Deferred Incentive Award Agreement Sample Contracts

JANUS HENDERSON GROUP PLC DEFERRED INCENTIVE AWARD US – DIP FUND AWARD AGREEMENT
Deferred Incentive Award Agreement • February 28th, 2023 • Janus Henderson Group PLC • Investment advice

The Company grants to <GRANTEE> (the “Grantee”) effective as of <DATE>, (the “Grant Date”), a deferred incentive award in the form of a cash value that is notionally invested in an underlying fund or funds and granted pursuant to Article 9 of the Company Plan (the “DIP Fund Award”) as described below, subject to the terms and conditions set forth in this DIP Award Agreement, the Company’s 2022 Deferred Incentive Plan, as may be amended or amended and restated from time to time (the “Company Plan”), the Executive Income Deferral Program (if applicable to the Grantee), the attached Appendices (if any), and any applicable laws (including any applicable securities laws), government regulations, stock exchange listing requirements or Company policies in effect from time to time applicable to the DIP Fund Award, including those regarding the deferral of the DIP Fund Award, the Personal Code of Ethics, the Share Trading Policy and the Market Conduct Policy. The Grantee must accept the DIP Fun

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JANUS HENDERSON GROUP PLC DEFERRED INCENTIVE AWARD US – DIP SHARE UNIT (RSU) AWARD AGREEMENT
Deferred Incentive Award Agreement • February 28th, 2023 • Janus Henderson Group PLC • Investment advice

The Company grants to <GRANTEE> (the “Grantee”), effective as of <DATE>, (the “Grant Date”), a deferred incentive award in the form of Share Units (the “DIP Share Unit Award”) as described below, subject to the terms and conditions set forth in this DIP Award Agreement, the Company’s 2022 Deferred Incentive Plan, as may be amended or amended and restated from time to time (the “Company Plan”), the Executive Income Deferral Program (if applicable to the Grantee), the attached Appendices (if any), and any applicable laws (including any applicable securities laws), government regulations, stock exchange listing requirements or Company policies in effect from time to time applicable to the DIP Share Unit Award and the underlying Shares, including those regarding the deferral of the DIP Share Unit Award, the Personal Code of Ethics, the Share Trading Policy and the Market Conduct Policy. The Grantee must accept the DIP Share Unit Award, including all of the applicable terms and conditions,

JANUS HENDERSON GROUP PLC DEFERRED INCENTIVE AWARD UK RSU – DIP AWARD AGREEMENT
Deferred Incentive Award Agreement • February 26th, 2020 • Janus Henderson Group PLC • Investment advice

The Company grants to <Participant Name> (the “Grantee”), effective as of <Date>, 2020 (the “Grant Date”), a deferred incentive award in the form of Share Units (the “DIP Award”) as described below, subject to the terms and conditions set forth in this DIP Award Agreement, the Company’s Third Amended and Restated 2010 Deferred Incentive Plan, as may be amended or amended and restated from time to time (the “Company Plan”), the attached Appendices A and B, and any applicable laws (including any applicable securities laws), government regulations, stock exchange listing requirements or Company policies in effect from time to time applicable to the DIP Award and the underlying Shares, including those regarding the deferral of the DIP Award, the Personal Code of Ethics, the Share Trading Policy and the Market Conduct Policy. The Grantee must accept the DIP Award, including all of the applicable terms and conditions, by <Date> or such later date determined by the Committee, or it will lapse

JANUS HENDERSON GROUP PLC DEFERRED INCENTIVE AWARD US – DIP PERFORMANCE-BASED SHARE UNIT (PSU) AWARD AGREEMENT
Deferred Incentive Award Agreement • February 27th, 2024 • Janus Henderson Group PLC • Investment advice

Janus Henderson Group plc (the “Company”) grants to <GRANTEE> (the “Grantee”), effective as of <DATE> (the “Grant Date”), a deferred incentive award in the form of performance-based Share Units (the “DIP PSU Award”) as described below, subject to the terms and conditions set forth in this DIP PSU Award agreement (this “DIP Award Agreement”), the Company’s 2022 Deferred Incentive Plan, as may be amended or amended and restated from time to time (the “Company Plan”), the attached Appendices (if any), and any applicable laws (including any applicable securities laws), government regulations, stock exchange listing requirements or Company policies in effect from time to time applicable to the DIP PSU Award and the underlying Shares. The Grantee must accept the DIP PSU Award, including all of the applicable terms and conditions, by <DATE> or such later date determined by the Committee, or it will lapse. Capitalized terms used but not defined in this DIP Award Agreement have the meaning spec

JANUS HENDERSON GROUP PLC DEFERRED INCENTIVE AWARD US – DIP PERFORMANCE-BASED SHARE UNIT (PSU) AWARD AGREEMENT
Deferred Incentive Award Agreement • February 24th, 2021 • Janus Henderson Group PLC • Investment advice

The Company grants to [Grantee Name] (the “Grantee”), effective as of [Date] (the “Grant Date”), a deferred incentive award in the form of performance-based Share Units (the “DIP PSU Award”) as described below, subject to the terms and conditions set forth in this DIP Award Agreement, the Company’s Third Amended and Restated 2010 Deferred Incentive Plan, as may be amended or amended and restated from time to time (the “Company Plan”), the Executive Income Deferral Program (if applicable to the Grantee), the attached Appendices (if any), and any applicable laws (including any applicable securities laws), government regulations, stock exchange listing requirements or Company policies in effect from time to time applicable to the DIP PSU Award and the underlying Shares, including the Personal Code of Ethics, the Share Trading Policy and the Market Conduct Policy. The Grantee must accept the DIP PSU Award, including all of the applicable terms and conditions, by [Date] or such later date d

JANUS HENDERSON GROUP PLC DEFERRED INCENTIVE AWARD PSU – DIP AWARD AGREEMENT
Deferred Incentive Award Agreement • February 26th, 2020 • Janus Henderson Group PLC • Investment advice • New South Wales

The Company grants to <Grantee> (the “Grantee”), effective as of February 28, 2020 (the “Grant Date”), a deferred incentive award in the form of performance-based Share Units (the “DIP Award”) as described below, subject to the terms and conditions set forth in this DIP Award Agreement, the Company’s Third Amended and Restated 2010 Deferred Incentive Plan, as may be amended or amended and restated from time to time (the “Company Plan”), the Executive Income Deferral Program (if applicable to the Grantee), the attached Appendices A and B, and any applicable laws (including any applicable securities laws), government regulations, stock exchange listing requirements or Company policies in effect from time to time applicable to the DIP Award and the underlying Shares, including the Personal Code of Ethics, the Share Trading Policy and the Market Conduct Policy. The Grantee must accept the DIP Award, including all of the applicable terms and conditions, by <Date> or such later date determin

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