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EVP granted 10,000 LTIP units at Janus Living (JAN) after IPO

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Janus Living, Inc. reported that EVP and chief accounting officer Shawn G. Johnston received a grant of 10,000 LTIP Units on March 23, 2026. These long‑term incentive units were granted at a price of $0.00 and bring his direct LTIP Unit holdings to 10,000.

The LTIP Units are a class of profits‑interest units in Janus Living OP, LLC that are intended to qualify as profits interests for U.S. tax purposes. Once capital account and vesting conditions are met, they can convert into OP Units and then, at the holder’s election, be redeemed for cash or converted into Class A‑1 Common Stock on a one‑for‑one basis. The filing notes these LTIP Units are fully vested and were granted in connection with the company’s initial public offering of Class A‑1 Common Stock.

Positive

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Negative

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Insights

Routine IPO‑related equity grant with no open‑market trading.

The filing shows Shawn G. Johnston, EVP and chief accounting officer of Janus Living, Inc., received a grant of 10,000 LTIP Units at $0.00 per unit. This is classified as a grant or award acquisition, not a market purchase or sale.

The LTIP Units are profits‑interest units in Janus Living OP, LLC, ultimately exchangeable on a one‑for‑one basis into Class A‑1 Common Stock or redeemable for cash equal to that stock’s fair market value. The units are fully vested and tied to the company’s initial public offering of Class A‑1 Common Stock.

Because there are no open‑market sales or purchases, and the award reflects standard IPO‑related executive compensation, the informational value for near‑term trading sentiment is limited. The grant does, however, further align Johnston’s incentives with the future value of the company’s Class A‑1 Common Stock.

Insider Johnston Shawn G
Role EVP & CHIEF ACCOUNTING OFFICER
Type Security Shares Price Value
Grant/Award LTIP Units 10,000 $0.00 --
Holdings After Transaction: LTIP Units — 10,000 shares (Direct)
Footnotes (1)
  1. Represents a class of common units of membership interest in Janus Living OP, LLC, ("Janus OP"), the operating subsidiary of the Issuer, designated as LTIP Units ("LTIP Units") intended to qualify as profits interests for U.S. federal income tax purposes. LTIP Units do not have an expiration date. Upon achieving equivalent capital account balance per unit and any applicable vesting conditions, the LTIP Units are convertible at the election of the holder into common units of membership interest in Janus OP (the "OP Units"). The OP Units are redeemable, at the election of the holder, for cash equal to the fair market value of one share of the Issuer's Class A-1 Common Stock or, at the option of Janus OP, convertible to shares of the Issuer's Class A-1 Common Stock on a one-for-one basis, and have no expiration date. Represents fully vested LTIP Units granted in connection with the Issuer's initial public offering of Class A-1 Common Stock.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Johnston Shawn G

(Last)(First)(Middle)
C/O JANUS LIVING, INC.
4600 SOUTH SYRACUSE STREET, SUITE 500

(Street)
DENVER COLORADO 80237

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Janus Living, Inc. [ JAN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & CHIEF ACCOUNTING OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
LTIP Units(1)03/23/2026A(2)10,000 (2) (1)Class A-1 Common Stock10,000$010,000D
Explanation of Responses:
1. Represents a class of common units of membership interest in Janus Living OP, LLC, ("Janus OP"), the operating subsidiary of the Issuer, designated as LTIP Units ("LTIP Units") intended to qualify as profits interests for U.S. federal income tax purposes. LTIP Units do not have an expiration date. Upon achieving equivalent capital account balance per unit and any applicable vesting conditions, the LTIP Units are convertible at the election of the holder into common units of membership interest in Janus OP (the "OP Units"). The OP Units are redeemable, at the election of the holder, for cash equal to the fair market value of one share of the Issuer's Class A-1 Common Stock or, at the option of Janus OP, convertible to shares of the Issuer's Class A-1 Common Stock on a one-for-one basis, and have no expiration date.
2. Represents fully vested LTIP Units granted in connection with the Issuer's initial public offering of Class A-1 Common Stock.
/s/ Carol B. Samaan, as Attorney-in-Fact, for Shawn G. Johnston03/24/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Janus Living (JAN) report in this Form 4 filing?

Janus Living reported that EVP and chief accounting officer Shawn G. Johnston received a grant of 10,000 LTIP Units. These units are a form of long-term incentive tied to the company’s operating subsidiary and are ultimately exchangeable into Class A-1 Common Stock or cash.

How many LTIP Units did the Janus Living (JAN) executive receive?

Shawn G. Johnston received 10,000 LTIP Units in this transaction. After the grant, his directly held LTIP Unit balance is 10,000 units, providing equity-linked compensation exposure to Janus Living’s operating partnership and, indirectly, to Class A-1 Common Stock value.

Was there any open-market buying or selling in the Janus Living (JAN) Form 4?

No open-market buying or selling occurred. The Form 4 shows a grant classified as an acquisition of 10,000 LTIP Units at a price of $0.00 per unit, reflecting equity compensation rather than a discretionary market trade in Janus Living’s Class A-1 Common Stock.

What are LTIP Units reported in the Janus Living (JAN) Form 4?

The LTIP Units are a class of membership interests in Janus Living OP, LLC intended to qualify as profits interests. After achieving required capital account and vesting conditions, they can convert into OP Units and then be redeemed for cash or converted into Class A-1 Common Stock one-for-one.

Are the LTIP Units in the Janus Living (JAN) filing vested?

Yes. The footnotes state the 10,000 LTIP Units are fully vested and were granted in connection with Janus Living’s initial public offering of Class A-1 Common Stock. Fully vested status means they are not subject to additional service-based vesting conditions going forward.

How can the LTIP Units in Janus Living (JAN) be settled in the future?

Once capital account and any applicable vesting conditions are met, the LTIP Units convert into OP Units. Those OP Units are redeemable for cash equal to one Class A-1 share’s fair market value or, at Janus Living OP’s option, convertible one-for-one into Class A-1 Common Stock.
JANUS LIVING INC

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