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Citadel Group
Major Shareholding Notification • Sep 25, 2025
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Major Shareholding Notification
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National Storage Mechanism | Additional information 
RNS Number : 8649A
Citadel Group
25 September 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 |
24 September 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: | 1,085,551 | 0.91 | 130,331 | 0.10 |
| (2) Cash-settled derivatives: | 0 | 0.00 | 0 | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 467,500 | 0.39 | 1,041,300 | 0.87 |
| TOTAL: | 1,553,051 | 1.30 | 1,171,631 | 0.98 |
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 | 265 | 6.0000 USD |
| Common | Buy Transaction | 4,900 | 6.0050 USD |
| Common | Buy Transaction | 1,158 | 6.0100 USD |
| Common | Buy Transaction | 104 | 6.0115 USD |
| Common | Buy Transaction | 1 | 6.0118 USD |
| Common | Buy Transaction | 2,312 | 6.0132 USD |
| Common | Buy Transaction | 221 | 6.0188 USD |
| Common | Buy Transaction | 414 | 6.0193 USD |
| Common | Buy Transaction | 208 | 6.0200 USD |
| Common | Buy Transaction | 2,994 | 6.0225 USD |
| Common | Buy Transaction | 11,672 | 6.0251 USD |
| Common | Buy Transaction | 200 | 6.0275 USD |
| Common | Buy Transaction | 1,755 | 6.0300 USD |
| Common | Buy Transaction | 1,100 | 6.0301 USD |
| Common | Buy Transaction | 167 | 6.0301 USD |
| Common | Buy Transaction | 422 | 6.0310 USD |
| Common | Buy Transaction | 245 | 6.0328 USD |
| Common | Buy Transaction | 4,892 | 6.0334 USD |
| Common | Buy Transaction | 810 | 6.0349 USD |
| Common | Buy Transaction | 1,068 | 6.0350 USD |
| Common | Buy Transaction | 123 | 6.0350 USD |
| Common | Buy Transaction | 111 | 6.0350 USD |
| Common | Buy Transaction | 5,531 | 6.0371 USD |
| Common | Buy Transaction | 4,600 | 6.0372 USD |
| Common | Buy Transaction | 840 | 6.0378 USD |
| Common | Buy Transaction | 479 | 6.0378 USD |
| Common | Buy Transaction | 1,076 | 6.0394 USD |
| Common | Buy Transaction | 409 | 6.0396 USD |
| Common | Buy Transaction | 1,701 | 6.0396 USD |
| Common | Buy Transaction | 99 | 6.0400 USD |
| Common | Buy Transaction | 751 | 6.0401 USD |
| Common | Buy Transaction | 6,661 | 6.0403 USD |
| Common | Buy Transaction | 1,638 | 6.0410 USD |
| Common | Buy Transaction | 659 | 6.0415 USD |
| Common | Buy Transaction | 71 | 6.0417 USD |
| Common | Buy Transaction | 197 | 6.0425 USD |
| Common | Buy Transaction | 1,900 | 6.0433 USD |
| Common | Buy Transaction | 325 | 6.0444 USD |
| Common | Buy Transaction | 4,396 | 6.0448 USD |
| Common | Buy Transaction | 110 | 6.0450 USD |
| Common | Buy Transaction | 289 | 6.0450 USD |
| Common | Buy Transaction | 100 | 6.0451 USD |
| Common | Buy Transaction | 249 | 6.0456 USD |
| Common | Buy Transaction | 546 | 6.0461 USD |
| Common | Buy Transaction | 675 | 6.0474 USD |
| Common | Buy Transaction | 197 | 6.0477 USD |
| Common | Buy Transaction | 34 | 6.0479 USD |
| Common | Buy Transaction | 180 | 6.0491 USD |
| Common | Buy Transaction | 2,293 | 6.0496 USD |
| Common | Buy Transaction | 9,886 | 6.0500 USD |
| Common | Buy Transaction | 1,558 | 6.0501 USD |
| Common | Buy Transaction | 1 | 6.0542 USD |
| Common | Buy Transaction | 9,471 | 6.0542 USD |
| Common | Buy Transaction | 1,961 | 6.0543 USD |
| Common | Buy Transaction | 2,283 | 6.0547 USD |
| Common | Buy Transaction | 909 | 6.0550 USD |
| Common | Buy Transaction | 253 | 6.0551 USD |
| Common | Buy Transaction | 156 | 6.0572 USD |
| Common | Buy Transaction | 500 | 6.0575 USD |
| Common | Buy Transaction | 1,047 | 6.0580 USD |
| Common | Buy Transaction | 393 | 6.0587 USD |
| Common | Buy Transaction | 5,001 | 6.0600 USD |
| Common | Buy Transaction | 4,572 | 6.0611 USD |
| Common | Buy Transaction | 8,883 | 6.0611 USD |
| Common | Buy Transaction | 589 | 6.0614 USD |
| Common | Buy Transaction | 687 | 6.0651 USD |
| Common | Buy Transaction | 324 | 6.0682 USD |
| Common | Buy Transaction | 210 | 6.0700 USD |
| Common | Buy Transaction | 1,298 | 6.0716 USD |
| Common | Buy Transaction | 57 | 6.0730 USD |
| Common | Buy Transaction | 77 | 6.0800 USD |
| Common | Buy Transaction | 7 | 6.1086 USD |
| Common | Buy Transaction | 70 | 6.1100 USD |
| Common | Buy Transaction | 650 | 6.1200 USD |
| Common | Buy Transaction | 10,445 | 6.1800 USD |
| Common | Buy Transaction | 100 | 6.1900 USD |
| Common | Sell Transaction | 7 | 6.0000 USD |
| Common | Sell Transaction | 10 | 6.0050 USD |
| Common | Sell Transaction | 722 | 6.0063 USD |
| Common | Sell Transaction | 1 | 6.0100 USD |
| Common | Sell Transaction | 13,220 | 6.0150 USD |
| Common | Sell Transaction | 394 | 6.0151 USD |
| Common | Sell Transaction | 1,468 | 6.0195 USD |
| Common | Sell Transaction | 16 | 6.0200 USD |
| Common | Sell Transaction | 312 | 6.0204 USD |
| Common | Sell Transaction | 3,224 | 6.0232 USD |
| Common | Sell Transaction | 335 | 6.0295 USD |
| Common | Sell Transaction | 2,522 | 6.0300 USD |
| Common | Sell Transaction | 3,378 | 6.0307 USD |
| Common | Sell Transaction | 120 | 6.0317 USD |
| Common | Sell Transaction | 3,398 | 6.0326 USD |
| Common | Sell Transaction | 578 | 6.0336 USD |
| Common | Sell Transaction | 295 | 6.0349 USD |
| Common | Sell Transaction | 108 | 6.0350 USD |
| Common | Sell Transaction | 47 | 6.0351 USD |
| Common | Sell Transaction | 500 | 6.0360 USD |
| Common | Sell Transaction | 536 | 6.0363 USD |
| Common | Sell Transaction | 185 | 6.0370 USD |
| Common | Sell Transaction | 2,776 | 6.0371 USD |
| Common | Sell Transaction | 1,621 | 6.0386 USD |
| Common | Sell Transaction | 774 | 6.0387 USD |
| Common | Sell Transaction | 1,511 | 6.0393 USD |
| Common | Sell Transaction | 1,777 | 6.0395 USD |
| Common | Sell Transaction | 1,752 | 6.0400 USD |
| Common | Sell Transaction | 11,577 | 6.0402 USD |
| Common | Sell Transaction | 66 | 6.0411 USD |
| Common | Sell Transaction | 218 | 6.0440 USD |
| Common | Sell Transaction | 52 | 6.0442 USD |
| Common | Sell Transaction | 550 | 6.0450 USD |
| Common | Sell Transaction | 457 | 6.0450 USD |
| Common | Sell Transaction | 6,700 | 6.0453 USD |
| Common | Sell Transaction | 8,901 | 6.0456 USD |
| Common | Sell Transaction | 34 | 6.0465 USD |
| Common | Sell Transaction | 996 | 6.0467 USD |
| Common | Sell Transaction | 263 | 6.0470 USD |
| Common | Sell Transaction | 18 | 6.0472 USD |
| Common | Sell Transaction | 274 | 6.0490 USD |
| Common | Sell Transaction | 232 | 6.0494 USD |
| Common | Sell Transaction | 102 | 6.0498 USD |
| Common | Sell Transaction | 18,203 | 6.0500 USD |
| Common | Sell Transaction | 1,006 | 6.0550 USD |
| Common | Sell Transaction | 3,200 | 6.0557 USD |
| Common | Sell Transaction | 3,900 | 6.0565 USD |
| Common | Sell Transaction | 9,777 | 6.0566 USD |
| Common | Sell Transaction | 25 | 6.0592 USD |
| Common | Sell Transaction | 4,315 | 6.0600 USD |
| Common | Sell Transaction | 3,066 | 6.0630 USD |
| Common | Sell Transaction | 3,522 | 6.0650 USD |
| Common | Sell Transaction | 22,800 | 6.0784 USD |
| Common | Sell Transaction | 163 | 6.0800 USD |
| Common | Sell Transaction | 162 | 6.0831 USD |
| Common | Sell Transaction | 23,000 | 6.0907 USD |
| Common | Sell Transaction | 10 | 6.0950 USD |
| Common | Sell Transaction | 5 | 6.1000 USD |
| Common | Sell Transaction | 22,540 | 6.1100 USD |
| Common | Sell Transaction | 1,547 | 6.1150 USD |
| Common | Sell Transaction | 2,830 | 6.1200 USD |
| Common | Sell Transaction | 428 | 6.1212 USD |
| Common | Sell Transaction | 379 | 6.1226 USD |
| Common | Sell Transaction | 167 | 6.1230 USD |
| Common | Sell Transaction | 21 | 6.1248 USD |
| Common | Sell Transaction | 295 | 6.1535 USD |
| Common | Sell Transaction | 200 | 6.1600 USD |
| Common | Sell Transaction | 200 | 6.1900 USD |
| Common | Sell Transaction | 100 | 6.2000 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 | Call Option | Buy Transaction | 700 | 10.0000 USD | American | 2026-07-17 | 0.2900 USD |
| Common | Call Option | Buy Transaction | 100 | 7.0000 USD | American | 2026-01-16 | 0.4200 USD |
| Common | Call Option | Buy Transaction | 400 | 5.0000 USD | American | 2025-10-17 | 1.0700 USD |
| Common | Call Option | Sell Transaction | 500 | 8.0000 USD | American | 2026-01-16 | 0.3000 USD |
| Common | Call Option | Sell Transaction | 100 | 7.0000 USD | American | 2026-01-16 | 0.3700 USD |
| Common | Call Option | Sell Transaction | 800 | 6.0000 USD | American | 2026-01-16 | 0.8500 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: | 25 September 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 | -216,000 | 4.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -17,200 | 3.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 3,100 | 10.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 15,100 | 6.0 USD | American | 17/04/2026 |
| Common | Put Option | Purchased | -10,800 | 5.0 USD | American | 17/04/2026 |
| Common | Put Option | Purchased | -500 | 7.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 50,200 | 6.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 2,700 | 7.0 USD | American | 17/07/2026 |
| Common | Call Option | Purchased | 500 | 6.0 USD | American | 21/11/2025 |
| Common | Call Option | Purchased | 300 | 3.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 38,200 | 10.0 USD | American | 17/07/2026 |
| Common | Call Option | Purchased | 15,700 | 4.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 300 | 2.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 100 | 7.0 USD | American | 21/11/2025 |
| Common | Put Option | Purchased | -500 | 3.0 USD | American | 18/12/2026 |
| Common | Call Option | Purchased | 176,400 | 5.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 10,300 | 7.0 USD | American | 18/12/2026 |
| Common | Call Option | Purchased | 100 | 9.0 USD | American | 17/04/2026 |
| Common | Call Option | Purchased | 46,100 | 6.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -200 | 7.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -800 | 7.0 USD | American | 17/07/2026 |
| Common | Call Option | Purchased | 200 | 11.0 USD | American | 17/04/2026 |
| Common | Call Option | Purchased | 2,600 | 5.0 USD | American | 17/04/2026 |
| Common | Put Option | Purchased | -2,700 | 5.0 USD | American | 17/07/2026 |
| Common | Call Option | Purchased | 800 | 3.0 USD | American | 17/07/2026 |
| Common | Call Option | Purchased | 9,600 | 7.0 USD | American | 17/10/2025 |
| Common | Call Option | Purchased | 1,000 | 8.0 USD | American | 17/10/2025 |
| Common | Put Option | Purchased | -8,200 | 6.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -500 | 3.0 USD | American | 17/04/2026 |
| Common | Call Option | Sold | -12,500 | 15.0 USD | American | 16/01/2026 |
| Common | Put Option | Sold | 91,700 | 5.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -52,500 | 5.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -160,300 | 7.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -1,400 | 4.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -1,400 | 3.0 USD | American | 16/01/2026 |
| Common | Put Option | Sold | 200 | 6.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -6,200 | 12.0 USD | American | 16/01/2026 |
| Common | Put Option | Sold | 1,700 | 5.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -508,800 | 7.0 USD | American | 17/04/2026 |
| Common | Call Option | Sold | -900 | 4.0 USD | American | 17/07/2026 |
| Common | Put Option | Sold | 600 | 3.0 USD | American | 17/10/2025 |
| Common | Call Option | Sold | -39,400 | 5.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -100 | 1.0 USD | American | 17/07/2026 |
| Common | Call Option | Sold | -400 | 5.0 USD | American | 18/12/2026 |
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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