Jefferies (JEF) President files Form 4 on PSU forfeiture and 242,600 RSU awards

Rhea-AI Filing Summary

Jefferies Financial Group Inc. reported insider equity award activity by its President and director on 12/10/2025. The filing shows the forfeiture of 22,613 shares of common stock tied to previously granted performance stock units at a price of $0, reflecting awards that did not meet performance targets. On the same date, the insider received a grant of 121,300 performance-based restricted stock units and a separate grant of 121,300 restricted stock units at a reference price of $61.83 per share under the company’s Equity Compensation Plan.

After these transactions, the insider directly beneficially owned 2,744,078 shares of Jefferies common stock, with additional indirect holdings of 1,163,898 shares through trusts, 496,780 shares through a family limited partnership, and 45,304 shares as trustee of a profit sharing plan. The filing notes that the insider disclaims beneficial ownership of any shares in the limited partnership above his proportionate economic interest, and confirms the grants and forfeiture are exempt under Rule 16b-3 of the Exchange Act.

Insider Trade Summary

6 transactions reported

Mixed 6 txns

Insider FRIEDMAN BRIAN P

Role President

Type	Security	Shares	Price	Value
Disposition	Common Stock	22,613	$0.00	--
Grant/Award	Common Stock	121,300	$61.83	$7.50M
Grant/Award	Common Stock	121,300	$61.83	$7.50M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 2,501,478 shares (Direct); Common Stock — 1,163,898 shares (Indirect, By Reporting Person's Trusts)

Footnotes (1)

1. Forfeiture of PSUs relating to prior equity grants due to not achieving performance targets. These transactions are exempt under Rule 16b-3(d)(1) and (2) under the Securities Exchange Act of 1934. Grant of target Performance-Based Restricted Stock Units under the Company's Equity Compensation Plan (the "ECP"), exempt pursuant to Rule 16b-3(d) under the Securities Exchange Act of 1934. Grant of Restricted Stock Units under the Company's ECP, exempt pursuant to Rule 16b-3(d) under the Securities Exchange Act of 1934. The Reporting Person disclaims beneficial ownership of the portion of shares held by the limited partnership in excess of his proportionate pecuniary interest in those shares.

Form 4 Insider Transactions: What Each Field Means →

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^*

FRIEDMAN BRIAN P

(Last) (First) (Middle)

C/O JEFFERIES

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)
	President

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025

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	12/10/2025		D(1)		22,613	D	$0	2,501,478	D
Common Stock	12/10/2025		A(2)		121,300	A	$61.83	2,622,778	D
Common Stock	12/10/2025		A(3)		121,300	A	$61.83	2,744,078	D
Common Stock								1,163,898	I	By Reporting Person's Trusts
Common Stock								496,780	I	By Family Limited Partnership(4)
Common Stock								45,304	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. Forfeiture of PSUs relating to prior equity grants due to not achieving performance targets. These transactions are exempt under Rule 16b-3(d)(1) and (2) under the Securities Exchange Act of 1934.

2. Grant of target Performance-Based Restricted Stock Units under the Company's Equity Compensation Plan (the "ECP"), exempt pursuant to Rule 16b-3(d) under the Securities Exchange Act of 1934.

3. Grant of Restricted Stock Units under the Company's ECP, exempt pursuant to Rule 16b-3(d) under the Securities Exchange Act of 1934.

4. The Reporting Person disclaims beneficial ownership of the portion of shares held by the limited partnership in excess of his proportionate pecuniary interest in those shares.

Remarks:

	/s/ Joanna Jia, by power of attorney	12/12/2025
	** 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.
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FAQ

What insider transactions did Jefferies (JEF) report on 12/10/2025?

The President and director of Jefferies Financial Group Inc. (JEF) reported three equity-related transactions on 12/10/2025: a forfeiture of 22,613 shares tied to performance stock units at $0, a grant of 121,300 performance-based restricted stock units, and a grant of 121,300 restricted stock units at a reference price of $61.83 per share.

How many Jefferies (JEF) shares does the reporting person beneficially own after these transactions?

Following the reported transactions, the insider directly beneficially owned 2,744,078 shares of Jefferies common stock. Indirectly, they beneficially owned 1,163,898 shares through trusts, 496,780 shares through a family limited partnership, and 45,304 shares as trustee of a profit sharing plan.

What caused the forfeiture of 22,613 Jefferies (JEF) performance stock units?

The 22,613 shares of Jefferies common stock were forfeited because performance stock units tied to prior equity grants did not achieve their required performance targets. This forfeiture is stated as exempt under Rule 16b-3(d)(1) and (2) of the Securities Exchange Act of 1934.

What kinds of equity awards did the Jefferies (JEF) insider receive on 12/10/2025?

On 12/10/2025, the insider received a grant of 121,300 target performance-based restricted stock units and a separate grant of 121,300 restricted stock units under the company’s Equity Compensation Plan. Both awards are described as exempt under Rule 16b-3(d) of the Exchange Act, and carry a reference price of $61.83 per share.

How is indirect ownership by the Jefferies (JEF) insider described in this Form 4?

The filing lists indirect beneficial ownership in three forms: 1,163,898 shares held by the reporting person’s trusts, 496,780 shares held by a family limited partnership, and 45,304 shares held as trustee of a profit sharing plan. The reporting person disclaims beneficial ownership of shares in the limited partnership beyond his proportionate pecuniary interest.

Are the reported Jefferies (JEF) equity transactions under a compensation plan exemption?

Yes. The forfeiture of performance stock units and the grants of performance-based restricted stock units and restricted stock units are each described as exempt under Rule 16b-3 of the Securities Exchange Act of 1934, in connection with the company’s Equity Compensation Plan.