STOCK TITAN

Janus Living (JAN) CEO buys 100,000 IPO shares and receives 25,000 LTIP Units

Filing Impact
(Very High)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Janus Living, Inc. President and CEO Scott M. Brinker reported two insider transactions. He purchased 100,000 shares of Class A-1 Common Stock on the open market at $20.00 per share, with all 100,000 shares held directly after the trade. He also received a grant of 25,000 LTIP Units, a class of profit-interest units in Janus Living OP, LLC that are fully vested and intended to qualify as profits interests for U.S. tax purposes. These LTIP Units can, after meeting capital account and vesting conditions, be converted into OP Units and ultimately into or redeemed for Class A-1 Common Stock on a one-for-one basis with no expiration date. The common stock purchase was made from the underwriters in the company’s initial public offering of Class A-1 Common Stock.

Positive

  • None.

Negative

  • None.

Insights

CEO makes sizeable IPO buy plus equity grant, signalling alignment but on limited data.

President and CEO Scott M. Brinker bought 100,000 shares of Class A-1 Common Stock at $20.00 per share, directly from IPO underwriters. This is an open-market/underwritten purchase, not a cost-free award, indicating a personal capital commitment.

He also received 25,000 fully vested LTIP Units, which are profit-interest units in Janus Living OP, LLC. These can convert into OP Units and then into or be redeemed for Class A-1 Common Stock on a one-for-one basis, with no expiration date, increasing potential long-term equity exposure.

There is no information here on his prior holdings or overall shares outstanding, so the proportional size of these transactions cannot be assessed from this data alone. The mix of purchased stock and profit-interest units ties his incentives to both IPO valuation and long-term operating performance of the operating partnership.

Insider Brinker Scott M
Role PRESIDENT & CEO
Bought 100,000 shs ($2.00M)
Type Security Shares Price Value
Grant/Award LTIP Units 25,000 $0.00 --
Purchase Class A-1 Common Stock 100,000 $20.00 $2.00M
Holdings After Transaction: LTIP Units — 25,000 shares (Direct); Class A-1 Common Stock — 100,000 shares (Direct)
Footnotes (1)
  1. Represents shares purchased from the underwriters in the Issuer's initial public offering of Class A-1 Common Stock ("IPO"). 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 IPO.
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*
Brinker Scott M

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
PRESIDENT & CEO
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
Class A-1 Common Stock03/23/2026P(1)100,000A$20(1)100,000D
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(2)03/23/2026A(3)25,000 (3) (2)Class A-1 Common Stock25,000$025,000D
Explanation of Responses:
1. Represents shares purchased from the underwriters in the Issuer's initial public offering of Class A-1 Common Stock ("IPO").
2. 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.
3. Represents fully vested LTIP Units granted in connection with the IPO.
/s/ Carol B. Samaan, as Attorney-in-Fact, for Scott M. Brinker03/24/2026
** 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 insider transactions did Janus Living (JAN) CEO Scott M. Brinker report?

Scott M. Brinker reported buying 100,000 shares of Class A-1 Common Stock at $20.00 per share and receiving 25,000 LTIP Units. The stock was purchased from IPO underwriters, while the LTIP Units were granted in connection with the initial public offering.

How many Janus Living (JAN) shares did the CEO buy and at what price?

The CEO purchased 100,000 shares of Janus Living Class A-1 Common Stock at $20.00 per share. These shares were acquired from the underwriters in the company’s initial public offering and are held directly following the reported transaction.

What are the 25,000 LTIP Units granted to the Janus Living (JAN) CEO?

The 25,000 LTIP Units are profit-interest units in Janus Living OP, LLC, fully vested and without expiration. After achieving required capital account and vesting conditions, they can convert into OP Units and then into or be redeemed for Class A-1 Common Stock one-for-one.

Are the LTIP Units reported by Janus Living (JAN) CEO equity-like instruments?

Yes. The LTIP Units are a class of membership interest in Janus Living OP, LLC intended to qualify as profits interests. Once conditions are met, they can convert into OP Units that are redeemable for cash equal to, or convertible into, one share of Class A-1 Common Stock each.

Were the Janus Living (JAN) CEO’s share purchases part of the IPO?

Yes. The filing notes the 100,000 Class A-1 Common shares were purchased from the underwriters in Janus Living’s initial public offering. This indicates the CEO committed personal capital alongside the IPO, rather than only receiving shares as compensation.

Do the LTIP Units granted to the Janus Living (JAN) CEO have an expiration date?

No. The LTIP Units do not have an expiration date. After achieving required capital account balance and any vesting conditions, they remain convertible into OP Units, which are redeemable for cash or convertible into Class A-1 Common Stock on a one-for-one basis.
JANUS LIVING INC

NYSE:JAN

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