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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

November 29, 2023
Date of Report (date of earliest event reported)

RAYMOND JAMES FINANCIAL, INC.
(Exact name of registrant as specified in its charter)

Florida
1-9109
59-1517485
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
880 Carillon Parkway
St. Petersburg
Florida
33716
(Address of principal executive offices)
(Zip Code)

(727) 567-1000
(Registrant’s telephone number, including area code)

None
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $.01 par value RJF New York Stock Exchange
Depositary Shares, Each Representing a 1/40th Interest in a Share of 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock RJF PrB New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b)    On November 29, 2023, Thomas A. James, a director and Chairman Emeritus of the Board of Directors (the “Board”) of Raymond James Financial, Inc. (the “Company”), and a member of its Capital Planning Committee, informed the Company that, after 48 years of Board service, he will not stand for re-election to the Board at the Company’s 2024 Annual Shareholders Meeting (the “Annual Meeting”) and that he will retire from service as a director at the conclusion of the Annual Meeting scheduled for February 22, 2024. Mr. James will continue to serve as a director until the end of the Annual Meeting. Mr. James has served as a member of the Board since 1974. Mr. James’ plan to retire is not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

The Board thereupon determined that, effective upon Mr. James’ retirement, the size of the Board will be reduced to eleven (11) directors.

On December 5, 2023, the Company issued a press release announcing Mr. James’ retirement from the Board. A copy of the Company’s press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.


Item 9.01 Financial Statements and Exhibits

(d) Exhibits. The following are filed as exhibits to this report:
Exhibit No. Description
99.1
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

RAYMOND JAMES FINANCIAL, INC.
Date: December 5, 2023
By:
  /s/ Jonathan N. Santelli
Jonathan N. Santelli
Executive Vice President, General Counsel and Secretary



EX-99.1 2 ex991_rjf20231205releasedi.htm EX-99.1 PRESS RELEASE DATED DECEMBER 5, 2023 Document

raymondjameslogoa.jpg

December 5, 2023 FOR IMMEDIATE RELEASE
Media Contact: Steve Hollister, 727.567.2824
Investor Contact: Kristina Waugh, 727.567.7654
raymondjames.com/news-and-media/press-releases


RAYMOND JAMES CHAIRMAN EMERITUS THOMAS A. JAMES INFORMS
COMPANY THAT HE WILL NOT STAND FOR RE-ELECTION

ST. PETERSBURG, Fla. - Raymond James Financial (NYSE: RJF) Chairman Emeritus Thomas A. James informed the company that after serving 48 years as a director, including 40 as CEO, he will not stand for re-election and will retire as a director at the end of the annual shareholders meeting scheduled to be held on February 22, 2024.

“At age 81, it is time for me to reduce my time with firm responsibilities and spend more time with my wife, Mary, outside of business. We have an excellent board and management team, and I am proud of their accomplishments,” said Mr. James. “I will maintain an office and continue in several advisory roles both business and charitable, working part-time at the firm.”

“Raymond James will continue to apply the management principles Tom exercised as CEO and taught innumerable levels of past and current leadership from his first day as CEO in 1970 to today,” Reilly said. “We are grateful that he will remain as our Chairman Emeritus and will still be active and visible in our offices. Our leadership team and I will continue to value his mentorship and advice as we continue to nurture the client-first culture he so thoughtfully and deliberately established, and build on the firm’s growth and success.”


About Raymond James Financial, Inc.

Raymond James Financial, Inc. (NYSE: RJF) is a leading diversified financial services company providing private client group, capital markets, asset management, banking and other services to individuals, corporations and municipalities. The company has approximately 8,700 financial advisors. Total client assets are $1.24 trillion. Public since 1983, the firm is listed on the New York Stock Exchange under the symbol RJF. Additional information is available at www.raymondjames.com.