FORM 11-K/A
Table of Contents

 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM 11-K/A
     
þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2008
OR
     
o   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
     
  For the transition period from                      to                     
Commission File Number: 1-14303
AMERICAN AXLE & MANUFACTURING, INC. PERSONAL SAVINGS PLAN
FOR HOURLY-RATE ASSOCIATES
(Full title of the plan)
American Axle & Manufacturing Holdings, Inc.
One Dauch Drive, Detroit, MI 48211-1198
(Name of issuer of the securities held pursuant to the plan and the address of its principal
executive offices)
(313) 758-2000
(Registrant’s telephone number,
including area code)
 
 

 


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AMERICAN AXLE &
MANUFACTURING,
INC. PERSONAL
SAVINGS PLAN FOR
HOURLY-RATE
ASSOCIATES
FINANCIAL STATEMENTS
December 31, 2008 and 2007

 


 

AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
TABLE OF CONTENTS
 
         
    Page  
 
       
    1  
 
       
FINANCIAL STATEMENTS:
       
 
       
    2  
 
       
    3  
 
       
    4  
 
       
       
 
       
    15  
 
       
EXHIBITS:
       
 
       
Exhibit 23 — Consent of George Johnson & Company, Independent Registered Public Accounting Firm
    18  
 EX-23

 


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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
June 26, 2009
To the Participants and Plan Administrator
American Axle & Manufacturing, Inc. Personal Savings Plan for Hourly-Rate Associates
Detroit, Michigan
We have audited the accompanying statements of net assets available for benefits of the American Axle & Manufacturing, Inc. Personal Savings Plan for Hourly-Rate Associates (the “Plan”) as of December 31, 2008 and 2007, and the related statement of changes in net assets available for benefits for the year ended December 31, 2008. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the aforementioned financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2008 and 2007, and the changes in net assets available for benefits for the year ended December 31, 2008, in conformity with accounting principles generally accepted in the United States of America.
As discussed in Note 2, effective January 1, 2008, the Plan has adopted the fair value measurement and disclosure provisions contained in Statement of Financial Accounting Standards (“SFAS”) No. 157, “Fair Value Measurements,” and SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities — Including an Amendment of FASB Statement No. 115.”
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets held for investment purposes as of December 31, 2008 is presented for purposes of complying with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, as amended, and is not a required part of the basic financial statements. This schedule has been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.
/s/ GEORGE JOHNSON & COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
Detroit, Michigan

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2008 AND 2007

 
                 
    2008     2007  
 
               
ASSETS:
               
Participant-directed investments:
               
Investments, at fair value (Notes 2 and 3):
               
Investments in registered investment companies
  $ 98,428,949     $ 214,809,213  
Common stock — American Axle & Manufacturing Holdings, Inc.
    3,731,094       4,125,176  
Collective trust fund
    29,680,759       36,068,038  
Participant loans receivable
    14,820,168       19,677,664  
 
           
 
               
Total Investments
    146,660,970       274,680,091  
 
           
 
               
Receivables:
               
Participant contributions
          463,334  
Employer contributions
    320,850        
Receivable from broker for securities sold
    18,107        
 
           
 
               
Total Receivables
    338,957       463,334  
 
           
 
               
Total Assets
    146,999,927       275,143,425  
 
               
LIABILITIES:
               
Excess contributions refundable
    265,699        
 
           
 
               
Net Assets Reflecting All Investments at Fair Value
    146,734,228       275,143,425  
 
               
Adjustment from fair value to contract value for fully benefit-responsive investment contracts (Note 3)
    1,204,456       273,455  
 
           
 
               
NET ASSETS AVAILABLE FOR BENEFITS
  $ 147,938,684     $ 275,416,880  
 
           
See accompanying notes to financial statements.

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2008

 
         
    Participant-  
    Directed  
    Investments  
 
       
ADDITIONS:
       
Participant contributions
  $ 6,527,811  
Employer contributions
    342,703  
 
     
 
       
Total Contributions
    6,870,514  
 
       
Interest income on participant loans
    573,502  
Dividends
    11,402,148  
 
     
 
       
Total Additions
    18,846,164  
 
     
 
       
DEDUCTIONS:
       
Benefits paid to participants
    69,032,483  
Administrative expenses
    28,387  
Net depreciation in fair value of investments (Note 3)
    77,111,317  
Transfer of assets to American Axle & Manufacturing, Inc. Salaried Savings Plan
    152,173  
 
     
 
       
Total Deductions
    146,324,360  
 
     
 
       
DECREASE IN NET ASSETS AVAILABLE FOR BENEFITS
    (127,478,196 )
 
       
NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR
    275,416,880  
 
     
 
       
NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR
  $ 147,938,684  
 
     
See accompanying notes to financial statements.

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
1.   DESCRIPTION OF THE PLAN
 
    General — The following description of the American Axle & Manufacturing, Inc. Personal Savings Plan for Hourly-Rate Associates (the “Plan”) provides only general information. Participants should refer to the summary plan description for more complete details of the Plan’s provisions. Copies of the summary plan description are available from the human resource department of American Axle & Manufacturing, Inc. (the “Company”).
 
    The Plan, established March 1, 1994, is a defined contribution plan covering substantially all U.S. employees of the Company and employees of the Company’s U.S. subsidiaries who are members of the International Union, United Automobile, Aerospace, and Agricultural Implement Workers of America (“UAW”), the International Association of Machinists and Aerospace Workers (“IAM”) and other non-union employees. The collective bargaining agreements which cover the above employees expire in various years beginning in 2008 through 2012. The Company may amend, modify, suspend, or terminate the Plan to the extent not precluded by the applicable agreements. No amendment, modification, suspension, or termination of the Plan shall have the effect of providing that any amounts then held under the Plan may be used or diverted to any purpose other than for the exclusive benefit of members or their beneficiaries. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).
 
    Contributions — The Plan provides for each participant to contribute from 1% to 40% of his or her eligible earnings. Participant contributions may be made on a pre-tax or after-tax basis. In 2007, eligible associates of Colfor Manufacturing, Inc. received a Company match of 25% of associates’ contributions up to 6% of eligible salary. Participants over age 50 were eligible to contribute an additional $5,000 in each of the 2007 and 2008 calendar years as a catch-up contribution. Certain limitations exist as defined in the Plan agreement as to maximum contribution amounts. Additionally, participants may transfer funds into the Plan from other qualified plans. Employee participation is voluntary.
 
    Effective January 1, 2009, UAW associates with less than 20 years of service, other than associates at the Three Rivers facility, will receive a Company match of 25% of associates’ contributions up to 6% of eligible salary. These associates will also receive an additional retirement contribution of 5% of eligible salary. Also effective January 1, 2009, associates at the Three Rivers facility will receive a Company contribution of 5% of gross wages paid for all hours an associate works.
 
    Vesting — Each participant is fully vested in the assets credited to his or her account, and no portion of such account shall be subject to forfeiture.

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
1.   DESCRIPTION OF THE PLAN (CONTINUED)
 
    Investment Options — Participants may direct investments to be split among any of the investment fund options available.
 
    Participant Loans — The Plan allows participants to borrow against their account balances with repayment through payroll deductions. Loans may range from a minimum of $1,000 to a maximum of $50,000 or 50% of the participant’s vested account balance, whichever is less.
 
    Hardship Withdrawals — The Plan provides for early withdrawal of savings in the event of a participant’s financial hardship. A financial hardship is considered to be those amounts necessary to prevent an eviction from, or mortgage foreclosure on, the participant’s principal residence, extraordinary medical expenses for one or more members of the participant’s immediate family not covered by insurance, post-secondary tuition for one or more members of the participant’s immediate family, or the purchase or construction of a principal place of residence. A financial hardship exists only when funds are not reasonably available from the participant’s other sources, and the amount withdrawn must not exceed the amount needed in the situation.
 
2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
    General — The financial statements of the Plan are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
 
    Changes in Accounting Principles In September 2006, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“SFAS”) No. 157, “Fair Value Measurements.” This statement, which became effective January 1, 2008, defines “fair value,” establishes a framework for measuring fair value in accordance with accounting principles generally accepted in the United States of America, and expands disclosure requirements regarding fair value measurements. The Plan adopted the requirements of SFAS No. 157 as of January 1, 2008 without a material impact on its financial statements.
 
    In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities — Including an Amendment of FASB Statement No. 115.” This statement permits measurement of financial instruments and certain other items at fair value. The Plan adopted this statement effective January 1, 2008 and has not elected the permitted fair value measurement provisions of this statement.

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
    Changes in Accounting Principles (continued) In February 2008, the FASB issued FASB Staff Position (“FSP”) No. FAS 157-2, “Effective Date of FASB Statement No. 157,” which delays the effective date of SFAS No. 157 for nonfinancial assets and nonfinancial liabilities that are recognized or disclosed in the financial statements on a nonrecurring basis to fiscal years beginning after November 15, 2008. The Plan does not have any nonfinancial assets or nonfinancial liabilities.
 
    Valuation of Investments — The Plan’s investments are stated at fair value. The shares of registered investment companies and common stock, as well as the units of collective trust funds, are valued at quoted market prices that represent the asset value of the shares or units held by the Plan at year-end. The fair value of participant loans receivable approximates their cost.
 
    Under FSP AAG INV-1 and SOP 94-4-1, “Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans,” investment contracts held by a defined contribution plan, including collective trust funds holding investment contracts, are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. As required by the FSP, the statements of net assets available for benefits present the fair value of the collective trust fund holding investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The statement of changes in net assets available for benefits is prepared on a contract value basis.
 
    Fair Value Measurements — The Plan uses fair value measurements in the preparation of its financial statements, which utilize various inputs, including those that can be readily observable, corroborated, or are generally unobservable. The Plan utilizes market-based data and valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. Additionally, the Plan applies assumptions that market participants would use in pricing an asset or liability, including assumptions about risk.

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
    Fair Value Measurements (continued) — SFAS No. 157 establishes a framework for measuring fair value, which includes a hierarchy based on the quality of inputs used to measure fair value, and provides specific disclosure requirements based on the hierarchy. SFAS No. 157 requires the categorization of financial assets and liabilities, based on the inputs to the valuation technique, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs.
 
    The various levels of the SFAS No. 157 fair value hierarchy are described as follows:
    Level 1 — Financial assets and liabilities whose values are based on unadjusted quoted market prices for identical assets and liabilities in an active market that the Plan has the ability to access
 
    Level 2 — Financial assets and liabilities whose values are based on quoted prices in markets that are not active or model inputs that are observable for substantially the full term of the asset or liability
 
    Level 3 — Financial assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement
SFAS No. 157 requires the use of observable market data, when available, in making fair value measurements. When inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement.
Use of Estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and the reported amounts of increases or decreases in net assets available for benefits during the reporting period. Actual results could differ from those estimates. The Plan invests in various securities, including mutual funds. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets available for benefits.

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
3.   INVESTMENTS
 
    The fair value of individual investments that exceed five percent of the Plan’s net assets available for benefits is as follows as of December 31, 2008 and 2007:
                                 
    2008   2007
    Number           Number    
    of Shares   Fair   of Shares   Fair
    or Units   Value   or Units   Value
Fidelity Low-Priced Stock Fund
    1,369,454.053     $ 31,661,778       1,847,623.359     $ 75,992,749  
Fidelity Managed Income Portfolio II Fund
    30,885,215.250       29,680,759       36,341,492.670       36,068,038  
Spartan U.S. Equity Index Fund
    726,059.073       23,161,284       987,628.119       51,257,899  
Participant loans receivable
    n/a       14,820,168       n/a       19,677,664  
Fidelity Diversified International Fund
    494,788.014       10,642,890       756,828.978       30,197,476  
PIMCO Total Return Institutional Class Fund
    1,045,164.525       10,597,968       1,013,723.223       10,836,701  
Fidelity Freedom 2020 Fund
    699,483.517       7,029,809       972,884.712       15,381,307  
The Plan’s investment in the Fidelity Managed Income Portfolio II Fund includes wrapper contracts with a fair value of $27,557 and $0 as of December 31, 2008 and 2007, respectively.
For the year ended December 31, 2008, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value as follows:
         
Common stock — American Axle & Manufacturing Holdings, Inc.
  $ (5,279,008 )
Investments in registered investment companies
    (71,832,309 )
 
     
Net Depreciation in Value
  $ (77,111,317 )
 
     

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
3.   INVESTMENTS (CONTINUED)
 
    The Plan’s fair value hierarchy for those assets that are measured at fair value on a recurring basis as of December 31, 2008, and the Plan’s investments as of December 31, 2007, are summarized as follows:
                                         
    2008     Totals  
    Fair Value Measurements              
    Quoted                          
    Prices in                          
    Active     Significant                    
    Markets for     Other     Significant              
    Identical     Observable     Unobservable              
    Assets     Inputs     Inputs              
    (Level 1)     (Level 2)     (Level 3)     2008     2007  
 
                                       
ASSETS:
                                       
Investments, at fair value:
                                       
Investments in registered investment companies
  $ 98,428,949     $     $     $ 98,428,949     $ 214,809,213  
Common stock — American Axle & Manufacturing Holdings, Inc.
    3,731,094                       3,731,094       4,125,176  
Collective trust fund
            29,680,759               29,680,759       36,068,038  
Participant loans receivable
                    14,820,168       14,820,168       19,677,664  
 
                             
 
                                       
Total Investments at Fair Value
    102,160,043       29,680,759       14,820,168       146,660,970       274,680,091  
 
                                       
Adjustment from fair value to contract value for fully benefit-responsive investment contracts
            1,204,456               1,204,456       273,455  
 
                             
 
                                       
 
  $ 102,160,043     $ 30,885,215     $ 14,820,168     $ 147,865,426     $ 274,953,546  
 
                             

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
3.   INVESTMENTS (CONTINUED)
 
    As of December 31, 2008 and 2007, the Plan held the following investments with various parties-in-interest:
                 
    2008     2007  
 
               
Registered investment companies managed by Fidelity Management Trust Company (“Fidelity”)
  $ 82,704,724     $ 192,532,853  
Collective trust fund managed by Fidelity (at contract value)
    30,885,215       36,341,493  
Common stock — American Axle & Manufacturing Holdings, Inc.
    3,731,094       4,125,176  
Participant loans receivable
    14,820,168       19,677,664  
 
           
 
               
 
  $ 132,141,201     $ 252,677,186  
 
           
    The fair value reconciliation of the Plan’s Level 3 assets that are measured at fair value on a recurring basis for the year ended December 31, 2008 is as follows:
         
    Participant  
    Loans  
    Receivable  
CHANGES IN LEVEL 3 ASSETS:
       
Purchases, issuances, and settlements
  $ (4,857,496 )
 
     
 
       
DECREASE IN LEVEL 3 ASSETS
    (4,857,496 )
 
       
BALANCE, JANUARY 1, 2008
    19,677,664  
 
     
 
       
BALANCE, DECEMBER 31, 2008
  $ 14,820,168  
 
     

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
4.   PLAN TERMINATION
 
    Although it has not expressed any intent to do so, the Company reserves the right to terminate the Plan, subject to the provisions of ERISA and any applicable agreements. In the event of Plan termination, each participant would have a nonforfeitable right to his or her total account balance as of the date of termination.
 
5.   TRANSACTIONS WITH PARTIES-IN-INTEREST
 
    Fees for accounting, legal, and trustee services were paid by the Company on behalf of the Plan. The fees paid by the Company for services rendered by parties-in-interest were based on customary and reasonable rates for such services.
 
    Certain investments held by the Plan as of December 31, 2008 and 2007 are managed by Fidelity, the trustee and custodian of the Plan. Such investments fall within the investment guidelines of the Plan and are considered parties-in-interest. See Note 3 for investments held by the Plan with various parties-in-interest.
 
6.   INCOME TAX STATUS
 
    The Plan obtained its latest determination letter on July 18, 2002, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code (“IRC”). The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan’s tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
7.   RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
 
    The following is a reconciliation of net assets available for benefits from the financial statements to Form 5500 as of December 31, 2008 and 2007:
                 
    2008     2007  
 
Net assets available for benefits, financial statements
  $ 147,985,401     $ 275,416,880  
Less: Adjustment to reflect fully benefit-responsive investment contracts at fair value
    (1,204,456 )     (273,455 )
 
           
 
               
Net Assets Available for Benefits, Form 5500
  $ 146,780,945     $ 275,143,425  
 
           
    The collective trust fund, which holds fully benefit-responsive investment contracts, is adjusted to contract value in the accompanying financial statements. Such investments are required to be reported at fair value on Form 5500.
 
    The following amounts recorded on the 2008 Form 5500 are not recorded on the 2008 financial statements:
Net investment loss from common and collective trusts   $       (931,001 )
     
8.   NEW ACCOUNTING PRONOUNCEMENTS
 
    The FASB has issued FASB Interpretation (“FIN”) No. 48, “Accounting for Uncertainty in Income Taxes.” FIN No. 48 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with SFAS No. 109, “Accounting for Income Taxes,” prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return, and also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. FIN No. 48 applies to the Plan’s financial statements for the year ending December 31, 2009. The Plan’s management does not anticipate the implementation of this interpretation to have any impact on the Plan’s financial statements.

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008

 
9.   SUBSEQUENT EVENT
 
    Effective May 1, 2009, the American Axle Stock Fund was frozen to new contributions and exchanges into the fund. Following the freeze, on May 22, 2009, participants in the American Axle Stock Fund were provided notice that the stock fund will be discontinued and removed as an investment option under the Plan beginning June 22, 2009. As of June 24, 2009, all interest in the American Axle Stock Fund was liquidated to be transferred to the fund(s) designated by each participant or to the Fidelity Freedom Fund® Lifecycle investment option.

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SUPPLEMENTAL SCHEDULE


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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
(Federal Employer Identification Number: 38-3138388; Plan Number: 004)
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (Form 5500, Schedule H, Item 4i)
DECEMBER 31, 2008

 
                             
        Description of Investment                
        (Including Maturity Date,                
Party-in-   Identity of Issue, Borrower,   Rate of Interest, Collateral,             Current  
Interest   Lessor, or Similar Party   and Par or Maturity Value)     Cost     Value  
   
 
                       
   
Registered Investment Companies:
                       
   
Managed by Fidelity Management Trust Company:
                       
*  
Fidelity Low-Priced Stock Fund
 
1,369,454.053 shares
    (a )   $ 31,661,778  
*  
Fidelity Diversified International Fund
 
494,788.014 shares
    (a )     10,642,890  
*  
Fidelity Freedom Income Fund
 
160,238.053 shares
    (a )     1,531,876  
*  
Fidelity Freedom 2000 Fund
 
18,754.537 shares
    (a )     188,483  
*  
Fidelity Freedom 2010 Fund
 
168,426.993 shares
    (a )     1,744,904  
*  
Fidelity Freedom 2020 Fund
 
699,483.517 shares
    (a )     7,029,809  
*  
Fidelity Freedom 2030 Fund
 
407,508.308 shares
    (a )     3,977,281  
*  
Fidelity Freedom 2040 Fund
 
227,403.767 shares
    (a )     1,271,187  
*  
Fidelity Freedom 2005 Fund
 
16,038.624 shares
    (a )     134,564  
*  
Fidelity Freedom 2015 Fund
 
105,846.335 shares
    (a )     906,045  
*  
Fidelity Freedom 2025 Fund
 
16,681.771 shares
    (a )     137,291  
*  
Fidelity Freedom 2035 Fund
 
17,330.476 shares
    (a )     139,164  
*  
Fidelity Freedom 2045 Fund
 
13,859.353 shares
    (a )     91,195  
*  
Fidelity Freedom 2050 Fund
 
13,463.381 shares
    (a )     86,973  
*  
Spartan U.S. Equity Index Fund
 
726,059.073 shares
    (a )     23,161,284  
   
 
                     
   
 
                       
   
 
                    82,704,724  
   
 
                       
   
Other:
                       
   
PIMCO Total Return Institutional Class Fund
 
1,045,164.525 shares
    (a )     10,597,968  
   
PIMCO High Yield Institutional Class Fund
 
323,019.462 shares
    (a )     2,161,000  
   
First American Mid Cap Growth Opportunity Y Fund
 
18,155.219 shares
    (a )     426,103  
   
American Funds Growth Fund of America R5 Fund
 
35,626.431 shares
    (a )     728,204  
   
Fifth Third Disciplined Large Cap Value Fund I
 
32,814.224 shares
    (a )     262,842  
   
Domini Social Equity R Fund
 
71,843.805 shares
    (a )     450,461  
   
Munder Small Cap Value Y Class Fund
 
39,684.160 shares
    (a )     485,734  
   
American Beacon Small Cap Value Institutional Class Fund
 
51,989.184 shares
    (a )     611,913  
   
 
                     
   
 
                       
   
 
                    98,428,949  
   
 
                       
   
Common Stock:
                       
   
American Axle & Manufacturing
                       
*  
Holdings, Inc.
 
1,291,035.983 shares
    (a )     3,731,094  
   
 
                       
   
Collective Trust Fund:
                       
*  
Fidelity Managed Income Portfolio
                       
   
II Fund (including wrapper contracts)
 
30,885,215.250 units
    (a )     29,680,759  
   
 
                       
   
Participant Loans Receivable:
                       
*  
Plan participants
  Loans receivable; interest
rates ranged from
5.00% to 7.75% during 2008
  $ -0-       14,820,168  
   
 
                     
 
 
   
 
                  $ 146,660,970  
   
 
                     
 
(a)   — These are participant-directed investments; therefore, the cost is not required to be reported.
     There were no investment assets reportable as acquired and disposed of during the year ended December 31, 2008.

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SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR
HOURLY-RATE ASSOCIATES
July 22, 2009
         
  /s/ Michael K. Simonte    
  Michael K. Simonte   
  Executive Vice President — Finance & Chief Financial Officer American Axle & Manufacturing Holdings, Inc.   
 

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AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
TABLE OF CONTENTS
 
EXHIBITS:
             
Exhibit No.   Description   Method of Furnishing   Page
23
  Consent of George Johnson & Company,
Independent Registered Public Accounting Firm
  Furnished with this Report   18

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