CARTERS INC

Form SC 13G/A
    
    
     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: CARTER'S, INC.
    
    Title of Class of Securities: Common Stock
    
    CUSIP Number: 146229109
    
    Date of Event Which Requires Filing of this Statement: 12/31/2018
    
    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.: 146229109
    
    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 2,638,256**
    
    7. SOLE DISPOSITIVE POWER 0**
    
    8. SHARED DISPOSITIVE POWER 2,638,256**
    
    9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    2,638,256**
    
    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) 5.8%**
    
    12. TYPE OF REPORTING PERSON IA, HC
    
    ** See Item 4 of this filing
    
    Item 1. (a). Name of Issuer: CARTER'S, INC. ("Carter's")
    
    (b). Address of Issuer's Principal Executive Offices:
    
    Phipps Tower, 3438 Peachtree Road NE, Suite 1800 Atlanta, GA 30326
    
    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
    
    (d). Title of Class of Securities: Common Stock
    
    (e). CUSIP Number: 146229109
    
    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.
    
    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 97.11% ownership stake in Intech
    Investment Management LLC ("Intech") and a 100% ownership stake in Janus
    Capital Management LLC ("Janus Capital"), Janus Capital International
    Limited ("JCIL"), Perkins Investment Management LLC ("Perkins"), Geneva
    Capital Management LLC ("Geneva"), Henderson Global Investors Limited
    ("HGIL") and Janus Henderson Global Investors Australia Institutional
    Funds Management Limited ("JHGIAIFML"), (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, Geneva may be deemed to be the beneficial owner of
    330,308 shares or 0.7% of the shares outstanding of Carter's Common
    Stock held by such Managed Portfolios. However, Geneva 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.
    
    As a result of its role as investment adviser or sub-adviser to the
    Managed Portfolios, Intech may be deemed to be the beneficial owner of
    11,232 shares or 0.0% of the shares outstanding of Carter's Common Stock
    held by such Managed Portfolios. However, Intech 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.
    
    As a result of its role as investment adviser or sub-adviser to the
    Managed Portfolios, JCIL may be deemed to be the beneficial owner of
    11,993 shares or 0.1% of the shares outstanding of Carter's Common Stock
    held by such Managed Portfolios. However, JCIL 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.
    
    As a result of its role as investment adviser or sub-adviser to the
    Managed Portfolios, Janus Capital may be deemed to be the beneficial
    owner of 2,284,723 shares or 5.0% of the shares outstanding of Carter's
    Common Stock held by such Managed Portfolios. However, Janus Capital
    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.
    
    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 any one such person does not exceed 5% of the class of
    securities.
    
    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, Janus Capital, JCIL, Perkins, Geneva, HGIL and JHGIAIFML 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/ Bruce Koepfgen
    Bruce Koepfgen, Head of North America
    Date 2/11/2019