SEC Form 4 · accession 0000950103-16-015226
JANUS CAPITAL GROUP INC · JNS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
DAI ICHI LIFE INSURANCE CO., LTD.
10% Owner
Period of report
Aug 1, 2016
Accepted (ET)
Aug 1, 2016 · 4:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001065865
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Aug 1, 2016 | S | 406,659 | $14.50 | D | 36,382,545 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1In connection with the repurchase of Issuer Common Stock from the Reporting Person by the Issuer, the Reporting Person sold 406,659 shares of Issuer Common Stock at $14.50 per share for an aggregate purchase price of $5,897,815.75.
- F2Pursuant to and subject to the terms of the Investment and Strategic Cooperation Agreement, dated August 10, 2012, between the Issuer and the Reporting Person (the "Investment Agreement"), the Reporting Person's Beneficial Ownership (as defined therein) must remain below 20% of the issued and outstanding shares of Issuer Common Stock (the "Ownership Limit"). The Issuer recently engaged in certain repurchases of Issuer Common Stock, not involving the Reporting Person, that were expected to result in the Reporting Person's Beneficial Ownership exceeding the Ownership Limit. The transactions reported herein were effected to reduce the Reporting Person's Beneficial Ownership in order to maintain compliance with the Ownership Limit. Following the transactions reported herein, the Reporting Person's Beneficial Ownership will be approximately 19.92% of the issued and outstanding shares of Issuer Common Stock.