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Jefferies Financial Group (JEF) CEO gifts shares in tax-planning move

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Jefferies Financial Group CEO Richard B. Handler reported internal movements of Jefferies common stock among his direct holdings and related entities. The Form 4 shows bona fide gift transfers of common shares at a price of $0.00 per share, labeled as tax planning.

According to the footnote, shares were gifted to an LLC managed by Handler, whose trusts are members, and the transactions result in no increases or decreases to his beneficial holdings. The filing also updates indirect holdings across several trusts, LLCs and a profit-sharing plan.

Positive

  • None.

Negative

  • None.
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
Estimated average burden
hours per response: 0.5
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*
HANDLER RICHARD B

(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
X Officer (give title below) Other (specify below)
CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026
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 03/02/2026 G(1) 259,010 D $0 13,406,540 D
Common Stock 03/02/2026 G(1) 259,010 A $0 259,010 I By Reporting Person's 2025-B LLC
Common Stock 287,858 I By Reporting Person's 2012 Trust
Common Stock 279,504 I By Spouse of Reporting Person's Trust
Common Stock 231,268 I By Reporting Person's 2003 Trust
Common Stock 331,685 I By Reporting Person's 2022 LLC
Common Stock 85,584 I By Reporting Person's 2022-A LLC
Common Stock 120,754 I By Reporting Person's 2023-A LLC
Common Stock 121,898 I By Reporting Person's 2023-B LLC
Common Stock 3,637 I By Reporting Person's 2024-B Trust
Common Stock 1,000,000 I By Reporting Person's 2025-B Trust
Common Stock 500,000 I By Reporting Person's 2025-D Trust
Common Stock 130,055 I By Trustee of Profit Sharing Plan
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. Shares gifted to a LLC of which Reporting Person is the manager and Reporting Person's trusts are its members. This transfer reflects tax planning and results in no increases or decreases to Reporting Person's beneficial holdings. These transactions may be exempt under Rule 16a-13.
Remarks:
/s/ Joanna Jia, by power of attorney 03/04/2026
** 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 insider transactions did Jefferies (JEF) report for Richard B. Handler?

Jefferies reported that CEO Richard B. Handler made bona fide gift transfers of common stock. These gifts were internal movements to a related LLC and trusts, executed at $0.00 per share, as part of tax planning rather than open-market buying or selling.

How many Jefferies shares were involved in Richard Handler’s reported gift transactions?

The Form 4 lists bona fide gift transfers of 259,010 common shares at $0.00 per share. These shares were moved to a related LLC for tax planning purposes, and the company notes the transfers do not change Handler’s overall beneficial ownership position in Jefferies.

Did Richard Handler’s Jefferies (JEF) stock gifts change his beneficial ownership stake?

The filing states the tax-planning transfers result in no increases or decreases to Richard Handler’s beneficial holdings. Shares were gifted to an LLC he manages, whose members are his trusts, so economic exposure to Jefferies stock remains effectively the same after the internal reorganization.

What is the nature of the LLC receiving Jefferies shares from Richard Handler?

The LLC receiving shares is managed by Richard Handler, with his trusts as its members. The filing explains that gifting shares to this LLC is part of tax planning, with no net change to Handler’s beneficial ownership, and may qualify for exemption under SEC Rule 16a-13.

Were Richard Handler’s Jefferies stock gifts open-market sales or purchases?

No, the Form 4 describes the movements as bona fide gifts at $0.00 per share, not market trades. Shares were transferred between Handler’s direct holdings and related entities, such as an LLC and various trusts, as part of structural tax planning rather than ordinary buying or selling activity.

What SEC rule might apply to Richard Handler’s Jefferies stock gifts?

The footnote notes these internal gift transfers may be exempt under SEC Rule 16a-13. That rule can apply when an insider’s economic interest does not change, which aligns with the filing’s statement that Handler’s beneficial holdings in Jefferies are unchanged by these tax-planning moves.
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