Jefferies Financial Group Inc 8-K, filed Jun 24, 2026

Jefferies Financial Group Inc. (JEF)

8-K 2026-06-24 For: 2026-06-24

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Added on June 25, 2026

About this 8-K

Jefferies Financial Group Inc filed this 8-K on June 24, 2026.

Items reported

Item 2.02: Financial results
Item 9.01: Financial statements and exhibits

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Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Voting Common Shares, par value $1 per share	JEF	New York Stock Exchange
4.850% Senior Notes Due 2027	JEF 27A	New York Stock Exchange
5.875% Senior Notes Due 2028	JEF 28	New York Stock Exchange
5.125% Senior Notes Due 2031	JEF 31	New York Stock Exchange
2.750% Senior Notes Due 2032	JEF 32A	New York Stock Exchange
6.200% Senior Notes Due 2034	JEF 34	New York Stock Exchange
5.500% Senior Notes Due 2036	JEF 36	New York Stock Exchange


Exhibit No.			Description

99			Press Release of Jefferies Financial Group Inc. - Quarter and Six Months ended May 31, 2026 Results
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)


			JEFFERIES FINANCIAL GROUP INC.


			By:			/s/ Michael J. Sharp
			Name:			Michael J. Sharp
			Title:			Executive Vice President and General Counsel


$ in thousands, except per share amounts	Quarter End						Year-to-Date
	2Q26			2Q25				2026			2025
Net earnings attributable to common shareholders	$	226,234		$	88,017			$	382,161		$	215,955

Diluted earnings per voting common share	$	1.02		$	0.40			$	1.70		$	0.97


Return on adjusted tangible shareholders' equity1	12.8		%	5.5		%		12.2		%	6.9		%

Total net revenues	$	2,206,451		$	1,634,447			$	4,223,581		$	3,227,466
Investment banking net revenues	$	1,206,820		$	766,307			$	2,224,113		$	1,466,999
Capital markets net revenues	$	799,292		$	704,155			$	1,578,048		$	1,402,439
Asset management net revenues	$	187,718		$	154,621			$	407,980		$	346,336
Pre-tax earnings	$	315,549		$	134,901			$	527,765		$	285,966
Book value per common share	$	51.95		$	49.96			$	51.95		$	49.96
Adjusted tangible book value per fully diluted share3	$	34.55		$	32.84			$	34.55		$	32.84


$ in thousands	Three Months Ended									Six Months Ended
	May 31, 2026			February 28, 2026			May 31, 2025			May 31, 2026			May 31, 2025
Net revenues by source:
Advisory	$	674,118		$	527,128		$	457,860		$	1,201,246		$	855,640
Equity underwriting	370,691			305,969			122,366			676,660			250,886
Debt underwriting	160,186			181,858			205,363			342,044			404,725
Other investment banking	1,825			2,338			(19,282)			4,163			(44,252)
Total Investment Banking	1,206,820			1,017,293			766,307			2,224,113			1,466,999
Equities	600,751			558,488			526,244			1,159,239			935,302
Fixed income	198,541			220,268			177,911			418,809			467,137
Total Capital Markets	799,292			778,756			704,155			1,578,048			1,402,439
Total Investment Banking and Capital Markets Net revenues5	2,006,112			1,796,049			1,470,462			3,802,161			2,869,438
Asset management fees and revenues6	15,169			69,910			20,766			85,079			109,396
Investment return	31,037			88,992			50,404			120,029			44,770
Allocated net interest4	(22,935)			(22,238)			(19,144)			(45,173)			(36,365)
Other investments, inclusive of net interest	164,447			83,598			102,595			248,045			228,535
Total Asset Management Net revenues	187,718			220,262			154,621			407,980			346,336
Other	12,621			819			9,364			13,440			11,692
Total Net revenues by source	$	2,206,451		$	2,017,130		$	1,634,447		$	4,223,581		$	3,227,466

Non-interest expenses:
Compensation and benefits	$	1,188,245		$	1,085,890		$	854,839		$	2,274,135		$	1,695,966
Compensation ratio13	53.9		%	53.8		%	52.3		%	53.8		%	52.5		%
Non-compensation expenses	$	702,657		$	719,024		$	644,707		$	1,421,681		$	1,245,534
Non-compensation ratio13	31.8		%	35.6		%	39.4		%	33.7		%	38.6		%
Total Non-interest expenses	$	1,890,902		$	1,804,914		$	1,499,546		$	3,695,816		$	2,941,500

Net earnings before income taxes	$	315,549		$	212,216		$	134,901		$	527,765		$	285,966
Income tax expense	$	65,571		$	52,870		$	43,506		$	118,441		$	57,722
Income tax rate	20.8		%	24.9		%	32.3		%	22.4		%	20.2		%
Net earnings	$	249,978		$	159,346		$	91,395		$	409,324		$	228,244

Net losses attributable to noncontrolling interests	(5,440)			(15,858)			(7,668)			(21,298)			(14,651)

Preferred stock dividends	29,184			19,504			11,046			48,461			26,940
Net earnings attributable to common shareholders	$	226,234		$	155,700		$	88,017		$	382,161		$	215,955


Three Months Ended May 31, 2026 Versus May 31, 2025						Six Months Ended May 31, 2026 Versus May 31, 2025
•Net earnings attributable to common shareholders of $226 million. •Diluted earnings per voting common share of $1.02. •Return on adjusted tangible shareholders' equity1 of 12.8%. •Repurchased 4.0 million shares of common stock for $197 million, at an average price of $49.83 per share, including 2.5 million shares of common stock in the open market for $121 million and 1.5 million shares of common stock for $76 million in connection with net-share settlements related to our equity compensation plans. •We had 194.1 million voting common shares outstanding and 252.0 million common shares outstanding on a fully diluted basis2 at May 31, 2026. Our book value per common share was $51.95 and adjusted tangible book value per fully diluted share3 was $34.55. •Effective tax rate of 20.8% compared to 32.3% for the prior year quarter. The lower rate was primarily from investment tax credits and lower state and local taxes.						•Net earnings attributable to common shareholders of $382 million. •Diluted earnings per voting common share of $1.70. •Return on adjusted tangible shareholders' equity1 of 12.2%. •Repurchased 7.0 million shares of common stock for $372 million, at an average price of $53.42 per share, including 5.0 million shares of common stock in the open market for $265 million and 2.0 million shares of common stock for $107 million in connection with net-share settlements related to our equity compensation plans. •Effective tax rate of 22.4% compared to 20.2% for the prior year period. The lower rate last year was primarily driven by the partial resolution of certain state and local tax matters in the prior year period.



Investment Banking and Capital Markets						Investment Banking and Capital Markets
•Investment Banking net revenues from combined Advisory and Underwriting totaling $1.20 billion reflect our best quarterly results ever and were 53% higher than the prior year quarter. •Advisory net revenues of $674 million reflect our best quarter on record and were 47% higher than the prior year quarter, driven by market share gains and increased deal volumes. •Underwriting net revenues of $531 million were 62% higher than the prior year quarter, primarily driven by market share gains and increased activity in Equity underwriting across most sectors. Debt underwriting remained solid but decreased compared to the prior year quarter primarily due to lower deal values and lower origination of asset-backed securities. •Capital Markets net revenues of $799 million were 14% higher compared to the prior year quarter. •Equities net revenues increased 14%, marking our strongest quarter on record, primarily due to higher global trading volumes driving stronger results across most of our businesses, particularly within cash and electronic trading. Additionally, prime services continues to expand. •Fixed Income net revenues increased 12% from the prior year quarter, primarily driven by strong performance in our distressed, municipal securities and emerging markets businesses.						•Investment Banking net revenues from Advisory and Underwriting totaling $2.22 billion reflect our best first-half year results ever and were 47% higher than the prior year period. •Advisory net revenues of $1.20 billion reflect our best first-half year results ever and were 40% higher than the prior year period, driven by market share gains and increased overall market opportunity. •Underwriting net revenues of $1.02 billion were 55% higher than the prior year period, primarily driven by market share gains and increased activity in Equity underwriting across several sectors and is reflective of a stronger issuance market. Debt underwriting remained strong but decreased compared to the prior year period primarily due to lower deal values. •Capital Markets net revenues of $1.58 billion reflect our best first-half year results ever and were 13% higher compared to the prior year period. •Equities net revenues increased 24%, marking our highest first-half year results on record, primarily due to higher global trading volumes driving stronger results across most of our businesses, particularly within cash and electronic trading. Additionally, prime services continues to expand. Our equity options, convertibles, and corporate derivatives businesses also produced strong results. •Fixed Income net revenues decreased 10% from the prior year period and current year results include a mark-to-market loss associated with Market Financial Solutions.



Asset Management						Asset Management
•Asset Management fees and revenues and investment return of $46 million were lower than the prior year quarter. •Asset management fees and revenues decreased from the prior year quarter, as a result of lower management fees from funds and accounts managed by us, primarily Point Bonita, as well as funds and accounts managed by our strategic affiliates. •Investment return decreased from the prior year quarter, as strong performance from strategies with a long equity bias was offset by lower performance across other fund strategies and the impact of reduced capital allocated to certain funds based on our strategy to reposition the business.						•Asset Management fees and revenues and investment return of $205 million were meaningfully higher than the prior year period. •Asset management fees and revenues were lower compared to the prior year period, as a result of higher performance fees from funds and accounts managed by our strategic affiliates, offset by lower performance fees largely associated with Point Bonita. •Investment return increased significantly from the prior year period due to improved performance across several fund strategies, particularly those with a long-equity bias.



Non-interest Expenses						Non-interest Expenses
•Compensation and benefits expense as a percentage of Net revenues was 54%, compared to 52% for the prior year quarter. •Non-compensation expenses were higher primarily due to increased brokerage and clearing fees associated with increased equities trading volumes, and increased technology and communication expenses. Non-compensation expenses as a percentage of Net revenues decreased to 32%, compared to 39% for the prior year quarter.						•Compensation and benefits expense as a percentage of Net revenues was 54%, compared to 53% for the prior year period. •Non-compensation expenses were higher primarily due to increased brokerage and clearing fees associated with increased equities trading volumes, and increased technology and communication and business development expenses. In addition, other expenses were higher primarily due to the write-down of goodwill associated with the expected sale of Tessellis. Non-compensation expenses as a percentage of Net revenues decreased to 34%, compared to 39% for the prior year period.


$ in thousands, except per share amounts	Three Months Ended May 31,				Six Months Ended May 31,
	2026		2025		2026		2025


Revenues
Investment banking	$	1,209,625	$	789,269	$	2,227,909	$	1,518,779
Principal transactions	488,666		338,507		976,164		745,737
Commissions and other fees	400,614		353,233		768,218		641,533
Asset management fees and revenues	9,788		20,076		77,150		105,484
Interest	853,962		878,025		1,667,081		1,723,196





Other	155,542		115,205		272,940		232,450
Total revenues	3,118,197		2,494,315		5,989,462		4,967,179
Interest expense	911,746		859,868		1,765,881		1,739,713
Net revenues	2,206,451		1,634,447		4,223,581		3,227,466
Non-interest expenses
Compensation and benefits	1,188,245		854,839		2,274,135		1,695,966
Brokerage and clearing fees	147,446		129,745		280,578		239,181
Underwriting costs	26,858		14,525		58,241		32,371
Technology and communications	162,860		146,198		322,718		285,673
Occupancy and equipment rental	34,499		30,711		68,359		60,910
Business development	89,108		80,070		164,530		152,361
Professional services	98,707		77,768		175,651		150,234
Depreciation and amortization	47,328		52,253		104,193		83,241
Cost of sales	31,253		42,961		61,173		84,529





Other expenses	64,598		70,476		186,238		157,034
Total non-interest expenses	1,890,902		1,499,546		3,695,816		2,941,500
Earnings before income taxes	315,549		134,901		527,765		285,966
Income tax expense	65,571		43,506		118,441		57,722


Net earnings	249,978		91,395		409,324		228,244
Net losses attributable to noncontrolling interests	(5,440)		(7,668)		(21,298)		(14,651)

Preferred stock dividends	29,184		11,046		48,461		26,940
Net earnings attributable to common shareholders	$	226,234	$	88,017	$	382,161	$	215,955



In millions, except other data	May 31, 2026		February 28, 2026		May 31, 2025
Financial position:
Total assets	$	79,540	$	74,380	$	67,285
Cash and cash equivalents	14,315		11,963		11,260
Financial instruments owned	28,038		28,079		25,570
Level 3 financial instruments owned9	839		849		763
Goodwill and intangible assets, net14	1,974		1,979		2,060
Total equity	10,607		10,662		10,382
Total shareholders' equity	10,567		10,611		10,305
Tangible shareholders' equity10	8,593		8,632		8,245
Other data and financial ratios:
Leverage ratio11	7.5		7.0		6.5
Tangible gross leverage ratio12	9.0		8.4		7.9
Number of employees at period end	7,371		7,596		7,671
Number of employees excluding Tessellis and Stratos at period end	6,236		6,221		5,949


$ in thousands	Three Months Ended May 31,						Six Months Ended May 31,
	2026			2025			2026			2025


Net earnings attributable to common shareholders (GAAP)	$	226,234		$	88,017		$	382,161		$	215,955
Intangible amortization and impairment expense, net of tax15	1,682			5,824			48,170			13,093
Adjusted net earnings to common shareholders (non-GAAP)	227,916			93,841			430,331			229,048
Preferred stock dividends	29,184			11,046			48,461			26,940
Adjusted net earnings to total shareholders (non-GAAP)	$	257,100		$	104,887		$	478,792		$	255,988


Adjusted net earnings to total shareholders (non-GAAP)1	$	1,028,400		$	419,548		$	957,584		$	511,976











	February 28,						November 30,
	2026			2025			2025			2024
Shareholders' equity (GAAP)	$	10,610,845		$	10,204,228		$	10,574,696		$	10,156,772
Less: Goodwill and intangible assets, net	(1,978,652)			(2,037,906)			(2,040,147)			(2,054,310)
Less: Deferred tax asset, net	(493,427)			(507,452)			(459,052)			(497,590)
Less: Weighted average impact of dividends and share repurchases	(112,340)			(67,343)			(244,489)			(157,540)
Adjusted tangible shareholders' equity (non-GAAP)	$	8,026,426		$	7,591,527		$	7,831,008		$	7,447,332


Return on adjusted tangible shareholders' equity (non-GAAP)1	12.8		%	5.5		%	12.2		%	6.9		%


$ in thousands, except per share amounts		May 31, 2026		May 31, 2025
Book value (GAAP)		$	10,566,996	$	10,305,025
Stock options(1)		114,939		114,939
Goodwill and intangible assets, net(2)		(1,974,240)		(2,060,018)
Adjusted tangible book value (non-GAAP)		$	8,707,695	$	8,359,946

Voting common shares outstanding (GAAP)		194,145		206,272
Non-voting common shares outstanding (GAAP)		9,247		—
Preferred shares		27,563		27,563
Restricted stock units ("RSUs")		14,251		14,099
Stock options(1)		5,064		5,064
Other		1,758		1,566
Adjusted fully diluted shares outstanding (non-GAAP)(3)		252,028		254,564

Book value per common share outstanding		$	51.95	$	49.96
Adjusted tangible book value per fully diluted share outstanding (non-GAAP)		$	34.55	$	32.84

(1)	Stock options added to book value are equal to the total number of stock options outstanding as of May 31, 2026 and 2025 of 5.1 million multiplied by the exercise price of $22.69 on May 31, 2026 and 2025.
(2)	Includes goodwill and intangible assets related to Tessellis which were reclassified to assets held for sale during the first quarter of 2026.
(3)	Fully diluted shares outstanding include vested and unvested RSUs as well as the target number of RSUs issuable under the senior executive compensation plans until the performance period is complete. Fully diluted shares outstanding also include all stock options and the impact of convertible preferred shares if-converted to common shares.


						FOR MORE INFORMATION Jonathan Freedman 212.778.8913