Jefferies Financial Group SEC Filings

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.

Jefferies Financial Group Inc. (the “Issuer”) has filed a Rule 424(b)(2) preliminary pricing supplement for Medium-Term Notes, Series A—Market Linked Securities that combine auto-call, contingent coupon and contingent downside principal at-risk features. The $1,000-denominated securities, scheduled to price on 30 June 2025 and settle on 3 July 2025, mature on 6 July 2029 unless automatically called ahead of time.

The notes are linked to the lowest performing of three equity benchmarks—the S&P 500, Russell 2000 and EURO STOXX 50. Key terms include:

• Contingent coupon: Paid quarterly at a minimum rate of ≥10.00% p.a. only if the worst index closes at or above 75 % of its starting level (the “threshold level”) on each calculation day.
• Automatic call: From December 2025 through April 2029, the notes are redeemed at par plus the coupon if the worst index is at or above its starting level on a calculation day. Investors then cease to receive further payments.
• Maturity payment: If not called, investors receive either (i) the $1,000 face amount if the worst index is ≥75 % of its start on the final observation date, or (ii) $1,000 × the index performance factor if it is below 75 %, resulting in a loss of more than 25 %—up to total principal loss.
• Estimated value: Approximately $959 per $1,000 note on the pricing date, reflecting structuring and distribution costs, including a $23.25 agent discount and up to $3.00 per note dealer fee.

The securities are senior unsecured obligations of Jefferies; all payments depend on the issuer’s creditworthiness. They are not FDIC-insured, will not be listed on any exchange, and are intended to be held to maturity. Prospective investors should review the detailed Risk Factors cited on page PS-5 of the product supplement and PRS-11 of this document, which highlight the potential for loss of coupons and principal, concentration on the lowest-performing index, limited liquidity and issuer credit risk.