SEC FORM 4

SEC FORM 4 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

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)
03/19/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/19/2025		F		1,469	D⁽¹⁾	$8.37	51,098⁽²⁾	D
Common Stock								208,865	I	By Trust⁽³⁾
Common Stock								208,866	I	By Trust⁽⁴⁾
Common Stock								10,000	I	By Trust⁽⁵⁾
Common Stock								10,000	I	By Trust⁽⁶⁾
Common Stock								50,000	I	By Trust⁽⁷⁾
Common Stock								50,000	I	By Trust⁽⁸⁾
Common Stock								10,000	I	By Trust⁽⁹⁾
Common Stock								10,000	I	By Trust⁽¹⁰⁾
Common Stock								50,000	I	By Trust⁽¹¹⁾
Common Stock								10,000	I	By Trust⁽¹²⁾
Common Stock								50,000	I	By Trust⁽¹³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares withheld to satisfy tax withholding obligations upon the vesting and settlement of restricted stock units.

2. Includes 31,274 restricted stock units.

3. The shares of common stock are held directly by the Lisa M. Hodges Revocable Trust.

4. The shares of common stock are held directly by the John Morgan Hodges Revocable Trust.

5. The shares of common stock are held directly by the Lennon Morgan Hodges Gift Trust.

6. The shares of common stock are held directly by the Keaton Quinn Hodges Gift Trust.

7. The shares of common stock are held directly by the Aubrie Hodges Mathewson Gift Trust.

8. The shares of common stock are held directly by the Natalie Marie Hodges-Powell Gift Trust.

9. The shares of common stock are held directly by the Hartley Marie Hodges Gift Trust.

10. The shares of common stock are held directly by the Dempsey Marie Hodges-Powell Gift Trust.

11. The shares of common stock are held directly by the Meghan Eva Hodges Gift Trust.

12. The shares of common stock are held directly by the Maverick Grayson Hodges-Powell Gift Trust.

13. The shares of common stock are held directly by the J Morgan Hodges II Gift Trust.

Remarks:

	/s/ Elliot Kahler, as attorney-in-fact for Morgan Hodges	03/20/2025
	** 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).
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Executive Vice President Hodges Morgan covered exercise/tax liability with 1,469 shares, decreasing direct ownership by 3% to 51,098 units (SEC Form 4)