CRAWFORD BERG 4

What Happened
Crawford Berg, Chief Accounting Officer of Janus Henderson Group Ltd. (JHG), recorded dispositions tied to the company’s merger closing on June 30, 2026. The Form 4 shows: 1,319.5 ordinary shares were converted/paid out at $52.00 per share for $68,614, and 1,629 shares were listed as disposed with no per-share price (N/A). Total shares reported disposed: 2,948.5. These transactions are merger-related dispositions rather than open-market sales.

Key Details

• Transaction date: June 30, 2026; Form 4 filed July 2, 2026 (appears timely).
• Line items: 1,319.5 shares @ $52.00 = $68,614; 1,629 shares @ N/A (value not reported on the form).
• Shares disposed total: 2,948.5.
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Footnotes: Transactions arose from the closing of a Merger under an Agreement and Plan of Merger (effective June 30, 2026). Ordinary shares were converted into the right to receive $52.00 per share in cash; unvested RSU awards were converted into contingent “Replacement RSU Awards” whose ultimate value will be tied to TopCo equity and may be settled in cash or equity.
• Transaction type: Disposition due to merger conversion (not a routine open-market sale).

Context
These dispositions were driven by the corporate merger (share conversion and RSU treatment) rather than a discretionary sale by the insider. One portion resulted in immediate cash at $52.00/share; the other portion reflects converted/unvested RSUs with contingent valuation, so no immediate per-share cash amount was reported for that portion.