Morgan Stanley and Citigroup are urging Janus Henderson to reject a superior takeover bid from Victory Capital. These major wealth management clients favor a lower $7.4 billion all-cash offer from Trian Fund Management and General Catalyst.

Victory Capital recently raised its cash-and-stock proposal to approximately $8.6 billion. This revised bid represents a substantial premium over the existing agreement with Trian.

Clients fear Victory Capital's potential cost-cutting measures could trigger the departure of key portfolio managers. Janus Henderson’s board continues to recommend the Trian deal to shareholders ahead of an upcoming vote.