Quirk Alison A. 4

What Happened Alison A. Quirk, a director of Janus Henderson Group Ltd., disposed of 6,244 ordinary shares at $52.00 per share (total $324,688) in connection with the company's merger effective June 30, 2026. She also transferred 9,664 ordinary shares to Jupiter Topco LLC in exchange for equity interests in Topco (no cash reported). The filing notes that 3,288 restricted stock units (RSUs) held by Ms. Quirk were cancelled immediately prior to the merger and converted into a lump-sum cash payment based on the $52.00 per-share merger consideration plus any accrued dividend equivalents.

Key Details

• Transaction date: June 30, 2026 (Effective Time of the merger)
• Price / cash consideration: $52.00 per share; cash received reported as $324,688 for 6,244 shares
• Other transfer: 9,664 shares contributed to Jupiter Topco LLC in exchange for Topco equity (transaction code J, no cash reported)
• RSUs: 3,288 RSUs cancelled and exchanged for cash per merger terms (see footnote)
• Filing: Form 4 filed July 2, 2026 — appears timely for a June 30 transaction
• Shares owned after transaction: Not disclosed in the Form 4

Context These disposals resulted from a merger (Merger Sub merged into the issuer; issuer became a wholly owned subsidiary of Parent and changed its name to Janus Henderson Group Ltd.). Under the merger agreement, each ordinary share (except certain excluded shares) converted into the right to receive $52.00 in cash. Because the transactions were a merger cash-out and a contribution to Topco (not open-market sales), they reflect merger mechanics rather than a typical insider sale for personal liquidity.