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Jefferies Financial Group Inc. ("JEF") has filed a Rule 424(b)(5) pricing supplement for a small, $1.381 million issuance of Senior Autocallable Contingent Coupon Buffered Notes due June 28, 2030. The notes are part of the company’s Series A Global Medium-Term Note program and are senior unsecured obligations that rank pari-passu with all other senior unsecured indebtedness. The securities are linked to the worst-performing of two underlyings—the Utilities Select Sector SPDR Fund (XLU) and the S&P 500® Index (SPX)—and incorporate both contingent coupon and automatic call features.

Key structural terms

• Issue size: $1,381,000 (1,381 notes at $1,000 each; Jefferies may up-size before settlement).
• Pricing / Settlement: Priced June 26 2025; issued June 30 2025.
• Contingent coupon: $21.25 per $1,000 note, payable quarterly when the worst-performing underlying is ≥ its respective 85% coupon barrier on an observation date.
• Autocall: From June 26 2026 (one year after pricing) and quarterly thereafter, the notes are automatically redeemed at par plus any due coupon if the worst-performing underlying is ≥ its initial level.
• Downside protection: 15% buffer; investors begin to lose principal one-for-one if, at maturity, the worst-performing underlying is <85% of its initial level.
• Initial, barrier & threshold values: XLU – $81.17 initial; $68.99 barrier/threshold. SPX – 6,141.02 initial; 5,219.87 barrier/threshold.
• Estimated value: $952.90 per note, 4.7% below the $1,000 issue price, reflecting structuring and distribution costs.
• Distribution economics: Underwriting discount 3.50% ($48,335); net proceeds $1,332,665, earmarked for general corporate purposes.
• Listing: None. The notes will trade only through DTC book-entry.
• Conflicts: Jefferies LLC (FINRA member) is both underwriter and an affiliate of the issuer; offering conducted under FINRA Rule 5121.

Recent operating results (preliminary, unaudited) for fiscal Q2 2025

• Investment Banking net revenue: $766 million
• Capital Markets net revenue: $704 million
• Asset Management net revenue: $155 million
• Income before income taxes: $135 million
• Net income: $88 million (effective tax rate ≈ 32.3%)

For the six months ended May 31 2025, Jefferies reported $1.47 billion Investment Banking revenue, $1.40 billion Capital Markets revenue, $346 million Asset Management revenue, $286 million pre-tax income, and $216 million net income (20.2% tax rate). Management notes these figures are preliminary and unaudited; Deloitte & Touche LLP has not provided assurance.

Investor considerations include issuer credit risk, limited liquidity (no exchange listing), embedded fees signalled by a sub-par estimated value, the need for both underlyings to remain above the 85% barrier for coupon qualification, and potential for substantial principal loss if the buffer is breached at maturity. Conversely, investors receive quarterly income when conditions are satisfied and may achieve an early redemption at par.