Jefferies Financial Group SEC Filings

Jefferies Financial Group Inc. (JEF) is offering Senior Autocallable Notes maturing July 16, 2029 that are linked to the worst-performing of the Russell 2000® (RTY) and the S&P 500® (SPX) indices. The notes are issued under Jefferies’ Series A Global Medium-Term Note program and are senior unsecured, ranking pari-passu with all other senior unsecured debt of the issuer. All payments are subject to Jefferies’ credit risk.

Key structural terms:

• Issue price and stated principal: $1,000 per note.
• Pricing Date: July 11, 2025; Original Issue Date: July 16, 2025.
• Automatic call feature: Beginning July 13, 2026 and annually thereafter, the notes will be redeemed early if the Observation Value of the worst-performing underlying is ≥ its Call Value (100% of initial value for the first three observation dates; 75% for the final date).
• Call premium: Provides an annualized return of approximately 9.20% p.a.; investors receive principal plus the applicable premium if called.
• If not called and the final value of the worst-performing index is <75% of its initial value, investors are exposed to a 1-to-1 downside, potentially losing up to their entire principal.
• Estimated value on the pricing date: ~$962.40 per note (within ±$30).
• CUSIP/ISIN: 47233YKE4 / US47233YKE40; no listing; book-entry form via DTC.

Recent developments: Jefferies released preliminary fiscal Q2 2025 results on June 25, 2025: Investment Banking net revenue $766 m, Capital Markets $704 m, Asset Management $155 m, income before taxes $135 m, and net income $88 m (effective tax rate 32.3%). For the first six months of FY25, net income totaled $216 m. These figures are unaudited and may change in the forthcoming Form 10-Q.

Distribution & fees: Dealers may receive discounts/commissions up to 2.00% per note, and an affiliate will receive a structuring fee up to $8 per note. Because Jefferies LLC, a FINRA member, will distribute the notes, the transaction is subject to FINRA Rule 5121 (conflict-of-interest).

Investor considerations: The notes offer an attractive fixed-premium autocall opportunity (≈9.2% p.a.) but expose investors to full downside in the worst-performing index if not called. There is no principal protection, no ongoing coupon, and no secondary market listing. Investors must also consider Jefferies’ credit profile, as the notes are unsecured obligations.

Jefferies Financial Group Inc. ("JEF") has filed a preliminary Rule 424(b)(5) pricing supplement for a new structured debt offering: the Senior Autocallable Contingent Coupon Barrier Notes due 16-Jul-2030, issued under its Series A Global Medium-Term Note program.

Key structural terms

• Underlying basket: Worst performer of the S&P 500, Russell 2000 and Dow Jones Industrial Average.
• Issue price / Principal: US$1,000 per note; senior unsecured obligation ranking pari-passu with other senior debt.
• Coupon: US$22.50 quarterly (≈9.0% p.a.) paid only if the worst-performing underlying is ≥ 70 % of its initial level on each observation date.
• Autocall: Beginning 13-Jul-2026 (≈1 year after issuance) and quarterly thereafter; automatically redeemed at par plus any due coupon if the worst performer is ≥ 100 % of its initial level.
• Principal risk: At maturity investors receive par only if the worst performer ≥ 55 % of initial; otherwise repayment equals initial investment multiplied by the underlying’s percentage return, exposing investors to up to 100 % loss.
• Estimated value: US$982.20 (≈1.8 % below issue price), reflecting dealer discounts and embedded fees.
• No listing; book-entry form through DTC; Jefferies LLC acts as agent and receives up to US$8 structuring fee per note (FINRA Rule 5121 conflict disclosed).

Recent Jefferies operating performance (preliminary Q2 FY-2025)

• Investment Banking revenue: $766 m for the quarter; $1.47 bn YTD.
• Capital Markets revenue: $704 m for the quarter; $1.40 bn YTD.
• Asset Management revenue: $155 m for the quarter; $346 m YTD.
• Income before income tax: $135 m for the quarter; $286 m YTD.
• Net income: $88 m for the quarter (effective tax rate 32.3 %); $216 m YTD (effective tax rate 20.2 %).

The financial figures are unaudited, management-prepared estimates and may change in the forthcoming 10-Q. Deloitte & Touche LLP has provided no assurance.

Investor considerations

• Instrument offers high contingent yield and potential early redemption, but embeds significant downside market risk and full issuer credit risk.
• Absence of listing limits secondary liquidity; estimated value below par highlights upfront costs.
• For Jefferies, the deal provides low-cost, unsecured funding for general corporate purposes without equity dilution.

Jefferies Financial Group Inc. (JEF) is marketing a new structured offering—Senior Autocallable Notes due July 16, 2029—under Rule 424(b)(5). The unsecured notes are linked to the worst-performing of the S&P 500 Index (SPX) and the Russell 2000 Index (RTY) and form part of the company’s Series A Global Medium-Term Note program.

Key structural terms

• Issue price / Principal: $1,000 per note; book-entry form through DTC.
• Pricing & settlement: Priced July 11 2025, issued July 16 2025 (T+3).
• Automatic call feature: Annual observation dates starting 13 Jul 2026. If the observation value of the worst-performing index is ≥ its Call Value, the note is called and investors receive principal plus the stated Call Premium.
• Call Premiums: Schedule implies ~10.70% simple annual return (exact premium table on PS-3).
• Final valuation: 11 Jul 2029. If never called and the final value of the worst-performing index is <75% of its initial level, redemption is principal × (Final Value ÷ Initial Value), exposing investors to full downside on a 1-to-1 basis.
• Estimated value: ~$982.50 per note (98.25% of issue price), reflecting embedded fees of up to $17.50.
• Distribution / fees: Jefferies LLC acts as agent and will receive selling and structuring concessions (up to $8.00 per note) creating a FINRA 5121 conflict of interest.
• Ranking & credit risk: Senior unsecured, pari passu with other senior debt; no collateral; payments subject to Jefferies’ creditworthiness.

Recent financial performance (preliminary fiscal Q2 2025)

• Investment Banking net revenue: $766 mn
• Capital Markets net revenue: $704 mn
• Asset Management net revenue: $155 mn
• Income before taxes: $135 mn
• Net income: $88 mn (32.3% effective tax rate)

For the six-month period ended 31 May 2025, net revenue totalled $3.22 bn and net income reached $216 mn. These figures are management’s pre-audit estimates; Deloitte & Touche has not reviewed the data.

Risk highlights

• Market risk: Investors face 100% downside exposure below the 75% barrier if the note is not called.
• Credit risk: All payments depend on Jefferies’ ability to pay.
• Liquidity: No exchange listing; secondary market, if any, will be limited and priced by the agent.
• Complexity & fee drag: The estimated value is 1.75% below issue price, and embedded fees reduce potential returns versus direct index exposure.

Use of proceeds: General corporate purposes. The offering provides low-cost funding to Jefferies while transferring market risk to investors.

Jefferies Financial Group has filed a prospectus supplement for Senior Autocallable Contingent Coupon Barrier Notes due July 16, 2030, linked to the worst-performing of the S&P 500, Russell 2000, and Dow Jones Industrial Average indices.

Key features of the Notes:

• Issue Price: $1,000 per Note
• Contingent Coupon Payment: $18.90 quarterly if worst-performing underlying is above Coupon Barrier
• Automatic Call Feature: Notes automatically called if worst-performing underlying equals/exceeds Call Value
• Maturity Protection: Full principal returned if worst-performing underlying's Final Value ≥ 55% of Initial Value
• Risk: Up to 100% principal loss if worst-performing underlying falls below threshold

Recent Q2 2025 financial results show Net Income of $88 million on Investment Banking revenues of $766 million, Capital Markets revenues of $704 million, and Asset Management revenues of $155 million. Estimated note value on pricing date is $961.70, reflecting embedded costs.

Jefferies Financial Group Inc. (JEF) filed a Form 8-K dated June 25, 2025 to furnish—not file—its financial results for the quarter and six months ended May 31, 2025.

• Item 2.02: Announces that a press release containing the results has been issued and is attached as Exhibit 99.
• No income-statement, balance-sheet, or cash-flow figures are included in the body of the 8-K; investors must consult the attached press release for details.
• Item 9.01: Lists Exhibit 99 (press release) and Exhibit 104 (cover-page Inline XBRL).
• The disclosure is expressly designated as “furnished,” shielding it from Section 18 liability and limiting incorporation into other SEC filings unless specifically referenced.
• Trading symbols for Jefferies’ common shares and several senior note issues are reiterated but unchanged.

No new strategic initiatives, capital actions, or material transactions are described; the filing serves purely as an earnings-release conduit.

Jefferies Financial Group Inc. (JEF) is offering $261,000 of senior unsecured Market-Linked Securities tied to Apple Inc. (AAPL) common stock, maturing 23 June 2028. The notes are issued in $1,000 denominations and do not pay coupons or dividends. At maturity investors receive:

• Upside: 100% participation in AAPL appreciation, capped at 32.50% ($1,325 maximum).
• Downside: 1-to-1 loss on the first 10% decline, with a minimum payment of 90% ($900) of face value.
• No additional protection below the 10% buffer.

The initial price of AAPL is $195.64. The estimated fair value on pricing date is $949, implying a 5.1% structuring/distribution premium relative to the $1,000 issue price. Jefferies LLC and Wells Fargo Securities act as agents, earning up to $28.25 per note plus possible concessions to other dealers. All payments depend on Jefferies’ credit; the notes are not FDIC-insured and will not be listed on any exchange, limiting liquidity. Investors must hold to maturity or sell in the secondary market, if available, at prevailing prices that may be well below face value. The CUSIP is 47233YJK2.

Jefferies Financial Group Inc. (JEF) is marketing Auto-Callable Market Linked Securities that combine a contingent quarterly coupon with exposure to the worst performer among the S&P 500, Russell 2000 and EURO STOXX 50 indices. The notes, offered at $1,000 face value and scheduled to price on 30 June 2025, mature on 6 July 2029 unless automatically called earlier.

Key economic terms include:

• Contingent coupon: ≥10.00% p.a., paid quarterly only if the lowest-performing index is ≥75 % of its start level on the relevant calculation day.
• Automatic call feature: From Dec-2025 to Apr-2029, the notes are redeemed at par plus coupon if the lowest index closes ≥ its start level on any quarterly observation date.
• Principal at risk: If not called and the worst index closes <75 % of its start level at final valuation, repayment equals par × index performance, exposing investors to full downside below the 25 % buffer.
• Estimated value: Jefferies values each note at roughly $959 on the pricing date, about 4 % below the offer price; agent discount up to 2.325 %.
• Credit & liquidity: The securities are senior unsecured obligations of JEF; they will not be listed, and secondary liquidity is expected to be limited.

Highlighted risks include the possibility of receiving no coupons, loss of some or all principal, reliance on Jefferies’ credit, model-based pricing that starts below par, exposure to small-cap and non-U.S. equities, and tax uncertainty. Investors should consult the full preliminary pricing supplement and risk factors before committing capital.