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Citadel Group
Major Shareholding Notification • Jul 22, 2025
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Major Shareholding Notification
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National Storage Mechanism | Additional information 
RNS Number : 0769S
Citadel Group
22 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 |
21 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: | 1,691,350 | 1.42 | 140,799 | 0.11 |
| (2) Cash-settled derivatives: | 631,260 | 0.53 | 0 | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 194,700 | 0.16 | 619,400 | 0.52 |
| TOTAL: | 2,517,310 | 2.12 | 760,199 | 0.64 |
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 | 383 | 4.5224 USD |
| Common | Buy Transaction | 23,367 | 4.5300 USD |
| Common | Buy Transaction | 500 | 4.5311 USD |
| Common | Buy Transaction | 53 | 4.5326 USD |
| Common | Buy Transaction | 595 | 4.5341 USD |
| Common | Buy Transaction | 4 | 4.5400 USD |
| Common | Buy Transaction | 980 | 4.5410 USD |
| Common | Buy Transaction | 700 | 4.5414 USD |
| Common | Buy Transaction | 1,093 | 4.5428 USD |
| Common | Buy Transaction | 44 | 4.5461 USD |
| Common | Buy Transaction | 1,600 | 4.5525 USD |
| Common | Buy Transaction | 27 | 4.5600 USD |
| Common | Buy Transaction | 830 | 4.5638 USD |
| Common | Buy Transaction | 4,647 | 4.5700 USD |
| Common | Buy Transaction | 2,314 | 4.5700 USD |
| Common | Buy Transaction | 1 | 4.5719 USD |
| Common | Buy Transaction | 928 | 4.5740 USD |
| Common | Buy Transaction | 1,067 | 4.5744 USD |
| Common | Buy Transaction | 400 | 4.5775 USD |
| Common | Buy Transaction | 23 | 4.5800 USD |
| Common | Buy Transaction | 120 | 4.5850 USD |
| Common | Buy Transaction | 700 | 4.5871 USD |
| Common | Buy Transaction | 1,557 | 4.5881 USD |
| Common | Buy Transaction | 1,311 | 4.5900 USD |
| Common | Buy Transaction | 2,905 | 4.5958 USD |
| Common | Buy Transaction | 999 | 4.5960 USD |
| Common | Buy Transaction | 52 | 4.5967 USD |
| Common | Buy Transaction | 4,750 | 4.5975 USD |
| Common | Buy Transaction | 2,168 | 4.5995 USD |
| Common | Buy Transaction | 1 | 4.5997 USD |
| Common | Buy Transaction | 812 | 4.6000 USD |
| Common | Buy Transaction | 4,570 | 4.6002 USD |
| Common | Buy Transaction | 807 | 4.6004 USD |
| Common | Buy Transaction | 150 | 4.6010 USD |
| Common | Buy Transaction | 1,879 | 4.6063 USD |
| Common | Buy Transaction | 1,666 | 4.6082 USD |
| Common | Buy Transaction | 42 | 4.6093 USD |
| Common | Buy Transaction | 1,333 | 4.6100 USD |
| Common | Buy Transaction | 1 | 4.6111 USD |
| Common | Buy Transaction | 400 | 4.6125 USD |
| Common | Buy Transaction | 12,800 | 4.6151 USD |
| Common | Buy Transaction | 2,687 | 4.6157 USD |
| Common | Buy Transaction | 962 | 4.6165 USD |
| Common | Buy Transaction | 186 | 4.6169 USD |
| Common | Buy Transaction | 400 | 4.6200 USD |
| Common | Buy Transaction | 2,058 | 4.6239 USD |
| Common | Buy Transaction | 22,132 | 4.6239 USD |
| Common | Buy Transaction | 200 | 4.6250 USD |
| Common | Buy Transaction | 3,827 | 4.6278 USD |
| Common | Buy Transaction | 17,344 | 4.6330 USD |
| Common | Buy Transaction | 1,978 | 4.6373 USD |
| Common | Buy Transaction | 2,518 | 4.6378 USD |
| Common | Buy Transaction | 1,972 | 4.6390 USD |
| Common | Buy Transaction | 2,544 | 4.6396 USD |
| Common | Buy Transaction | 1,097 | 4.6400 USD |
| Common | Buy Transaction | 206 | 4.6409 USD |
| Common | Buy Transaction | 1,366 | 4.6411 USD |
| Common | Buy Transaction | 9 | 4.6411 USD |
| Common | Buy Transaction | 478 | 4.6421 USD |
| Common | Buy Transaction | 2,074 | 4.6457 USD |
| Common | Buy Transaction | 634 | 4.6476 USD |
| Common | Buy Transaction | 338 | 4.6497 USD |
| Common | Buy Transaction | 1,411 | 4.6500 USD |
| Common | Buy Transaction | 460 | 4.6530 USD |
| Common | Buy Transaction | 210 | 4.6550 USD |
| Common | Buy Transaction | 4,600 | 4.6570 USD |
| Common | Buy Transaction | 910 | 4.6575 USD |
| Common | Buy Transaction | 4,665 | 4.6600 USD |
| Common | Buy Transaction | 77,067 | 4.6654 USD |
| Common | Buy Transaction | 78 | 4.6660 USD |
| Common | Buy Transaction | 380 | 4.6676 USD |
| Common | Buy Transaction | 1,712 | 4.6682 USD |
| Common | Buy Transaction | 4,835 | 4.6700 USD |
| Common | Buy Transaction | 500 | 4.6702 USD |
| Common | Buy Transaction | 400 | 4.6750 USD |
| Common | Buy Transaction | 100 | 4.6900 USD |
| Common | Buy Transaction | 107 | 4.6935 USD |
| Common | Buy Transaction | 17,265 | 4.6939 USD |
| Common | Buy Transaction | 7,766 | 4.6950 USD |
| Common | Buy Transaction | 300 | 4.6967 USD |
| Common | Buy Transaction | 2,005 | 4.6997 USD |
| Common | Buy Transaction | 478 | 4.7000 USD |
| Common | Buy Transaction | 922 | 4.7100 USD |
| Common | Sell Transaction | 18,696 | 4.5300 USD |
| Common | Sell Transaction | 1,020 | 4.5350 USD |
| Common | Sell Transaction | 132 | 4.5500 USD |
| Common | Sell Transaction | 73 | 4.5600 USD |
| Common | Sell Transaction | 410 | 4.5602 USD |
| Common | Sell Transaction | 2 | 4.5624 USD |
| Common | Sell Transaction | 600 | 4.5633 USD |
| Common | Sell Transaction | 282 | 4.5679 USD |
| Common | Sell Transaction | 562 | 4.5685 USD |
| Common | Sell Transaction | 100 | 4.5700 USD |
| Common | Sell Transaction | 770 | 4.5713 USD |
| Common | Sell Transaction | 200 | 4.5750 USD |
| Common | Sell Transaction | 1,087 | 4.5775 USD |
| Common | Sell Transaction | 2,017 | 4.5799 USD |
| Common | Sell Transaction | 100 | 4.5800 USD |
| Common | Sell Transaction | 1,614 | 4.5899 USD |
| Common | Sell Transaction | 300 | 4.5900 USD |
| Common | Sell Transaction | 261 | 4.5906 USD |
| Common | Sell Transaction | 300 | 4.5917 USD |
| Common | Sell Transaction | 6,191 | 4.5950 USD |
| Common | Sell Transaction | 1,078 | 4.6000 USD |
| Common | Sell Transaction | 14 | 4.6064 USD |
| Common | Sell Transaction | 1,643 | 4.6071 USD |
| Common | Sell Transaction | 472 | 4.6100 USD |
| Common | Sell Transaction | 1,900 | 4.6132 USD |
| Common | Sell Transaction | 1,300 | 4.6138 USD |
| Common | Sell Transaction | 2,854 | 4.6153 USD |
| Common | Sell Transaction | 2,293 | 4.6161 USD |
| Common | Sell Transaction | 4,002 | 4.6171 USD |
| Common | Sell Transaction | 1,176 | 4.6174 USD |
| Common | Sell Transaction | 766 | 4.6174 USD |
| Common | Sell Transaction | 303 | 4.6198 USD |
| Common | Sell Transaction | 688 | 4.6200 USD |
| Common | Sell Transaction | 17,270 | 4.6222 USD |
| Common | Sell Transaction | 1,600 | 4.6231 USD |
| Common | Sell Transaction | 2,516 | 4.6250 USD |
| Common | Sell Transaction | 5,127 | 4.6284 USD |
| Common | Sell Transaction | 580 | 4.6290 USD |
| Common | Sell Transaction | 10 | 4.6290 USD |
| Common | Sell Transaction | 8,441 | 4.6305 USD |
| Common | Sell Transaction | 5 | 4.6340 USD |
| Common | Sell Transaction | 100 | 4.6350 USD |
| Common | Sell Transaction | 458 | 4.6386 USD |
| Common | Sell Transaction | 10,205 | 4.6394 USD |
| Common | Sell Transaction | 3,800 | 4.6395 USD |
| Common | Sell Transaction | 10 | 4.6400 USD |
| Common | Sell Transaction | 634 | 4.6469 USD |
| Common | Sell Transaction | 211 | 4.6479 USD |
| Common | Sell Transaction | 571 | 4.6490 USD |
| Common | Sell Transaction | 1,103 | 4.6496 USD |
| Common | Sell Transaction | 1,110 | 4.6500 USD |
| Common | Sell Transaction | 4,989 | 4.6531 USD |
| Common | Sell Transaction | 410 | 4.6549 USD |
| Common | Sell Transaction | 273 | 4.6573 USD |
| Common | Sell Transaction | 2,379 | 4.6585 USD |
| Common | Sell Transaction | 1,275 | 4.6600 USD |
| Common | Sell Transaction | 280 | 4.6624 USD |
| Common | Sell Transaction | 400 | 4.6625 USD |
| Common | Sell Transaction | 77,067 | 4.6654 USD |
| Common | Sell Transaction | 800 | 4.6675 USD |
| Common | Sell Transaction | 6,100 | 4.6689 USD |
| Common | Sell Transaction | 9,404 | 4.6700 USD |
| Common | Sell Transaction | 500 | 4.6701 USD |
| Common | Sell Transaction | 2,488 | 4.6706 USD |
| Common | Sell Transaction | 906 | 4.6713 USD |
| Common | Sell Transaction | 900 | 4.6722 USD |
| Common | Sell Transaction | 4,572 | 4.6765 USD |
| Common | Sell Transaction | 592 | 4.6829 USD |
| Common | Sell Transaction | 200 | 4.6900 USD |
| Common | Sell Transaction | 1,471 | 4.7000 USD |
| Common | Sell Transaction | 1,380 | 4.7032 USD |
| Common | Sell Transaction | 6,100 | 4.7050 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 | 13,270 | 4.5671 USD |
| Common | CFD | Reducing long position | 700 | 4.5900 USD |
| Common | CFD | Reducing long position | 6,289 | 4.6560 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 | Put Option | Buy Transaction | 1,600 | 3.0000 USD | American | 2025-Oct-17 | 0.0500 USD |
| Common | Put Option | Buy Transaction | 400 | 3.0000 USD | American | 2025-Oct-17 | 0.1000 USD |
| Common | Call Option | Buy Transaction | 5,100 | 6.0000 USD | American | 2025-Sep-19 | 0.1000 USD |
| Common | Put Option | Buy Transaction | 100 | 3.0000 USD | American | 2026-Jan-16 | 0.2000 USD |
| Common | Call Option | Buy Transaction | 400 | 5.0000 USD | American | 2025-Aug-15 | 0.2000 USD |
| Common | Call Option | Buy Transaction | 600 | 5.0000 USD | American | 2025-Sep-19 | 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: | 22 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 | Call Option | Purchased | 300 | 15.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -900 | 5.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 5,100 | 6.0 USD | American | 19/09/2025 |
| Common | Put Option | Purchased | -2,400 | 4.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 4,900 | 5.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 3,000 | 10.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 100 | 7.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -13,200 | 3.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -200 | 6.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 600 | 5.0 USD | American | 19/09/2025 |
| Common | Call Option | Purchased | 1,000 | 3.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 300 | 2.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -200 | 7.0 USD | American | 15/08/2025 |
| Common | Call Option | Purchased | 18,300 | 4.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -201,700 | 4.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -12,000 | 3.0 USD | American | 15/08/2025 |
| Common | Put Option | Purchased | -100 | 7.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -900 | 5.0 USD | American | 17/07/2026 |
| Common | Call Option | Purchased | 69,800 | 6.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -1,100 | 7.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -100 | 2.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -36,900 | 5.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -2,400 | 10.0 USD | American | 17/07/2026 |
| Common | Put Option | Sold | 90,700 | 5.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -700 | 12.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -48,500 | 5.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -117,200 | 7.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -300 | 3.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -200 | 4.0 USD | American | 15/08/2025 |
| 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 | Call Option | Sold | -2,000 | 3.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -2,500 | 4.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -31,900 | 6.0 USD | American | 16/01/2026 |
| 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 | -141,100 | 5.0 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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