Janus Henderson Group plc amended a Schedule 13G to report beneficial ownership of 1,284,324 shares of Bright Minds Biosciences Inc. representing 13.1% of the class. The filing states the Asset Managers have shared voting and shared dispositive power over these shares and that the Managed Portfolios hold rights to dividends and sale proceeds. The filing identifies Janus Henderson Biotech Innovation Master Fund Ltd. as a Managed Portfolio holding more than 5% and notes an irrevocable delegation of investment and voting discretion affecting reporting status. The Schedule is signed by Kristin Mariani on 5/15/2026.
The filing reports 1,284,324 shares (13.1%) held via Managed Portfolios where Asset Managers exercise shared voting and dispositive power. This reflects aggregated adviser discretion across multiple regulated entities acting on behalf of clients.
Impact depends on whether holdings remain passive; subsequent amendments would show changes in voting posture or ownership thresholds.
Delegation and dividend-rights language clarifies beneficial attribution.
The filing explicitly disclaims the Asset Managers' rights to receive dividends/proceeds while stating Managed Portfolios retain those rights; it also flags an irrevocable delegation affecting reporting classification. That distinction matters for regulatory status under Sections 13(d)/(g).
Watch for future amendments if voting/dispositive arrangements or ownership percentages change.
Key Figures
Beneficial ownership:1,284,324 sharesPercent of class:13.1%Sole voting power:0 shares+3 more
6 metrics
Beneficial ownership1,284,324 sharesAggregate holdings reported on Schedule 13G/A
Percent of class13.1%Percentage of common stock reported beneficially owned
Sole voting power0 sharesSole power to vote reported as zero
Shared voting power1,284,324 sharesShared power to vote or direct vote
CUSIP10919W405Bright Minds Biosciences common stock identifier
Signature date5/15/2026Schedule signed by Head of North America Compliance
Key Terms
Managed Portfolios, beneficial owner, irrevocable delegation, shared dispositive power
4 terms
Managed Portfoliosregulatory
"the Asset Managers exercise investment and/or voting discretion on behalf of their clients"
beneficial ownerregulatory
"may be deemed to be the beneficial owner of 1,284,324 common stock"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
irrevocable delegationlegal
"Due to an irrevocable delegation of investment and voting discretion"
shared dispositive powerregulatory
"Shared power to dispose or to direct the disposition of: 1,284,324"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
BRIGHT MINDS BIOSCIENCES INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
10919W405
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
10919W405
1
Names of Reporting Persons
JANUS HENDERSON GROUP PLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
JERSEY
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,284,324.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,284,324.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,284,324.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
13.1 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
BRIGHT MINDS BIOSCIENCES INC.
(b)
Address of issuer's principal executive offices:
19 VESTRY STREET
NEW YORK, NY 10013
Item 2.
(a)
Name of person filing:
Janus Henderson Group plc
(b)
Address or principal business office or, if none, residence:
201 Bishopsgate
EC2M 3AE, United Kingdom
(c)
Citizenship:
Y9
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
10919W405
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Janus Henderson Group plc (JHG) is the ultimate parent of a number of SEC-registered investment advisers and foreign equivalents thereof, including but not limited to Janus Henderson Investors US LLC, Janus Henderson Investors UK Limited, Janus Henderson Investors Australia Institutional Funds Management Limited, Janus Henderson Investors Middle East Limited, Janus Henderson Investors (Jersey) Limited, Janus Henderson Investors (Japan) Limited, Janus Henderson Investors (Singapore) Limited, Kapstream Capital Pty Limited, Privacore Capital Advisors LLC, Tabula Investment Management Limited, and Victory Park Capital Advisors LLC (each, an Asset Manager and together, the Asset Managers). The Asset Managers generally exercise investment and/or voting discretion on behalf of their clients which include investment companies, other investment advisers, institutional separate accounts and retail separate accounts (collectively referred to herein as Managed Portfolios).
As a result of their exercise of investment and/or voting discretion on behalf of the Managed Portfolios, the Asset Managers may be deemed to be the beneficial owner of 1,284,324 common stock of Bright Minds Biosciences, Inc. However, the Asset Managers do not have the right to receive any dividends from, or the proceeds from the sale of, the securities held in the Managed Portfolios and disclaim any ownership associated with such rights.
(b)
Percent of class:
13.1 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1284324
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
1284324
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Managed Portfolios have the right to receive all dividends from, and the proceeds from the sale of, the securities held in their respective accounts.
Of the Managed Portfolios, only the Janus Henderson Biotech Innovation Master Fund Ltd. has the right to receive dividends from, or the proceeds from the sale of, more than five percent of the common stock of Bright Minds Biosciences, Inc. Due to an irrevocable delegation of investment and voting discretion to an Asset Manager on less than 60 days notice, the Fund is not considered a Reporting Person under Section 13(d) and (g).
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Please refer to Exhibit 99.
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
N/A
Item 9.
Notice of Dissolution of Group.
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.
N/A
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
What stake does Janus Henderson report in BRIGHT MINDS BIOSCIENCES (DRUG)?
Janus Henderson reports beneficial ownership of 1,284,324 shares, equal to 13.1% of the class. The amount reflects holdings where Asset Managers exercise shared voting and dispositive power on behalf of their Managed Portfolios.
Does Janus Henderson have sole voting or sole dispositive power over these DRUG shares?
No. The filing shows 0 shares with sole voting power and 0 shares with sole dispositive power; it reports 1,284,324 shares with shared voting and dispositive power instead.
Which Janus Henderson fund holds more than 5% of DRUG according to the filing?
The Schedule identifies Janus Henderson Biotech Innovation Master Fund Ltd. as a Managed Portfolio with rights to dividends or sale proceeds exceeding 5% of Bright Minds Biosciences common stock.
Why is Janus Henderson filing a Schedule 13G/A rather than a Schedule 13D for DRUG?
The amendment states an irrevocable delegation of investment and voting discretion and presents the position as passive via Asset Managers. That passive classification supports a Schedule 13G/A filing rather than an active Schedule 13D disclosure.
