RNS Number : 8705X
Bank of America Merrill Lynch
03 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:

Bank Of America Corporation

(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.


(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:


(e)

Date position held/dealing undertaken:
 For an opening position disclosure, state the latest
practicable date prior to the disclosure

02/09/2025

(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"

No

 

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:

USD 0.01 common


Interests

Short Positions

Number

%

Number

%

(1)

Relevant securities owned
and/or controlled:

1,251,094

1.064%

602,952

0.513%

(2)

Cash-settled derivatives:

528,878

0.450%

1,138,855

0.969%

(3)

Stock-settled derivatives
(including options) and
agreements to purchase/sell:

0

0.000%

1,000

0.001%

TOTAL:

1,779,972

1.514%

1,742,807

1.482%

 

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

USD 0.01 common

Purchase

4

5.83 USD

USD 0.01 common

Purchase

36

5.84 USD

USD 0.01 common

Purchase

36

5.86 USD

USD 0.01 common

Purchase

72

5.88 USD

USD 0.01 common

Purchase

18

5.89 USD

USD 0.01 common

Purchase

126

5.9 USD

USD 0.01 common

Purchase

126

5.91 USD

USD 0.01 common

Purchase

198

5.92 USD

USD 0.01 common

Purchase

18

5.93 USD

USD 0.01 common

Purchase

18

5.94 USD

USD 0.01 common

Purchase

36

5.95 USD

USD 0.01 common

Purchase

18

5.965 USD

USD 0.01 common

Purchase

3

5.967 USD

USD 0.01 common

Purchase

111

5.97 USD

USD 0.01 common

Purchase

6

5.975 USD

USD 0.01 common

Purchase

3

5.977 USD

USD 0.01 common

Purchase

4

5.98 USD

USD 0.01 common

Purchase

114

5.99 USD

USD 0.01 common

Purchase

22

5.995 USD

USD 0.01 common

Purchase

9

5.996 USD

USD 0.01 common

Purchase

18

5.997 USD

USD 0.01 common

Purchase

1

6 USD

USD 0.01 common

Purchase

7

5.76 USD

USD 0.01 common

Purchase

209

5.79 USD

USD 0.01 common

Purchase

1

5.825 USD

USD 0.01 common

Purchase

1

5.845 USD

USD 0.01 common

Purchase

9

5.85 USD

USD 0.01 common

Purchase

9

5.865 USD

USD 0.01 common

Purchase

4

5.91 USD

USD 0.01 common

Purchase

21

5.931905 USD

USD 0.01 common

Purchase

1

5.94 USD

USD 0.01 common

Purchase

46

5.955 USD

USD 0.01 common

Purchase

200

5.9564 USD

USD 0.01 common

Purchase

2,426

5.96 USD

USD 0.01 common

Purchase

100

5.985 USD

USD 0.01 common

Purchase

1

6.04 USD

USD 0.01 common

Purchase

3

6.05 USD

USD 0.01 common

Purchase

2

6.06 USD

USD 0.01 common

Purchase

5

6.07 USD

USD 0.01 common

Purchase

20

5.915 USD

 

Class of relevant security

Purchase/sale

Number of
securities

Price per unit

USD 0.01 common

Sale

3

5.83 USD

USD 0.01 common

Sale

36

5.86 USD

USD 0.01 common

Sale

3

5.89 USD

USD 0.01 common

Sale

36

5.9 USD

USD 0.01 common

Sale

12

5.91 USD

USD 0.01 common

Sale

24

5.92 USD

USD 0.01 common

Sale

12

5.94 USD

USD 0.01 common

Sale

44

5.96 USD

USD 0.01 common

Sale

12

5.98 USD

USD 0.01 common

Sale

23

5.99 USD

USD 0.01 common

Sale

1

6 USD

USD 0.01 common

Sale

36

6.06 USD

USD 0.01 common

Sale

12

6.07 USD

USD 0.01 common

Sale

1

5.77 USD

USD 0.01 common

Sale

7

5.84 USD

USD 0.01 common

Sale

7

5.86 USD

USD 0.01 common

Sale

22

5.89 USD

USD 0.01 common

Sale

1

5.94 USD

USD 0.01 common

Sale

58

5.955 USD

USD 0.01 common

Sale

2958

5.96 USD

USD 0.01 common

Sale

5

5.98 USD

USD 0.01 common

Sale

1

5.99 USD

USD 0.01 common

Sale

3

6.01 USD

USD 0.01 common

Sale

2

6.06 USD

USD 0.01 common

Sale

547

5.9103 USD

USD 0.01 common

Sale

56

5.995 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

USD 0.01 common

Swaps - Equity Swaps

Increasing a Short Position

2,401

5.9625 USD

USD 0.01 common

Swaps - Equity Swaps

Reducing a Long Position

209

5.79199999999999 USD

USD 0.01 common

Swaps - Equity Swaps

Reducing a Short Position

21

5.8897 USD

USD 0.01 common

Swaps - Equity Swaps

Increasing a Short Position

21

5.93220499999999 USD

USD 0.01 common

Swaps - Equity Swaps

Opening a Short Position

200

5.95739999999999 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

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

(ii)

Exercise

Class of relevant security

Product description
e.g. call option

Exercising/
exercised
against

Number of
securities

Exercise Price per
unit

N/A

N/A

N/A

N/A

N/A

 

(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)

N/A

N/A

N/A

N/A

 

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:

03/09/2025

Contact name:

Frank Lui

Telephone number:

+44207 996 6418

 

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.

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:

Bank Of America Corporation

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

USD 0.01 common

Call Equity Options

Short

1,000

6 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:

None

 

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
dealing 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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