Clearlake Capital Group, L.P. - Sep 15, 2023 Form 4 Insider Report for Janus International Group, Inc. (JBI)

Signature
/s/ John F. Cannon, as Attorney-in-Fact for Clearlake Capital Group, L.P.
Stock symbol
JBI
Transactions as of
Sep 15, 2023
Transactions value $
-$224,312,603
Form type
4
Date filed
9/19/2023, 04:26 PM
Previous filing
Jun 22, 2023
Next filing
Dec 18, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction JBI Common Stock Sale -$47.5M -4.53M -48.09% $10.50 4.89M Sep 15, 2023 See Footnotes F1, F7, F8, F9, F10
transaction JBI Common Stock Sale -$4.75M -453K -48.08% $10.50 489K Sep 15, 2023 See Footnotes F2, F7, F8, F9, F10
transaction JBI Common Stock Sale -$1.76M -168K -48.08% $10.50 181K Sep 15, 2023 See Footnotes F3, F7, F8, F9, F10
transaction JBI Common Stock Sale -$109M -10.4M -48.09% $10.50 11.2M Sep 15, 2023 See Footnotes F4, F7, F8, F9, F10
transaction JBI Common Stock Sale -$54.2M -5.17M -48.09% $10.50 5.58M Sep 15, 2023 See Footnotes F5, F7, F8, F9, F10
transaction JBI Common Stock Sale -$7.29M -695K -48.08% $10.50 750K Sep 15, 2023 See Footnotes F6, F7, F8, F9, F10
holding JBI Common Stock 15.3K Sep 15, 2023 See Footnote F11
holding JBI Common Stock 15.3K Sep 15, 2023 See Footnote F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Securities held of record by Clearlake Capital Partners IV (AIV-Jupiter), L.P., a Delaware limited partnership ("CCPIV").
F2 Securities held of record by Clearlake Capital Partners IV (Offshore), L.P., a Cayman Islands exempted limited partnership ("CCPIV Offshore").
F3 Securities held of record by Clearlake Capital Partners IV (AIV-Jupiter) USTE, L.P., a Delaware limited partnership ("CCPIV USTE").
F4 Securities held of record by Clearlake Capital Partners V, L.P., a Delaware limited partnership ("CCPV").
F5 Securities held of record by Clearlake Capital Partners V (Offshore), L.P., a Cayman Islands exempted limited partnership ("CCPV Offshore").
F6 Securities held of record by Clearlake Capital Partners V (USTE), L.P., a Delaware limited partnership ("CCPV USTE" and together with CCPIV, CCPIV Offshore, CCPIV USTE, CCPV, and CCPV Offshore, the "Clearlake Funds").
F7 CCPIV, CCPIV USTE and CCPIV Offshore are managed by Clearlake Capital Management IV, L.P., a Delaware limited partnership ("CCMIV"). CCPV, CCPV USTE and CCPV Offshore are managed by Clearlake Capital Management V, L.P., a Delaware limited partnership ("CCMV"). Each of CCMIV and CCMV is ultimately controlled by Clearlake Capital Group, L.P., its investment adviser. Each of Jose E. Feliciano and Behdad Eghbali is a Managing Partner of Clearlake Capital Group, L.P.
F8 Each Reporting Person disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
F9 The Reporting Persons sold these shares of Common Stock to an unaffiliated financial institution upon settlement of a post-paid forward transaction, for which the number of shares to be delivered and the price was determined at the end of the forward hedge selling period on September 15, 2023.
F10 Includes shares of Common Stock that were transferred to each individual Clearlake Fund upon vesting and settlement of restricted stock units ("RSUs") granted to Jose E. Feliciano and Colin Leonard in connection with their roles as members of the board of directors of the Issuer, which RSUs were held of record by each of Mr. Feliciano and Mr. Leonard for the benefit of such Clearlake Funds prior to settlement.
F11 Represents RSUs held of record by Mr. Feliciano for the benefit of the Clearlake Funds, which will be transferred to the Clearlake Funds upon vesting and settlement.
F12 Represents RSUs held of record by Mr. Leonard for the benefit of the Clearlake Funds, which will be transferred to the Clearlake Funds upon vesting and settlement.

Remarks:

Jose E. Feliciano and Colin Leonard are members of the board of directors of the Issuer. On the basis of the relationship between Mr. Feliciano and Mr. Leonard, on the one hand, and the Reporting Persons, on the other, the Reporting Persons may be deemed directors by deputization in respect of the Issuer.