Jefferies issues €850M 4.500% notes due 2033

Jefferies Financial Group Inc. completed a public offering of €850,000,000 aggregate principal amount of 4.500% Senior Notes due 2033.

Rhea-AI Filing Summary

Jefferies Financial Group Inc. completed a public offering of €850,000,000 aggregate principal amount of 4.500% Senior Notes due 2033. The notes were registered under its Shelf Registration Statement on Form S-3 and issued under the existing Indenture with The Bank of New York Mellon, as supplemented by Supplemental Indenture No. 7.

Jefferies estimates aggregate net proceeds of approximately €843.8 million from the issuance and sale of the notes, after underwriting discounts and expenses. The company states that it intends to use the net proceeds for general corporate purposes.

Filing Explained

The July 15 filing confirms that Jefferies Financial Group Inc. completed issuance of €850 million of senior notes due 2033, adding a debt obligation rather than issuing additional shares that would dilute existing holders; estimated net proceeds are €843.8 million for general corporate purposes.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Senior Notes Principal: €850,000,000 Coupon Rate: 4.500% Estimated Net Proceeds: approximately €843.8 million +1 more

4 metrics

Senior Notes Principal €850,000,000 Aggregate principal amount of 4.500% Senior Notes due 2033

Coupon Rate 4.500% Interest rate on Senior Notes due 2033

Estimated Net Proceeds approximately €843.8 million Net proceeds after underwriting discount and expenses

Shelf Registration File No. 333-295759 Form S-3 Shelf Registration Statement covering the notes

Key Terms

Shelf Registration Statement, Indenture, Supplemental Indenture, aggregate principal amount, +1 more

5 terms

Shelf Registration Statement regulatory

"The Notes were registered under the Company’s Shelf Registration Statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

Indenture regulatory

"issued pursuant to the Company’s Indenture, dated as of October 18, 2013"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

Supplemental Indenture regulatory

"as supplemented by Supplemental Indenture No. 7 establishing the terms of the Notes"

A supplemental indenture is a written amendment to the original bond agreement that changes specific terms of a debt contract, such as payment schedules, interest rates, collateral or covenant protections. Investors care because it alters the legal rights and risks tied to a security — like renegotiating a mortgage where the lender and borrower agree to new rules — and can affect a bond’s credit quality, yield and market value.

aggregate principal amount financial

"public offering of €850,000,000 aggregate principal amount of 4.500% Senior Notes"

The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.

general corporate purposes financial

"The Company intends to use the net proceeds of the offering for general corporate purposes"

"General corporate purposes" refer to the broad range of activities and expenses a company can use its funds for to support its overall operations and growth. This can include things like paying bills, investing in new projects, or strengthening its financial position. For investors, understanding this term helps clarify how a company plans to use its resources to sustain and expand its business over time.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What debt offering did Jefferies Financial Group (JEF) complete on July 15, 2026?

Jefferies Financial Group completed a public offering of €850,000,000 aggregate principal amount of 4.500% Senior Notes due 2033. The notes were issued under its existing Indenture and registered on a Shelf Registration Statement on Form S-3.

What interest rate and maturity apply to Jefferies (JEF) new senior notes?

The new Jefferies senior notes carry a fixed interest rate of 4.500% and are due 2033. They are part of the company’s senior unsecured debt stack issued under its long-standing Indenture with The Bank of New York Mellon.

How much in net proceeds will Jefferies (JEF) receive from the 2033 notes offering?

Jefferies estimates it will receive approximately €843.8 million in aggregate net proceeds from the issuance and sale of the notes. This figure is after deducting the underwriting discount and related offering expenses from the €850,000,000 principal amount.

How does Jefferies Financial Group (JEF) plan to use the proceeds from the new notes?

Jefferies states it intends to use the net proceeds from the 4.500% Senior Notes due 2033 for general corporate purposes. This broad category typically includes funding operations, potential investments, or refinancing other obligations, though no specific uses are detailed here.

Under what legal framework were Jefferies (JEF) 4.500% Senior Notes due 2033 issued?

The notes were issued under Jefferies’ Indenture dated October 18, 2013, with The Bank of New York Mellon as trustee, as supplemented by Supplemental Indenture No. 7. They were also registered under a Shelf Registration Statement on Form S-3.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/15/2026 - 04:12 PM EDT Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 15, 2026

Jefferies Financial Group Inc.

(Exact name of registrant as specified in its charter)

New York	001-05721	13-2615557
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

520 Madison Ave., New York, New York		10022
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 212-284-2300

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Voting Common Shares, par value $1 per share		JEF		New York Stock Exchange
4.850% Senior Notes Due 2027		JEF 27A		New York Stock Exchange
5.875% Senior Notes Due 2028		JEF 28		New York Stock Exchange
5.125% Senior Notes Due 2031		JEF 31		New York Stock Exchange
2.750% Senior Notes Due 2032		JEF 32A		New York Stock Exchange
6.200% Senior Notes Due 2034		JEF 34		New York Stock Exchange
5.500% Senior Notes Due 2036		JEF 36		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

On July 15, 2026, Jefferies Financial Group Inc. (the “Company”) consummated the previously announced public offering (the “Offering”) of €850,000,000 aggregate principal amount of 4.500% Senior Notes due 2033 (the “Notes”). The Notes were registered under the Company’s Shelf Registration Statement on Form S-3, as amended (File No. 333-295759) and were issued pursuant to the Company’s Indenture (the “Indenture”), dated as of October 18, 2013, between the Company and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by Supplemental Indenture No. 7 establishing the terms of the Notes (the “Supplemental Indenture”), dated as of July 15, 2026, between the Company and the Trustee.

The Company estimates that the aggregate net proceeds from the issuance and sale of the Notes, after deducting the underwriting discount and expenses relating to the offering, will be approximately €843.8 million. The Company intends to use the net proceeds of the offering for general corporate purposes.

The foregoing summary of the Notes, the Indenture and the Supplemental Indenture is qualified in its entirety by reference to the documents filed as exhibits to this report.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Number	Exhibit
4.1	Indenture, dated as of October 18, 2013, between Jefferies Financial Group Inc. (f/k/a Leucadia National Corporation), and The Bank of New York Mellon, as Trustee, incorporated herein by reference to Exhibit 4.1 of the Form 8-K of Jefferies Financial Group Inc. filed on October 18, 2013
4.2	Supplemental Indenture No. 7 establishing the terms of the Notes, dated as of July 15, 2026, between Jefferies Financial Group Inc. and The Bank of New York Mellon, as Trustee.*
4.3	Form of Global Note (included in Exhibit 4.2)*
5.1	Opinion of Sidley Austin LLP*
23.1	Consent of Sidley Austin LLP (included in Exhibit 5.1)*
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 15, 2026	JEFFERIES FINANCIAL GROUP INC.
	By:	/s/ Michael J. Sharp
	Name: Michael J. Sharp
	Title: Executive Vice President and General Counsel

Filing Exhibits & Attachments

6 documents

Other Documents

• EX-4.2 EXHIBIT 4.2 199.7 KB
• EX-5.1 EXHIBIT 5.1 15.2 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 5.5 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 19.4 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 29.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.9 KB