false
0001062231
0001062231
2025-07-22
2025-07-22
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF
1934
Date of Report (Date of earliest event reported): July 22, 2025
AMERICAN AXLE & MANUFACTURING HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware
|
1-14303 | |
38-3161171 |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) | |
(IRS Employer
Identification No.) |
|
One
Dauch Drive
Detroit, Michigan 48211-1198 | |
|
(Address of principal executive offices) (Zip Code) | |
(313) 758-2000 |
(Registrant’s telephone number, including area code) |
|
Not Applicable |
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Exchange
Act:
Title of each
class | |
Trading Symbol | |
Name of exchange
on which registered |
Common Stock, par value $0.01 per share | |
AXL | |
The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01. OTHER EVENTS.
On July 22, 2025, American
Axle & Manufacturing Holdings, Inc., a Delaware corporation (“AAM” or the “Company”), issued
a press release announcing the results of the general meeting of the shareholders of Dowlais Group plc (“Dowlais”),
a public limited company incorporated in England and Wales, and the Court Meeting of the High Court of Justice in England and Wales, each
held in connection with the Company’s recommended offer to acquire the entire issued and to be issued share capital of Dowlais.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit
No. |
|
Description |
99.1 |
|
Press Release, dated July 22, 2025. |
|
|
|
104 |
|
Cover Page Interactive Data File (formatted in Inline XBRL) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly
authorized.
|
|
AMERICAN AXLE & MANUFACTURING HOLDINGS, INC. |
|
|
|
Date: |
July 22, 2025 |
By: |
/s/ Matthew K. Paroly |
|
|
|
Matthew K. Paroly |
|
|
|
Vice President, General Counsel & Secretary |