0000905148-23-001613.txt : 20231218 0000905148-23-001613.hdr.sgml : 20231218 20231218162102 ACCESSION NUMBER: 0000905148-23-001613 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231214 FILED AS OF DATE: 20231218 DATE AS OF CHANGE: 20231218 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Feliciano Jose Enrique CENTRAL INDEX KEY: 0001323912 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40456 FILM NUMBER: 231494034 MAIL ADDRESS: STREET 1: C/O CLEARLAKE CAPITAL GROUP, LLC STREET 2: 650 MADISON AVE., 23RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eghbali Behdad CENTRAL INDEX KEY: 0001409564 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40456 FILM NUMBER: 231494035 MAIL ADDRESS: STREET 1: 233 WILSHIRE BLVD. STREET 2: SUITE 850 CITY: SANTA MONICA STATE: CA ZIP: 90401 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CLEARLAKE CAPITAL GROUP, L.P. CENTRAL INDEX KEY: 0001688282 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40456 FILM NUMBER: 231494036 BUSINESS ADDRESS: STREET 1: 233 WILSHIRE BOULEVARD, SUITE 800 CITY: SANTA MONICA STATE: CA ZIP: 90401 BUSINESS PHONE: (310) 400-8800 MAIL ADDRESS: STREET 1: 233 WILSHIRE BOULEVARD, SUITE 800 CITY: SANTA MONICA STATE: CA ZIP: 90401 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Janus International Group, Inc. CENTRAL INDEX KEY: 0001839839 STANDARD INDUSTRIAL CLASSIFICATION: METAL DOORS, SASH, FRAMES, MOLDING & TRIM [3442] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0101 BUSINESS ADDRESS: STREET 1: 135 JANUS INTERNATIONAL BLVD. CITY: TEMPLE STATE: GA ZIP: 30179 BUSINESS PHONE: (866) 562-2580 MAIL ADDRESS: STREET 1: 135 JANUS INTERNATIONAL BLVD. CITY: TEMPLE STATE: GA ZIP: 30179 FORMER COMPANY: FORMER CONFORMED NAME: Janus Parent, Inc. DATE OF NAME CHANGE: 20210111 4 1 form4.xml X0508 4 2023-12-14 0001839839 Janus International Group, Inc. JBI 0001688282 CLEARLAKE CAPITAL GROUP, L.P. 233 WILSHIRE BLVD., SUITE 800 SANTA MONICA CA 90401 true 0001409564 Eghbali Behdad C/O CLEARLAKE CAPITAL GROUP, L.P. 233 WILSHIRE BLVD., SUITE 800 SANTA MONICA CA 90401 true 0001323912 Feliciano Jose Enrique C/O CLEARLAKE CAPITAL GROUP, L.P. 233 WILSHIRE BLVD., SUITE 800 SANTA MONICA CA 90401 true true false Common Stock 2023-12-14 4 S 0 4882693 10.0078 D 5626 I See Footnotes Common Stock 2023-12-14 4 S 0 488372 10.0078 D 562 I See Footnotes Common Stock 2023-12-14 4 S 0 181080 10.0078 D 208 I See Footnotes Common Stock 2023-12-14 4 S 0 11170468 10.0078 D 12870 I See Footnotes Common Stock 2023-12-14 4 S 0 5572382 10.0078 D 6420 I See Footnotes Common Stock 2023-12-14 4 S 0 749115 10.0078 D 862 I See Footnotes Common Stock 2023-12-15 4 S 0 5626 11.8517 D 0 I See Footnotes Common Stock 2023-12-15 4 S 0 562 11.8517 D 0 I See Footnotes Common Stock 2023-12-15 4 S 0 208 11.8517 D 0 I See Footnotes Common Stock 2023-12-15 4 S 0 12870 11.8517 D 0 I See Footnotes Common Stock 2023-12-15 4 S 0 6420 11.8517 D 0 I See Footnotes Common Stock 2023-12-15 4 S 0 862 11.8517 D 0 I See Footnotes Common Stock 15306 I See Footnote Common Stock 15306 I See Footnote Securities held of record by Clearlake Capital Partners IV (AIV-Jupiter), L.P., a Delaware limited partnership ("CCPIV"). Securities held of record by Clearlake Capital Partners IV (Offshore), L.P., a Cayman Islands exempted limited partnership ("CCPIV Offshore"). Securities held of record by Clearlake Capital Partners IV (AIV-Jupiter) USTE, L.P., a Delaware limited partnership ("CCPIV USTE"). Securities held of record by Clearlake Capital Partners V, L.P., a Delaware limited partnership ("CCPV"). Securities held of record by Clearlake Capital Partners V (Offshore), L.P., a Cayman Islands exempted limited partnership ("CCPV Offshore"). Securities held of record by Clearlake Capital Partners V (USTE), L.P., a Delaware limited partnership ("CCPV USTE" and together with CCPIV, CCPIV Offshore, CCPIV USTE, CCPV, and CCPV Offshore, the "Clearlake Funds"). CCPIV, CCPIV USTE and CCPIV Offshore are managed by Clearlake Capital Management IV, L.P., a Delaware limited partnership ("CCMIV"). CCPV, CCPV USTE and CCPV Offshore are managed by Clearlake Capital Management V, L.P., a Delaware limited partnership ("CCMV"). Each of CCMIV and CCMV is ultimately controlled by Clearlake Capital Group, L.P., its investment adviser. Each of Jose E. Feliciano and Behdad Eghbali is a Managing Partner of Clearlake Capital Group, L.P. Each Reporting Person disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. The Reporting Persons sold these shares of Common Stock to an unaffiliated financial institution upon settlement of a post-paid forward transaction, for which the number of shares to be delivered and the price was determined at the end of the forward hedge selling period on December 14, 2023. The price reported in Column 4 is a weighted average price of all shares held of record by the Clearlake Funds sold by the Reporting Persons' broker on December 15, 2023. These shares were sold in multiple transactions at prices ranging from $11.83 to $11.865, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Represents RSUs held of record by Mr. Feliciano for the benefit of the Clearlake Funds, which will be transferred to the Clearlake Funds upon vesting and settlement. Represents RSUs held of record by Mr. Leonard for the benefit of the Clearlake Funds, which will be transferred to the Clearlake Funds upon vesting and settlement. Each of Behdad Eghbali and Clearlake Capital Group, L.P. ceased to be a 10% owner of the Issuer's Common Stock following the transactions on December 14, 2023, reported herein. /s/ John F. Cannon, as Attorney-in-Fact for Clearlake Capital Group, L.P. 2023-12-18 /s/ John F. Cannon, as Attorney-in-Fact for Behdad Eghbali 2023-12-18 /s/ John F. Cannon, as Attorney-in-Fact for Jose E. Feliciano 2023-12-18