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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 4, 2011
 
AMERICAN AXLE & MANUFACTURING
HOLDINGS, INC.
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
1-14303
 
36-3161171
 
(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)
 
(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 (see General Instruction A.2. below):
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 
 

 
SECTION 7 - REGULATION FD
 
Item 7.01 Regulation FD
 
 
On February 4, 2011, American Axle & Manufacturing Holdings, Inc. (“AAM”) received from General Motors LLC (f/k/a General Motors Company)(“GM”) a notice of exercise of 2,046,864 warrants to purchase AAM common stock pursuant to the cashless exercise option under Section 7.6 of the Warrant Agreement by and between AAM and GM dated as of September 16, 2009. Accordingly, AAM will issue 1,661,952 shares of its common stock to GM.
 

 
 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 
 
 
 
 
 
 
 
AMERICAN AXLE & MANUFACTURING HOLDINGS, INC.
 
 
Date:
February 4, 2011
By:  
/s/ Michael K. Simonte  
 
 
 
 
Michael K. Simonte 
 
 
 
 
Executive Vice President - Finance & Chief Financial Officer (also in the capacity of Chief Accounting Officer)