Sumitomo Mitsui buys 5.9M Jefferies Financial shares

Rhea-AI Filing Summary

Sumitomo Mitsui Financial Group, through its wholly owned subsidiary Sumitomo Mitsui Banking Corporation, purchased 5,906,542 shares of Jefferies Financial Group common stock at $53.96 per share, with the price subject to adjustment under an existing agreement with a third party. After this transaction, the subsidiary indirectly holds 8,566,379 shares, and Sumitomo Mitsui Financial Group disclaims beneficial ownership except to the extent of its pecuniary interest.

Insider Trade Summary

Net Buyer: 5,906,542 shares

Net Buy 1 txn

Insider SUMITOMO MITSUI FINANCIAL GROUP, INC.

Role Director

Bought 5,906,542 shs ($318.72M)

Type	Security	Shares	Price	Value
Purchase	Common Stock F1, F2, F3	5,906,542	$53.96	$318.72M

Holdings After Transaction: Common Stock — 8,566,379 shares (Indirect, See footnotes)

Footnotes (3)

1. F1. The price paid by an affiliate of the Reporting Person for the reported securities is subject to adjustment following an approximately two-month reference period pursuant to an agreement previously entered into between an affiliate of the Reporting Person and an unaffiliated third-party.
2. F2. The reported securities are held directly by Sumitomo Mitsui Banking Corporation, a direct, wholly-owned subsidiary of the Reporting Person.
3. F3. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of its pecuniary interest therein.

Key Figures

Shares purchased: 5,906,542 shares Purchase price: $53.96 per share Shares held after transaction: 8,566,379 shares +2 more

5 metrics

Shares purchased 5,906,542 shares Common Stock acquired on 2026-07-15 by Sumitomo Mitsui Banking Corporation

Purchase price $53.96 per share Price for Common Stock, subject to possible adjustment under an agreement

Shares held after transaction 8,566,379 shares Indirect holdings by Sumitomo Mitsui Banking Corporation after the purchase

Net insider buying 5,906,542 shares Net buy shares reported in the transaction summary

Buy transactions count 1 Number of buy transactions reported in this Form 4

Key Terms

director by deputization, beneficial ownership, pecuniary interest, indirect, +1 more

5 terms

director by deputization regulatory

"The Reporting Person may be deemed to be a director by deputization of the Issuer"

beneficial ownership regulatory

"The Reporting Person disclaims beneficial ownership of the reported securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest regulatory

"except to the extent of its pecuniary interest therein"

indirect financial

"total_shares_following_transaction 8566379.0000, direct_or_indirect I"

Section 16 regulatory

"for purposes of Section 16 of the Securities and Exchange Act of 1934"

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

FAQ

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

What insider transaction in JEF did Sumitomo Mitsui Financial Group report?

Sumitomo Mitsui Financial Group reported that its subsidiary, Sumitomo Mitsui Banking Corporation, purchased 5,906,542 shares of Jefferies Financial Group common stock on 2026-07-15 at a reported price of $53.96 per share, subject to potential later adjustment under an agreement.

How many Jefferies (JEF) shares does Sumitomo Mitsui now indirectly hold?

Following the reported transaction, Sumitomo Mitsui Banking Corporation indirectly holds 8,566,379 shares of Jefferies Financial Group common stock. These shares are held directly by the banking subsidiary, and Sumitomo Mitsui Financial Group disclaims beneficial ownership except for its pecuniary interest.

What is notable about the purchase price in the JEF Form 4 filing?

The filing lists a purchase price of $53.96 per share, but states that the price paid is subject to adjustment after an approximately two-month reference period under a previously executed agreement between a Sumitomo Mitsui affiliate and an unaffiliated third party.

How are the JEF shares held in relation to Sumitomo Mitsui Financial Group (JEF)?

The reported Jefferies shares are held directly by Sumitomo Mitsui Banking Corporation, a direct, wholly owned subsidiary of Sumitomo Mitsui Financial Group. The parent company disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest in them.

Was the JEF share purchase by Sumitomo Mitsui made under a Rule 10b5-1 trading plan?

The transaction was not identified as being made under a Rule 10b5-1 trading plan. The plan-related checkbox was not marked as affirming such a plan, and the associated footnotes do not reference any Rule 10b5-1 or pre-arranged trading arrangement.

What is meant by director by deputization in this JEF insider filing?

The filing notes Sumitomo Mitsui Financial Group may be deemed a director by deputization because Mr. Hyakutome, Deputy President of SMFG, serves on Jefferies Financial Group’s board, potentially making the reporting person a director for Section 16 purposes through his board role.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 07/17/2026 - 06:15 AM EDT Learn about SEC filing dates

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^*

SUMITOMO MITSUI FINANCIAL GROUP, INC.

(Last) (First) (Middle)

1-2, MARUNOUCHI 1-CHOME, CHIYODA-KU

(Street)

TOKYO JAPAN 100-0005

(City) (State) (Zip)

JAPAN

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2026

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

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

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

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	07/15/2026		P		5,906,542	A	$53.96(1)	8,566,379	I	See footnotes(2)(3)

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. The price paid by an affiliate of the Reporting Person for the reported securities is subject to adjustment following an approximately two-month reference period pursuant to an agreement previously entered into between an affiliate of the Reporting Person and an unaffiliated third-party.

2. The reported securities are held directly by Sumitomo Mitsui Banking Corporation, a direct, wholly-owned subsidiary of the Reporting Person.

3. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of its pecuniary interest therein.

Remarks:

The Reporting Person may be deemed to be a director by deputization of the Issuer for purposes of Section 16 of the Securities and Exchange Act of 1934, by virtue of the fact that Mr. Hyakutome, Deputy President of SMFG, currently serves on the board of directors of the Issuer.

	Sumitomo Mitsui Financial Group, Inc, By: /s/ Takashi Morita, Name: Takashi Morita, Title: Executive Officer, General Manager, Investment Banking Strategy Office	07/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)