SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Hodges Morgan
(Last) (First) (Middle)
C/O JANUS INTERNATIONAL GROUP, INC.
135 JANUS INTERNATIONAL BLVD
(Street)
TEMPLE GA 30179
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Janus International Group, Inc. [ JBI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
02/03/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/03/2025 A 21,140 A(1) $0 41,049 D
Common Stock 02/03/2025 F 5,969 D(2) $7.97 35,080(3) D
Common Stock 208,865(4) I By Trust(5)
Common Stock 208,866 I By Trust(6)
Common Stock 10,000 I By Trust(7)
Common Stock 10,000 I By Trust(8)
Common Stock 50,000 I By Trust(9)
Common Stock 50,000 I By Trust(10)
Common Stock 10,000 I By Trust(11)
Common Stock 10,000 I By Trust(12)
Common Stock 50,000 I By Trust(13)
Common Stock 10,000 I By Trust(14)
Common Stock 50,000 I By Trust(15)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. These shares were acquired upon the vesting of performance stock units.
2. Represents shares withheld to satisfy tax withholding obligations upon the vesting and settlement of performance stock units.
3. Includes 17,520 restricted stock units.
4. The Reporting Person's Form 4 filed on March 22, 2024 inadvertently underreported the number of shares held by the Lisa M. Hodges Revocable Trust by 5,000 due to an administrative error.
5. The shares of common stock are held directly by the Lisa M. Hodges Revocable Trust.
6. The shares of common stock are held directly by the John Morgan Hodges Revocable Trust.
7. The shares of common stock are held directly by the Lennon Morgan Hodges Gift Trust.
8. The shares of common stock are held directly by the Keaton Quinn Hodges Gift Trust.
9. The shares of common stock are held directly by the Aubrie Hodges Mathewson Gift Trust.
10. The shares of common stock are held directly by the Natalie Marie Hodges-Powell Gift Trust.
11. The shares of common stock are held directly by the Hartley Marie Hodges Gift Trust.
12. The shares of common stock are held directly by the Dempsey Marie Hodges-Powell Gift Trust.
13. The shares of common stock are held directly by the Meghan Eva Hodges Gift Trust.
14. The shares of common stock are held directly by the Maverick Grayson Hodges-Powell Gift Trust.
15. The shares of common stock are held directly by the J Morgan Hodges II Gift Trust.
Remarks:
Power of Attorney is attached hereto as Exhibit 24.
/s/ Elliot Kahler, as attorney-in-fact for Morgan Hodges 02/05/2025
** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.