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 25, 2013
Janus Capital Group Inc.
(Exact name of registrant as specified in its charter)
|
DELAWARE |
|
001-15253 |
|
43-1804048 |
|
(State or other jurisdiction |
|
(Commission file |
|
(IRS Employer |
|
of incorporation) |
|
number) |
|
Identification Number) |
151 DETROIT STREET
DENVER, COLORADO 80206
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code
(303) 333-3863
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Shareholders of Janus Capital Group Inc. (the “Company”) was held in Denver, Colorado, on April 25, 2013. At that meeting, the shareholders considered and acted upon the following proposals:
Proposal No. 1: Election of Directors. By the vote reflected below, our shareholders elected the following individuals as directors for a one-year term:
|
|
|
For |
|
Against |
|
Abstain |
|
Broker Non- |
|
|
Timothy K. Armour |
|
147,948,878 |
|
15,355,867 |
|
109,265 |
|
13,670,018 |
|
|
G. Andrew Cox |
|
148,428,209 |
|
14,887,527 |
|
98,274 |
|
13,670,018 |
|
|
J. Richard Fredericks |
|
161,046,473 |
|
2,222,968 |
|
144,569 |
|
13,670,018 |
|
|
Deborah R. Gatzek |
|
161,306,757 |
|
2,008,216 |
|
99,037 |
|
13,670,018 |
|
|
Seiji Inagaki |
|
161,478,320 |
|
1,825,548 |
|
110,142 |
|
13,670,018 |
|
|
Lawrence E. Kochard |
|
148,647,136 |
|
14,663,878 |
|
102,996 |
|
13,670,018 |
|
|
Richard M. Weil |
|
161,131,555 |
|
2,141,251 |
|
141,204 |
|
13,670,018 |
|
Proposal No. 2: Ratification of the Appointment of Deloitte & Touche LLP as Independent Auditor. By the vote reflected below, our shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditor for fiscal year 2013:
|
|
|
For |
|
Against |
|
Abstain |
|
|
|
|
Proposal 2 |
|
174,933,884 |
|
1,826,623 |
|
323,521 |
|
|
|
Proposal No. 3: Non-binding Advisory Vote Related to Executive Compensation. By the vote reflected below, our shareholders approved the compensation of the Company’s named executive officers:
|
|
|
For |
|
Against |
|
Abstain |
|
Broker Non- |
|
|
Proposal 3 |
|
99,739,508 |
|
61,189,741 |
|
2,484,761 |
|
13,670,018 |
|
Proposal No. 4: Approval the Janus Capital Group Inc. 2013 Management Incentive Compensation Plan. By the vote reflected below, our shareholders approved the Amendment to the Janus Capital Group Inc. 2013 Management Incentive Compensation Plan:
|
|
|
For |
|
Against |
|
Abstain |
|
Broker Non- |
|
|
Proposal 4 |
|
145,246,582 |
|
15,757,384 |
|
2,410,044 |
|
13,670,018 |
|
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.
|
|
Janus Capital Group Inc. | ||
|
|
| ||
|
Date: April 25, 2013 |
|
By: |
/s/ David G. Grawemeyer |
|
|
|
|
Executive Vice President and |
|
|
|
|
General Counsel |