SCHEDULE: Galloway Capital Takes 5.19% Stake in Ampco-Pittsburgh

Galloway Capital Partners and affiliates have acquired a 5.19% stake in Ampco-Pittsburgh Corp., believing the company is undervalued and seeking to enhance shareholder value through strategic engagement.

Summary

• Galloway Capital Partners, LLC, Galloway Capital, LP, and Bruce Galloway (collectively, "Reporting Persons") have acquired an aggregate of 1,056,200 shares of Ampco-Pittsburgh Corp. Common Stock.
• This stake represents approximately 5.19% of the Issuer's outstanding Common Stock, based on 20,326,389 shares as of November 7, 2025.
• The shares were acquired through open market purchases from June 2024 through December 2025, with an approximate average purchase price of $2.26 per share.
• The Reporting Persons believe Ampco-Pittsburgh's share price is undervalued and trading at a significant discount.
• They intend to engage with the Board and management to explore strategic alternatives, including potential changes to governance, capital allocation, and transactions such as an acquisition, merger, sale, or going private.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive. While the investor believes the company is 'extremely undervalued' and needs to 'increase shareholder value,' which implies a current negative state, they also 'applaud management's performance in turning the company around' and see 'growth potential.' The activist stance is generally seen as a positive catalyst for change, aiming to unlock value.

Positives

• Management's performance in turning the company around is applauded.
• The company is believed to be "extremely undervalued based on its underlying fundamentals and growth potential."
• The divestiture of the UK operation was timely and strategic given the trade environment.
• An activist investor is taking a significant stake, often seen as a catalyst for value creation.

Negatives

• The company's share price is currently believed to be "undervalued" and trading at a "significant discount."
• There is a perceived need for management to take steps to increase shareholder value.
• The company may not be effectively communicating its value, as suggested by the recommendation to engage an investor relations firm.

Risks

• General market, industry, and economic conditions could impact the Issuer's securities.
• The relative attractiveness of alternative business and investment opportunities could divert focus or capital.
• Liquidity of the Issuer's securities could affect the ability to acquire or sell shares.
• The "current trade environment and protectionist policies" were a factor in the UK operation divestiture, indicating ongoing geopolitical and economic risks.

Future Outlook

The Reporting Persons intend to continuously review their investment in Ampco-Pittsburgh Corp. and may acquire additional securities or sell existing holdings based on various factors including the Issuer's performance, market conditions, and alternative opportunities. They plan to engage with the Board and management to explore strategic alternatives aimed at increasing shareholder value, potentially including changes to governance, capital allocation, or corporate transactions like mergers or acquisitions.

Management Comments

• We applaud managements performance in turning the company around and continue to believe its extremely undervalued based on its underlying fundamentals and growth potential.
• The divestiture of the UK operation was timely based on the current trade environment and protectionist policies from the Trump administration.
• Our experienced team seeks to work with management and the Board to enhance shareholder awareness and value.
• We also urge the Board to engage the services of an experienced investor relations firm or advisor to explore transactions to create shareholder value which may include an acquisition, merger, sale, or going private transaction.

Industry Context

The filing highlights the ongoing trend of activist investors taking significant stakes in companies they believe are undervalued, pushing for strategic changes to unlock shareholder value. The mention of the timely divestiture of the UK operation due to 'current trade environment and protectionist policies' reflects broader geopolitical and economic factors influencing corporate strategy and asset allocation in manufacturing or industrial sectors.

Corporate Governance

Stakeholder Impact

• Shareholders: Potential for enhanced shareholder value through strategic initiatives, improved governance, and potential corporate transactions (e.g., acquisition, merger, sale).
• Management/Board: Increased scrutiny and engagement from a significant shareholder, potentially leading to changes in strategy, operations, or board composition.
• Employees: Potential impact from strategic transactions (e.g., merger, acquisition, going private) or operational changes aimed at efficiency.

Next Steps

• Galloway Capital will continue to review its investment in Ampco-Pittsburgh Corp.
• Galloway Capital may acquire additional securities or sell existing holdings.
• Galloway Capital intends to engage the Board and management regarding the Issuer's performance, operations, management, governance, capital allocation policies, and strategy.
• Galloway Capital urges the Board to engage an experienced investor relations firm or advisor.
• The Board is urged to explore transactions to create shareholder value, such as an acquisition, merger, sale, or going private transaction.

Key Dates

Recommendation

The filing indicates a significant activist stake by Galloway Capital, which explicitly states its belief that Ampco-Pittsburgh Corp. is 'extremely undervalued' and has 'growth potential.' The investor's intent to engage management and the Board to explore strategic alternatives, including potential M&A or governance changes, often acts as a catalyst for unlocking shareholder value. For an investor aligning with this activist view, the current 'undervalued' state, coupled with the potential for strategic action, suggests a 'buy' recommendation, anticipating future appreciation as these initiatives unfold.

Keywords

Ampco-Pittsburgh Corp, Galloway Capital, Schedule 13D, Activist Investor, Shareholder Value, Undervalued Stock, Corporate Governance, Strategic Alternatives, Merger, Acquisition, Divestiture, Common Stock, Investment Management