Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No.: 1*
Name of Issuer: Novus Capital Corporation
Title of Class of Securities: Common Stock
CUSIP Number: 67012U108
Date of Event Which Requires Filing of this Statement: 12/31/2020
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed.
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in
a prior cover page.
The information required in the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
CUSIP No.: 67012U108
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Janus Henderson Group plc
EIN #00-0000000
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
a. ___
b. ___
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey, Channel Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER
0**
6. SHARED VOTING POWER
1,297,516**
7. SOLE DISPOSITIVE POWER
0**
8. SHARED DISPOSITIVE POWER
1,297,516**
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,297,516**
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
Not applicable
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.3%**
12. TYPE OF REPORTING PERSON
IA, HC
** See Item 4 of this filing
CUSIP No.: 67012U108
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Janus Henderson Venture Fund
84-0964425
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
a. ___
b. ___
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER
0**
6. SHARED VOTING POWER
1,173,275**
7. SOLE DISPOSITIVE POWER
0**
8. SHARED DISPOSITIVE POWER
1,173,275**
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,173,275**
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
Not applicable
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3%**
12. TYPE OF REPORTING PERSON
IV
** See Item 4 of this filing
Item 1.
(a). Name of Issuer: Novus Capital Corporation ("Novus")
(b). Address of Issuer's Principal Executive Offices:
8556 Oakmont Lane
Indianapolis, IN 46260
Item 2.
(a).-(c). Name, Principal Business Address, and Citizenship of
Persons
Filing:
(1) Janus Henderson Group plc
201 Bishopsgate
EC2M 3AE, United Kingdom
Citizenship: Jersey, Channel Islands
(2) Janus Henderson Venture Fund
151 Detroit Street
Denver, Colorado 80206
Citizenship: Massachusetts
(d). Title of Class of Securities: Common Stock
(e). CUSIP Number: 67012U108
Item 3.
This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) and the
person filing, Janus Henderson Group plc ("Janus Henderson"), is a
parent holding company/control person in accordance with Section
240.13d-1(b)(ii)(G). See Item 4 for additional information.
Janus Henderson Venture Fund is an Investment Company registered
under Section 8 of the Investment Company Act of 1940.
Item 4. Ownership
The information in items 1 and 5 through 11 on the cover page(s) on
Schedule 13G is hereby incorporated by reference.
Janus Henderson has an indirect 97% ownership stake in Intech
Investment Management LLC ("Intech") and a 100% ownership stake in
Janus Capital Management LLC ("JCM"), Perkins Investment Management
LLC ("Perkins"), Henderson Global Investors Limited ("HGIL") and
Janus Henderson Investors Australia Institutional Funds Management
Limited ("JHIAIFML"), (each an "Asset Manager" and collectively as
the "Asset Managers"). Due to the above ownership structure, holdings
for the Asset Managers are aggregated for purposes of this filing.
Each Asset Manager is an investment adviser registered or authorized
in its relevant jurisdiction and each furnishing investment advice to
various fund, individual and/or institutional clients (collectively
referred to herein as "Managed Portfolios").
As a result of its role as investment adviser or sub-adviser to the
Managed Portfolios, JCM may be deemed to be the beneficial owner of
1,297,516 shares or 10.3% of the shares outstanding of Novus Common
Stock held by such Managed Portfolios. However, JCM does not have the
right to receive any dividends from, or the proceeds from the sale of,
the securities held in the Managed Portfolios and disclaims any
ownership associated with such rights.
Janus Henderson Venture Fund is an investment company registered
under the Investment Company Act of 1940 and is one of the Managed
Portfolios to which JCM provides investment advice.
Item 5. Ownership of Five Percent or Less of a Class
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
The Managed Portfolios, set forth in Item 4 above, have the right to
receive all dividends from, and the proceeds from the sale of, the
securities held in their respective accounts.
The interest of one person, Janus Henderson Venture Fund, an
investment company registered under the Investment Company Act of
1940, in Novus Common Stock amounted to 1,173,275 shares or 9.3% of
the total outstanding Common Stock.
These shares were acquired in the ordinary course of business, and
not with the purpose of changing or influencing control of the Issuer.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding Company
Intech, JCM, Perkins, HGIL and JHIAIFML are indirect subsidiaries of
Janus Henderson and are registered investment advisers furnishing
investment advice to Managed Portfolios.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose of
and do not have the effect of changing or influencing the control of
the issuer of such securities and were not acquired in connection
with or as a participant in any transaction having such purposes or
effect.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.
JANUS HENDERSON GROUP PLC
By /s/ Kristin Mariani
Kristin Mariani, Head of North America Compliance, CCO
Date 2/11/2021
JANUS HENDERSON VENTURE FUND
By /s/ Kristin Mariani
Kristin Mariani, Head of North America Compliance, CCO
Date 2/11/2021
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, the persons named below agree to the joint filing on behalf of
each of them of a Statement on Schedule 13G (including amendments
thereto) with respect to the Common Stock of Novus Capital
Corporation and further agree that this Joint Filing Agreement be
included as an Exhibit to such joint filings. In evidence thereof,
the undersigned hereby execute this Agreement as of the 11th day of
February, 2021.
JANUS HENDERSON GROUP PLC
By /s/ Kristin Mariani
Kristin Mariani, Head of North America Compliance, CCO
JANUS HENDERSON VENTURE FUND
By /s/ Kristin Mariani
Kristin Mariani, Head of North America Compliance, CCO