SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BEERY ROBIN C

(Last) (First) (Middle)
JANUS CAPITAL GROUP INC.
151 DETROIT STREET

(Street)
DENVER, CO 80206

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
JANUS CAPITAL GROUP INC [ JNS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Chief Marketing Officer
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/31/2008 S 27,000 D $30.22(1) 88,869 D
Common Stock 07/31/2008 M 12,845 A $14.39 101,714 D
Common Stock 07/31/2008 M 2,021 A $14.37 103,735 D
Common Stock 07/31/2008 S 14,866 D $30.25(2) 88,869 D
Common Stock 7,018.89(3) I Held by ESOP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock $27.54 (4) 01/31/2015 Common Stock 21,208 21,208 D
Common Stock $27.54 (5) 01/31/2015 Common Stock 99,801 99,801 D
Stock Option (Right to Buy) $21.01 (6) 02/01/2014 Common Stock 26,610 26,610 D
Stock Option (Right to Buy) $21.57 (7) 02/12/2013 Common Stock 27,380 27,380 D
Stock Option (Right to Buy) $14.39 07/31/2008 M 12,845 02/01/2008 02/03/2015 Common Stock 12,845 $14.39 0 D
Option (Right to Buy) and LSAR(8) $16.24 01/01/2007 02/03/2014 Common Stock 1 1 D
Option (Right to Buy) and LSAR(8) $14.37 07/31/2008 M 2,021 05/08/2008 05/07/2013 Common Stock 2,021 $14.37 0 D
Option (Right to Buy) and LSAR(8) $25.71 01/29/2007 01/27/2012 Common Stock 8,204 8,204 D
Option (Right to Buy) and LSAR(8) $21.31 07/12/2000 01/25/2009 Common Stock 200 200 D
Explanation of Responses:
1. The range of the weighted average sale price is $30.11 to $30.33. The following is the number of shares sold at each separate price: 1,600 at $30.11, 900 at $30.13, 4,000 at $30.14, 3,185 at $30.15, 15 at $30.16, 3,100 at $30.17, 300 at $30.18, 1,700 at $30.19, 1,100 at $30.20, 1,400 at $30.22, 1,000 at $30.23, 1,500 at $30.25, 1,300 at $30.26, 1,119 at $30.27, 1,500 at $30.29, 900 at $30.30, 800 at $30.31, 181 at $30.32, 1,400 at $30.33.
2. The range of the weighted average sale price is $30.14 to $30.37. The following is the number of shares sold at each separate price: 1,700 at $30.14, 1,400 at $30.15, 1,900 at $30.16, 844 at $30.17, 1,100 at $30.20, 600 at $30.205, 200 at $30.2075, 1,444 at $30.23, 478 at $30.24, 300 at $30.30, 700 at $30.31, 1,900 at $30.32, 500 at $30.33, 700 at $30.35, 1,100 at $30.37.
3. Includes shares contributed by issuer to reporting person under the Employee Stock Ownership Plan ("ESOP") and reflects the total number of shares held in the ESOP as of July 31, 2008.
4. This option award vests annually in three equal installments (within one share) beginning on February 1, 2009.
5. This option award vests annually in four equal installments (within one share) beginning on February 1, 2009 and is subject to certain performance criteria being met.
6. This option award vests annually in four equal installments (within one share) beginning on February 1, 2008.
7. This option award vests annually in four equal installments beginning on February 1, 2007.
8. Limited Stock Appreciation Rights ("LSARs") are granted in tandem with stock options. LSARs are automatically exercised (in lieu of related options) upon a Change-of-Control of the issuer which has not been approved by certain members of the issuer's board of directors and result in the receipt of only cash by the option holder. LSARs terminate when the related options are exercised or terminated. All LSARs that were unvested as of January 1, 2005 have been terminated.
Remarks:
Wanette N. Pauly, Attorney-in-Fact for Robin C. Beery 08/01/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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