SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 23, 2018
AMERICAN AXLE & MANUFACTURING
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
One Dauch Drive, Detroit, Michigan
(Address of Principal Executive Offices)
(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 5 - CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02 -- Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On November 23, 2018, the Board of Directors of American Axle & Manufacturing Holdings, Inc. ("AAM") elected Sandra Pierce as an independent director of the Board. Ms. Pierce will serve as a Class III director for a term expiring on the date of AAM's 2020 annual meeting of stockholders.
Ms. Pierce is eligible to participate in AAM's compensation arrangements for non-employee directors, as described in AAM's definitive proxy statement for its 2018 annual meeting of stockholders, filed with the SEC on March 22, 2018.
SECTION 8 - OTHER EVENTS
Item 8.01 Other Events
On November 26, 2018, AAM issued a press release announcing the election of a new board member. A copy of this press release is furnished as Exhibit 99.1.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description
99.1 Press Release Dated November 26, 2018
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.
November 26, 2018
/s/ David E. Barnes
David E. Barnes
Vice President, General Counsel & Secretary