Janus Henderson Group (JHG) Proxy filing summary

Executive summary

• Victory Capital has withdrawn its acquisition proposal, and the company is proceeding with a take-private transaction involving Trian and General Catalyst, targeted for completion in mid-2026.

• The transaction aims to enhance investment in product offerings, client services, talent, and technology to accelerate growth.

• Obtaining required client consents is a key step underway to close the transaction.

• Forward-looking statements highlight expectations for future performance and strategic partnerships, subject to various risks and uncertainties.

Voting matters and shareholder proposals

• Shareholders are being solicited for consent regarding the Trian/General Catalyst take-private transaction.

• Definitive proxy statements and related materials have been filed and distributed to shareholders as of March 2026.

Board of directors and corporate governance

• Directors, executive officers, and certain employees are participants in the proxy solicitation process.

• Information on directors, executive officers, and their security holdings is available in the 2025 annual meeting proxy statement.