8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

April 20, 2020

Janus Henderson Group plc

(Exact name of registrant as specified in its charter)

201 Bishopsgate

EC2M 3AE

United Kingdom

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code

+44 (0) 20 7818 1818

Not Applicable

(Former name or former address if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Securities registered pursuant to Section 12(b)of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

On April 20, 2020, as a result of the ongoing COVID-19 pandemic, Janus Henderson Group plc (“JHG”) issued a press release announcing modifications to its 2020 Annual General Meeting of Shareholders, scheduled to be held on 30 April 2020 at the Company’s office in Denver, Colorado. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report.

The information furnished in Item 7.01 of this Form 8-K and in Exhibit 99.1 hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

(d)  Exhibits. The following exhibits are being furnished herewith.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit 99.1

Janus Henderson Announces Modifications to 2020 Annual General Meeting of Shareholders

LONDON — Janus Henderson Group plc (NYSE/ASX: JHG) is scheduled to hold its 2020 Annual General Meeting of Shareholders (“AGM”) at the Company’s office in Denver, Colorado, on 30 April 2020. However, as a result of the ongoing COVID-19 pandemic, Colorado state and local authorities have issued stay-at-home orders that prohibit most gatherings of any number of people. The health of our shareholders, employees, and stakeholders is paramount, and the Company will adhere to all government and public health authority recommendations and restrictions to support the effort to limit the spread of COVID-19. As a result, the Company’s Board of Directors has decided to make the following changes to the arrangements for the AGM:

Janus Henderson Group plc

47 Esplanade,

Jersey JE1 0BD

Registered in Jersey

No. 101484

ABN 67 133 992 766

Prior to the meeting, a webcast link will be accessible from the Company’s investor relations website, www.janushenderson.com/ir, and the Company’s 2020 AGM website, www.janushenderson.com/AGM2020. A replay will be available for a period of at least 14 days following the call.

The Company is taking the above measures to make the AGM as safe and efficient as possible, safeguarding the wellbeing of shareholders, colleagues and other participants alongside ensuring the right steps are taken to preserve the long-term health of the business. The COVID-19 situation remains fluid and, if further changes to the AGM become necessary, we will announce those changes as soon as practicable via our investor relations website and our designated website for the 2020 AGM.

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About Janus Henderson

Janus Henderson Group (JHG) is a leading global active asset manager dedicated to helping investors achieve long-term financial goals through a broad range of investment solutions, including equities, fixed income, quantitative equities, multi-asset and alternative asset class strategies.

At 31 December 2019, Janus Henderson had approximately US$375 billion in assets under management, more than 2,000 employees, and offices in 28 cities worldwide. Headquartered in London, the company is listed on the New York Stock Exchange (NYSE) and the Australian Securities Exchange (ASX).