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Section 1: 11-K (FORM 11-K)

 

 

 

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

FORM 11-K

 

FOR ANNUAL REPORTS OF EMPLOYEE STOCK
REPURCHASE SAVINGS AND SIMILAR PLANS PURSUANT
TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934

 

x   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

for the year ended December 31, 2019 or

 

¨   TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from          to

 

Commission File No. 001-38103

 

JANUS 401(k) AND EMPLOYEE STOCK OWNERSHIP PLAN

(Full title of the plan)

 

Janus Henderson Group plc

201 Bishopsgate

EC2M 3AE

United Kingdom

(Name of issuer of the securities held pursuant to the plan and the address of its principal executive office)

 

 

 

 

 

JANUS 401(k) AND EMPLOYEE STOCK OWNERSHIP PLAN

 

TABLE OF CONTENTS

 

  Page
   
Report of Independent Registered Public Accounting Firm 3
   
Financial Statements:  
   
Statements of Net Assets Available for Benefits as of December 31, 2019 and 2018 4
   
Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2019 5
   
Notes to Financial Statements as of December 31, 2019 and 2018, and for the Year Ended December 31, 2019 6–11
   
Supplemental Schedule:  
   
Form 5500, Schedule H, Part IV, Line 4i — Schedule of Assets (Held at End of Year) as of December 31, 2019 13–15
   
Signature Page 16
   
Index to Exhibits 17

 

NOTE:All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosures under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.

 

 

 

 

Report of Independent Registered Public Accounting Firm

 

To the Administrator and Plan Participants of Janus 401(k) and Employee Stock Ownership Plan

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of net assets available for benefits of Janus 401(k) and Employee Stock Ownership Plan (the “Plan”) as of December 31, 2019 and 2018 and the related statement of changes in net assets available for benefits for the year ended December 31, 2019, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2019 and 2018, and the changes in net assets available for benefits for the year ended December 31, 2019 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Supplemental Information

 

The supplemental schedule Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2019 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental schedule is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental schedule reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedule. In forming our opinion on the supplemental schedule, we evaluated whether the supplemental schedule, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.

 

/s/ PricewaterhouseCoopers LLP

Denver, Colorado

June 26, 2020

 

We have served as the Plan’s auditor since 2018.

 

3

 

 

JANUS 401(k) AND EMPLOYEE STOCK OWNERSHIP PLAN
         
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS    
         
    December 31,    December 31, 
    2019    2018 
Cash and investments:          
Cash  $-   $2,809 
Other receivables   5,158    - 
Participant-directed investments   368,454,546    285,290,843 
Nonparticipant-directed investments Janus Henderson Group plc common stock   14,125,384    12,187,602 
Total cash and investments   382,585,088    297,481,254 
           
Notes receivable from participants   1,845,288    1,950,615 
           
Net assets available for benefits  $384,430,376   $299,431,869 

 

The accompanying notes are an integral part of these financial statements.                

 

4

 

 

JANUS 401(k) AND EMPLOYEE STOCK OWNERSHIP PLAN
     
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
     
    Year ended 
    December 31, 2019 
Additions to net assets attributed to:     
Net appreciation in fair value of participant-directed investments  $56,051,921 
Net appreciation in fair value of nonparticipant-directed investments – Janus Henderson Group plc common stock   2,196,466 
Dividends and interest   16,095,692 
Net investment income   74,344,079 
      
Interest income on notes receivable from participants   98,388 
      
Contributions:     
Participant   13,854,867 
Sponsor   7,953,621 
Participant rollovers   4,919,764 
Total contributions   26,728,252 
      
Deductions from net assets attributed to:     
Plan expenses   (179,905)
Benefits paid to participants   (15,992,307)
Total deductions   (16,172,212)
      
Net increase in net assets   84,998,507 
      
Net assets available for benefits:     
Beginning of year   299,431,869 
      
End of year  $384,430,376 

 

The accompanying notes are an integral part of these financial statements.

 

5

 

 

JANUS 401(k) AND EMPLOYEE STOCK OWNERSHIP PLAN

 

NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2019 and 2018, AND FOR THE YEAR ENDED december 31, 2019

 

1.DESCRIPTION OF THE PLAN

 

Janus 401(k) and Employee Stock Ownership Plan (the “Plan”) is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

 

The following brief description of the Plan is for general information purposes only. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.

 

Eligibility — Substantially all U.S. based employees of Janus Henderson Group plc (“JHG”, the “Company” or the “Sponsor”) and affiliated employers who have adopted the Plan are eligible to participate in the Plan beginning on their date of employment.

 

Contributions — The Plan consists of a Roth 401(k) and a 401(k) component. Participants may contribute up to 75% of their annual compensation, as defined in the Plan, subject to certain limitations as set forth by the IRS. Participants may also contribute up to 25% of their annual compensation in after-tax contributions. Participants direct the investment of their contributions into various registered mutual funds offered by the Plan. Participants may also direct their investments through a trustee sponsored brokerage account.

 

The Sponsor contributes to the 401(k) portion of the Plan a matching contribution equal to 100% of each participant’s eligible contribution up to 5% of the participant’s compensation. Employees that work at least 1,000 hours during the year and remain employed on the last day of the Plan year are also eligible for an annual discretionary contribution to the Plan. The Sponsor contributions to the profit sharing portion are invested based on the direction of the participant. Contributions to the Employee Stock Ownership Plan (“ESOP”) are invested directly in JHG common stock. After three years of service, employees may transfer 100% of their ESOP balance and any future contributions to participant-directed investments. Contributions are subject to certain limitations.

 

Participants can reinvest dividends earned on JHG common stock to purchase additional shares of JHG common stock.

 

A participant who is age 50 or older may make catch-up deferral contributions of $6,000 in 2019.

 

Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. Contributions are subject to certain Internal Revenue Code (“IRC”) limitations.

 

6

 

 

Participant Accounts — Individual accounts are maintained for each Plan participant. Each participant’s account is credited with the participant’s contributions, the Sponsor’s contributions and may also include an allocation of Plan earnings and participant forfeitures. Plan losses, withdrawal fees and administrative expenses may be charged to participant’s accounts. Allocations are based on account balances, as defined in the Plan. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s account.

 

Vesting — Participants are always 100% vested in their own contributions. Vesting in discretionary employer contributions, discretionary ESOP stock bonus contributions and in employer matching contributions are based on years of service with JHG or a subsidiary of JHG. Participants earn one year of service for each calendar year that they work at least 1,000 hours and the vesting percentage for the majority of participants is calculated as follows:

 

   Cumulative 
   Percentage 
Years of Service  Vested 
After 1  20%
2  40%
3  60%
4  80%
5  100%

 

A participant becomes 100% vested in all contributions if employed when the participant reaches normal retirement date (age 65), loses his or her job due to job elimination (as defined by the Plan), or leaves employment due to disability (as defined by the Plan) or death, even if the participant has not yet completed five years of service.

 

Distribution of Benefits — Distributions generally will be made in the event of retirement, death, disability, resignation, or dismissal. A participant’s normal retirement age is 65. The Plan also provides for early distribution at age 59 1/2 in specific circumstances.

 

Distributions after termination of employment are made in a lump-sum payment in an amount equal to the value of the participant’s vested interest in his or her account. Terminated participants with an account balance of $1,000 or less are paid a lump-sum distribution without the request or approval of the participant. Balances exceeding $1,000 are paid upon the distribution date elected by the participant, but no later than April 1 of the calendar year following the calendar year in which the age of 70 1/2 is attained.

 

Distributions may also be made in the event of the financial hardship of the participant, as defined in the Plan.

 

Notes Receivable from Participants — Participants may only have one loan outstanding at any given time and may borrow an aggregate amount of $50,000 or 50% of their account balance, whichever is less. The loans are secured by the balance in the participant’s account and bear interest at the prime rate plus 1%. Principal and interest are paid ratably through payroll deductions.

 

Trustee and Recordkeeper — Fidelity Management Trust Company (“Fidelity”) holds and administers all assets of the Plan in accordance with the provisions of the Plan agreement.

 

Administration of the Plan — The Sponsor has appointed an Advisory Committee to serve as fiduciary with the authority and responsibility to administer the Plan.

 

Plan Termination — Although it has not expressed any intent to do so, the Sponsor has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination or partial termination, participants will become 100% vested.

 

7

 

 

Forfeitures — When certain terminations of participation in the Plan occur, the nonvested portion of the participant’s account, as defined by the Plan, represents a forfeiture. Nonvested profit sharing, ESOP and employer matching contributions amounts forfeited by employees are first applied against Plan administration expenses. Any forfeiture amounts remaining after Plan expenses have been paid will be applied against any employer contribution obligation. Should the forfeiture amounts exceed Plan expenses and the Sponsor’s contribution obligations, the excess amount will be allocated to the other participants as a part of and in the same manner as the Sponsor’s contributions for the Plan year in which the forfeitures occurred. During 2019, forfeited amounts applied against Plan expenses totaled $145,053. There were $66,957 of forfeitures applied against employer contributions for the year ended December 31, 2019. As of December 31, 2019 and 2018, forfeited nonvested accounts totaled $15,020 and $29,606, respectively.

 

2.SIGNIFICANT ACCOUNTING POLICES

 

Basis of Accounting — The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

 

Use of Estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and changes in net assets available for benefits. Actual results could differ from those estimates.

 

Risks and Uncertainties — The Plan provides for various investment options as set forth in the Plan agreement. Investment securities are exposed to various risks such as interest rate, market, concentration and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes could materially affect participant account balances and the amounts reported in the statements of net assets available for benefits. Approximately 4% of net assets available for benefits as of December 31, 2019 and 2018 were invested in JHG common stock, representing the ESOP portion of the Plan.

 

Investment Valuation and Income Recognition — The Plan’s investments are stated at fair value. Fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Shares of mutual funds and money market funds are valued at quoted market prices, which represent the net asset value of shares held by the Plan at year-end. Common stock is valued at quoted market prices. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation includes the Plan’s gains and losses on investments bought and sold as well as held during the year.

 

Management fees and operating expenses charged to the Plan for investments in the mutual funds are deducted from income earned on a daily basis and are not separately reflected. Consequently, management fees and operating expenses are reflected as a reduction of investment return for such investments.

 

8

 

 

Notes Receivable from Participants — Notes receivable from participants are measured at their unpaid principal balance plus any accrued interest. Delinquent participant loans are recorded as distributions based on the terms of the Plan agreement.

 

Administrative Expenses — Plan expenses include loan, distribution and administration fees paid to Fidelity. Other plan expenses include audit, legal and advisory fees. Nonvested profit sharing and ESOP amounts forfeited by employees are used to pay administration fees. Loan and distribution fees are charged against individual participant accounts. The Plan Sponsor may at its sole discretion, but is not obligated to, pay Plan expenses. Unless paid by the Plan Sponsor, such costs and expenses are charged against Plan assets at the participant account level and deducted by the trustee. Administrative fees paid to Fidelity may be reduced to the extent Plan assets are invested in certain Fidelity and non Fidelity investment products. Plan expenses were reduced by $38,083 in 2019 as a result of such investment.

 

Payment of Benefits — Benefit payments to participants are recorded upon distribution. There were no participants who have elected to withdraw from the Plan, but have not yet been paid, as of December 31, 2019 and 2018.

 

Contributions — Contributions are recognized in the year to which they relate.

 

Income Tax Status — The IRS has determined and informed the Company by a letter dated October 14, 2014, that the Plan was designed in accordance with the applicable regulations of the IRC requirements. The Plan Sponsor believes the Plan has maintained its tax-exempt status. Therefore, no provision for income taxes has been included in the Plan’s financial statements. The Plan was last amended on December 28, 2017 for an administrative matter. The amendment was not impactful to the Plan’s tax-exempt status.

 

Subsequent Events — Subsequent events were evaluated through the date the financial statements were available to be issued.

 

COVID-19

 

In December 2019, an outbreak of a novel strain of coronavirus (“COVID-19”) emerged globally. Global financial markets have experienced and may continue to experience significant volatility resulting from the spread of COVID-19. The extent of the impact of COVID-19 on the Plan's net assets available for benefits will depend on future developments, including the duration and continued spread of the outbreak.

 

The CARES Act

 

The Coronavirus Aid, Relief, and Economic Security (CARES) Act was passed on March 27, 2020. The 401(k) Advisory Committee adopted the following changes to the Janus 401(k) and Employee Stock Ownership Plan in April 2020 for participants impacted by COVID-19:

 

·Qualified participants are allowed to delay loan repayments that would otherwise be due between March 27, 2020 and December 31, 2020; and,

 

·Special federal income tax treatment is provided for up to $100,000 in distributions made to qualified individuals on and after January 1, 2020 and before December 31, 2020.

 

The Janus 401(k) and Employee Stock Ownership Plan will amend the Plan by December 31, 2022 (the deadline for retroactive plan amendments).

 

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3.FAIR VALUE MEASUREMENTS

 

Measurements of fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Plan classifies its investments into Level 1, which refers to securities valued using quoted prices from active markets for identical assets; Level 2, which refers to securities not traded on an active market but for which observable market inputs are readily available; and Level 3, which refers to securities valued based on significant unobservable inputs. The Plan’s policy is to recognize significant transfers between levels at the end of the reporting period. The following tables set forth by level within the fair value hierarchy a summary of the Plan’s investments measured at fair value on a recurring basis as of December 31, 2019 and 2018.

 

   Fair value measurements 
   as of December 31, 2019, using: 
   Quoted prices in
active markets
for identical
assets
(Level 1)
  

Significant
other
observable
inputs
(Level 2)

  

Significant
unobservable inputs
(Level 3)

   Total 
Mutual funds  $348,952,161   $-   $-   $348,952,161 
Common stock   14,125,384    -    -    14,125,384 
Money market funds   15,795,419    -    -    15,795,419 
Participant-directed brokerage accounts   3,706,966    -    -    3,706,966 
Total  $382,579,930   $-   $-   $382,579,930 

 

   Fair value measurements 
   as of December 31, 2018, using: 
   Quoted prices in
active markets
for identical
assets
(Level 1)
  

Significant
other
observable
inputs
(Level 2)

   Significant
unobservable inputs
(Level 3)
   Total 
Mutual funds  $267,960,348   $-   $-   $267,960,348 
Common stock   12,187,602    -    -    12,187,602 
Money market funds   14,296,195    -    -    14,296,195 
Participant-directed brokerage accounts   3,034,300    -    -    3,034,300 
Total  $297,478,445   $-   $-   $297,478,445 

 

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4.NONPARTICIPANT-DIRECTED INVESTMENTS

 

Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments for the year ended December 31, 2019, are as follows:

 

Janus Henderson Group plc common stock–at December 31, 2018  $12,187,602 
      
Changes in net assets:     
Net appreciation in fair value of investments   2,196,466 
Dividends reinvested   817,725 
Benefits paid to participants   (544,902)
Forfeitures   (17,795)
Transfers to participant-directed investments   (513,712)
      
Net change   1,937,782 
      
Janus Henderson Group plc common stock–at December 31, 2019  $14,125,384 

 

5.EXEMPT PARTY-IN-INTEREST TRANSACTIONS

 

Certain Plan investments are shares of mutual funds managed by JHG and mutual funds and brokerage accounts managed by Fidelity. Certain Plan expenses include loan, distribution and administrative fees paid to Fidelity. JHG is the sponsoring employer of the Plan and Fidelity is the trustee and, therefore, these transactions qualify as exempt party-in-interest transactions.

 

In addition to mutual funds managed by JHG, the Plan also holds JHG common stock. As of December 31, 2019 and 2018, the Plan held 577,667 and 588,144 shares of JHG common stock with a cost basis of $14,856,797 and $15,203,522, respectively. During the year ended December 31, 2019, the Plan recorded dividend income attributable to JHG common stock of $817,725.

 

Certain employees of JHG perform administrative work and financial reporting for the Plan and are not compensated by the Plan.

  

******

 

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SUPPLEMENTAL SCHEDULE

  

12

 

 

JANUS 401(k) AND EMPLOYEE STOCK OWNERSHIP PLAN
EIN 43-1804048, PLAN NO. 003
            
FORM 5500, SCHEDULE H, PART IV, LINE 4i — SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2019
            
Identity of issue, borrower, lessor, or similar party   Shares   Description of investment,
including maturity date, rate of
interest, collateral, par or
maturity date
   Current value (2) 
Fidelity® 500 Index Fund (1)   221,042   Mutual Fund  $24,761,138 
Fidelity® Emerging Markets Index Fund (1)   273,421   Mutual Fund   3,002,166 
Fidelity® Extended Market Index Fund (1)   71,461   Mutual Fund   4,651,399 
Fidelity Freedom® Index 2005 Investor Fund (1)   2,097   Mutual Fund   27,367 
Fidelity Freedom® Index 2010 Investor Fund (1)   1,051   Mutual Fund   13,768 
Fidelity Freedom® Index 2015 Investor Fund (1)   382   Mutual Fund   5,290 
Fidelity Freedom® Index 2020 Investor Fund (1)   46,419   Mutual Fund   692,103 
Fidelity Freedom® Index 2025 Investor Fund (1)   22,672   Mutual Fund   373,638 
Fidelity Freedom® Index 2030 Investor Fund (1)   14,915   Mutual Fund   255,049 
Fidelity Freedom® Index 2035 Investor Fund (1)   91,981   Mutual Fund   1,692,454 
Fidelity Freedom® Index 2040 Investor Fund (1)   10,786   Mutual Fund   197,061 
Fidelity Freedom® Index 2045 Investor Fund (1)   15,590   Mutual Fund   295,282 
Fidelity Freedom® Index 2050 Investor Fund (1)   23,088   Mutual Fund   438,211 
Fidelity Freedom® Index 2055 Investor Fund (1)   18,253   Mutual Fund   284,205 
Fidelity Freedom® Index 2060 Investor Fund (1)   11,329   Mutual Fund   149,314 
Fidelity® Total International Index Fund (1)   562,540   Mutual Fund   6,986,746 
Fidelity® U.S. Bond Index Fund (1)   350,732   Mutual Fund   4,177,218 
Janus Henderson Absolute Return Income Opportunities Fund (1)   76,972   Mutual Fund   685,819 
Janus Henderson Adaptive Global Allocation Fund (1)   85,278   Mutual Fund   897,976 
Janus Henderson Asia Equity Fund (1)   36,136   Mutual Fund   409,056 
Janus Henderson Balanced Fund (1)   464,673   Mutual Fund   17,109,243 
Janus Henderson Contrarian Fund (1)   510,599   Mutual Fund   10,870,657 
Janus Henderson Developed World Bond Fund (1)   153,897   Mutual Fund   1,478,946 
Janus Henderson Diversified Alternatives Fund (1)   114,728   Mutual Fund   1,110,569 
Janus Henderson Dividend & Income Builder Fund (1)   36,700   Mutual Fund   503,890 
Janus Henderson Emerging Markets Fund (1)   142,525   Mutual Fund   1,392,469 
Janus Henderson Emerging Markets Managed Volatility Fund (1)   178,536   Mutual Fund   1,937,114 
Janus Henderson Enterprise Fund (1)   106,731   Mutual Fund   15,268,938 
Janus Henderson European Focus Fund (1)   1,645   Mutual Fund   50,643 
Janus Henderson Flexible Bond Fund (1)   667,028   Mutual Fund   7,037,142 
Janus Henderson Forty Fund (1)   538,193   Mutual Fund   21,167,124 
Janus Henderson Global Allocation Fund - Conservative (1)   26,333   Mutual Fund   326,527 
Janus Henderson Global Allocation Fund - Growth (1)   110,926   Mutual Fund   1,549,635 
Janus Henderson Global Allocation Fund - Moderate (1)   52,473   Mutual Fund   672,709 
              
            (continued) 

 

13

 

 

JANUS 401(k) AND EMPLOYEE STOCK OWNERSHIP PLAN
EIN 43-1804048, PLAN NO. 003
              
FORM 5500, SCHEDULE H, PART IV, LINE 4i — SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2019
              
Identity of issue, borrower, lessor, or similar party   Shares   Description of investment,
including maturity date, rate of
interest, collateral, par or
maturity date
   Current value (2) 
Janus Henderson Global Bond Fund (1)   120,895   Mutual Fund  $1,163,008 
Janus Henderson Global Equity Income Fund (1)   132,383   Mutual Fund   937,275 
Janus Henderson Global Income Managed Volatility Fund (1)   241,778   Mutual Fund   3,481,604 
Janus Henderson Global Life Science Fund (1)   179,910   Mutual Fund   11,006,866 
Janus Henderson Global Real Estate Fund (1)   232,282   Mutual Fund   3,070,766 
Janus Henderson Global Research Fund (1)   110,574   Mutual Fund   9,302,601 
Janus Henderson Global Select Fund (1)   289,228   Mutual Fund   4,581,364 
Janus Henderson Global Technology Fund (1)   266,666   Mutual Fund   10,370,659 
Janus Henderson Global Value Fund (1)   207,984   Mutual Fund   2,903,464 
Janus Henderson Growth and Income Fund (1)   126,325   Mutual Fund   7,722,252 
Janus Henderson High-Yield Fund (1)   465,571   Mutual Fund   3,957,354 
Janus Henderson International Managed Volatility Fund (1)   301,947   Mutual Fund   2,587,683 
Janus Henderson International Opportunities Fund (1)   56,938   Mutual Fund   1,434,279 
Janus Henderson International Small Cap Value Fund (1)   36,704   Mutual Fund   410,354 
Janus Henderson International Value Fund (1)   142,385   Mutual Fund   1,475,104 
Janus Henderson Large Cap Value Fund (1)   309,667   Mutual Fund   4,431,335 
Janus Henderson Mid Cap Value Fund (1)   428,797   Mutual Fund   6,847,881 
Janus Henderson Multi-Sector Income Fund (1)   470,601   Mutual Fund   4,696,601 
Janus Henderson Overseas Fund (1)   244,680   Mutual Fund   8,299,551 
Janus Henderson Research Fund (1)   405,787   Mutual Fund   20,151,376 
Janus Henderson Short-Term Bond Fund (1)   1,485,380   Mutual Fund   4,470,993 
Janus Henderson Small Cap Value Fund (1)   319,392   Mutual Fund   7,339,618 
Janus Henderson Small-Mid Cap Value Fund (1)   113,659   Mutual Fund   1,470,744 
Janus Henderson Triton Fund (1)   338,341   Mutual Fund   10,698,329 
Janus Henderson U.S. Growth Opportunities Fund (1)   22,436   Mutual Fund   396,888 
Janus Henderson U.S. Managed Volatility Fund (1)   1,176,278   Mutual Fund   13,680,116 
Janus Henderson Value Plus Income Fund (1)   113,640   Mutual Fund   1,331,860 
Janus Henderson Venture Fund (1)   87,329   Mutual Fund   7,300,744 
Vanguard Balanced Index Fund   1,515,448   Mutual Fund   59,466,189 
Vanguard Short-Term Corporate Bond Index Fund   116,586   Mutual Fund   2,568,383 
Vanguard Inflation-Protected Securities Fund   35,783   Mutual Fund   926,054 
            (continued) 

 

14

 

 

JANUS 401(k) AND EMPLOYEE STOCK OWNERSHIP PLAN
EIN 43-1804048, PLAN NO. 003
            
FORM 5500, SCHEDULE H, PART IV, LINE 4i — SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2019
            
Identity of issue, borrower, lessor, or similar party  Shares   Description of investment,
including maturity date, rate of
interest, collateral, par or
maturity date
  Current value (2) 
Fidelity Brokeragelink External Funds (1,3)   1,319,351   Fidelity Brokeragelink Mutual Fund  $1,319,351 
Fidelity Brokeragelink Fidelity Funds (1,3)   1,308,080   Fidelity Brokeragelink Mutual Fund   1,308,080 
Fidelity Brokeragelink Cash Reserves (1,3)   1,079,535   Fidelity Brokeragelink Interest-bearing cash   1,079,535 
Janus Henderson Group plc common stock (1,4)   577,667   Common stock   14,125,384 
Fidelity Government Money Market Fund (1)   10,857,006   Money Market Fund   10,857,006 
Janus Henderson Government Money Market Fund (1)   4,938,413   Money Market Fund   4,938,413 
              
Total investments           382,579,930 
              
Notes receivable from participants (1,5)       Participant loans   1,845,288 
              
Total investments and notes receivable from participants          $384,425,218 

 

(1) Indicates a party-in-interest (Note 5).
(2) Cost information is not required for participant directed investments and is therefore not included.
(3) Fidelity Brokeragelink mutual funds and interest-bearing cash are participant-directed brokerage accounts.
(4) The cost basis of the Janus Henderson Group plc common stock is $14,856,797.
(5) With various maturity dates and interest rates ranging from 2020 to 2034 and 4.25% to 9.25%, respectively.  

 

15

 

 

SIGNATURES

 

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Janus 401(k) and Employee Stock Ownership Plan
 
Date: June 26, 2020 By: /s/ Karlene Lacy
  Name: Karlene Lacy
  Title: SVP, Tax, Share Plans and Payroll

 

16

 

 

INDEX TO EXHIBITS

 

 Exhibit No.Exhibit
   
23.1Consent of Independent Registered Public Accounting Firm.

 

17

 

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Section 2: EX-23.1 (EXHIBIT 23.1)

 

Exhibit 23.1

 

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-236685) of Janus Henderson Group plc of our report dated June 26, 2020 relating to the financial statements and supplemental schedule of Janus 401(k) and Employee Stock Ownership Plan, which appears in this Form 11-K.

  

/s/ PricewaterhouseCoopers LLP
Denver, CO
June 26, 2020

 

 

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