Janus Henderson Group appoints replacement nominee of Trian Fund to the Board
Key Summary: In October 2020, Trian Fund Management disclosed a 9.9% activist stake, intending to discuss strategic combinations with the company’s board. By October 2021, Trian increased its stake to 14.43% and engaged in ongoing discussions with leadership about various initiatives to enhance value. This led to board changes in February 2022, appointing Trian partners as independent directors, with Brian Baldwin replacing Nelson Peltz as a Non-Executive Director on November 15, 2022.
Market Cap: $4.3 billion | Janus Henderson Group plc is an asset management holding
entity. Through its subsidiaries, the firm provides services to institutional, retail clients,
and high net worth clients. It manages separate client-focused equity and fixed income
portfolios.
Background:
- In October 2020, Trian Fund Management disclosed a 9.9% activist stake and stated that it intends to further discuss with the board and/or management and may encourage the company to explore certain strategic combinations. Source
- On October 4, 2021, Trian Fund Management (14.43%) stated that it has met with the company's Non-Executive Chairman Richard Gillingwater and CEO Richard M. Weill to discuss, and they intend to continue to discuss with members of the board and/or management from time to time, various strategic and operational initiatives that Trian Fund believes can generate value, including recommendations relating to the company’s operations, organizational structure, technology, product offerings, talent development and retention strategies, capital allocation and dividend policies and corporate governance Source
- On November 16, 2021, Trian Fund Management (15.43%) stated that it continues to engage in discussions with the board and/or management regarding various strategic and operational initiatives that they believe can generate value. As part of those discussions, Trian Fund Management has proposed changes to the composition of the board, including the addition of independent directors unaffiliated with them. Source
- On February 1, 2022, the company increased the size of its Board and appointed each of Nelson Peltz, CEO and a Founding Partner of Trian Management, and Ed Garden, CIO and a Founding Partner of Trian Management, as Independent Non-Executive Directors effective as of such date. The company has agreed to include Mr. Peltz and Mr. Garden on its slate of director nominees in its proxy statement for its 2022 AGM. The Board has appointed Mr. Peltz to the Nominating and Corporate Governance Committee, and it has appointed Mr. Garden to the Nominating and Corporate Governance Committee and the Compensation Committee. Source
Update:
On November 15, 2022, the company appointed Brian Baldwin, a Partner and Senior Analyst at Trian Management, in place of Nelson Peltz, who resigned as a Non-Executive Director of the company. Source
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