Welcome to our dedicated page for Janus Henderson SEC filings (Ticker: JHG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Janus Henderson Group plc (NYSE: JHG) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures, along with AI-generated summaries to help interpret complex documents. Janus Henderson, a global active asset manager incorporated in Jersey and headquartered in London, files a range of reports with the U.S. Securities and Exchange Commission in connection with its NYSE listing.
Among the most significant recent filings are multiple Form 8-K current reports. One Form 8-K dated December 22, 2025, describes the Agreement and Plan of Merger between Janus Henderson, Jupiter Company Limited (Parent), and Jupiter Merger Sub Limited. This filing outlines the planned merger structure under Jersey law, the per-share cash consideration, the treatment of equity awards, closing conditions such as shareholder approval, regulatory clearances, and client consents, as well as termination rights and termination fee provisions. Earlier Form 8-K filings cover topics such as the receipt of a non-binding acquisition proposal from Trian Fund Management and General Catalyst, quarterly financial results, and executive transitions.
Investors reviewing JHG’s filings can also examine periodic earnings-related 8-Ks that furnish press releases detailing revenue, operating income, assets under management by capability, net flows, and non-GAAP performance measures. Another Form 8-K discusses the planned retirement of the current Chief Financial Officer and the appointment of a new Chief Financial Officer and Head of Strategy & Corporate Development, including a summary of the related retirement agreement.
On Stock Titan, these documents are updated in near real time as they are posted to the SEC’s EDGAR system. AI-powered summaries highlight key points from lengthy filings, such as the main terms of the merger agreement, significant changes in leadership, or notable financial trends in quarterly results. Users can quickly identify items related to potential corporate transactions, capital structure changes, or governance matters without reading every page.
For those interested in insider activity, executive compensation, or ownership details, Janus Henderson’s proxy materials and Forms 3 and 4 (when available) can be accessed through the same interface. The filings page thus serves as a structured view into JHG’s regulatory history, from transaction-related disclosures to routine financial reporting, with AI tools designed to make the information more accessible.
JANUS HENDERSON GROUP PLC CEO Ali Dibadj reported two equity compensation-related transactions. On February 27, 2026, he acquired 79,715 shares of common stock via a grant of restricted stock units at $49.00 per share, which vest in three equal annual installments beginning one year after the grant date.
On March 2, 2026, 42,529 shares of common stock at $51.91 per share were withheld by the issuer to cover his tax withholding obligations upon RSU vesting, a tax-withholding disposition rather than an open-market sale. Following this tax-withholding transaction, he directly held 486,264 common shares.
Victory Capital Holdings, Inc. has publicly urged the Special Committee of Janus Henderson to engage on its proposal to acquire Janus Henderson and requested direct discussions.
The letter emphasizes Victory Capital’s culture of employee ownership, investment-team autonomy and a distribution platform it says would support Janus Henderson’s franchises. Victory Capital states it will seek to retain Janus Henderson’s investment professionals and preserve the Janus Henderson brand. The company reports $323.2 billion in total client assets as of January 31, 2026 and that employees held more than $350 million of personal assets in Victory Capital products as of year-end December 31, 2025.
Janus Henderson Group plc is seeking shareholder approval to be acquired in a cash merger at $49.00 per share, subject to the satisfaction or waiver of specified conditions. The merger agreement, dated December 21, 2025, provides for Merger Sub to merge into the Company, with the Company surviving as a wholly owned subsidiary of Parent.
The transaction is led by funds associated with Trian and General Catalyst; the Trian affiliate beneficially owned approximately 20.7% as of the measurement date and has entered a Voting and Rollover Agreement. The Board and a Special Committee of independent directors have each unanimously recommended that shareholders vote "FOR" the merger, which requires approval by special resolution (at least two-thirds of votes cast). Completion is conditioned on customary regulatory, financing and other closing conditions and the merger will result in delisting and deregistration of Shares if completed.
Victory Capital Holdings reiterated a proposal to acquire Janus Henderson Group plc at $57.04 per share, submitting a letter to JHG’s Special Committee on February 26, 2026 that provides additional economic and deal-term detail and seeks to complete diligence and transaction agreements.
The proposal contrasts with the announced all-cash Trian agreement at $49.00 per share and features a mix of cash and stock, a proposed $8.6bn equity purchase price, an estimated $500mm of cost synergies, pro forma leverage targets (synergized 2.5x LTM net), and a proposed Janus shareholder pro forma ownership of about 38%.
Victory Capital Holdings, Inc. submitted a formal proposal to the Special Committee of Janus Henderson Group plc to acquire Janus Henderson, and attached a press release that includes the full text of the proposal.
The filing also provides copies of three Prior Proposals sent to the Special Committee on November 24, 2025, December 8, 2025 and December 22, 2025, which are included as Exhibits 99.4, 99.3 and 99.2, respectively, and the press release is Exhibit 99.1.
Janus Henderson Group plc reports strong 2025 growth while planning a change in ownership. Assets under management reached $493.2 billion as of December 31, 2025, supported by a diversified global client base across intermediary, institutional and self-directed channels.
On a GAAP basis, 2025 revenue rose to $3,097.3 million and net income attributable to JHG increased to $815.9 million, with diluted EPS of $5.23. Adjusted revenue was $2,535.8 million and adjusted net income $746.0 million, with adjusted diluted EPS of $4.78, reflecting higher operating margins.
The company has entered a Merger Agreement under which it will be acquired by Jupiter Company Limited, with JHG becoming a wholly owned subsidiary. JHG shareholders are expected to receive $49.00 in cash per share, subject to shareholder approval, regulatory clearances and extensive closing conditions that may delay or prevent completion.
Janus Henderson Group plc executive Michelle Rosenberg, Chief Accounting Officer and General Counsel, reported an open-market sale of 22,000 shares of common stock. The weighted average sale price was about $49.271 per share, and she now directly holds 87,805.02 shares of the company’s stock.
John Hancock Financial Corp. provided notice of a proposed sale of 22,000 common shares through Fidelity Brokerage Services LLC, with an aggregate value listed as $1,083,969.16 and the exchange noted as NYSE on 02/18/2026. The excerpt also lists recent issuer-related vesting and ESPP purchase entries dated between 03/01/2024 and 12/31/2024.
Janus Henderson Group CEO Ali Dibadj reported an open-market sale of common stock. On February 17, 2026, he sold 127,632 shares at a weighted average price of $49.12 per share, in multiple trades between $49.05 and $49.28. Following this transaction, he directly holds 449,078 shares of Janus Henderson Group common stock.