X0303 4 2011-02-02 0001065865 JANUS CAPITAL GROUP INC JNS 0001217486 FROST GREGORY A JANUS CAPITAL GROUP INC. 151 DETROIT STREET DENVER, CO 80206 0 1 0 0 EVP, Chief Financial Officer Common Stock 2011-02-02 4 S 0 4338 0 D 49395 D Common Stock 5542 I Held by ESOP Stock Option (Right to Buy) 11.78 2017-02-05 Common Stock 15641 15641 D Stock Option (Right to Buy) 5.32 2016-01-30 Common Stock 47199 47199 D Stock Option (Right to Buy) 27.54 2011-02-01 2015-01-31 Common Stock 11478 11478 D Stock Option (Right to Buy) 21.01 2011-02-01 2014-02-01 Common Stock 8661 8661 D Stock Option (Right to Buy) 21.57 2009-02-02 2013-02-12 Common Stock 10326 10326 D Stock Option (Right to Buy) 14.39 2008-02-02 2015-02-03 Common Stock 13762 13762 D Stock Option (Right to Buy) and LSAR 16.24 2007-01-01 2014-02-03 Common Stock 20031 20031 D Stock Option (Right to Buy) and LSAR 14.37 2006-05-09 2013-05-07 Common Stock 8757 8757 D Stock Option (Right to Buy) and LSAR 14.37 2008-05-08 2013-05-07 Common Stock 2225 2225 D Stock Option (Right to Buy) and LSAR 25.71 2007-01-29 2012-01-27 Common Stock 2111 2111 D The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person to cover tax liabilities arising from vesting events. Shares were sold in the following manner: 400 at $12.75 per share; 200 at $12.76 per share; 1,200 at $12.77 per share; 938 at $12.78 per share; 700 at $12.79 per share; 800 at $12.80 per share; 100 at $12.81 per share. The option award vests annually in four equal installments (within one share) beginning on February 1, 2011. The option award vests annually in four equal installments (within one share) beginning on February 1, 2010. 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 unvested as of January 1, 2005 have been terminated. Kathlene D. Duncan, Attorney-in-Fact for Gregory A. Frost 2011-02-04