[Form 4] Jefferies Financial Group Inc. Insider Trading Activity

Rhea-AI Filing Summary

Michael T. O'Kane, a director of Jefferies Financial Group Inc. (JEF), reported acquiring 428 shares of Jefferies common stock on 08/29/2025 through a dividend reinvestment plan at a per-share price of $64.85. After this transaction he beneficially owns 125,372 shares, held directly. The Form 4 notes the acquisition is exempt under Rule 16b-3(d)(1) and (2) as deferred shares from dividend reinvestment. The filing was submitted by power of attorney and reports a single reporting person event.

Positive

• Director increased direct ownership by 428 shares through dividend reinvestment, bringing holdings to 125,372 shares.
• Transaction used an exempt, routine mechanism (Rule 16b-3(d)(1) & (2)), indicating standard compliance with insider transaction rules.

Negative

• None.

Insights

Financial Analyst

TL;DR: Director acquired a small additional stake via dividend reinvestment, leaving total direct holdings at 125,372 shares.

The reported acquisition of 428 shares at $64.85 each reflects a routine dividend reinvestment rather than an open-market purchase or option exercise. The transaction is exempt under Rule 16b-3 provisions for dividend reinvestment and increases the director's direct beneficial ownership modestly. For investors, this is a routine insider upkeep of position rather than a material change to ownership structure.

Corporate Governance Expert

TL;DR: Standard compliance filing showing director's reinvestment of dividends; procedural and disclosure requirements appear met.

The Form 4 identifies the reporting person as a director and indicates the filing was made for one reporting person. The exemption citation clarifies this is a compliant dividend reinvestment transaction. The form is signed by a power of attorney, which is common practice for timely SEC reporting. No departures from reporting norms are evident in the filing.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

O Kane Michael T

(Last) (First) (Middle)

C/O JEFFERIES FINANCIAL GROUP INC.

520 MADISON AVE.

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Jefferies Financial Group Inc. [ JEF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/29/2025		A(1)		428	A	$64.85	125,372	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Acquisition of deferred shares as a dividend reinvestment in a transaction exempt under Rule 16-b(3)(d)(1) & (2) under the Securities Exchange Act of 1934.

Remarks:

	/s/ Joanna Jia, by power of attorney	08/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Michael T. O'Kane report on Form 4 for JEF?

He reported the acquisition of 428 shares of Jefferies common stock on 08/29/2025 via a dividend reinvestment at $64.85 per share.

How many JEF shares does the reporting person own after the transaction?

Following the reported transaction the reporting person beneficially owns 125,372 shares held directly.

Why was this transaction exempt under Rule 16b-3?

The filing states the shares were acquired as deferred shares from a dividend reinvestment, which is exempt under Rule 16b-3(d)(1) and (2).

Who filed the Form 4 and how was it signed?

The form reports Michael T. O'Kane as the reporting person and was signed on 08/29/2025 by Joanna Jia by power of attorney.