
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