Janus Henderson Group (JHG) Proxy filing summary

Executive summary

• Shareholders are being solicited to vote on a take-private transaction involving Trian and General Catalyst, offering $52 per share in cash.

• U.S. mutual fund and ETF shareholders are also voting on a new investment advisory agreement with Janus Henderson.

• The voting process is open ahead of special shareholder meetings, with instructions provided for both stock and fund shareholders.

• Forward-looking statements highlight anticipated benefits, timing, and strategic alignment of the transaction, while noting inherent uncertainties and risks.

Voting matters and shareholder proposals

• Stock shareholders are asked to approve the take-private transaction with Trian and General Catalyst.

• Fund shareholders are asked to approve a new investment advisory agreement.

• The board recommends voting in favor of both proposals.

Board of directors and corporate governance

• The board of directors has issued a recommendation supporting the take-private transaction.