Alison Quirk
JANUS HENDERSON GROUPAbout Alison Quirk
Independent non-executive director of Janus Henderson Group plc (JHG); age 63; joined the Board in 2022. Quirk chairs the Human Capital and Compensation Committee and serves on the Risk Committee, bringing deep human capital, executive leadership, and M&A integration experience. She previously served as EVP, Chief Human Resources and Corporate Citizenship Officer at State Street Corporation and has current public company board experience at Clean Harbors Inc.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| State Street Corporation | EVP, Chief Human Resources and Corporate Citizenship Officer; member of Management Committee | 2002–2017 | Led global HR and corporate citizenship; guided international team through the global financial crisis |
| Boston Financial Data Services | Director | 2009–2017 | Board service in transfer agency/operations context |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Clean Harbors Inc. (NYSE: CLH) | Director | Current | Public company board service |
| Wynn Resorts | Independent Compliance Committee | Jan 2021 – Oct 2024 | External independence/governance oversight role |
| Legg Mason Global Asset Management (NYSE: LM) | Director | 2017 – Aug 2020 | Former public company board; ended upon LM acquisition by Franklin Resources in 2020 (role tenure per JHG proxy) |
Board Governance
- Independence: The Board determined all current directors are independent except the CEO; Quirk is listed as an independent director.
- Committee assignments and engagement:
- Human Capital and Compensation Committee (Chair): 6 meetings in 2024; committee attendance rate 100%.
- Risk Committee (Member): 5 meetings in 2024; committee attendance rate 100%.
- Board attendance and AGM: The Board held 6 meetings in 2024; overall director attendance at Board meetings was 100%, and each director attended at least 94% of their combined Board and committee meetings; all 11 directors attended the 2024 AGM in person.
- Executive sessions: Independent directors met in executive session at each regular Board meeting.
- Board leadership: Independent Chair; four fully independent standing committees with annually reviewed charters.
| Committee | Role | 2024 Meetings | Attendance |
|---|---|---|---|
| Human Capital & Compensation | Chair | 6 | 100% (committee) |
| Risk | Member | 5 | 100% (committee) |
| Board of Directors | Director | 6 | Overall Board attendance 100%; each ≥94% individual |
Fixed Compensation (Non-Employee Director)
| Item | Amount/Detail |
|---|---|
| Annual Board retainer (cash) | $100,000 (Board members) |
| Annual equity award | $150,000, delivered as RSUs (1-year vest); fair value based on average of grant-date high/low; 2024 grant valued using $32.76 on May 3, 2024 |
| Committee fees | Per committee membership: $15,000; Other Committee Chair: $20,000; Audit Chair: $40,000 |
| 2024 actual – Alison Quirk | Cash fees: $150,000; Stock awards: $150,008; Total: $300,008 |
| Outstanding director RSUs (12/31/24) | 4,579 units (Quirk) |
Notes: Annual cash fees are paid quarterly in arrears; stock awards are fully vested shares or RSUs per program design; directors meeting ownership guidelines may elect cash in lieu of stock awards.
Performance Compensation
- Directors do not receive performance-based incentives; standard equity is time-based RSUs with one-year vesting for the annual director grant; no options are granted to directors under the program.
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Considerations |
|---|---|---|
| Clean Harbors Inc. (NYSE: CLH) | Director | No disclosed related-party transactions at JHG involving Quirk; Board monitors potential conflicts; Audit Committee oversees related-party review. |
| Legg Mason Global Asset Management (former) | Director (2017–Aug 2020) | Past role; no JHG-related transactions disclosed. |
| Wynn Resorts (Independent Compliance Committee) | Member (Jan 2021–Oct 2024) | External compliance oversight role; not a JHG customer/supplier disclosure; no JHG related-party items disclosed. |
Expertise & Qualifications
- Human Capital Management: Extensive CHRO experience at State Street; chairs JHG’s Human Capital & Compensation Committee.
- Executive Leadership: 30+ years advising and serving on executive/management committees.
- Strategy & M&A: Led integrations in acquisitive environments; complex acquisition and integration experience.
- Education: BA, University of New Hampshire.
Equity Ownership
| Metric | Figure |
|---|---|
| Beneficial ownership (common shares) | 4,649 shares as of March 10, 2025 |
| Unvested/outstanding director RSUs | 4,579 units as of December 31, 2024 |
| Director ownership guideline | $400,000 value within five years of joining; directors may not sell JHG shares until guideline met |
| Compliance status | As of 12/31/24, all non-executive directors had satisfied the guideline except Cassaday, Quirk, Seidman, and Sheehan, each within five years of joining (thus still within the permitted period) |
| Hedging/pledging | Prohibited for directors under JHG Share Trading Policy (no short selling, hedging, pledging) |
Governance Assessment
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Strengths and signals supporting investor confidence:
- Independent director; chairs a key committee (Human Capital & Compensation) with 100% committee attendance and a clearly articulated mandate covering CEO/NEO pay, succession planning, and incentive plan governance.
- Board-level engagement is strong: overall Board attendance 100%; all directors attended the 2024 AGM; independent executive sessions at each regular Board meeting.
- Compensation governance outcomes: JHG’s 2024 say‑on‑pay support was 98.7%, indicating broad shareholder endorsement of the compensation framework overseen by Quirk’s committee; the HCC Chair letter emphasizes quantitative/qualitative scorecards, PSU rigor, and long-term alignment.
- No related-party transactions disclosed involving Quirk; Audit Committee policy and oversight in place for any such matters.
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Watch items:
- Stock ownership guideline: Quirk is within the five-year window and, as of 12/31/24, had not yet met the $400,000 guideline (consistent with peers who joined within five years). Continued progress will further enhance alignment optics.
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Overall view: Quirk brings directly relevant human capital and executive leadership expertise, leads a critical committee with full engagement, and operates within a governance framework that prohibits hedging/pledging and emphasizes shareholder alignment. The high say‑on‑pay support and absence of related‑party issues are positives for governance quality and investor confidence.