UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-38103 JANUS HENDERSON GROUP PLC (Exact name of registrant as specified in its charter) Jersey, Channel Islands (State or other jurisdiction ...

Financial Performance - Adjusted diluted EPS was $0.91 in Q1 2021, a 13% decrease compared to $1.04 in Q4 2020, but a 52% increase compared to $0.60 in Q1 2020 [3, 17] - Total revenue decreased by 2% from $657.2 million in Q4 2020 to $644.0 million in Q1 2021 [17] - Adjusted revenue decreased by 2% from $528.5 million in Q4 2020 to $516.6 million in Q1 2021, but increased 17% from $442.7 million in Q1 2020 [17] - Operating income decreased by 15% from $227.0 million in Q4 2020 to $192.5 million in Q1 2021 [17] - Adjusted operating income decreased by 13% from $231.7 million in Q4 2020 to $201.5 million in Q1 2021, but increased 22% from $164.5 million in Q1 2020 [17] Assets Under Management (AUM) and Flows - Total AUM increased by 1% to $405.1 billion in Q1 2021 from $401.6 billion in Q4 2020 [2, 3] - Net outflows were $3.3 billion in Q1 2021, compared to net outflows of $1.1 billion in Q4 2020 [2, 3] - Intermediary saw annualized gross sales of 13.5% and redemptions of 22% [8] - Institutional saw annualized gross sales of 9% and redemptions of 10% [8] Capital Management - The board declared a $0.02 increase in the quarterly dividend to $0.38 per share [2, 3] - The company completed $230 million of share buybacks in Q1 2021, repurchasing 8.0 million shares [2, 25] Investment Performance - 62% of AUM outperformed the relevant benchmark over a 3-year period [3] - 67% of total AUM was in the top 2 Morningstar quartiles [5]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-38103 JANUS HENDERSON GROUP PLC (Exact name of registrant as specified in its charter) Jersey, Channel Islands (State or other jurisdiction ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38103 JANUS HENDERSON GROUP PLC (Exact name of registrant as specified in its charter) Jersey, Channel Islands 98-1376360 (I.R ...

Janus Henderson Group plc (NYSE:JHG) Q4 2020 Earnings Conference Call February 4, 2021 8:00 AM ET Company Participants Dick Weil - Chief Executive Officer Roger Thompson - Chief Financial Officer Conference Call Participants Ken Worthington - JPMorgan Ed Henning - CLSA Dan Fannon - Jefferies Nigel Pittaway - Citi Patrick Davitt - Autonomous Research Andrei Stadnik - Morgan Stanley Sean Colman - Bank of America Simon Fitzgerald - Evans & Partners Kareem Afifi - Crédit Suisse John Dunn - Evercore Liz Miliati ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-38103 JANUS HENDERSON GROUP PLC (Exact name of registrant as specified in its charter) Jersey, Channel Islands (State or other jurisdic ...

Financial Data and Key Metrics Changes - The company reported adjusted EPS of $0.67, an increase from $0.60 in the previous quarter and $0.61 a year ago [21][32] - Total adjusted revenues decreased by 7% compared to the prior quarter, primarily due to lower average AUM, although performance fees increased to $17.2 million from $14.6 million in the prior quarter [30][34] - Adjusted operating income was $138 million, down 16% from the prior quarter, with an adjusted operating margin of 33.5% compared to 37.2% in the previous quarter [32][36] Business Line Data and Key Metrics Changes - Net outflows for the quarter were $8.2 billion, an improvement from $12.2 billion in the previous quarter, with positive flows in the intermediary business but significant outflows in institutional [20][24] - Equity net outflows were $4.2 billion, improved from $6.9 billion in the prior quarter, while fixed income saw negative flows of $700 million [26][28] - Multi-asset flows were positive at $700 million, driven by strong performance in the balanced strategy [28] Market Data and Key Metrics Changes - The U.K. business within EMEA posted its first positive result since Q4 2017, indicating a recovery in the market [25] - Intermediary flows were positive across the U.S., EMEA, and Asia Pacific, with a 3% annualized organic growth rate for the quarter [25][50] - The company noted that the institutional pipeline remains diverse, with opportunities for improvement in the second half of the year despite recent outflows [25][64] Company Strategy and Development Direction - The company is focused on a strategy termed "simple excellence," which aims to deliver organic growth and increasing profitability through disciplined execution [43][44] - Key strategic priorities include enhancing investment outcomes, improving client experience, and modernizing infrastructure while maintaining cost discipline [55][57] - The company is committed to diversity and inclusion, having already met its target of 25% women in finance by 2022 [16][17] Management's Comments on Operating Environment and Future Outlook - Management acknowledged that the promise of growth has taken longer to materialize than expected, but they remain confident in their strategy and the potential for improved results [10][13] - The impact of COVID-19 has created delays in institutional funding processes, but management is optimistic about future opportunities [100][101] - The company plans to continue examining its cost structure and make necessary investments to support its strategic goals [58][124] Other Important Information - The company returned $88 million to shareholders through dividends and share repurchases during the quarter [21][41] - Cash and cash equivalents stood at $880 million, with $837 million attributed to Janus Henderson [40] Q&A Session Summary Question: Institutional business performance and growth path - Management noted that institutional flows were impacted by significant redemptions, but they are taking steps to strengthen the non-INTECH parts of the institutional distribution [68][72] Question: Direct channel reopening and investment - The direct channel was reopened to better serve existing shareholders, with cautious optimism about improving flows without significant investment [73][76] Question: Gross sales trends and month-to-month movement - Management indicated that gross sales have fluctuated due to market conditions, with no significant trends drawn from recent changes [78][79] Question: Impact of weaker performance on flows - The weaker performance in U.S. SMID and MID strategies is recognized, but management believes these strategies will recover over time [82][86] Question: Review of cost structure and potential headcount changes - Management emphasized that the review of the cost structure is ongoing, with no pre-judged outcomes regarding headcount reductions [91][94] Question: Institutional outflows and client retention - Management expressed the need to improve efforts to retain assets during client derisking activities, acknowledging the importance of strong client relationships [97][98] Question: Delayed funding in institutional business - Management noted that the process of moving from pipeline to funding has slowed, but they remain hopeful for future opportunities [100][101]

[PART I — FINANCIAL INFORMATION](index=2&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) The unaudited condensed consolidated financial statements for H1 2020 reflect a decrease in total assets, a net loss of $144.1 million, and positive operating cash flow, primarily due to significant impairment charges Condensed Consolidated Balance Sheet Highlights (in millions) | Account | June 30, 2020 | December 31, 2019 | | :--- | :--- | :--- | | **Total Assets** | **$6,725.2** | **$7,621.7** | | Intangible assets, net | $2,638.6 | $3,088.6 | | Goodwill | $1,310.4 | $1,504.3 | | **Total Liabilities** | **$1,827.6** | **$2,037.6** | | **Total Equity** | **$4,428.9** | **$4,906.2** | Condensed Consolidated Statements of Comprehensive Income (Loss) Highlights (in millions, except per share data) | Metric | Q2 2020 | Q2 2019 | 6 Months 2020 | 6 Months 2019 | | :--- | :--- | :--- | :--- | :--- | | Total Revenue | $518.0 | $535.9 | $1,072.9 | $1,055.2 | | Operating Income (Loss) | $106.7 | $118.5 | $(225.7) | $243.0 | | Net Income (Loss) Attributable to JHG | $102.9 | $109.4 | $(144.1) | $203.5 | | Diluted EPS | $0.55 | $0.56 | $(0.79) | $1.03 | Condensed Consolidated Statements of Cash Flows Highlights (in millions) | Cash Flow Activity | Six months ended June 30, 2020 | Six months ended June 30, 2019 | | :--- | :--- | :--- | | Net Operating Activities | $242.5 | $83.0 | | Net Investing Activities | $(125.0) | $11.5 | | Net Financing Activities | $(8.6) | $(275.5) | [Notes to the Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) The notes detail significant events including the sale of Geneva Capital Management, substantial impairment charges of $513.7 million due to COVID-19, and ongoing litigation related to VelocityShares ETNs - On March 17, 2020, the company sold Geneva Capital Management for **$38.4 million** in cash, recognizing a pre-tax gain of **$16.2 million**[23](index=23&type=chunk)[24](index=24&type=chunk)[25](index=25&type=chunk) - An interim impairment assessment in Q1 2020, driven by COVID-19, resulted in significant charges: **$263.5 million** on investment management agreements, **$92.6 million** on client relationships, **$7.7 million** on trademarks, and **$123.5 million** on goodwill[64](index=64&type=chunk)[66](index=66&type=chunk)[67](index=67&type=chunk) - In June 2020, an additional impairment charge of **$26.4 million** was recorded, writing off the entire intangible asset associated with VelocityShares ETNs following a delisting announcement[69](index=69&type=chunk) - The company is defending lawsuits related to VelocityShares ETNs, with one consolidated case dismissed and on appeal, and most claims against Janus Indices dismissed in another case[98](index=98&type=chunk)[101](index=101&type=chunk)[102](index=102&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=28&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management's discussion highlights the significant negative impact of COVID-19 on AUM and financial results, leading to impairments, while the company maintains a stable capital position and continues its share buyback program - The COVID-19 pandemic significantly impacted financial results, leading to AUM and revenue declines, and triggering Q1 impairments of **$363.8 million** in intangible assets and **$123.5 million** in goodwill[116](index=116&type=chunk)[117](index=117&type=chunk)[118](index=118&type=chunk) Assets Under Management (AUM) Roll-Forward (in billions) | Period | Starting AUM | Net Sales (Redemptions) | Markets | FX & Other | Ending AUM | | :--- | :--- | :--- | :--- | :--- | :--- | | **6 Months to 6/30/20** | **$374.8** | **$(20.4)** | **$(8.3)** | **$(9.4)** | **$336.7** | Q2 2020 Financial Summary (in millions) | Metric | Q2 2020 | Q2 2019 | Change | | :--- | :--- | :--- | :--- | | Total Revenue | $518.0 | $535.9 | (3)% | | Operating Income | $106.7 | $118.5 | (10)% | | Net Income (to JHG) | $102.9 | $109.4 | (6)% | | Diluted EPS | $0.55 | $0.56 | (1.8)% | - The company maintains a stable financial condition with surplus capital and liquidity, not expecting to suspend its quarterly dividend or share buyback program despite economic uncertainty[119](index=119&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) Q2 2020 saw a $38.7 million decrease in management fees offset by a $13.7 million increase in performance fees, while operating expenses decreased due to lower G&A and marketing, partially offset by a $26.4 million impairment charge - Q2 2020 management fees fell **$38.7 million** year-over-year due to lower average AUM, while performance fees increased by **$13.7 million**[149](index=149&type=chunk)[152](index=152&type=chunk) - Q2 2020 operating expenses decreased, with G&A down **$9.7 million** (including **$5.3 million** in travel reductions) and marketing expenses down **$4.4 million**[167](index=167&type=chunk)[168](index=168&type=chunk) - Goodwill and intangible asset impairment charges increased by **$8.4 million** in Q2 2020, primarily due to a **$26.4 million** impairment of the VelocityShares ETN asset[170](index=170&type=chunk) [Liquidity and Capital Resources](index=43&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2020, the company held **$835.8 million** in cash, maintained an undrawn **$200 million** credit facility, repurchased **$22.0 million** in stock, and paid **$66.1 million** in dividends, demonstrating strong liquidity and capital Key Liquidity Data (in millions) | Item | June 30, 2020 | December 31, 2019 | | :--- | :--- | :--- | | Cash and cash equivalents | $835.8 | $732.4 | | Debt | $314.8 | $316.2 | - The company has an undrawn **$200 million** unsecured revolving credit facility maturing in February 2024[74](index=74&type=chunk)[201](index=201&type=chunk) - In Q2 2020, the company repurchased **1,061,633 shares** for **$22.0 million** under its buyback program and paid **$0.36 per share** in dividends[191](index=191&type=chunk)[195](index=195&type=chunk) [PART II — OTHER INFORMATION](index=47&type=section&id=PART%20II%20%E2%80%94%20OTHER%20INFORMATION) [Item 1A. Risk Factors](index=48&type=section&id=Item%201A.%20Risk%20Factors) This section updates risk factors, focusing on the significant and ongoing adverse effects of the COVID-19 pandemic, including potential revenue declines, further impairments, liquidity constraints, and operational disruptions - The primary updated risk factor is the **COVID-19 pandemic**, which has adversely affected and is expected to continue to adversely affect results of operations[212](index=212&type=chunk) - Specific risks include further decreases in AUM and revenue, additional impairments of intangible assets and goodwill, potential constraints on liquidity and capital, and possible disruption of business operations[213](index=213&type=chunk)[216](index=216&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=48&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company details its common stock repurchase activities, including a new **$200 million** buyback program approved in February 2020, under which **1,061,633 shares** were repurchased for **$22.0 million** in Q2 - A new on-market share buyback program of up to **$200 million** was approved on February 3, 2020[215](index=215&type=chunk) Share Repurchases (Q2 2020) | Month | Shares Purchased (Buyback Program) | Average Price Paid | Total Cost (Buyback Program) | | :--- | :--- | :--- | :--- | | April | 0 | N/A | $0 | | May | 438,443 | $18.11 | ~$7.9M | | June | 623,190 | $22.21 | ~$13.8M | | **Total Q2** | **1,061,633** | **-** | **~$22.0M** |

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-38103 JANUS HENDERSON GROUP PLC 98-1376360 (I.R.S. Employer Identification No.) EC2M3AE (Zip Code) +44 (0) 20 7818 1818 (Registrant's telep ...

PART I [Business](index=3&type=section&id=Item%201.%20Business) JHG is a global asset manager with **$374.8 billion** in AUM as of December 31, 2019, operating across diverse capabilities and distribution channels within a highly competitive and regulated industry - JHG is a global asset manager with approximately **2,300 employees** and operations in North America, the UK, Europe, Latin America, Japan, Asia, and Australia[15](index=15&type=chunk) Assets Under Management (AUM) by Capability as of December 31, 2019 | Capability | Closing AUM (in billions) | | :--- | :--- | | Equities | $204.0 | | Fixed Income | $74.8 | | Quantitative Equities | $45.2 | | Multi-Asset | $39.8 | | Alternatives | $11.0 | | **Total** | **$374.8** | AUM by Distribution Channel as of December 31, 2019 | Channel | AUM (in billions) | % of Total AUM | | :--- | :--- | :--- | | Intermediary | $172.7 | 46% | | Institutional | $132.1 | 35% | | Self-Directed | $70.0 | 19% | - The company's strategy, termed "Simple Excellence," focuses on producing dependable investment outcomes, excelling in client experience, increasing operational efficiency, maintaining a proactive risk environment, and developing new growth initiatives[21](index=21&type=chunk)[26](index=26&type=chunk) - The investment management industry is highly regulated globally, with JHG's subsidiaries subject to oversight by numerous agencies including the SEC and FCA, leading to significant and growing compliance costs[41](index=41&type=chunk)[44](index=44&type=chunk)[53](index=53&type=chunk) [Risk Factors](index=19&type=section&id=Item%201A.%20Risk%20Factors) The company faces a wide range of risks that could materially affect its financial condition and results, including market fluctuations, intense competition, dependency on key personnel, operational vulnerabilities, and extensive regulatory and tax complexities - **Market & Investment Risks:** Revenues are primarily dependent on AUM, which is subject to market fluctuations, investment performance, and client redemptions, with approximately **17% of AUM** subject to performance fees as of year-end 2019[76](index=76&type=chunk)[77](index=77&type=chunk)[79](index=79&type=chunk) - **Business & Strategic Risks:** The company operates in a highly competitive environment with downward pressure on fees, is highly dependent on retaining key personnel, and relies significantly on third-party channels for product distribution[95](index=95&type=chunk)[96](index=96&type=chunk)[97](index=97&type=chunk) - **Operational & Technology Risks:** The company is vulnerable to cyberattacks and data breaches, its subsidiary Intech's investment process relies heavily on proprietary software and key employees, and failures in third-party vendor support systems could disrupt business[114](index=114&type=chunk)[119](index=119&type=chunk)[124](index=124&type=chunk) - **Legal & Regulatory Risks:** The business is highly regulated, and changes in laws (e.g., Dodd-Frank Act, MiFID II) could increase costs and impact operations, while Brexit could adversely impact the business through increased costs, new impediments, and market volatility[132](index=132&type=chunk)[136](index=136&type=chunk)[152](index=152&type=chunk) - **Tax & Jurisdictional Risks:** Changes to tax laws could adversely affect the company, and there is a risk the IRS could assert JHG should be treated as a U.S. corporation for tax purposes under Section 7874, potentially leading to substantial additional U.S. tax liabilities[161](index=161&type=chunk)[163](index=163&type=chunk) [Unresolved Staff Comments](index=51&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - None[172](index=172&type=chunk) [Properties](index=52&type=section&id=Item%202.%20Properties) The company leases 30 offices globally, with its corporate headquarters in London and significant operations in Denver, Colorado, all considered adequate for current needs - JHG's main offices are leased properties in London (corporate headquarters) and Denver, Colorado[174](index=174&type=chunk) [Legal Proceedings](index=52&type=section&id=Item%203.%20Legal%20Proceedings) Information regarding legal proceedings is incorporated by reference from Note 19 of the Financial Statements and Supplementary Data in Part II, Item 8 of this report - Details on legal proceedings are located in Note 19 of the financial statements[175](index=175&type=chunk) [Mine Safety Disclosures](index=52&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[176](index=176&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=53&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) JHG's common stock trades on the NYSE and its CDIs trade on the ASX, with the company completing a **$200 million** share buyback in 2019 and approving a new **$200 million** program in February 2020 - The company's common stock is listed on the New York Stock Exchange (NYSE) and its CDIs are traded on the Australian Securities Exchange (ASX)[179](index=179&type=chunk) - In March 2019, JHG initiated a **$200 million** on-market buyback program, which was completed during the year with the repurchase of **9,437,071 shares** for **$199.9 million**[181](index=181&type=chunk) - A new on-market share buyback program of up to **$200 million** was approved by the Board on February 3, 2020[182](index=182&type=chunk) [Selected Financial Data](index=56&type=section&id=Item%206.%20Selected%20Financial%20Data) The company presents five years of selected financial data, with 2017-2019 reflecting post-merger results and 2015-2016 being pre-merger and not comparable Selected Financial Data (2017-2019) | (dollars in millions, except per share data) | 2019 | 2018 | 2017 | | :--- | :--- | :--- | :--- | | Total revenues | $2,192.4 | $2,306.4 | $1,818.3 | | Operating income | $540.9 | $649.8 | $442.3 | | Net income attributable to JHG | $427.6 | $523.8 | $655.5 | | Diluted EPS | $2.21 | $2.61 | $3.93 | | Ending AUM (in billions) | $374.8 | $328.5 | $370.8 | - Data for 2017 includes the impact of the merger with JCG from May 30, 2017, while data for 2016 and 2015 are pre-merger and not comparable to subsequent years[187](index=187&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=58&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations%20of%20Janus%20Henderson%20Group%20plc) In 2019, JHG's AUM increased **14%** to **$374.8 billion** despite net outflows, driven by positive markets and strong investment performance, though total revenue and operating income decreased due to lower average AUM and fee margins 2019 Financial Highlights vs. 2018 | Metric | 2019 | 2018 | Change | | :--- | :--- | :--- | :--- | | Total Revenue | $2,192.4M | $2,306.4M | (5)% | | Operating Income | $540.9M | $649.8M | (17)% | | Operating Margin | 24.7% | 28.2% | (3.5) p.p. | | Net Income (attributable to JHG) | $427.6M | $523.8M | (18)% | | Diluted EPS | $2.21 | $2.61 | (15)% | | Adjusted Diluted EPS | $2.47 | $2.74 | (10)% | AUM Roll-Forward for Year Ended Dec 31, 2019 (in billions) | | Amount | | :--- | :--- | | **Closing AUM Dec 31, 2018** | **$328.5** | | Net Sales (Redemptions) | ($27.4) | | Market Performance | $71.7 | | Foreign Exchange (FX) | $2.0 | | **Closing AUM Dec 31, 2019** | **$374.8** | - Investment performance strengthened in 2019, with **76%** and **77%** of AUM outperforming benchmarks on a three- and five-year basis, respectively[199](index=199&type=chunk) - Management fees decreased by **8%** in 2019 due to a decline in average AUM and lower management fee margins, while performance fees increased to **$17.6 million** from **$7.1 million** in 2018, primarily due to improved mutual fund performance[221](index=221&type=chunk)[225](index=225&type=chunk) - The company maintains a strong capital position, with cash and cash equivalents of **$732.4 million** and a **$200 million** undrawn revolving credit facility as of year-end 2019[271](index=271&type=chunk)[288](index=288&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=95&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company is exposed to market price risk from AUM fluctuations and investment securities totaling **$1.18 billion** at year-end 2019, with derivative instruments used to mitigate volatility and foreign currency risk impacting net income and other comprehensive income - The company's primary market risk is the fluctuation of its AUM due to financial market movements, which directly impacts management fee revenue[333](index=333&type=chunk) Hypothetical 10% Market Price Change on Investment Securities (Dec 31, 2019) | (in millions) | Fair Value | Fair Value (+10%) | Fair Value (-10%) | | :--- | :--- | :--- | :--- | | Seeded investment products | $1,047.0 | $1,151.7 | $942.3 | | Investments for deferred comp | $125.9 | $138.5 | $113.3 | | **Total** | **$1,178.3** | **$1,296.1** | **$1,060.5** | - Derivative instruments, including futures, swaps, and foreign currency forwards, are used to mitigate market volatility of certain seeded investments[336](index=336&type=chunk) - The company is exposed to foreign currency risk, where a hypothetical **10%** weakening of the British pound against the USD would positively impact net income by **$4.3 million** and other comprehensive income by **$271.5 million**[339](index=339&type=chunk) [Financial Statements and Supplementary Data](index=98&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section contains the company's audited consolidated financial statements for the fiscal year ended December 31, 2019, providing a comprehensive view of its financial position, performance, and cash flows in accordance with U.S. GAAP Consolidated Balance Sheet Highlights (as of Dec 31, 2019) | (in millions) | Amount | | :--- | :--- | | Total Assets | $7,621.7 | | Goodwill & Intangible Assets | $4,592.9 | | Total Liabilities | $2,037.6 | | Long-Term Debt | $316.2 | | Total Equity | $4,906.2 | Consolidated Statement of Comprehensive Income Highlights (Year ended Dec 31, 2019) | (in millions) | Amount | | :--- | :--- | | Total Revenue | $2,192.4 | | Total Operating Expenses | $1,651.5 | | Operating Income | $540.9 | | Net Income | $445.7 | | Net Income Attributable to JHG | $427.6 | - The independent auditor, PricewaterhouseCoopers LLP, issued an unqualified opinion on the financial statements and the effectiveness of internal control over financial reporting, identifying the impairment assessment of indefinite-lived intangible assets as a critical audit matter[344](index=344&type=chunk)[351](index=351&type=chunk) - Note 7 details Goodwill and Intangible Assets, which totaled **$4.59 billion**, with an impairment of **$18.0 million** recorded in 2019 related to certain indefinite-lived investment management agreements[501](index=501&type=chunk)[506](index=506&type=chunk) - Note 19 describes legal proceedings, including several class-action lawsuits related to VelocityShares ETNs, which the company believes are without merit[648](index=648&type=chunk)[655](index=655&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=191&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - None[664](index=664&type=chunk) [Controls and Procedures](index=191&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of December 31, 2019, with no material changes in internal control over financial reporting during the fourth quarter - Based on an evaluation as of December 31, 2019, the CEO and CFO concluded that the company's disclosure controls and procedures were effective[665](index=665&type=chunk) - No changes in internal control over financial reporting occurred during the fourth quarter that have materially affected, or are reasonably likely to materially affect, internal controls[667](index=667&type=chunk) [Other Information](index=193&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[668](index=668&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=116&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) This section provides detailed biographies for the company's ten directors and five executive officers, highlighting their experience and qualifications, with the board largely compliant with NYSE requirements and all directors, except the CEO, determined to be independent - The Board of Directors consists of **10 members**, led by Chairman Richard Gillingwater, and the executive team is led by CEO Richard Weil[671](index=671&type=chunk)[705](index=705&type=chunk) - The company has an Officer Code of Ethics for its CEO and Senior Financial Officers, which is available on its website[713](index=713&type=chunk) - Corporate governance practices are substantially compliant with NYSE requirements, with a noted exception for shareholder approval of equity compensation plans, which follows ASX rules[718](index=718&type=chunk) - The Audit Committee is composed of **four independent directors**, and the Board has determined that Jeffrey Diermeier and Kalpana Desai qualify as "audit committee financial experts"[720](index=720&type=chunk)[721](index=721&type=chunk) [Executive Compensation](index=124&type=section&id=Item%2011.%20Executive%20Compensation) The company's executive compensation program is performance-based, aligning pay with strategic priorities and shareholder interests, with **91%** of the CEO's 2019 total compensation being variable and determined by a scorecard approach - The compensation philosophy emphasizes pay-for-performance, with variable compensation making up the vast majority of executive pay (**91%** for the CEO in 2019)[724](index=724&type=chunk)[729](index=729&type=chunk) - CEO performance is evaluated using a scorecard with three categories: Investment Excellence (**30%** weight), Financial Results (**40%** weight), and Strategic Results (**30%** weight)[738](index=738&type=chunk) 2019 CEO Compensation Summary | Component | Amount ($) | | :--- | :--- | | Base Salary | 725,000 | | Variable Comp (Cash) | 3,712,500 | | Variable Comp (Deferred) | 3,712,500 | | **Total Variable Comp** | **7,425,000** | - **50%** of the CEO's variable compensation is deferred, split equally between time-vested fund units and performance-vested PSUs, with PSUs cliff vesting after three years based on relative TSR against a peer group, with potential payout from **0% to 200%**[731](index=731&type=chunk)[732](index=732&type=chunk) - The CEO's 2019 variable compensation was set at **$7.425 million**, a **6%** decrease from 2018, reflecting strong investment performance but weaker financial results, resulting in an overall performance multiplier of **0.99** against the target[747](index=747&type=chunk)[756](index=756&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=136&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) This section details the beneficial ownership of JHG's common stock as of February 21, 2020, reporting four entities owning more than **5%** of the company's stock, with all directors and executive officers as a group beneficially owning **1.04%** of outstanding shares Principal Shareholders (as of Feb 21, 2020) | Name | Shares Beneficially Owned | Percentage | | :--- | :--- | :--- | | Dai-ichi Life Holdings, Inc. | 30,668,922 | 16.40% | | BlackRock, Inc. | 18,685,728 | 9.99% | | Silchester International Investors LLP | 17,761,063 | 9.50% | | The Vanguard Group Inc. | 15,175,829 | 8.12% | | All directors and executive officers as a Group | 1,941,635 | 1.04% | - Information is provided on various equity compensation plans, including the Deferred Equity Plan (DEP), Long-Term Incentive Plan (LTIP), and Restricted Share Plan (RSP), outlining their purpose and mechanics[790](index=790&type=chunk)[791](index=791&type=chunk)[792](index=792&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=140&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) The company has a formal policy for pre-approving related party transactions, with its most significant relationship being with Dai-ichi Life Holdings, Inc., a major shareholder, governed by a strategic cooperation agreement, and all directors except the CEO are deemed independent - The company maintains a strategic cooperation agreement with its largest shareholder, Dai-ichi Life Holdings, Inc[801](index=801&type=chunk) - Key terms of the Dai-ichi agreement include an ownership limit of **20%**, the right for Dai-ichi to designate one representative to the JHG Board, an agreement for Dai-ichi to maintain at least **$2.5 billion** in JHG investment products, and standstill and transfer restrictions on Dai-ichi's shareholding[802](index=802&type=chunk)[803](index=803&type=chunk)[804](index=804&type=chunk)[805](index=805&type=chunk) - As of December 31, 2019, Dai-ichi beneficially owned approximately **16.4%** of JHG's issued and outstanding shares[815](index=815&type=chunk) - The Board of Directors has determined that all directors are independent from management, except for CEO Richard Weil[818](index=818&type=chunk) [Principal Accountant Fees and Services](index=143&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) This section details the fees paid to PricewaterhouseCoopers for fiscal years 2019 and 2018, totaling **$4.55 million** and **$4.48 million** respectively, with all services pre-approved by the Audit Committee Accountant Fees (2019 vs. 2018) | Fee Category | 2019 ($) | 2018 ($) | | :--- | :--- | :--- | | Audit fees | 3,023,000 | 3,028,000 | | Audit-related fees | 916,957 | 922,100 | | Tax fees | 13,867 | 13,500 | | All other fees | 595,155 | 514,371 | | **Total** | **4,548,979** | **4,477,971** | - The Audit Committee has a policy for pre-approving all audit and non-audit services provided by the independent auditor to ensure compatibility with maintaining auditor independence[821](index=821&type=chunk) PART IV [Exhibits and Financial Statement Schedules](index=144&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists the documents filed as part of the Form 10-K report, including financial statements, the auditor's report, and a detailed list of exhibits such as governance documents, material contracts, and certifications - The financial statements and the auditor's report are referenced as appearing in Part II, Item 8[826](index=826&type=chunk) - A comprehensive list of exhibits filed with or incorporated by reference into the report is provided, including material contracts such as the credit facility agreement and the strategic cooperation agreement with Dai-ichi[828](index=828&type=chunk)[830](index=830&type=chunk) [Form 10-K Summary](index=150&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company did not provide a summary for this item - None[841](index=841&type=chunk)