JNS / Janus Capital Group, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Janus Capital Group, Inc.
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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Janus Capital Group, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
February 9, 2018 SC 13G/A

JNS / Janus Capital Group, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* JANUS CAPITAL GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 47102X105 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

June 16, 2017 15-12B

Janus Capital Group 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-15253 Janus Capital Group Inc. (Exact name of registrant as specified in

June 14, 2017 15-12B

Janus Capital Group 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-15253 Janus Capital Group Inc. (Exact name of registrant as specified in

June 14, 2017 15-12B

Janus Capital Group 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-15253 Janus Capital Group Inc. on behalf of the Janus 401(k) and Employe

May 31, 2017 SC 13D/A

JNS / Janus Capital Group, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Janus Capital Group Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 47102X105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Authorized to R

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

S-8 POS 1 a17-142122s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No. 333-212839 Registration Statement No. 333-204731 Registration Statement No. 333-200662 Registration Statement No. 333-187266 Registration Statement No. 333-187265 Registration Statement No. 333-166383 Registration Statement No. 333-140220 Registration Statement No.

May 30, 2017 S-8 POS

Janus Capital Group S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement No.

May 30, 2017 POSASR

Janus Capital Group POSASR

POSASR 1 a17-142134posasr.htm POSASR As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement File No. 333-210083 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3ASR Registration Statement No. 333-210083 UNDER THE SECURITIES ACT OF 1933 JANUS CAPITAL GROUP INC. (Exact name of registrant as specifie

May 30, 2017 POS AM

Janus Capital Group POS AM

POS AM 1 a17-142133posam.htm POS AM As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement File No. 333-37994 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-37994 UNDER THE SECURITIES ACT OF 1933 JANUS CAPITAL GROUP INC. (Exact name of registrant as specified in i

May 30, 2017 POS AM

Janus Capital Group POS AM

As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement File No.

May 30, 2017 POS AM

Janus Capital Group POS AM

POS AM 1 a17-142131posam.htm POS AM As filed with the Securities and Exchange Commission on May 30, 2017 Registration Statement File No. 333-104124 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-104124 UNDER THE SECURITIES ACT OF 1933 JANUS CAPITAL GROUP INC. (Exact name of registrant as specified in

May 30, 2017 EX-3.2

AMENDED AND RESTATED BYLAWS JANUS CAPITAL GROUP INC. a Delaware corporation ARTICLE I OFFICE AND RECORDS

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF JANUS CAPITAL GROUP INC. a Delaware corporation ARTICLE I OFFICE AND RECORDS Delaware Office 1.1 The Corporation shall have and maintain a registered office in the State of Delaware as required by law. The name and address of its registered agent in the State of Delaware is set forth in the Certificate of Incorporation of the Corporation (the Certificate

May 30, 2017 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION JANUS CAPITAL GROUP INC.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF JANUS CAPITAL GROUP INC. FIRST: The name of the corporation is Janus Capital Group Inc. (hereinafter referred to as the Corporation). SECOND: The address of the Corporation?s registered office in the State of Delaware is Corporation Service Company, 2711 Centerville Road, Suite 400, in the City of Wilmington, County of New Castle, De

May 30, 2017 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 30, 2017 Janus Capital Group Inc. (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-15253 43-1804048 (State or Other Jurisdiction of Incorporation) (Commission Fi

May 30, 2017 EX-4.3

FOURTH SUPPLEMENTAL INDENTURE

Exhibit 4.3 FOURTH SUPPLEMENTAL INDENTURE FOURTH SUPPLEMENTAL INDENTURE, dated as of May 30, 2017 (the “Fourth Supplemental Indenture”), by and among Janus Capital Group Inc., a Delaware corporation (the “Company”), Henderson Group plc, a company incorporated in Jersey (the “Guarantor”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”)

May 30, 2017 EX-4.5

Fifth Supplemental Indenture to the Base Indenture, dated as of May 30, 2017, among Janus Capital Group Inc., Henderson Group plc and The Bank of New York Mellon Trust Company N.A., is hereby incorporated by reference from Exhibit 4.5 to JHG's Current Report on Form 8-K, dated May 30, 2017

EX-4.5 5 a17-142581ex4d5.htm EX-4.5 Exhibit 4.5 FIFTH SUPPLEMENTAL INDENTURE FIFTH SUPPLEMENTAL INDENTURE, dated as of May 30, 2017 (the “Fifth Supplemental Indenture”), by and among Janus Capital Group Inc., a Delaware corporation (the “Company”), Henderson Group plc, a company incorporated in Jersey (the “Guarantor”), and The Bank of New York Mellon Trust Company, N.A., a national banking associ

May 30, 2017 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on June 12, 2017, pursuant to the provisions of Rule 12d2-2 (a).

May 1, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 2, 2017 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer of

May 1, 2017 EX-99.1

Janus Henderson Group A client-focused, global active asset manager May 2017

Exhibit 99.1 Janus Henderson Group A client-focused, global active asset manager May 2017 Combination of Janus and Henderson Andrew Formica CEO, Henderson My view: Key Janus Strengths ?Client-first? culture is a great match for Henderson Autonomous investment teams linked by strong, centralised research capabilities; complementary to Henderson Powerful US brand and distribution Top 30 US Mutual fu

April 25, 2017 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a17-1180018k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 25, 2017 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Co

April 21, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 JANUS CAPITAL GROUP Moderator: John Groneman April 20, 2017 9:00 am CT Operator: This communication contains forward-looking statements within the meaning of t

April 20, 2017 EX-99.2

First Quarter 2017 Earnings Presentation April 20, 2017 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 First Quarter 2017 Earnings Presentation April 20, 2017 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Forward-looking statements This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, a

April 20, 2017 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2017 RESULTS First quarter earnings of $0.17 per diluted share, or $0.23 as adjusted for merger-related costs

Exhibit 99.1 April 20, 2017 JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2017 RESULTS First quarter earnings of $0.17 per diluted share, or $0.23 as adjusted for merger-related costs DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported first quarter 2017 net income of $30.9 million, or $0.17 per diluted share, compared with fourth quarter 2016 net income of $30.9 million, or $0

April 20, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 20, 2017 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

April 20, 2017 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2017 RESULTS First quarter earnings of $0.17 per diluted share, or $0.23 as adjusted for merger-related costs

Exhibit 99.1 April 20, 2017 JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2017 RESULTS First quarter earnings of $0.17 per diluted share, or $0.23 as adjusted for merger-related costs DENVER ? Janus Capital Group Inc. (?JCG?) (NYSE: JNS) today reported first quarter 2017 net income of $30.9 million, or $0.17 per diluted share, compared with fourth quarter 2016 net income of $30.9 million, or $0

April 20, 2017 EX-99.2

First Quarter 2017 Earnings Presentation April 20, 2017 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 First Quarter 2017 Earnings Presentation April 20, 2017 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Forward-looking statements This communication contains ?forward-looking statements? within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, a

April 20, 2017 425

Janus Capital Group 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 20, 2017 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

April 20, 2017 10-Q

JNS / Janus Capital Group, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group I

April 19, 2017 DEFA14A

Janus Capital Group DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

April 19, 2017 425

First Quarter 2017 Trading Statement First Quarter 2017 Extraordinary Dividend

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

April 18, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Good morning everyone. For the last seven months, you all have been focused, and working tirelessly, with clients and investors on preparations for launching t

March 24, 2017 425

Janus Capital Group 425 (Prospectus)

425 1 a16-1936024425.htm 425 Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Janus Henderson Investors A client-focused, global active asset manager March 2017 Combination of Janus and Henderson Andrew Formi

March 24, 2017 425

Janus Henderson Merger Update Presentation

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 24, 2017 425

Janus Henderson Investors A client-focused, global active asset manager March 2017

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 22, 2017 425

Merger of Henderson Group plc and Janus Capital Group Inc. Publication of Form F-4

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 21, 2017 DEFM14A

Janus Capital Group DEFM14A

DEFM14A 1 a2231435zdefm14a.htm DEFM14A Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS OF HENDERSON TABLE OF CONTENTS Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý

March 21, 2017 425

(incorporated and registered in Jersey with registered number 101484) Proposed Merger Janus Capital Group Inc. Notice of Extraordinary General Meeting

Table of Contents Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 21, 2017 425

Merger of Henderson Group plc and Janus Capital Group Inc. Publication of Circular

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 21, 2017 425

Full Year Results 2016 — US GAAP

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 20, 2017 425

Merger of Henderson Group plc and Janus Capital Group Inc. Proposed changes to the Henderson Group plc Board

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 16, 2017 CORRESP

Janus Capital Group ESP

March 16, 2017 Mr. Hugh West Division of Corporate Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Comment letter dated March 13, 2017, regarding Janus Capital Group Inc.?s Form 10-K for the fiscal year ended December 31, 2016. VIA EDGAR Dear Mr. West: I am writing in response to your letter dated March 13, 2017, setting forth comments of the

March 10, 2017 10-K/A

JNS / Janus Capital Group, Inc. 10-K/A (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

March 10, 2017 EX-10.22

Change in Control Agreement by and between Enrique Chang and Janus Management Holdings Corporation, dated October 24, 2016, is hereby incorporated by reference from Exhibit 10.22 to JCG's Form 10-K/A, dated March 10, 2017 (File No. 001-15253)*

QuickLinks - Click here to rapidly navigate through this document Exhibit 10.22 CHANGE IN CONTROL AGREEMENT THIS AGREEMENT, dated October 24, 2016, is made by and between Janus Management Holdings Corporation (the "Company") and Enrique Chang (the "Executive"). WHEREAS, the Company considers it essential to the best interests of the Company to foster the continued employment of key personnel; and

March 2, 2017 425

Janus Capital Group 425 (Prospectus)

425 1 a16-2182814425.htm 425 Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc. Commission File Number: 001-15253 Date: March 2, 2017 2017 ANNUAL GENERAL MEETING This document is important and requires your immediate attention If you are in any doubt as to the action you should take,

March 2, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 2, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

March 2, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

February 16, 2017 10-K

Janus Capital Group 10-K (Annual Report)

Use these links to rapidly review the document TABLE OF CONTENTS ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

February 16, 2017 EX-10.13.9

Form of Performance Share Unit Award, effective for awards granted to Richard M. Weil in 2016, is hereby incorporated by reference from Exhibit 10.13.9 to JCG’s Annual Report on Form 10‑K for the year ended December 31, 2016 (File No. 001‑15253)*

Exhibit 10.13.9 JANUS LONG TERM INCENTIVE AWARD (“LTI”) ACCEPTANCE FORM The Company grants to (“you” or “Grantee”), effective as of (the “Grant Date”), a Performance Stock Unit Award (the “LTI Award”) as described below, subject to the terms and conditions set forth in this LTI Acceptance Form, the attached Company Plan and the attached Appendices A and B. Performance Stock Unit Award — see Append

February 16, 2017 EX-21.1

Organization Percentage of Ownership State or Other Jurisdiction of Incorporation INTECH Investment Management LLC(1) 97.1 Delaware Janus Capital Management LLC (2) (3) 95 Delaware Janus Capital Trust Manager Limited (4) 100 Ireland Janus Distributor

Exhibit 21.1 List of Subsidiaries All subsidiaries of Janus Capital Group Inc. listed below are included in the consolidated financial statements unless otherwise indicated. Organization Percentage of Ownership State or Other Jurisdiction of Incorporation INTECH Investment Management LLC(1) 97.1 Delaware Janus Capital Management LLC (2) (3) 95 Delaware Janus Capital Trust Manager Limited (4) 100 I

February 16, 2017 EX-10.9.6

Amendment No. 6 to Janus 401(k) Plan, effective August 31, 2016, is hereby incorporated by reference from Exhibit 10.9.6 to JCG’s Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 001-15253)

Exhibit 10.9.6 SIXTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2014 (the “Plan”), is hereby amended as follows, effective as of August 31, 2016, unless otherwise expressly provided below: 1. The Plan is hereby amended to clarify that the provisions adopted in the Fourth Amendment

February 16, 2017 EX-12.1

JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

Exhibit 12.1 JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Year Ended December 31, (dollars in millions) 2016 2015 2014 2013 2012 Pretax income from continuing operations, excluding equity in earnings of unconsolidated affiliates $ 242.2 $ 253.3 $ 257.7 $ 195.5 $ 176.6 Interest expense 20.8 27.7 33.1 41.1 45.0 Portion of rents representative of an appropriate interest

February 16, 2017 EX-10.9.4

Amendment No. 4 to Janus 401(k) Plan, effective September 1, 2016, is hereby incorporated by reference from Exhibit 10.9.4 to JCG’s Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 001-15253)

Exhibit 10.9.4 FOURTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2014 (the “Plan”), is hereby amended as follows, effective as of September 1, 2016 unless otherwise expressly provided below: 1. The first paragraph of Section 1.23 of the Plan is hereby amended by replacing it in its

February 16, 2017 EX-10.17

CHANGE IN CONTROL AGREEMENT

Exhibit 10.17 CHANGE IN CONTROL AGREEMENT THIS AGREEMENT, dated November 22, 2016, is made by and between Janus Management Holdings Corporation (the “Company”) and Jennifer McPeek (the “Executive”). WHEREAS, the Company considers it essential to the best interests of the Company to foster the continued employment of key personnel; and WHEREAS, the Company recognizes that the possibility of a Chang

February 16, 2017 EX-10.11.1

AMENDMENT NO. 2 TO THE JANUS CAPITAL GROUP INC. AMENDED AND RESTATED INCOME DEFERRAL PROGRAM

Exhibit 10.11.1 AMENDMENT NO. 2 TO THE JANUS CAPITAL GROUP INC. AMENDED AND RESTATED INCOME DEFERRAL PROGRAM THIS AMENDMENT (this “Amendment”) to the Amended and Restated Income Deferral Program (as amended through July 19, 2010, the “Plan”) is made as of December 12, 2016. WHEREAS, the Administrative Committee (as undersigned below) has been delegated by the Plan Administrator to carry out certai

February 16, 2017 EX-10.9.5

Amendment No. 5 to Janus 401(k) Plan, effective September 1, 2016, is hereby incorporated by reference from Exhibit 10.9.5 to JCG’s Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 001-15253)

EX-10.9.5 3 a2230904zex-1095.htm EX-10.9.5 Exhibit 10.9.5 FIFTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2014 (the “Plan”), is hereby amended as follows, effective as of September 1, 2016, unless otherwise expressly provided below: 1. The last sentence of the first paragraph unde

February 16, 2017 EX-10.12.2

AMENDMENT NO. 2 TO THE AMENDED AND RESTATED JANUS CAPITAL GROUP INC. DIRECTOR DEFERRED FEE PLAN

Exhibit 10.12.2 AMENDMENT NO. 2 TO THE AMENDED AND RESTATED JANUS CAPITAL GROUP INC. DIRECTOR DEFERRED FEE PLAN THIS AMENDMENT (this “Amendment”) to the Amended and Restated Janus Capital Group Inc. Director Deferred Fee Plan (as amended through December 19, 2013, the “Plan”) is made as of December 12, 2016. WHEREAS, the Administrative Committee (as undersigned below) has been delegated by the Pla

February 10, 2017 SC 13G/A

JNS / Janus Capital Group, Inc. / VANGUARD GROUP INC Passive Investment

januscapitalgroupinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Janus Capital Group Inc Title of Class of Securities: Common Stock CUSIP Number: 47102X105 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropr

February 9, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

February 9, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

February 9, 2017 SC 13G

JNS / Janus Capital Group, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment

SC 13G 1 dfs557.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* JANUS CAPITAL GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 47102X105 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

January 25, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 JANUS CAPITAL GROUP Moderator: John Groneman January 24, 2017 9:00 am CT Operator: This communication contains ?forward-looking statements? within the meaning

January 24, 2017 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 January 24, 2017 JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2016 RESULTS Fourth quarter earnings of $0.17 per diluted share, or $0.20 as a

January 24, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 24, 2017 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

January 24, 2017 EX-99.2

Fourth Quarter and Full-Year 2016 Earnings Presentation January 24, 2017 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Fourth Quarter and Full-Year 2016 Earnings Presentation January 24, 2017 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Forward-looking statements This communication contains ?forward-looking statements? within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchan

January 24, 2017 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2016 RESULTS Fourth quarter earnings of $0.17 per diluted share, or $0.20 as adjusted for merger-related costs

Exhibit 99.1 January 24, 2017 JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2016 RESULTS Fourth quarter earnings of $0.17 per diluted share, or $0.20 as adjusted for merger-related costs DENVER ? Janus Capital Group Inc. (?JCG?) (NYSE: JNS) today reported fourth quarter 2016 net income of $30.9 million, or $0.17 per diluted share, compared with third quarter 2016 net income of $4

December 15, 2016 425

Janus Capital Group 425 (Prospectus)

425 1 a16-1936023425.htm 425 Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 [JANUS LETTERHEAD] December 15, 2016 Dear Valued Client, As previously announced, Janus Capital Group Inc. (Janus), and Henderson

December 15, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 [JANUS LETTERHEAD] December 15, 2016 Dear Valued Client, We are writing to inform you that Janus Capital has proposed merging INTECH U.S. Core Fund into INTECH

December 15, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 [JANUS LETTERHEAD] December 15, 2016 Dear Valued Client, We are writing to inform you that Janus Capital has proposed merging Janus Twenty Fund into Janus Fort

December 15, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 [JANUS LETTERHEAD] December 15, 2016 Dear Valued Client, As previously announced, Janus Capital Group Inc. (Janus), and Henderson Group plc (Henderson) have re

December 15, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 [JANUS LETTERHEAD] December 15, 2016 Dear Valued Client, We are writing to inform you that Janus Capital has proposed merging Janus Fund into Janus Research Fu

December 15, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 [JANUS LETTERHEAD] December 15, 2016 Dear Valued Client, As previously announced, Janus Capital Group Inc. (Janus), and Henderson Group plc (Henderson) have re

December 15, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 [JANUS LETTERHEAD] December 15, 2016 Dear Valued Client, As previously announced, Janus Capital Group Inc. (Janus), and Henderson Group plc (Henderson) have re

December 15, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 [JANUS LETTERHEAD] December 15, 2016 Dear Valued Client, We are writing to inform you of proposed changes to Janus Portfolio, a series of Janus Aspen Series Tr

November 23, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a16-19360158k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of the earliest event reported): November 23, 2016 (November 22, 2016) Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (St

November 23, 2016 EX-10.1

CHANGE IN CONTROL AGREEMENT

EX-10.1 2 a16-1936015ex10d1.htm EX-10.1 Exhibit 10.1 CHANGE IN CONTROL AGREEMENT THIS AGREEMENT, dated November 22, 2016, is made by and between Janus Management Holdings Corporation (the “Company”) and Jennifer McPeek (the “Executive”). WHEREAS, the Company considers it essential to the best interests of the Company to foster the continued employment of key personnel; and WHEREAS, the Company rec

October 27, 2016 425

Third Quarter 2016 Trading Statement

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

October 26, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 25 Oct 2016 Janus Capital Group Inc. (JNS) Q3 2016 Earnings Call Cautionary Statement Regarding Forward-Looking Statement This communication contains “forward-

October 25, 2016 10-Q

JNS / Janus Capital Group, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Gro

October 25, 2016 EX-99.2

Third Quarter 2016 Earnings Presentation October 25, 2016 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Third Quarter 2016 Earnings Presentation October 25, 2016 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Forward-looking statements This communication contains ?forward-looking statements? within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,

October 25, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Team, It has been three weeks since we announced the merger with Henderson Global Investors and I wanted to provide you with an update on progress and to let y

October 25, 2016 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES THIRD QUARTER 2016 RESULTS Third quarter earnings of $0.22 per diluted share, or $0.24 as adjusted for merger related costs(1)

Exhibit 99.1 October 25, 2016 JANUS CAPITAL GROUP INC. ANNOUNCES THIRD QUARTER 2016 RESULTS Third quarter earnings of $0.22 per diluted share, or $0.24 as adjusted for merger related costs(1) DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported third quarter 2016 net income of $41.1 million, or $0.22 per diluted share, compared with second quarter 2016 net income of $39.0 million,

October 25, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 25, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

October 11, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Janus Capital Group October 3rd Webcast Monday, October 3, 2016 2:30 PM Mountain Time Cautionary Statement Regarding Forward-Looking Statements This communicat

October 4, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Henderson Group plc and Janus Capital Group Inc. Merger Call Posted to Janus Capital Group Inc.’s website October 4, 2016 Cautionary Statement Regarding Forwar

October 4, 2016 SC 13D/A

JNS / Janus Capital Group, Inc. / DAI ICHI LIFE INSURANCE CO., LTD. - FORM SC 13D/A Activist Investment

SC 13D/A 1 dp69238sc13da.htm FORM SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* JANUS CAPITAL GROUP INC. (Name of Issuer) Common Stock, par value $0.01 per Share (Title of Class of Securities) 47102X105 (CUSIP Number) Taku Murakawa General Manager, Actuarial and Accounting Unit Dai-ichi Li

October 3, 2016 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 3, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employe

October 3, 2016 EX-99.2

Janus Capital Group Inc. and Henderson Group plc announce recommended merger of equals

Exhibit 99.2 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION Janus Capital Group Inc. and Henderson Group plc announce recommended merger of equals Highlights ? Combined group, Janus Henderson Global Investors plc,

October 3, 2016 EX-2.1

HENDERSON GROUP PLC HORIZON ORBIT CORP. JANUS CAPITAL GROUP INC. AGREEMENT AND PLAN OF MERGER Dated as of October 3, 2016

EX-2.1 2 a16-193603ex2d1.htm EX-2.1 Exhibit 2.1 Execution Version HENDERSON GROUP PLC HORIZON ORBIT CORP. JANUS CAPITAL GROUP INC. AGREEMENT AND PLAN OF MERGER Dated as of October 3, 2016 TABLE OF CONTENTS Page ARTICLE I THE MERGER 3 Section 1.1 The Merger 3 Section 1.2 Closing 3 Section 1.3 Effective Time 3 Section 1.4 Effects of the Transaction 3 ARTICLE II CERTAIN GOVERNANCE MATTERS 3 Section 2

October 3, 2016 EX-10.2

AMENDED AND RESTATED INVESTMENT AND STRATEGIC COOPERATION AGREEMENT by and between JANUS CAPITAL GROUP INC., HENDERSON GROUP PLC DAI-ICHI LIFE HOLDINGS, INC. Dated as of October 3, 2016

Exhibit 10.2 AMENDED AND RESTATED INVESTMENT AND STRATEGIC COOPERATION AGREEMENT by and between JANUS CAPITAL GROUP INC., HENDERSON GROUP PLC and DAI-ICHI LIFE HOLDINGS, INC. Dated as of October 3, 2016 Table of Contents Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Additional Defined Terms 5 Section 1.3 Interpretation and Construction 7 ARTICLE II PURCHASE OF THE COMPANY COMM

October 3, 2016 425

Janus Capital Group 425 (Prospectus)

425 1 a16-193608425.htm 425 Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Client Questions & Answers Regarding the Janus-Henderson Merger 1. What is happening exactly? INTECH’s parent company Janus Capital

October 3, 2016 EX-99.2

Janus Capital Group Inc. and Henderson Group plc announce recommended merger of equals

Exhibit 99.2 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION Janus Capital Group Inc. and Henderson Group plc announce recommended merger of equals Highlights ? Combined group, Janus Henderson Global Investors plc,

October 3, 2016 EX-10.1

VOTING AND SUPPORT AGREEMENT

EX-10.1 3 a16-193603ex10d1.htm EX-10.1 Exhibit 10.1 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT, dated as of October 3, 2016 (this “Agreement”), is by and among Henderson Group plc, a company incorporated in Jersey (“Henderson”); Dai-ichi Life Holdings, Inc., a Japanese corporation (the “Janus Stockholder”); and Janus Capital Group Inc., a Delaware corporation ( “Janus”). WHEREA

October 3, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 FOR INTERNAL USE ONLY / NOT FOR PUBLIC VIEWING OR DISTRIBUTION Janus Capital Group, Inc. and Henderson Group plc Announce Recommended Merger of Equals Manager

October 3, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Richard Weil Chief Executive Officer October 3, 2016 Dear Valued Client, I?m excited to announce that Janus Capital Group, Inc., has reached a definitive agree

October 3, 2016 425

Janus Capital Group 425 (Prospectus)

425 1 a16-1936010425.htm 425 Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Janus Capital Group Inc. & Henderson Group plc Monday, October 3, 2016 Dick Weil Chief Executive Officer Janus Henderson Global In

October 3, 2016 EX-10.1

VOTING AND SUPPORT AGREEMENT

Exhibit 10.1 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT, dated as of October 3, 2016 (this “Agreement”), is by and among Henderson Group plc, a company incorporated in Jersey (“Henderson”); Dai-ichi Life Holdings, Inc., a Japanese corporation (the “Janus Stockholder”); and Janus Capital Group Inc., a Delaware corporation ( “Janus”). WHEREAS, as of the date hereof, the Janus Sto

October 3, 2016 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 3, 2016 Janus Capital Grou

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 3, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employe

October 3, 2016 425

Janus Henderson Global Investors Janus Capital Group Inc. and Henderson Group plc Recommended Merger of Equals Monday 3 October 2016 Andrew Formica Chief Executive, Henderson Group plc Dick Weil Chief Executive Officer, Janus Capital Group Inc. Roger

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

October 3, 2016 425

Janus Capital Group Inc. and Henderson Group plc announce recommended merger of equals

Filed by Henderson Group plc This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 Subject Company: Janus Capital Group Inc.

October 3, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Janus Capital Group, Inc. and Henderson Group plc Announce Recommended Merger of Equals Internal DW Email Janus Capital Group Team Members: I’m very excited to

October 3, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 Employee Questions & Answers Regarding the Janus-Henderson Merger 1. What is happening exactly? As you have heard, INTECH?s parent company Janus Capital Group

October 3, 2016 425

Janus Capital Group 425 (Prospectus)

Filed by Janus Capital Group Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Janus Capital Group Inc. Commission File No. 1-15253 FOR INTERNAL USE ONLY / NOT FOR PUBLIC VIEWING OR DISTRIBUTION Janus Capital Group, Inc. and Henderson Group plc Announce Recommended Merger of Equals Key Mess

October 3, 2016 EX-99.1

Janus Henderson Global Investors Janus Capital Group Inc. and Henderson Group plc Recommended Merger of Equals Monday 3 October 2016 Dick Weil Chief Executive Officer, Janus Capital Group Inc. Andrew Formica Chief Executive, Henderson Group plc Jenni

Exhibit 99.1 Janus Henderson Global Investors Janus Capital Group Inc. and Henderson Group plc Recommended Merger of Equals Monday 3 October 2016 Dick Weil Chief Executive Officer, Janus Capital Group Inc. Andrew Formica Chief Executive, Henderson Group plc Jennifer McPeek Chief Financial Officer, Janus Capital Group Inc. Forward-looking statements ? Janus Capital Group Inc. This communication con

October 3, 2016 EX-99.1

Janus Henderson Global Investors Janus Capital Group Inc. and Henderson Group plc Recommended Merger of Equals Monday 3 October 2016 Dick Weil Chief Executive Officer, Janus Capital Group Inc. Andrew Formica Chief Executive, Henderson Group plc Jenni

EX-99.1 5 a16-193603ex99d1.htm EX-99.1 Exhibit 99.1 Janus Henderson Global Investors Janus Capital Group Inc. and Henderson Group plc Recommended Merger of Equals Monday 3 October 2016 Dick Weil Chief Executive Officer, Janus Capital Group Inc. Andrew Formica Chief Executive, Henderson Group plc Jennifer McPeek Chief Financial Officer, Janus Capital Group Inc. Forward-looking statements – Janus Ca

October 3, 2016 EX-2.1

Agreement and Plan of Merger, dated October 3, 2016, by and among Janus Capital Group Inc., Henderson Group plc and Horizon Orbit Corp, is hereby incorporated by reference from Exhibit 2.1 to JCG’s Current Report on Form 8-K, dated October 3, 2016 (File No. 001-15253)

Exhibit 2.1 Execution Version HENDERSON GROUP PLC HORIZON ORBIT CORP. JANUS CAPITAL GROUP INC. AGREEMENT AND PLAN OF MERGER Dated as of October 3, 2016 TABLE OF CONTENTS Page ARTICLE I THE MERGER 3 Section 1.1 The Merger 3 Section 1.2 Closing 3 Section 1.3 Effective Time 3 Section 1.4 Effects of the Transaction 3 ARTICLE II CERTAIN GOVERNANCE MATTERS 3 Section 2.1 Name, Exchange and Trading Symbol

October 3, 2016 EX-10.2

AMENDED AND RESTATED INVESTMENT AND STRATEGIC COOPERATION AGREEMENT by and between JANUS CAPITAL GROUP INC., HENDERSON GROUP PLC DAI-ICHI LIFE HOLDINGS, INC. Dated as of October 3, 2016

Exhibit 10.2 AMENDED AND RESTATED INVESTMENT AND STRATEGIC COOPERATION AGREEMENT by and between JANUS CAPITAL GROUP INC., HENDERSON GROUP PLC and DAI-ICHI LIFE HOLDINGS, INC. Dated as of October 3, 2016 Table of Contents Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Additional Defined Terms 5 Section 1.3 Interpretation and Construction 7 ARTICLE II PURCHASE OF THE COMPANY COMM

August 2, 2016 EX-4.6

FIFTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN

Exhibit 4.6 FIFTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2014 (the ?Plan?), is hereby amended as follows, effective as of July 22, 2016, unless otherwise expressly provided below: 1. The last sentence of the first paragraph under ?Background? is hereby deleted. 2. Section 1.1(h

August 2, 2016 S-8

Janus Capital Group S-8

As filed with the Securities and Exchange Commission on August 2, 2016 Registration No.

August 2, 2016 EX-4.5

FOURTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN

Exhibit 4.5 FOURTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2014 (the ?Plan?), is hereby amended as follows, effective as of September 1, 2016 unless otherwise expressly provided below: 1. The first paragraph of Section 1.23 of the Plan is hereby amended by replacing it in its en

July 26, 2016 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES SECOND QUARTER 2016 RESULTS

Exhibit 99.1 July 26, 2016 JANUS CAPITAL GROUP INC. ANNOUNCES SECOND QUARTER 2016 RESULTS DENVER ? Janus Capital Group Inc. (?JCG?) (NYSE: JNS) today reported second quarter 2016 net income of $39.0 million, or $0.21 per diluted share, compared with first quarter 2016 net income of $35.1 million, or $0.19 per diluted share, and net income of $44.7 million, or $0.23 per diluted share, in the second

July 26, 2016 EX-99.2

Second Quarter 2016 Earnings Presentation July 26, 2016 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Second Quarter 2016 Earnings Presentation July 26, 2016 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Executive summary We are pleased with the progress in net flows that we are seeing across the franchise; 2Q 2016 total company long-term net flows were $0.0 billion, compared to $(0.3) billion in 1Q 2016 Fundamental Equity net flows were $0.3 billion, an an

July 26, 2016 10-Q

JNS / Janus Capital Group, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group In

July 26, 2016 8-K

Janus Capital Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 26, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

April 27, 2016 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 22, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

April 26, 2016 10-Q

Janus Capital Group 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group I

April 26, 2016 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2016 RESULTS

Exhibit 99.1 April 26, 2016 JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2016 RESULTS DENVER ? Janus Capital Group Inc. (?JCG?) (NYSE: JNS) today reported first quarter 2016 net income of $35.1 million, or $0.19 per diluted share, compared with fourth quarter 2015 net income of $46.6 million, or $0.25 per diluted share, and net income of $44.6 million, or $0.23 per diluted share, in the first

April 26, 2016 8-K

Janus Capital Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 26, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

April 26, 2016 EX-99.2

First Quarter 2016 Earnings Presentation April 26, 2016 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 First Quarter 2016 Earnings Presentation April 26, 2016 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Executive summary 1Q 2016 total company long-term net flows of $(0.3) billion, compared to $(0.6) billion in 4Q 2015 INTECH net flows of $0.7 billion marked the strongest quarter of flows for this business since 3Q 2013 With fixed income flows of $(0.1) bil

April 1, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 1, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

March 11, 2016 DEF 14A

Janus Capital Group DEF 14A

Use these links to rapidly review the document PROXY STATEMENT TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 10, 2016 S-3ASR

Janus Capital Group S-3ASR

Table of Contents As Filed With The Securities And Exchange Commission On March 10, 2016 Registration No.

March 10, 2016 EX-25.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTE

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) o THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (St

March 4, 2016 8-K

Janus Capital Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 1, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

March 1, 2016 PRE 14A

Janus Capital Group PRE 14A

Use these links to rapidly review the document PROXY STATEMENT TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 24, 2016 10-K

Janus Capital Group 10-K (Annual Report)

Use these links to rapidly review the document TABLE OF CONTENTS ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

February 24, 2016 EX-10.17

JANUS CAPITAL GROUP INC. OUTSIDE DIRECTOR COMPENSATION PROGRAM

EX-10.17 5 a2227369zex-1017.htm EX-10.17 Exhibit 10.17 JANUS CAPITAL GROUP INC. OUTSIDE DIRECTOR COMPENSATION PROGRAM Annual Board Cash Retainer $ 100,000 Annual Board Stock Retainer Grant $ 100,000 Annual Committee Cash Retainer (per Committee) $ 10,000 Additional Annual Cash Retainer for Audit Committee Chair $ 25,000 Additional Annual Cash Retainer for Compensation Committee Chair, Nominating a

February 24, 2016 EX-21.1

Organization Percentage of Ownership State or Other Jurisdiction of Incorporation INTECH Investment Management LLC(1) 97.04 Delaware Janus Capital Management LLC (2) (3) 95 Delaware Janus Capital Trust Manager Limited (4) 100 Ireland Janus Distributo

Exhibit 21.1 List of Subsidiaries All subsidiaries of Janus Capital Group Inc. listed below are included in the consolidated financial statements unless otherwise indicated. Organization Percentage of Ownership State or Other Jurisdiction of Incorporation INTECH Investment Management LLC(1) 97.04 Delaware Janus Capital Management LLC (2) (3) 95 Delaware Janus Capital Trust Manager Limited (4) 100

February 24, 2016 EX-10.9.2

Amendment No. 2 to Janus 401(k) Plan, effective January 1, 2015, is hereby incorporated by reference from Exhibit 10.9.2 to JCG’s Annual Report on Form 10-K for the year ended December 31, 2015 (File No. 001-15253)

Exhibit 10.9.2 SECOND AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2014 (the “Plan”), is hereby amended as follows: 1. Effective as of January 1, 2015, Section 1.3 of the Plan is hereby amended in its entirety to read as follows: 1.3 “Affiliated Employer” means any corporation which

February 24, 2016 EX-12.1

JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

Exhibit 12.1 JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Year Ended December 31, (dollars in millions) 2015 2014 2013 2012 2011 Pretax income from continuing operations, excluding equity in earnings of unconsolidated affiliates $ 253.3 $ 257.7 $ 195.5 $ 176.6 $ 232.8 Interest expense 27.7 33.1 41.1 45.0 51.0 Portion of rents representative of an appropriate interest

February 24, 2016 EX-10.13.8

Form of Performance Share Unit Award, effective for awards granted to Richard M. Weil in 2015, is hereby incorporated by reference from Exhibit 10.13.8 to JCG's Annual Report on Form 10-K for the year ended December 31, 2015 (File No. 001-15253)*

Exhibit 10.13.8 JANUS LONG TERM INCENTIVE AWARD (“LTI”) ACCEPTANCE FORM The Company grants to (“you” or “Grantee”), effective as of (the “Grant Date”), a Performance Stock Unit Award (the “LTI Award”) as described below, subject to the terms and conditions set forth in this LTI Acceptance Form, the attached Company Plan and the attached Appendices A and B. Performance Stock Unit Award — see Append

February 24, 2016 EX-10.19

1

Exhibit 10.19 The Janus Capital Variable Compensation Program (the “Program”) covers all variable compensation to be paid to employees of Janus Capital Group Inc. (“JCG”), Janus Management Holdings Corporation, Janus Capital International Limited, Janus Capital Asia Limited, Janus Capital Singapore Pte. Limited, and any future subsidiary that has one or more employee(s) (collectively, “Janus”). Th

February 24, 2016 EX-10.9.3

Amendment No. 3 to Janus 401(k) Plan, effective January 1, 2016, is hereby incorporated by reference from Exhibit 10.9.3 to JCG’s Annual Report on Form 10-K for the year ended December 31, 2015 (File No. 001-15253)

Exhibit 10.9.3 THIRD AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2014 (the “Plan”), is hereby amended as follows, effective as of January 1, 2016, unless otherwise expressly provided below: 1. Section 1.4 of the Plan is hereby is hereby amended by replacing it in its entirety to rea

February 10, 2016 SC 13G/A

JNS / Janus Capital Group, Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 januscapitalgrpinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Janus Capital Group Inc Title of Class of Securities: Common Stock CUSIP Number: 47102X105 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to designate the rule purs

January 26, 2016 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2015 RESULTS

Exhibit 99.1 January 26, 2016 JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2015 RESULTS DENVER ? Janus Capital Group Inc. (?JCG?) (NYSE: JNS) today reported fourth quarter 2015 net income of $46.6 million, or $0.25 per diluted share, compared with third quarter 2015 net income of $19.9 million, or $0.10 per diluted share ($0.22 as adjusted for early retirement of debt). Third qu

January 26, 2016 EX-99.2

Fourth Quarter and Full-Year 2015 Earnings Presentation January 26, 2016 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Fourth Quarter and Full-Year 2015 Earnings Presentation January 26, 2016 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer 2015 was a volatile year across markets; however, we made continued progress strengthening our investment performance, which translated into better net flows and an improvement in mutual fund performance fees Investment performance continue

January 26, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 26, 2016 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

October 26, 2015 8-K

Janus Capital Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 22, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

October 22, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Gro

October 22, 2015 EX-99.2

Third Quarter 2015 Earnings Presentation October 22, 2015 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

EX-99.2 3 a15-212941ex99d2.htm EX-99.2 Exhibit 99.2 Third Quarter 2015 Earnings Presentation October 22, 2015 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer 3Q 2015 GAAP EPS of $0.10, adjusted EPS of $0.22, compared to $0.23 in 2Q 2015 and $0.22 in 3Q 2014 (1) 3Q 2015 adjusted EPS excludes a $0.12 non-operating loss due to the early extinguishment of debt 3Q 2015 total c

October 22, 2015 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES THIRD QUARTER 2015 RESULTS Third quarter earnings of $0.10 per diluted share, or $0.22 as adjusted for early retirement of debt

Exhibit 99.1 October 22, 2015 JANUS CAPITAL GROUP INC. ANNOUNCES THIRD QUARTER 2015 RESULTS Third quarter earnings of $0.10 per diluted share, or $0.22 as adjusted for early retirement of debt DENVER ? Janus Capital Group Inc. (?JCG?) (NYSE: JNS) today reported third quarter 2015 net income of $19.9 million, or $0.10 per diluted share, or $0.22 as adjusted for early retirement of debt, compared wi

October 22, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 22, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

July 31, 2015 EX-4.2

Form of Global Notes for the 2025 Senior Notes, is hereby incorporated by reference from Exhibit 4.2 to JCG’s Current Report on Form 8-K, dated July 31, 2015 (File No. 001-15253)

Exhibit 4.2 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER

July 31, 2015 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 31, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 49-1804048 (State or other jurisdiction of incorporation) (Commission F

July 31, 2015 EX-12.1

JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

Exhibit 12.1 JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES 6 mos ended June 30, Year Ended December 31, (dollars in millions) 2015 2014 2013 2012 2011 2010 Pretax income from continuing operations, excluding equity in earnings of unconsolidated affiliates $ 142.6 $ 257.7 $ 195.5 $ 176.6 $ 232.8 $ 245.0 Interest expense 14.5 33.1 41.1 45.0 51.0 63.2 Portion of rents rep

July 31, 2015 8-K

Janus Capital Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 28, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 49-1804048 (State or other jurisdiction of incorporation) (Commission F

July 31, 2015 EX-1.1

JANUS CAPITAL GROUP INC. 4.875% Senior Notes due 2025 Underwriting Agreement

Exhibit 1.1 JANUS CAPITAL GROUP INC. $300,000,000 4.875% Senior Notes due 2025 Underwriting Agreement July 28, 2015 J.P. Morgan Securities LLC Citigroup Global Markets Inc. Wells Fargo Securities, LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Citigroup Global Markets Inc. 388 Greenwich S

July 31, 2015 EX-4.1

Officer's Certificate pursuant to the Base Indenture establishing the terms of the 2025 Senior Notes is hereby incorporated by reference from Exhibit 4.1 to JCG's Current Report on Form 8-K, dated July 28, 2015 (File No. 001-15253)

Exhibit 4.1 JANUS CAPITAL GROUP INC. OFFICERS? CERTIFICATE PURSUANT TO SECTION 201, SECTION 203 AND SECTION 301 OF THE INDENTURE ESTABLISHING TERMS AND PROVISIONS OF 4.875% NOTES DUE 2025 July 31, 2015 1. Each of the undersigned, Jennifer J. McPeek, being the duly appointed Executive Vice President and Chief Financial Officer of Janus Capital Group Inc., a Delaware corporation (the ?Company?), and

July 30, 2015 424B5

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Maximum offering price per unit Maximum aggregate offering price Amount of registration fee(1) 4.875% Senior Notes due 2025 $ 300,000,000 99.02

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Maximum offering price per unit Maximum aggregate offering price Amount of registration fee(1) 4.

July 29, 2015 FWP

Janus Capital Group Inc. 4.875% Senior Notes due 2025 Pricing Term Sheet July 28, 2015

FWP 1 a15-117883fwp.htm FWP Filed Pursuant to Rule 433 Registration No. 333-187263 Supplementing the Preliminary Prospectus Supplement dated July 28, 2015 (To Prospectus dated March 14, 2013) Janus Capital Group Inc. 4.875% Senior Notes due 2025 Pricing Term Sheet July 28, 2015 Issuer: Janus Capital Group Inc. Format: SEC Registered Expected Ratings (outlook)*: Baa3 / BBB (Stable / Stable) (Moody’

July 28, 2015 424B5

SUBJECT TO COMPLETION, DATED JULY 28, 2015

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424B(5) Registration No.

July 24, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 23, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

July 23, 2015 EX-99.2

Second Quarter 2015 Earnings Presentation July 23, 2015 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Second Quarter 2015 Earnings Presentation July 23, 2015 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer 2Q 2015 total company long-term net flows of $0.2 billion, the third consecutive quarter of positive long-term net flows, led by Janus equity inflows Janus equity net inflows of $1.0 billion in 2Q 2015 marked the third consecutive quarter of inflows for thi

July 23, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group In

July 23, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a15-1589218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 23, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Com

July 23, 2015 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES SECOND QUARTER 2015 RESULTS

Exhibit 99.1 July 23, 2015 JANUS CAPITAL GROUP INC. ANNOUNCES SECOND QUARTER 2015 RESULTS DENVER ? Janus Capital Group Inc. (?JCG?) (NYSE: JNS) today reported second quarter 2015 net income of $44.7 million, or $0.23 per diluted share, compared with first quarter 2015 net income of $44.6 million, or $0.23 per diluted share, and net income of $36.3 million, or $0.19 per diluted share, in the second

June 4, 2015 S-8

Janus Capital Group S-8

As filed with the Securities and Exchange Commission on June 4, 2015 Registration No.

May 1, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group I

May 1, 2015 EX-10.1

JANUS LONG TERM INCENTIVE AWARD (?LTI?) ACCEPTANCE FORM

Exhibit 10.1 JANUS LONG TERM INCENTIVE AWARD (?LTI?) ACCEPTANCE FORM The Company grants to (?you? or ?Grantee?), effective as of (the ?Grant Date?), a Performance Stock Unit Award (the ?LTI Award?) as described below, subject to the terms and conditions set forth in this LTI Acceptance Form, the attached Company Plan and the attached Appendices A and B. Performance Stock Unit Award ? see Appendix

April 28, 2015 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a15-1015318k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 24, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Co

April 23, 2015 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2015 RESULTS

Exhibit 99.1 April 23, 2015 JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2015 RESULTS DENVER ? Janus Capital Group Inc. (?JCG?) (NYSE: JNS) today reported first quarter 2015 net income of $44.6 million, or $0.23 per diluted share, compared with fourth quarter 2014 net income of $46.7 million, or $0.24 per diluted share, and net income of $30.5 million, or $0.16 per diluted share, in the first

April 23, 2015 EX-99.2

First Quarter 2015 Earnings Presentation April 23, 2015 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 First Quarter 2015 Earnings Presentation April 23, 2015 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer 1Q 2015 total company long-term net flows of $1.1 billion were led by Janus equity inflows Janus equity net inflows of $2.2 billion in 1Q 2015 marked the strongest quarter of inflows for this business in nearly 7 years; annualized organic growth of 11% mean

April 23, 2015 8-K

Janus Capital Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 23, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

March 13, 2015 DEF 14A

Janus Capital Group DEF 14A

Use these links to rapidly review the document PROXY STATEMENT TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 24, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Use these links to rapidly review the document TABLE OF CONTENTS ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

February 24, 2015 EX-10.13.7

Form of Performance Share Unit Award, effective for awards granted to Richard M. Weil in 2014, is hereby incorporated by reference from Exhibit 10.13.7 to JCG's Annual Report on Form 10-K for the year ended December 31, 2014 (File No. 001-15253)*

Exhibit 10.13.7 JANUS LONG TERM INCENTIVE AWARD (?LTI?) ACCEPTANCE FORM The Company grants to Richard M. Weil (?you? or ?Grantee?), effective as of December 31, 2014 (the ?Grant Date?), a Performance Stock Unit Award (the ?LTI Award?) as described below, subject to the terms and conditions set forth in this LTI Acceptance Form, the attached Company Plan and the attached Appendices A and B. Perform

February 24, 2015 EX-10.9

Amendment No. 1 to Janus 401(k) Plan, effective January 1, 2014, is hereby incorporated by reference from Exhibit 10.9 to JCG’s Annual Report on Form 10-K for the year ended December 31, 2014 (File No. 001-15253)

Exhibit 10.9 FIRST AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2014 (the “Plan”), is hereby amended as follows: 1. Effective as of January 1, 2014, Section 1.8 of the Plan is hereby clarified by deleting the first paragraph and replacing it in its entirety to read as follows: 1.8 “C

February 24, 2015 EX-21.1

Percentage of Ownership

Exhibit 21.1 List of Subsidiaries All subsidiaries of Janus Capital Group Inc. listed below are included in the consolidated financial statements unless otherwise indicated. Organization Percentage of Ownership State or Other Jurisdiction of Incorporation INTECH Investment Management LLC(1) 96.81 Delaware Janus Capital Management LLC (2) (3) 95 Delaware Janus Capital Trust Manager Limited (4) 100

February 24, 2015 EX-10.19

Janus Capital Variable Compensation Program

Exhibit 10.19 Last updated: 2/21/2014 Janus Capital Variable Compensation Program The Janus Capital Variable Compensation Program (the ?Program?) covers all variable compensation to be paid to employees of Janus Capital Group Inc. (?JCG?), Janus Management Holdings Corporation, Janus Capital International Limited, Janus Capital Asia Limited, Janus Capital Singapore Pte. Limited and any future subs

February 24, 2015 EX-10.8

Janus Capital Group Inc. 401(k) and Employee Stock Ownership Plan, as amended and restated, effective January 1, 2014, is hereby incorporated by reference from Exhibit 10.8 to JCG’s Annual Report on Form 10-K for the year ended December 31, 2014 (File No. 001-15253)

Exhibit 10.8 JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN TABLE OF CONTENTS Page BACKGROUND 1 ARTICLE I DEFINITIONS 5 1.1 ?Accounts? 5 1.2 ?Administrator? 6 1.3 ?Affiliated Employer? 6 1.4 ?Basic Compensation? 6 1.5 ?Beneficiary? 6 1.6 ?Code? 6 1.7 ?Company Stock? 6 1.8 ?Compensation? 6 1.9 ?Contribution? 8 1.10 ?Eligible Employee? 9 1.11 ?Employee? 9 1.12 ?Employer? 10 1.13 ?ERISA? 10 1.14 ?Exc

February 24, 2015 EX-12.1

JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

Exhibit 12.1 JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Year Ended December 31, (dollars in millions) 2014 2013 2012 2011 2010 Pretax income from continuing operations, excluding equity in earnings of unconsolidated affiliates $ 257.7 $ 195.5 $ 176.6 $ 232.8 $ 245.0 Interest expense 33.1 41.1 45.0 51.0 63.2 Portion of rents representative of an appropriate interest

February 20, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 19, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Emplo

February 10, 2015 SC 13G

JNS / Janus Capital Group, Inc. / VANGUARD GROUP INC Passive Investment

januscapitalgroup.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Janus Capital Group Inc Title of Class of Securities: Common Stock CUSIP Number: 47102X105 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriat

January 22, 2015 EX-99.2

Fourth Quarter and Full-Year 2014 Earnings Presentation January 22, 2015 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Fourth Quarter and Full-Year 2014 Earnings Presentation January 22, 2015 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer 2 • 4Q 2014 total company long-term net flows of $2.0 billion marked the first quarter of positive net flows for the firm since 2Q 2009 – Fixed income gross sales increased meaningfully in both fundamental and global macro strategies – Janu

January 22, 2015 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2014 RESULTS

EX-99.1 2 a15-28741ex99d1.htm EX-99.1 Exhibit 99.1 January 22, 2015 JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2014 RESULTS DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported fourth quarter net income of $46.7 million, or $0.24 per diluted share, compared with third quarter 2014 net income of $40.9 million, or $0.22 per diluted share, and net income of $38.3

January 22, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 22, 2015 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

December 1, 2014 S-8

JNS / Janus Capital Group, Inc. S-8 - - S-8

As filed with the Securities and Exchange Commission on December 1, 2014 Registration No.

December 1, 2014 EX-4.1

JANUS CAPITAL GROUP INC. 2012 Employment Inducement Award Plan (adopted effective as of January 24, 2012 and amended and restated as of November 28, 2014))

Exhibit 4.1 JANUS CAPITAL GROUP INC. 2012 Employment Inducement Award Plan (adopted effective as of January 24, 2012 and amended and restated as of November 28, 2014)) Table of Contents Article Page 1. History, Effective Date, Objectives and Duration 1 2. Definitions 1 3. Administration 7 4. Shares Subject to the Plan and Maximum Awards 9 5. Eligibility and General Conditions of Awards 10 6. Stock

October 23, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 23, 2014 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

October 23, 2014 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES THIRD QUARTER 2014 RESULTS

Exhibit 99.1 October 23, 2014 JANUS CAPITAL GROUP INC. ANNOUNCES THIRD QUARTER 2014 RESULTS DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported third quarter net income of $40.9 million, or $0.22 per diluted share, compared with second quarter 2014 net income of $36.3 million, or $0.19 per diluted share, and net income of $32.6 million, or $0.17 per diluted share, in the third qua

October 23, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Gro

October 23, 2014 EX-99.2

Third Quarter 2014 Earnings Presentation October 23, 2014 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Third Quarter 2014 Earnings Presentation October 23, 2014 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Executive summary The hiring of Bill Gross and our acquisition of VelocityShares reflect the continued execution of our strategy of intelligent diversification, as well as our efforts to attract the most sophisticated and proven talent in order to meet ne

September 26, 2014 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 26, 2014 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Empl

July 23, 2014 EX-99.2

Second Quarter 2014 Earnings Presentation July 23, 2014 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Second Quarter 2014 Earnings Presentation July 23, 2014 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Executive summary 2Q 2014 total company long-term net flows of $(3.3) billion declined versus 1Q 2014, primarily driven by seasonality and a moderation of gross sales of certain equity funds Our 1- and 3-year relative investment performance track records ha

July 23, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group In

July 23, 2014 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES SECOND QUARTER 2014 RESULTS

Exhibit 99.1 July 23, 2014 JANUS CAPITAL GROUP INC. ANNOUNCES SECOND QUARTER 2014 RESULTS DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported second quarter net income of $36.3 million, or $0.19 per diluted share, compared with first quarter 2014 net income of $30.5 million, or $0.16 per diluted share, and net income of $15.8 million, or $0.08 per diluted share, in the second quar

July 23, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a14-1738618k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 23, 2014 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Com

April 25, 2014 8-K

Submission of Matters to a Vote of Security Holders - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 24, 2014 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

April 24, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group I

April 22, 2014 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2014 RESULTS

Exhibit 99.1 April 22, 2014 JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2014 RESULTS DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported first quarter net income of $30.5 million, or $0.16 per diluted share, compared with fourth quarter 2013 net income of $38.3 million, or $0.21 per diluted share, and net income of $28.0 million, or $0.15 per diluted share, in the first quart

April 22, 2014 EX-99.2

First Quarter 2014 Earnings Presentation April 22, 2014 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 First Quarter 2014 Earnings Presentation April 22, 2014 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Executive summary 1Q 2014 total company net flows of $(1.7) billion improved significantly quarter over quarter, primarily driven by a 29% improvement in redemptions Improving investment performance remains our top priority; while we experienced underperfor

April 22, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 22, 2014 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

March 12, 2014 DEF 14A

- DEF 14A

Use these links to rapidly review the document PROXY STATEMENT TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 25, 2014 EX-12.1

JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

Exhibit 12.1 JANUS CAPITAL GROUP INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Year Ended December 31, (dollars in millions) 2013 2012 2011 2010 2009 Pretax income from continuing operations, excluding equity in earnings of unconsolidated affiliates $ 195.5 $ 176.6 $ 232.8 $ 245.0 $ (750.4 ) Interest expense 41.1 45.0 51.0 63.2 74.0 Portion of rents representative of an appropriate intere

February 25, 2014 EX-10.2

$200,000,000 5-YEAR REVOLVING CREDIT FACILITY AGREEMENT dated as of November 25, 2013, JANUS CAPITAL GROUP INC., THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent

Exhibit 10.2 EXECUTION VERSION $200,000,000 5-YEAR REVOLVING CREDIT FACILITY AGREEMENT dated as of November 25, 2013, among JANUS CAPITAL GROUP INC., THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent and CITIBANK, N.A., as Documentation Agent J.P. MORGAN SECURITIES LLC as Sole Lead Arranger and Sole Bookrunner

February 25, 2014 EX-4.10.1

Officers' Certificate pursuant to the Base Indenture establishing the terms of the 2018 Convertible Notes, is hereby incorporated by reference from Exhibit 4.10.1 to JCG's Annual Report on Form 10-K for the year ended December 31, 2013 (File No. 001-15253)

Exhibit 4.10.1 June 19, 2013 The Bank of New York Mellon Trust Company, N.A. 2 North LaSalle Street Suite 1020 Chicago, Illinois 60602 Attention: Global Corporate Trust Officers’ Certificate Ladies and Gentlemen: Pursuant to Sections 102 and 301 of the Indenture dated as of November 6, 2001, as supplemented (the “Indenture”), between Janus Capital Group Inc. (the “Company”) and The Bank of New Yor

February 25, 2014 EX-4.5.4

Third Supplemental Indenture to the Base Indenture, dated as of June 19, 2013, between Janus Capital Group Inc. and The Bank of New York Mellon Trust Company N.A., is hereby incorporated by reference from Exhibit 4.5.4 to JCG's Annual Report on Form 10-K for the year ended December 31, 2013 (File No. 001-15253)

Exhibit 4.5.4 EXECUTION VERSION JANUS CAPITAL GROUP INC. as Issuer THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Third Supplemental Indenture Dated as of June 19, 2013 to Senior Debt Indenture Dated as of November 6, 2001 0.75% Convertible Senior Notes due 2018 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION SECTION 1.01 Scope of Supplemental I

February 25, 2014 EX-10.12.8

NINTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN

Exhibit 10.12.8 NINTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN The Janus 401(k) and Employee Stock Ownership Plan, as amended and restated effective January 1, 2007 (the ?Plan?), is hereby amended as follows: 1. Effective as of January 1, 2014, Section 4.1(b) of the Plan is hereby amended in its entirety to read as follows: (b) On behalf of each Participant who is eligible t

February 25, 2014 EX-10.27

JANUS CAPITAL GROUP INC. OUTSIDE DIRECTOR COMPENSATION PROGRAM (1)

Exhibit 10.27 JANUS CAPITAL GROUP INC. OUTSIDE DIRECTOR COMPENSATION PROGRAM (1) Annual Board cash retainer $ 80,000 Annual Board stock retainer grant $ 80,000 3-year vesting Annual Committee cash retainer (per Committee) $ 8,000 Additional annual cash retainer for Audit Committee Chair $ 20,000 Additional annual cash retainer for Compensation Committee Chair, Nominating and Corporate Governance C

February 25, 2014 EX-10.12.7

EIGHTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN IN CONNECTION WITH THE 2013 IRS DETERMINATION LETTER REVIEW

Exhibit 10.12.7 EIGHTH AMENDMENT TO THE JANUS 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN IN CONNECTION WITH THE 2013 IRS DETERMINATION LETTER REVIEW The Janus 401(k), Profit Sharing and Employee Stock Ownership Plan, as amended and restated effective January 1, 2007 and subsequently amended from time to time, including to amend the name to be the Janus 401(k) and Employee Stock Ownership Plan (the “

February 25, 2014 EX-21.1

List of Subsidiaries

QuickLinks - Click here to rapidly navigate through this document Exhibit 21.1 List of Subsidiaries All subsidiaries of Janus Capital Group Inc. listed below are included in the consolidated financial statements unless otherwise indicated. Organization Percentage of Ownership State or Other Jurisdiction of Incorporation INTECH Investment Management LLC (1) 96.81 Delaware Janus Capital Management L

February 25, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Use these links to rapidly review the document TABLE OF CONTENTS ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

February 25, 2014 EX-10.16.7

JANUS LONG TERM INCENTIVE AWARD (“LTI”) ACCEPTANCE FORM

Exhibit 10.16.7 JANUS LONG TERM INCENTIVE AWARD (“LTI”) ACCEPTANCE FORM Richard M. Weil 8 Polo Club Lane Denver, CO 80209 The Company grants to Richard M. Weil (“you” or “Grantee”), effective as of December 31, 2013 (the “Grant Date”), a Performance Stock Unit Award (the “LTI Award”) as described below, subject to the terms and conditions set forth in this LTI Acceptance Form, the attached Company

February 25, 2014 EX-10.15.1

AMENDMENT TO AMENDED AND RESTATED JANUS CAPITAL GROUP INC. DIRECTOR DEFERRED FEE PLAN

Exhibit 10.15.1 AMENDMENT TO AMENDED AND RESTATED JANUS CAPITAL GROUP INC. DIRECTOR DEFERRED FEE PLAN THIS AMENDMENT (this “Amendment”) to the Amended and Restated Janus Capital Group Inc. Director Deferred Fee Plan (the “Plan”), is effective as of December 19, 2013. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in Plan. NOW, THER

February 25, 2014 EX-10.18.3

JANUS CAPITAL GROUP INC. Amended and Restated 2010 Long-Term Incentive Stock Plan

Exhibit 10.18.3 JANUS CAPITAL GROUP INC. Amended and Restated 2010 Long-Term Incentive Stock Plan TABLE OF CONTENTS ARTICLE 1 HISTORY, EFFECTIVE DATE, OBJECTIVES AND DURATION 1 ARTICLE 2 DEFINITIONS 1 ARTICLE 3 ADMINISTRATION 9 ARTICLE 4 SHARES SUBJECT TO THE PLAN AND MAXIMUM AWARDS 11 ARTICLE 5 ELIGIBILITY AND GENERAL CONDITIONS OF AWARDS 12 ARTICLE 6 STOCK OPTIONS 15 ARTICLE 7 STOCK APPRECIATION

February 25, 2014 EX-10.9.1

JANUS CAPITAL GROUP INC. SECOND AMENDED AND RESTATED MUTUAL FUND SHARE INVESTMENT PLAN (Amended and restated as of July 22, 2013)

Exhibit 10.9.1 JANUS CAPITAL GROUP INC. SECOND AMENDED AND RESTATED MUTUAL FUND SHARE INVESTMENT PLAN (Amended and restated as of July 22, 2013) Janus Capital Group Inc. has established the Amended and Restated Janus Capital Group Inc. Mutual Fund Share Investment Plan on January 1, 2012, for the purpose of aligning the interests of key personnel with shareholders through the use of phantom invest

February 25, 2014 EX-4.10

Form of 2018 Convertible Notes, is hereby incorporated by reference from Exhibit 4.10.1 to JCG's Annual Report on Form 10-K for the year ended December 31, 2013 (File No. 001-15253)

Exhibit 4.10 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFE

February 11, 2014 SC 13G/A

JNS / Janus Capital Group, Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 januscapital.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Janus Capital Group Inc Title of Class of Securities: Common Stock CUSIP Number: 47102X105 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate the rule pursuant t

January 23, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 21, 2014 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

January 23, 2014 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER 2013 RESULTS

Exhibit 99.1 January 23, 2014 JANUS CAPITAL GROUP INC. ANNOUNCES FOURTH QUARTER 2013 RESULTS DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported fourth quarter net income of $38.3 million, or $0.21 per diluted share, compared with third quarter 2013 net income of $32.6 million, or $0.17 per diluted share, and net income of $31.2 million, or $0.17 per diluted share, in the fourth q

January 23, 2014 EX-99.2

Fourth Quarter and Full-Year 2013 Earnings Presentation January 23, 2014 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Fourth Quarter and Full-Year 2013 Earnings Presentation January 23, 2014 Dick Weil Chief Executive Officer Jennifer McPeek Chief Financial Officer Executive summary Net flow results for full-year 2013 of $(19.7) billion reflect disappointing fundamental equity performance coupled with the effects of portfolio manager changes Net flow results for 4Q 2013 of $(6.2) billion reflect two p

January 16, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 10, 2014 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

November 25, 2013 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a13-2505418k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 25, 2013 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction

October 24, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Gro

October 24, 2013 EX-99.2

Third Quarter 2013 Earnings Presentation October 24, 2013 Dick Weil Chief Executive Officer Bruce Koepfgen President Jennifer McPeek Chief Financial Officer

Exhibit 99.2 Third Quarter 2013 Earnings Presentation October 24, 2013 Dick Weil Chief Executive Officer Bruce Koepfgen President Jennifer McPeek Chief Financial Officer Executive summary Our highest priority remains improving our investment performance to drive performance fees and then organic growth; while we have made some progress, more work must be done 3Q 2013 net flows were driven by outfl

October 24, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 24, 2013 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employ

October 24, 2013 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES THIRD QUARTER 2013 RESULTS

Exhibit 99.1 October 24, 2013 JANUS CAPITAL GROUP INC. ANNOUNCES THIRD QUARTER 2013 RESULTS DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported third quarter net income of $32.6 million, or $0.17 per diluted share, compared with second quarter 2013 net income of $15.8 million, or $0.08 per diluted share, and net income of $25.1 million, or $0.14 per diluted share, in the third qua

September 5, 2013 SC 13G/A

JNS / Janus Capital Group, Inc. / LAZARD ASSET MANAGEMENT LLC Passive Investment

r13gajanuscapitalgroupinc SCHEDULE 13G/A CUSIP No: 47102X105 1)NAME OF REPORTING PERSON S.

July 25, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 o TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group In

July 25, 2013 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES SECOND QUARTER 2013 RESULTS

Exhibit 99.1 July 25, 2013 JANUS CAPITAL GROUP INC. ANNOUNCES SECOND QUARTER 2013 RESULTS DENVER — Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported second quarter net income of $15.8 million, or $0.08 per diluted share, compared with first quarter 2013 net income of $28.0 million, or $0.15 per diluted share, and net income of $23.4 million, or $0.13 per diluted share, in the second quar

July 25, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 25, 2013 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

July 25, 2013 EX-99.2

Second Quarter 2013 Earnings Presentation July 25, 2013 Dick Weil Chief Executive Officer Bruce Koepfgen Chief Financial Officer

Exhibit 99.2 Second Quarter 2013 Earnings Presentation July 25, 2013 Dick Weil Chief Executive Officer Bruce Koepfgen Chief Financial Officer 2Q 2013 net flows were negatively impacted by shifting market dynamics, relative investment underperformance and portfolio manager changes We remained financially disciplined; operating margins increased to 27.1% in 2Q 2013 compared to 25.5% in 1Q 2013 and 2

June 20, 2013 EX-10.2

Disclosure of Agency Relationship

Exhibit 10.2 RBC Capital Markets, LLC 3 World Financial Center 200 Vesey Street New York, NY 10281 Telephone: (212) 858-7000 DATE: June 14, 2013 TO: Janus Capital Group Inc. ATTENTION: David Grawemeyer TELEPHONE: (303) 336-5053 FROM: RBC Capital Markets, LLC as agent for Royal Bank of Canada TELEPHONE: (212) 858-7000 FACSIMILE: (212) 428-3053 SUBJECT: Convertible Bond Hedge Transaction REFERENCE N

June 20, 2013 EX-10.1

EXCHANGE AGREEMENT

Exhibit 10.1 EXCHANGE AGREEMENT (the “Undersigned”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each Account, as well as the Undersigned if it is exchanging Existing Notes (as defined below) hereunder, a “Holder”), enters into this Exchange Agreement (the “Agreement”) with Janus Capi

June 20, 2013 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 20, 2013 (June 14, 2013) Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission fil

June 20, 2013 EX-4.2

JANUS CAPITAL GROUP INC. as Issuer THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Third Supplemental Indenture Dated as of June 19, 2013 to Senior Debt Indenture Dated as of November 6, 2001 0.75% Convertible Senior Notes due 2018

Exhibit 4.2 EXECUTION VERSION JANUS CAPITAL GROUP INC. as Issuer THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Third Supplemental Indenture Dated as of June 19, 2013 to Senior Debt Indenture Dated as of November 6, 2001 0.75% Convertible Senior Notes due 2018 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION SECTION 1.01 Scope of Supplemental Ind

June 20, 2013 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES PRIVATE NOTE EXCHANGE TRANSACTION

Exhibit 99.1 June 14, 2013 JANUS CAPITAL GROUP INC. ANNOUNCES PRIVATE NOTE EXCHANGE TRANSACTION DENVER — Janus Capital Group Inc. (“JCG” or the “Company”) (NYSE: JNS) today announced that it has entered into separate privately negotiated exchange agreements pursuant to which $117 million aggregate principal amount of newly issued, 0.75% Convertible Senior Notes due 2018 (“New Notes”) will be excha

June 20, 2013 EX-10.3

Disclosure of Agency Relationship

Exhibit 10.3 RBC Capital Markets, LLC 3 World Financial Center 200 Vesey Street New York, NY10281 Telephone: (212) 858-7000 DATE: June 14, 2013 TO: Janus Capital Group Inc. ATTENTION: David Grawemeyer TELEPHONE: (303) 336-5053 FROM: RBC Capital Markets, LLC as agent for Royal Bank of Canada TELEPHONE: (212) 858-7000 FACSIMILE: (212) 428-3053 SUBJECT: Issuer Warrant Transaction REFERENCE NUMBER(S):

April 25, 2013 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 25, 2013 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

April 25, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-15253 Janus Capital Group I

April 23, 2013 EX-99.2

First Quarter 2013 Earnings Presentation April 23, 2013 Dick Weil Chief Executive Officer Bruce Koepfgen Chief Financial Officer

EX-99.2 3 a13-104161ex99d2.htm EX-99.2 Exhibit 99.2 First Quarter 2013 Earnings Presentation April 23, 2013 Dick Weil Chief Executive Officer Bruce Koepfgen Chief Financial Officer Executive summary Janus is becoming a stronger and more diverse company, but faces challenges, primarily as a result of fundamental equity performance 1Q 2013 performance in several our largest fundamental equity strate

April 23, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 23, 2013 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-15253 43-1804048 (State or other jurisdiction (Commission file (IRS Employer

April 23, 2013 EX-99.1

JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2013 RESULTS

Exhibit 99.1 April 23, 2013 JANUS CAPITAL GROUP INC. ANNOUNCES FIRST QUARTER 2013 RESULTS DENVER – Janus Capital Group Inc. (“JCG”) (NYSE: JNS) today reported first quarter net income of $28.0 million, or $0.15 per diluted share, compared with fourth quarter 2012 net income of $31.2 million, or $0.17 per diluted share, and net income of $22.6 million, or $0.12 per diluted share, in the first quart

April 12, 2013 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

March 15, 2013 DEFA14A

- DEFA14A

DEFA14A 1 a13-15733defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as

March 15, 2013 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ý Defin

March 14, 2013 S-3ASR

- S-3ASR

Table of Contents As Filed With The Securities And Exchange Commission On March 14, 2013 Registration No.

March 14, 2013 S-8

- S-8

S-8 1 a13-74692s8.htm S-8 As filed with the Securities and Exchange Commission on March 14, 2013 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Janus Capital Group Inc. (Exact name of registrant as specified in its charter) Delaware 43-1804048 (State or other jurisdiction of incorporation or organizat

March 14, 2013 EX-25.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTE

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) o THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (St

March 14, 2013 S-8

- S-8

As filed with the Securities and Exchange Commission on March 14, 2013 Registration No.

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