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Raymond James Financial (RJF) Chair Reilly logs stock sales, RSU vesting and new grant

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Raymond James Financial executive chair Paul C. Reilly, who is also a director, reported multiple equity transactions dated 12/15/2025. Several blocks of restricted stock units (RSUs) converted into common stock, including 54,406, 30,853 and 7,073 shares at an exercise price of $0 per share.

To cover tax liabilities from these vestings, Reilly disposed of multiple share blocks at $163.85 per share, and he also completed open-market sales of 20,270, 53,660 and 56,757 shares at weighted average prices of $164.2168, $163.2362 and $162.685, respectively. He additionally made a 30,516-share gift. After these transactions, he directly owns 260,546 shares and indirectly holds 1,998 shares through an ESOP, along with a new grant of 20,751 RSUs. The filing explains that these sales are part of a broader diversification and estate planning process while maintaining a stable ownership level.

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*
REILLY PAUL C

(Last) (First) (Middle)
880 CARILLON PARKWAY

(Street)
ST. PETERSBURG FL 33716

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
RAYMOND JAMES FINANCIAL INC [ RJF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Chair
3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025
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 12/15/2025 M 54,406 A $0(1) 480,526 D
Common Stock 12/15/2025 M 30,853 A $0(1) 511,379 D
Common Stock 12/15/2025 M 7,073 A $0(1) 518,452 D
Common Stock 12/15/2025 F 2,652 D $163.85 515,800 D
Common Stock 12/15/2025 F 11,570 D $163.85 504,230 D
Common Stock 12/15/2025 S(2) 20,270(3) D $164.2168(4) 483,960 D
Common Stock 12/15/2025 F 20,399 D $163.85 463,561 D
Common Stock 12/15/2025 F 22,466 D $163.85 441,095 D
Common Stock 12/15/2025 G 30,516 D $0.0000 410,579 D
Common Stock 12/15/2025 F 39,616 D $163.85 370,963 D
Common Stock 12/15/2025 S(2) 53,660(3) D $163.2362(5) 317,303 D
Common Stock 12/15/2025 S(2) 56,757(3) D $162.685(6) 260,546 D
Common Stock 1,998(7) I ESOP
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
Restricted Stock Units (1) 12/15/2025 M 7,073 (8) 12/15/2027 Common Stock 7,073 $0.0000 4,715 D
Restricted Stock Units (1) 12/15/2025 M 30,853 12/15/2025 12/15/2025 Common Stock 30,853 $0.0000 54,406 D
Restricted Stock Units (1) 12/15/2025 M 54,406 12/15/2025 12/15/2025 Common Stock 54,406 $0.0000 0.0000 D
Restricted Stock Units (1) 12/15/2025 A 20,751(9) 12/15/2028 12/15/2028 Common Stock 20,751 $0.0000 20,751 D
Explanation of Responses:
1. Each Restricted Stock Unit (RSU) represents a contingent right to receive, upon vesting of the award: (i) one share of common stock, and (ii) accrued cash in lieu of dividends.
2. The reporting person effected multiple same-way open market sale transactions on the same day at different prices through a trade order executed by a broker-dealer. The reporting person has reported on a single line all such transactions that occurred within a one dollar price range. The reporting person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer or a shareholder of the issuer, full information regarding the number of shares sold at each separate price.
3. Mr. Reilly, age 71, is effecting the sales reported herein as part of a comprehensive diversification and estate planning process. By annually selling shares as his RSUs vest during recent years, he has consistently maintained a stable net position in Raymond James Financial, Inc. (RJF) common stock. Following these sales, Mr. Reilly's stock ownership will likewise remain at approximately the same level. Consistent with his strong confidence in the company and its senior management, Mr. Reilly currently intends to maintain approximately the same level of ownership for as long as he serves on the Board, which level is also significantly in excess of applicable requirements under the company's Director and Executive Officer Stock Ownership Policy.
4. Reflects the weighted average sale price. The range of prices for such transaction was $163.97 to $164.78.
5. Reflects the weighted average sale price. The range of prices for such transaction was $162.96 to $163.95.
6. Reflects the weighted average sale price. The range of prices for such transaction was $161.96 to $162.95
7. Includes shares of common stock acquired under the reporting person's Employee Stock Ownership Plan (ESOP) account through December 10, 2025.
8. RSUs vested 60% on 12/15/2025 and will vest 20% on 12/15/2026 and 20% on 12/15/2027.
9. Award of RSUs as a portion of annual bonus under Amended and Restated 2012 Stock Incentive Plan.
Remarks:
This Form 4 reports (i) the vesting of RSUs awarded to the reporting person, (ii) dispositions by the reporting person to the issuer to cover tax liability in connection with such vesting, (iii) a grant of RSUs as a portion of the annual bonus to the reporting person, (iv) the open market sale by the reporting person of shares of common stock, and (v) the gift of shares by the reporting person.
/s/ Paul C. Reilly by Jonathan J. Doyle as Attorney-in-Fact 12/15/2025
** 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.
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 stock transactions did Raymond James Financial (RJF) report for Paul C. Reilly on December 15, 2025?

The report shows that Paul C. Reilly, executive chair and director of Raymond James Financial, had several RSU awards vest into common stock on 12/15/2025, followed by share dispositions to cover taxes, multiple open-market sales, and a gift of shares.

How many Raymond James Financial (RJF) shares did Paul C. Reilly sell in open-market transactions?

Reilly reported three open-market sale entries of common stock totaling 20,270, 53,660 and 56,757 shares, at weighted average prices of $164.2168, $163.2362 and $162.685, respectively. These were executed through broker-dealer orders within specified one-dollar price ranges.

What RSU activity did Paul C. Reilly report for Raymond James Financial (RJF)?

The filing shows RSU conversions into common stock of 54,406, 30,853 and 7,073 shares at an exercise price of $0. It also discloses a new grant of 20,751 RSUs as part of Reilly's annual bonus under the Amended and Restated 2012 Stock Incentive Plan.

What is Paul C. Reilly’s Raymond James Financial (RJF) share ownership after these transactions?

After the reported transactions, Reilly directly owns 260,546 shares of Raymond James Financial common stock and indirectly holds 1,998 shares through his Employee Stock Ownership Plan (ESOP) account, in addition to 20,751 RSUs.

Why does the filing say Paul C. Reilly is selling Raymond James Financial (RJF) shares?

The explanation section states that Reilly, age 71, is effecting the reported sales as part of a comprehensive diversification and estate planning process. It notes that by annually selling shares as RSUs vest, he has maintained a stable net position in Raymond James Financial common stock.

What does the filing say about Paul C. Reilly’s future Raymond James Financial (RJF) ownership intentions?

The filing states that Reilly intends to maintain approximately the same level of stock ownership for as long as he serves on the board and that this level is significantly above the requirements in the company’s Director and Executive Officer Stock Ownership Policy.

Raymond James

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