Ninth Amendment to Janus Capital Group Inc. 401(k), Profit Sharing and Employee Stock Ownership Plan
This amendment updates the Janus Capital Group Inc. 401(k), Profit Sharing, and Employee Stock Ownership Plan, effective January 1, 2006. It revises the vesting schedule for participants, clarifies when employees become fully vested, and ensures that employer matching contributions are always 100% vested. The amendment also defines circumstances under which employees are fully vested if their jobs are eliminated. All other terms of the plan remain unchanged. The amendment is executed by Janus Capital Group Inc. as of October 23, 2005.
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Exhibit 10.1
NINTH AMENDMENT
TO THE JANUS CAPITAL GROUP INC.
401(k), PROFIT SHARING AND EMPLOYEE STOCK OWNERSHIP PLAN
The Janus Capital Group Inc. 401(k), Profit Sharing and Employee Stock Ownership Plan, as restated effective November 1, 2001 (the "Plan") is hereby amended as follows, effective January 1, 2006, with respect to participants who remain employees on such January 1:
- 1.
- Section 1.33 of the Plan hereby is amended in its entirety with the following paragraph:
1.33 Vested Percentage and Vesting Schedule
A Participant's Vested Percentage as of a given date will be that percentage determined in accordance with the following Vesting Schedule:
| Years of Service | Vested Percentage | ||
|---|---|---|---|
| Less than 1 | 0 | % | |
| At least 1, but less than 2 | 20 | % | |
| At least 2, but less than 3 | 40 | % | |
| At least 3, but less than 4 | 60 | % | |
| At least 4, but less than 5 | 80 | % | |
| 5 or more | 100 | % |
- 2.
- Section 3.03 of the Plan hereby is amended by deleting the first paragraph of subsection (a), and replacing it with the following:
Notwithstanding the preceding, and provided the Participant is an Employee on the date next described, a Participant will be 100% vested upon reaching his Normal Retirement Age, becoming eligible for Disability Retirement as defined in Section 7.03 or his death.
Notwithstanding the above, the Vested Percentage of a Participant whose accounts from a prior plan have been transferred to this Plan pursuant to Section 8.06 will not be less than his vested percentage determined under the provisions of the prior plan.
Notwithstanding the foregoing provisions of this Section 1.33, the Accrued Benefit of each Participant who terminates employment with the Employer on account of a Job Elimination (defined below) shall be fully vested and 100% nonforfeitable. For purposes of this Section 1.33, "Job Elimination" shall mean the termination of a Participant's employment with all Employers as a result of the elimination of the Participant's position in the group, division, department or branch in which the Participant works, because of a corporate transaction or reorganization, outsourcing, technology change, reduced work volume or another business reason. A Participant's termination of employment with the Employers is not on account of a Job Elimination if the Participant's employment is terminated due to death, disability, voluntary termination of employment, or any involuntary termination of employment initiated by an Employer for cause, inadequate job performance or any other reason that results in the Participant's position remaining open to be filled by a new hire.
Employer Matching Contributions Account means the Account of a Participant reflecting Employer Matching contributions, forfeitures, investment income or loss allocated thereto and distributions. A Participant's Employer Matching Contributions Account is 100% vested at all times.
- 3.
- Except as amended above, the Plan shall remain in full force and effect.
IN WITNESS WHEREOF, Janus Capital Group Inc. has executed this Ninth Amendment as of this 23rd day of October, 2005.
| Janus Capital Group Inc. | |||
By: | /s/ JOHN H. BLUHER | ||
| ATTEST: | ||
/s/ CURT R. FOUST |
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