4//SEC Filing
FRADIN ROGER 4
Accession 0001104659-24-128434
CIK 0001839839other
Filed
Dec 12, 7:00 PM ET
Accepted
Dec 13, 4:15 PM ET
Size
14.8 KB
Accession
0001104659-24-128434
Insider Transaction Report
Form 4
FRADIN ROGER
Director
Transactions
- Gift
Common Stock
2024-12-12+486,036→ 486,036 total(indirect: By R JBI GRAT 2024 III) - Gift
Common Stock
2024-12-12+486,036→ 486,036 total(indirect: By S JBI GRAT 2024 III) - Gift
Common Stock
2024-12-12−972,072→ 0 total(indirect: By Trust)
Holdings
- 825,415(indirect: By R JBI GRAT 2024 II)
Common Stock
- 46,283
Common Stock
- 825,415(indirect: By S JBI GRAT 2024 II)
Common Stock
Footnotes (10)
- [F1]Consists of (i) 23,317 shares of JBI Common Stock, and (ii) 22,966 restricted stock units which will fully vest on June 7, 2025, subject to the reporting person's continued service on the Board of Directors.
- [F10]The S JBI GRAT 2024 III, a grantor retained annuity trust of which the reporting person's spouse is the trustee and annuitant and that is for the benefit of the reporting person's spouse and the reporting person's children. The reporting person maintains indirect beneficial ownership of such securities.
- [F2]The shares of JBI Common Stock are held directly by The Fradin Community Property Revocable Trust, for which the reporting person serves as trustee.
- [F3]The R JBI GRAT 2024 II, a grantor retained annuity trust of which the reporting person is the trustee and annuitant and that is for the benefit of the reporting person and the reporting person's children. The reporting person maintains indirect beneficial ownership of such securities.
- [F4]The S JBI GRAT 2024 II, a grantor retained annuity trust of which the reporting person's spouse is the trustee and annuitant, and that is for the benefit of the reporting person's spouse and the reporting person's children, and the reporting person maintains indirect beneficial ownership of such securities.
- [F5]The reporting person previously indirectly beneficially owned these shares of JBI Common Stock through The Fradin Community Property Revocable Trust. On December 12, 2024, the reporting person and the reporting person's spouse entered into a transmutation agreement pursuant to which the reporting person and the reporting person's spouse agreed that 486,036 shares of JBI Common Stock owned by the reporting person and the reporting person's spouse as community property would be deemed to be the separate property of the reporting person (the "Reporting Person GRAT Shares").
- [F6]After the transmutation agreement discussed in note 5 and also on December 12, 2024, the reporting person contributed the Reporting Person GRAT Shares to R JBI GRAT 2024 III, a grantor retained annuity trust of which the reporting person is the trustee and annuitant and that is for the benefit of the reporting person and the reporting person's children. The reporting person maintains indirect beneficial ownership of such securities. As of the date of this Form 4, these securities have not been sold and remain held by the trust.
- [F7]The R JBI GRAT 2024 III, a grantor retained annuity trust of which the reporting person is the trustee and annuitant and that is for the benefit of the reporting person and the reporting person's children. The reporting person maintains indirect beneficial ownership of such securities.
- [F8]The reporting person previously indirectly beneficially owned these shares of JBI Common Stock through The Fradin Community Property Revocable Trust. On December 12, 2024, the reporting person and the reporting person's spouse entered into a transmutation agreement pursuant to which the reporting person and the reporting person's spouse agreed that 486,036 shares of JBI Common Stock owned by the reporting person and the reporting person's spouse as community property would be deemed to be the separate property of the reporting person's spouse (the "Spouse GRAT Shares").
- [F9]After the transmutation agreement discussed in note 8 and also on December 12, 2024, the reporting person's spouse contributed the Spouse GRAT Shares to S JBI GRAT 2024 III, a grantor retained annuity trust of which the reporting person's spouse is the trustee and annuitant, and that is for the benefit of the reporting person's spouse and the reporting person's children, and the reporting person maintains indirect beneficial ownership of such securities. As of the date of this Form 4, these securities have not been sold and remain held by the trust.
Documents
Issuer
Janus International Group, Inc.
CIK 0001839839
Entity typeother
Related Parties
1- filerCIK 0001246989
Filing Metadata
- Form type
- 4
- Filed
- Dec 12, 7:00 PM ET
- Accepted
- Dec 13, 4:15 PM ET
- Size
- 14.8 KB