JANUS CAPITAL MANAGEMENT LLC Brochure March 31, 2021 151 Detroit Street Denver, CO 80206 800.624.5906 www.janushenderson.com This brochure provides information about Janus Capital Management LLC’s (“JCM”) qualifications and business practices for JCM’s advisory clients. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission (the “SEC”), any state securities authority or any non-U.S. regulatory authority. If you have any questions about the contents of this brochure, please contact us at 303.333.3863. Additional information about JCM is also available on the SEC’s website at www.adviserinfo.sec.gov. Throughout this brochure and related materials, JCM may refer to itself as “registered” or a “registered investment adviser.” These references do not imply, and are not intended to imply, JCM possesses a certain level of skill or training. Item 2 – Material Changes This brochure replaces the brochure dated March 31, 2020. We updated, corrected and expanded certain information to help you better understand the significant strategies we offer, the risks those significant strategies present, our financial industry affiliations, our proxy voting policies and practices and our efforts to ensure clients are treated fairly. Although there have been clarifying, simplifying and updating edits throughout the brochure, the edits primarily have occurred in the following sections. We do not believe any of these changes to be material: Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss has been updated to align with current methods of analysis and strategy offerings, including material risks related to certain “value” strategies. Item 10 – Other Financial Industry Activities and Affiliations has been updated to align with relevant affiliation and organizational changes, including the establishing of Janus Henderson Investors (Jersey) Limited and the winding down of and transitioning of responsibilities from certain advisory affiliates. Item 12 – Brokerage Practices has been updated to provide more information regarding trading foreign securities, trading fixed income instruments, unbundling execution and research charges and allocating limited offerings among eligible accounts. Item 17 – Voting Client Securities has been updated to provide more information on how and when pre- populated and/or automatic voting is used as well as how and when supplemental materials provided by issuers and ballot issue sponsors are considered by JCM. Item 3 – Table of Contents1 Item 2 – Material Changes .............................................................................................................................. 1 Item 3 – Table of Contents .............................................................................................................................. 2 Item 4 – Advisory Business ............................................................................................................................. 3 Item 5 – Fees and Compensation ................................................................................................................... 5 Item 6 – Performance-Based Fees and Side-by-Side Management ............................................................... 8 Item 7 – Types of Clients ................................................................................................................................. 8 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss .......................................................... 9 Item 9 – Disciplinary Information ................................................................................................................... 17 Item 10 – Other Financial Activities and Affiliations ....................................................................................... 17 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading .................. 21 Item 12 – Brokerage Practices ...................................................................................................................... 25 Item 13 – Review of Accounts ....................................................................................................................... 34 Item 14 – Client Referrals and Other Compensation ..................................................................................... 34 Item 15 – Custody ......................................................................................................................................... 35 Item 16 – Investment Discretion .................................................................................................................... 35 Item 17 – Voting Client Securities ................................................................................................................. 35 Item 18 – Financial Information ..................................................................................................................... 37 Additional Supplementary Information ........................................................................................................... 37 Appendix A – Standard Pricing Schedules .................................................................................................... 38 1 The SEC requires advisers to use a certain format and include certain items in their brochure. We have therefore included those items and indicated where they are not applicable. Item 4 – Advisory Business JCM is an indirect, wholly-owned subsidiary of Janus Henderson Group plc (“Janus Henderson Group”). Janus Henderson Group is a dually-listed, publicly-traded company (NYSE:JHG and ASX:JHG) conducting business as Janus Henderson Investors. Janus Henderson Group is responsible for the strategic direction of its subsidiaries. More information about certain financial industry affiliations of JCM is described in Item 10 – Other Financial Industry Activities and Affiliations. JCM offers U.S. equity, global & international equity, fixed income, asset allocation and alternative investment strategies. JCM believes its depth of research, knowledgeable portfolio managers and analysts, willingness to make concentrated investments based on its insights and innovations, and commitment to delivering strong, long-term results for its investors are what differentiate it from its competitors. As of December 31, 2020, JCM had $219,384,437,937 in regulatory assets under management on a discretionary basis and $0 in assets under management on a non-discretionary basis. JCM, through its predecessors, has provided investment management services since 1969 and has been registered with the SEC since 1978. Over the last several years, JCM has expanded its business to become a more diversified manager with increased investment product offerings and distribution capabilities. Investment products are distributed through three primary channels: retail intermediary, institutional and international. Each distribution channel focuses on specific investor groups and the unique requirements of each group. JCM has offices in Denver, Colorado; Newport Beach, California; Darien, Connecticut; Chicago, Illinois and Boston, Massachusetts. Janus Henderson Investors has a broader global footprint with additional offices inside the U.S. in Princeton, New Jersey and West Palm Beach, Florida, and outside the U.S. in Amsterdam, Brisbane, Dubai, Edinburgh, Frankfurt, Geneva, Hong Kong, London, Luxembourg, Madrid, Melbourne, Milan, Paris, Singapore, Sydney, Taipei, Tokyo and Zurich. In addition to offering its own proprietary investment strategies, JCM offers investment strategies through certain of its affiliates, each with their own specific investment styles and unique and independent perspectives: • mathematical equity strategies through Intech Investment Management LLC (“Intech”), and • global macro fixed income strategies through Kapstream Capital Pty Limited (“Kapstream”). JCM may also offer investment strategies through other affiliates within the Janus Henderson Group, including through the use of participating affiliate arrangements. Please refer to Item 10 – Other Financial Industry Activities and Affiliations for additional information. JCM provides investment management services, as an investment adviser or sub-adviser, to U.S. and non-U.S. institutional and individual clients and investors through the following types of products: • U.S. mutual funds and exchange-traded funds (“ETFs”), registered under the Investment Company Act of 1940, as amended (the “1940 Act”) (“Investment Companies”), • non-U.S. domiciled mutual funds, trusts or similar entities (“non-U.S. Funds”), • private investment funds, including hedge funds, offered pursuant to Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), and excluded from the investment company definition under either Section 3(c)(1) or 3(c)(7) of the 1940 Act (“Private Investment Funds”), • individual and institutional separate accounts (“Separate Accounts”), • separately-managed account wrap programs (“Wrap Fee Programs”) offered by unaffiliated investment advisers or broker-dealers (“Sponsors”), • collective investment trusts (“CITs”), and • other proprietary accounts. In this Brochure, we refer to Investment Companies, non-U.S. Funds, Private Investment Funds and CITs collectively as “Funds”, to our proprietary Funds as “Sponsored Funds” and to our non-proprietary Funds as “non-Sponsored Funds”. Except for certain Wrap