Joshua D. Frank - 30 Jun 2026 Form 4 Insider Report for Janus Henderson Group Ltd. (JHG)

Reporting relationship: Director, 10%+ Owner
Issuer ticker: JHG
Reported as of: 30 Jun 2026
Net transaction value: $0
SEC form: 4
Accepted by SEC: 02 Jul 2026, 21:01:56 UTC
Prior SEC filing: 14 May 2026
Source filing: View source filing
Reporting owner signature: /s/ Daniel R. Marx, Attorney-In-Fact for Joshua D. Frank

Key filing fact

Joshua D. Frank filed Form 4 for Janus Henderson Group Ltd. (JHG) on 02 Jul 2026.

Key facts

This page summarizes Joshua D. Frank's Form 4 filing for Janus Henderson Group Ltd. (JHG).
2 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 02 Jul 2026, 21:01.

Change

Previous filing in this sequence was filed on 14 May 2026.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (2)

CIK 0001422599 Primary reporting owner

Frank Joshua D.

Relationship: Director, 10%+ Owner
Address: 223 SUNSET AVENUE, PALM BEACH
Signature: /s/ Daniel R. Marx, Attorney-In-Fact for Joshua D. Frank
Signature date: 02 Jul 2026

CIK 0001345471

TRIAN FUND MANAGEMENT, L.P.

Relationship: Director, 10%+ Owner
Address: 280 PARK AVENUE, 41ST FLOOR, NEW YORK
Signature: /s/ Peter W. May, member of the general partner of Trian Fund Management, L.P.
Signature date: 02 Jul 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

JHG transaction

Common Stock

Other

Transaction value
Shares: -25,136,205
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2026
Ownership: Please see explanation below
Footnotes: F1, F2, F3

JHG transaction

Common Stock

Other

Transaction value
Shares: -25,136,205
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2026
Ownership: Please see explanation below
Footnotes: F1, F2, F3

JHG transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -518,177
Change %: -100%
Price: $52.00^*
Shares after: 0
Date: 30 Jun 2026
Ownership: Please see explanation below
Footnotes: F1, F3, F4

JHG transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -518,177
Change %: -100%
Price: $52.00^*
Shares after: 0
Date: 30 Jun 2026
Ownership: Please see explanation below
Footnotes: F1, F3, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Joshua D. Frank is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

On June 30, 2026, pursuant to that certain Agreement and Plan of Merger, dated as of December 21, 2025 (as amended, including by Amendment No. 1 dated March 24, 2026, and a side letter dated June16, 2026, the "Merger Agreement"), among the Issuer, Jupiter Company Limited ("Parent") and Jupiter Merger Sub Limited ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent and changing its name to "Janus Henderson Group Ltd.". At the effective time of the Merger (the "Effective Time"), each ordinary share, par value $1.50 per share, of the Issuer (the "Ordinary Shares") (except for Ordinary Shares held by Parent and as otherwise provided in the Merger Agreement) was converted into the right to receive $52.00 per Ordinary Share in cash, without interest (the "Merger Consideration")

Footnote F2

Immediately prior to the Effective Time, certain funds (the "Trian Funds") managed by Trian Fund Management, L.P. ("Trian Management") contributed 25,136,205 Ordinary Shares to Jupiter Topco LLC ("Topco") in exchange for equity interests of Topco of equivalent value.

Footnote F3

Trian Management serves as the management company for the Trian Funds and as such determines the investment and voting decisions of the Trian Funds with respect to the shares of the Issuer which they hold. Mr. Frank is a member of the Investment Committee and a partner of Trian Management, and a limited partner or member of certain affiliates of the Trian Funds and as such has an indirect interest in the shares of the Issuer held by the Trian Funds. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Mr. Frank is a director of the Issuer.

Footnote F4

Represents Ordinary Shares beneficially owned by the Trian Funds that were converted into the right to receive the Merger Consideration.