Janus Henderson Group plc filings document the regulatory record of a global active asset manager with common stock listed on the New York Stock Exchange. The company’s Form 8-K reports cover operating and financial results, material definitive agreements, proxy-related communications and other material-event disclosures.
Janus Henderson’s proxy and governance filings describe shareholder voting matters, board and corporate-governance topics, capital-structure disclosures and related risk factors. The filing record also reflects formal disclosure around financial reporting and corporate actions affecting the company’s public-company status and securities.
Janus Henderson Group plc insider Michelle Rosenberg, the company’s CAO & General Counsel, reported equity compensation activity in the form of restricted stock units and related tax withholding. On February 27, 2026, she acquired 29,388 shares of common stock as a grant at $49.00 per share, increasing her direct holdings to 137,030.02 shares. Footnotes explain this is a restricted stock unit grant that vests in three equal annual installments beginning one year after the grant date. On March 2, 2026, 7,833 shares at $51.91 per share were withheld by the issuer to cover her tax obligations upon vesting of restricted stock units, leaving her with 129,197.02 directly owned shares after this tax-withholding disposition.
Janus Henderson Group Chief Risk Officer Georgina Fogo reported two equity compensation-related transactions in common stock. On February 27, 2026, she acquired 13,829 shares as a grant of restricted stock units at $49.0000 per share, vesting in three equal annual installments beginning one year after the grant date.
On March 2, 2026, 10,901 shares were disposed of at $51.9656 per share to satisfy her tax withholding obligations upon restricted stock unit vesting. After these transactions, she directly held 61,090.420 shares of Janus Henderson Group common stock.
Janus Henderson Group Chief Financial Officer Roger MJ Thompson reported routine equity compensation activity involving the company’s common stock. On February 27, 2026, he acquired 24,694 shares at $49.0000 per share as a grant of restricted stock units that vest in three equal annual installments beginning one year after the grant date. On March 2, 2026, 10,561 shares at $51.9656 per share were disposed of in a tax-withholding transaction, representing shares sold by the issuer to satisfy his tax obligations upon RSU vesting. Following these transactions, he directly owned 146,254.1236 shares, which includes shares purchased under the issuer’s Buy As You Earn plan.
Janus Henderson Group’s Chief People Officer Megan Podzorov reported two equity-related transactions in company common stock. On February 27, 2026, she acquired 9,919 shares through a grant of restricted stock units at $49.00 per share, which vest in three equal annual installments starting one year after the grant date.
On March 2, 2026, 286 shares at $51.91 per share were withheld by the company to cover her tax obligations upon vesting of restricted stock units, reducing her directly held stake to 13,854 shares. Her holdings include shares purchased under the company’s Employee Stock Purchase Plan.
Janus Henderson Group Chief Technology Officer William B. Cassidy reported several stock transactions. He received a grant of 19,837 restricted stock units at $49.00 per share that will vest in three equal annual installments beginning one year after the grant date, sold 16,947 shares in an open-market transaction at $52.27 per share, and had 5,400 shares withheld at $51.91 per share to cover tax obligations upon vesting of restricted stock units. After these transactions, he directly holds 113,539 common shares, which include shares purchased under the company’s employee stock purchase plan.
Janus Henderson Group PLC chief accounting officer Berg reported routine equity compensation activity. On February 27, he acquired 1,327 shares of common stock as a grant of restricted stock units priced at $49.00 per share, which vest in three equal annual installments beginning one year after the grant date. On March 2, 43 shares at $51.91 per share were withheld by the company to cover tax obligations tied to restricted stock vesting. Following these transactions, he directly owned 2,723 shares, including shares purchased under the company’s employee stock purchase plan.
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.