Raymond James Financial (RJF) 10-K risk factor changes: FY2025 vs FY2024

In particular, see “Item 1C - Cybersecurity” for additional information on how we assess, identify, and manage cybersecurity [removed: risks, “Item 7 - Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and capital resources” for additional information on liquidity and how we manage our liquidity risk] [added: risks] and “Item 7 - Management’s Discussion and Analysis of Financial Condition and Results of Operations - Risk management” for additional information on our exposure and how we monitor and manage our market, credit, liquidity, operational, model, and compliance, and certain other risks.

Maintaining our reputation is critical to attracting and maintaining clients, investors, [added: associates,] and [removed: associates.][added: independent contractor financial advisors.]

These issues may include, but are not limited to, any of the risks discussed in this Item 1A, including appropriately dealing with potential conflicts of interest, legal and regulatory requirements, fraud perpetrated against our clients, ethical issues, money laundering, [removed: cybersecurity and] [added: cybersecurity,] privacy, record-keeping, sales and trading practices, and associate misconduct.

Further, failures at other large financial institutions or other market participants, regardless of [removed: whether they relate to our activities, could lead to a general loss]

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[added: whether they relate to our activities, could lead to a general loss] of client confidence in financial institutions that could negatively affect us, including harming the market perception of the financial system in general.

Any cyber-attack or other security breach of our technology systems, or those of our clients or other [removed: third-party vendors] [added: third parties] we rely on, could subject us to significant liability and harm our reputation.

We also experience large volumes of phishing and other forms of social engineering [added: (including through the use of AI)] attempted for the purpose of perpetrating fraud against the firm, our associates, or our clients.

We also face increased cybersecurity risk related to mobile and cloud solutions or [removed: those] related to new and emerging technologies such as AI.

Although cybersecurity incidents among financial services firms [removed: are on the rise,] [added: continue to increase,] we have not experienced any material losses relating to cyber-attacks or other information security breaches.

We also rely on numerous [removed: third-party] [added: third parties, including] service providers [added: that utilize cloud technologies] to conduct other aspects of our business operations, and we face similar risks relating to them.

While we regularly conduct security assessments on these third-party [removed: vendors,] [added: service providers,] we cannot be certain that their information security protocols are sufficient to withstand a cyber-attack or other security breach.

Notwithstanding the precautions we take, if a cyber-attack or other information security breach were to occur, this could jeopardize the information we confidentially maintain, or otherwise cause interruptions in our operations or those of our clients and counterparties, exposing us to [removed: liability.][added: liability, including potential financial liability for certain client losses arising from various assurances we make to our clients regarding such instances.]

[removed: Further, successful cyber-attacks at other] large financial institutions or other market participants, whether or not we are affected, could lead to a general loss of confidence in financial institutions that could negatively affect us, including harming the market perception of the effectiveness of our security measures or the financial system in general, which could result in reduced use of our financial products and services.

Moreover, any such cyber-attack may persist for [added: an extended period of time without detection.]

If any person, including any of our [removed: associates,] [added: associates or independent contractor financial advisors] negligently disregards or intentionally breaches our established controls with respect to client or employee data, or otherwise mismanages or misappropriates such data, we could be subject to significant monetary damages, regulatory enforcement actions, fines, and/or criminal prosecution.

In addition, unauthorized disclosure of sensitive or confidential [removed: client or employee data,] [added: information, as well as information we collect from our actual and prospective clients, associates, and independent contractor financial advisors,] whether through system failure, employee negligence, fraud, or misappropriation, could damage our reputation and cause us to lose clients and related revenue.

If the available funding from one or more of our contingent funding sources is not sufficient to sustain normal operating levels, we may be required to scale back or curtail our operations, such as by limiting lending, selling assets at unfavorable prices, [removed: cutting] [added: reducing] or eliminating dividend payments, or limiting our recruiting of financial advisors.

[removed: The RJBDP provides our Bank segment with relatively low-cost, stable deposits, and we] [added: We] rely heavily on the RJBDP to fund our Bank segment asset growth.

Any significant reduction in PCG clients’ cash balances swept to the RJBDP, a change in the allocation of that cash between our Bank segment and third-party banks within the RJBDP, a movement of cash away from the firm, or an inability to implement new or modified deposit offerings, could significantly impair our ability to continue growing interest-earning assets and/or require our Bank segment to increase reliance [removed: on higher-cost deposit sources, such as the ESP and certain higher-yield RJBDP offerings to clients, or other sources of liquidity to grow interest-earning assets.]

[added: In addition, an inability] to [added: deploy client cash to third-party banks through RJBDP would require us to] retain more cash in our Bank segment or in our [removed: Client Interest Program (“CIP”),] [added: CIP,] both of which may cause a significant increase in our assets, thereby negatively affecting certain of our regulatory capital ratios.

In addition, reciprocal deposit balances in excess of $5 billion meet the FDIC definition of “brokered deposits.” Such brokered deposits are subject to additional scrutiny from regulators, incur higher FDIC insurance costs, and may also be viewed negatively by our rating agencies, shareholders, and [removed: other depositors.][added: depositors, among others.]

Unauthorized or illegal acts [removed: of] [added: or noncompliance with firm policies by] our associates [added: and independent contractor financial advisors] could also result in substantial liability.

See “Item 3 - Legal Proceedings” and Note [removed: 19] [added: 18] of the Notes to Consolidated Financial Statements of this Form 10-K for additional information about legal and regulatory matters.

For example, Fed policies determine, in large part, interest rates and the cost of funds which directly affect [removed: the returns and fair value on our lending and investing activities.]

[removed: Changes in tax law and regulation,] [added: While there is uncertainty around the timing of many such potential changes, such changes,] or any market uncertainty caused by a [added: potential] change in [removed: the political environment,] [added: governmental policies,] may also affect our clients and, directly or indirectly, our business.

Macroeconomic conditions may also be negatively affected by domestic or international events, including natural disasters, political unrest, the indirect impact of wars [added: and conflicts, or public health epidemics and pandemics, as well as by a number of factors in the global financial markets that may be detrimental to our operating results.]

Periods of reduced revenue and other losses could lead to reduced profitability because certain of our expenses, including our interest expense on debt, lease expenses, and salary expenses, are [removed: fixed,] [added: fixed] and our ability to reduce them over short time periods is limited.

Market conditions that change from time to time, thereby exposing us to market risk, include fluctuations in interest rates, equity prices, foreign exchange rates, and price deterioration or changes in value due to changes in market [removed: perception, actual] [added: perception of the] credit quality of an issuer, or other factors.

Decreases in short-term interest rates generally also result in a decrease to our RJBDP fees earned from third-party banks, although the magnitude of the [removed: impact] [added: decline] may also be impacted by demand for cash balances by third-party banks and the rate paid to clients on their cash sweep balances.

In addition, disruptions in the liquidity or transparency of the financial markets may result in our inability to sell, syndicate or realize the value of security positions, [removed: thereby] [added: potentially] leading to increased concentrations.

Further, effective management succession planning, [removed: including the execution of our succession plans for our current CEO and other senior management positions,] is important for the continued success of the firm.

Competitive pressures we experience, or inadequate management succession planning, could have an adverse effect on our business, results of operations, financial [removed: condition] [added: condition,] and liquidity.

[removed: Employers] [added: Firms] are developing a wide variety of offerings to attract [removed: talent,] [added: talent throughout the financial services industry,] including but not limited to, increasing [removed: compensation,] [added: compensation and] enhancing health and wellness [removed: solutions, and providing workplace flexibility.][added: offerings.]

Specifically within the financial [added: services] industry, [removed: employers] [added: other firms] are [removed: increasingly] offering guaranteed contracts, upfront payments, and increased compensation.

[added: If we were to lose the services of] any of our financial advisors, investment bankers, senior equity research analysts, sales and trading professionals, asset managers, or executive officers to a competitor or otherwise, we may not be able to retain valuable relationships and some of our clients could choose to use the services of a competitor instead of our services.

If we are unable to retain our senior professionals or recruit additional professionals, our reputation, business, results of [removed: operations] [added: operations,] and financial condition will be adversely affected.

To the extent we have compensation targets, we may not be able to retain our associates, which could result in increased recruiting expense, result in our recruiting additional associates at compensation levels that are higher than our [removed: target range, and/or negatively impact our revenue growth.]

Further, new business initiatives and efforts to expand existing businesses generally require that we incur compensation and benefits [removed: expense] [added: expense, and other expenses] before generating additional revenues.

Our PCG business is subject to risks arising from [removed: an ongoing] [added: the continued] industry-wide trend in which financial advisors are departing traditional [removed: firms] [added: firms, including] to form independent RIAs or to join existing third-party RIAs, some of which are backed by private equity investors.

This includes attempts by threat actors to impersonate our clients or associates, or to defraud our clients directly.

In addition, clients may also share information (including information used for authentication) with third parties, which also may be a source of a potential cybersecurity incidents or fraud.

These activities may occur outside of our systems but could still result in financial loss to our clients and potential liability or reputational harm to us.

Further, successful cyber-attacks at other

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on higher-cost deposit sources, such as the ESP and certain higher-yield RJBDP offerings to clients, or other sources of liquidity to support asset growth.

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the returns and fair value on our lending and investing activities.

In addition, our results of operations may be impacted by governmental policy changes and/or regulatory reform in multiple areas, including tax, international trade, immigration, healthcare, labor, infrastructure, and energy.

Furthermore, over the last several years the federal government has shut down multiple times, in some cases for prolonged periods, and it is possible that the federal government may shut down again in the future.

Although the recent government shutdown is not expected to materially affect our results of operations, any prolonged future shutdown could significantly impact business and economic conditions generally or specifically in our key markets, which could have a material adverse effect on our results and financial condition.

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target range, and/or negatively impact our revenue growth.

This ongoing trend has resulted in a highly competitive recruiting environment.

In addition to transitions to independent RIAs, financial advisors may leave our firm for a variety of reasons, including other employment opportunities, retirement, or exiting the industry.

Our reported AUA has been and may continue to be negatively impacted if we are unsuccessful in retaining our existing financial advisors and/or recruiting new financial advisors.

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In addition, our credit risk may be

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Despite implementing policies and safeguards to prevent unauthorized disclosures, our use of AI may still pose heightened security and privacy risks, which we seek to mitigate by relying on proprietary or “walled-garden” environments to enhance data protection and operational controls and maintain confidentiality.

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There is a risk that our associates or independent advisors could engage in misconduct, fraudulent, unauthorized, or illegal acts, or noncompliance with firm policies or regulations that adversely affects our business and/or results in substantial liability.

Similarly, many of our associates interact routinely with clients and counterparties and are expected to comply with our policies and procedures to protect both our clients’ confidential information and our own.

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Frameworks for evaluating such matters remain under-developed and vary widely, which may lead to misperceptions of our policies and practices.

Regulatory scrutiny of disclosure practices for sustainable and values-based investment strategies has been a focus in recent years, though that focus appears to be moderating following the SEC’s decision to withdraw proposed rulemaking in this area.

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Upon classification as a category IV bank holding company, this aspect of the proposed rules would apply to us and could negatively impact our regulatory capital ratios.

While finalization of this proposal is uncertain, we continue to monitor developments and assess potential impacts.

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an extended period of time without detection.

In addition, an inability to deploy client cash to third-party banks through RJBDP would require us

In addition, our results of operations may be impacted by changes resulting from different political philosophies governing individual and corporate taxation, as well as regulation, which may result from the outcome of the recent federal elections in the U.S. For example, changes to tax laws and regulations, including various provisions of the Tax Cut and Jobs Act (“TCJA”) which will expire in 2025 if not extended, may negatively impact our effective income tax rate, financial results, or the amount of any tax assets or liabilities.

and conflicts, such as the wars in Ukraine and Israel, or public health epidemics and pandemics, as well as by a number of factors in the global financial markets that may be detrimental to our operating results.

Market risk may also affect the value of our private equity portfolio, which is carried at fair value with unrealized gains and losses reflected in earnings.

The value of such investments can fluctuate and the related earnings can be volatile and difficult to predict.

Rates paid to clients on their cash balances are generally impacted by the level of short-term interest rates, as well as competitive industry dynamics and the demand for client cash.

Additionally, any future changes to regulatory rules or interpretations governing the fees the firm earns on cash sweep balances could also impact the rates we pay to clients on cash balances.

If we were to lose the services of

Such developments reduce the number of our financial advisors and reported AUA.

We also offer, through our RCS division, extensive services to third-party RIAs.

Recent events in the financial services industry, including the failure of certain banks, have increased counterparty credit risk.

While we perform extensive diligence on the banks we select to hold these deposits, a

inaccurate output or that are based on biased, incomplete, and/or inaccurate datasets.

Our associates interact with clients, customers, and counterparties on an ongoing basis.

All associates are expected to exhibit the behaviors and ethics that are reflected in our framework of principles, policies, and technology to protect both our own information as well as that of our clients.

We are also subject to a number of obligations and standards arising from our asset management business and our authority over our assets under management.

In addition, our financial advisors are required to act in the best interests of our clients and may act in a fiduciary capacity, providing financial planning, investment advice, and discretionary asset management.

The violation of these obligations and standards by any of our associates would adversely affect our clients and us.

If our associates engage in misconduct, our business would be adversely affected.

We are subject to a variety of risks, including reputational risk, associated with environmental, social, and governance matters.

The consideration of environmental and social matters in making investment and voting decisions is relatively new.

Accordingly, the frameworks and methods for assessing policies related to such matters are not fully developed, vary considerably among the investment community, and will likely continue to evolve over time.

Moreover, the subjective nature of methods used by various stakeholders to assess a company with respect to environmental, social, and governance criteria could result in erroneous perceptions or a misrepresentation of our actual policies and practices in these areas.

also assign unfavorable ratings to RJF.

If we fail to comply with specific investor or client expectations and standards, or to provide the disclosure relating to these issues that any third parties may believe is necessary or appropriate (regardless of whether there is a legal requirement to do so), our reputation, business, financial condition, and/or results of operations could be negatively impacted.

The SEC has recently been very active in proposing and adopting major new rules and regulations that affect public companies and, in particular, the financial services industry.

Several of these new rules have been adopted after significantly abbreviated periods for public comments, and these new or proposed rules involve sweeping changes that could require significant shifts in industry operations and practices, thereby increasing uncertainty for markets and investors.

The Federal Reserve requires a bank holding company to act as a source of financial and managerial strength for its subsidiary banks.

These proposed rules, most of which would apply to us once we are classified as a category IV bank holding company, and any revisions to the proposals could reduce our regulatory capital ratios in the future and may negatively impact our business, including through increased costs related to compliance at the time such regulations become applicable to us.

Numerous regulatory changes and enhanced regulatory and enforcement activity relating to our investment management activities may increase our compliance and legal costs and otherwise adversely affect our business.

As some of our wholly-owned subsidiaries are registered as investment advisers with the SEC, increased regulatory scrutiny and rulemaking initiatives may result in additional operational and compliance costs or the assessment of significant fines or penalties against our asset management business, and may otherwise limit our ability to engage in certain activities.

While it is

not possible to determine the extent of the long-term impact of any new laws or regulations that have been promulgated, or initiatives that have been or may be proposed, even the short-term impact of preparing for or implementing changes to our infrastructure and processes could negatively affect the ways we conduct business and increase our compliance and legal costs.

Conformance with any new law or regulations could also make compliance more difficult and expensive and affect our product and service offerings.

RISKS RELATED TO AN INVESTMENT IN OUR PREFERRED AND COMMON STOCK

The rights of holders of our common stock are generally subordinate to the rights of holders of our outstanding, and any future issuances of, debt securities and preferred stock.

Our Board of Directors has the authority to issue debt securities as well as an aggregate of up to 10 million shares of preferred stock on the terms it determines appropriate without shareholder approval.

| Reconciliation of non-GAAP financial measures to GAAP financial measures | | | [removed: [45](#if501fdb80ab242bab436cc5c5f81b838_193)] [added: [43](#ie4a32adb44654df78bba567fb81bfaf0_202)] | | |

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| Statement of financial condition analysis | | | [removed: [64](#if501fdb80ab242bab436cc5c5f81b838_217)] [added: [61](#ie4a32adb44654df78bba567fb81bfaf0_226)] | | |

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| Critical accounting estimates | | | [removed: [71](#if501fdb80ab242bab436cc5c5f81b838_250)] [added: [69](#ie4a32adb44654df78bba567fb81bfaf0_259)] | | |

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| *$ in millions, except per share amounts* | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2024] [added: 2025] vs. [removed: 2023] [added: 2024] | | | | | | [removed: 2023] [added: 2024] vs. [removed: 2022] [added: 2023] | | |

| Net revenues | | | | | | $ | [removed: 12,821] [added: 14,065] | | | | | $ | [removed: 11,619] [added: 12,821] | | | | | $ | [removed: 11,003] [added: 11,619] | | | | | 10 | | % | | | | [removed: 6] [added: 10] | | % |

| Compensation, commissions and benefits expense | | | | | | $ | [removed: 8,213] [added: 9,072] | | | | | $ | [removed: 7,299] [added: 8,213] | | | | | $ | [removed: 7,329] [added: 7,299] | | | | | [removed: 13] [added: 10] | | % | | | | [removed: —] [added: 13] | | % |

| Non-compensation expenses | | | | | | $ | [removed: 1,965] [added: 2,279] | | | | | $ | [removed: 2,040] [added: 1,965] | | | | | $ | [removed: 1,652] [added: 2,040] | | | | | [removed: (4)] [added: 16] | | % | | | | [removed: 23] [added: (4)] | | % |

| Pre-tax income | | | | | | $ | [removed: 2,643] [added: 2,714] | | | | | $ | [removed: 2,280] [added: 2,643] | | | | | $ | [removed: 2,022] [added: 2,280] | | | | | [removed: 16] [added: 3] | | % | | | | [removed: 13] [added: 16] | | % |

| Net income available to common shareholders | | | | | | $ | [removed: 2,063] [added: 2,130] | | | | | $ | [removed: 1,733] [added: 2,063] | | | | | $ | [removed: 1,505] [added: 1,733] | | | | | [removed: 19] [added: 3] | | % | | | | [removed: 15] [added: 19] | | % |

| Earnings per common share – basic | | | | | | $ | [removed: 9.94] [added: 10.53] | | | | | $ | [removed: 8.16] [added: 9.94] | | | | | $ | [removed: 7.16] [added: 8.16] | | | | | [removed: 22] [added: 6] | | % | | | | [removed: 14] [added: 22] | | % |

| Earnings per common share – diluted | | | | | | $ | [removed: 9.70] [added: 10.30] | | | | | $ | [removed: 7.97] [added: 9.70] | | | | | $ | [removed: 6.98] [added: 7.97] | | | | | [removed: 22] [added: 6] | | % | | | | [removed: 14] [added: 22] | | % |

| Adjusted net income available to common shareholders (1) | | | | | | $ | [removed: 2,137] [added: 2,205] | | | | | $ | [removed: 1,806] [added: 2,137] | | | | | $ | [removed: 1,615] [added: 1,806] | | | | | [removed: 18] [added: 3] | | % | | | | [removed: 12] [added: 18] | | % |

| Adjusted earnings per common share - diluted (1) | | | | | | $ | [removed: 10.05] [added: 10.66] | | | | | $ | [removed: 8.30] [added: 10.05] | | | | | $ | [removed: 7.49] [added: 8.30] | | | | | [removed: 21] [added: 6] | | % | | | | [removed: 11] [added: 21] | | % |

| Other selected financial highlights | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |

| Return on common equity | | | | | | [removed: 18.9] [added: 17.7] | | % | | | | [removed: 17.7] [added: 18.9] | | % | | | | [removed: 17.0] [added: 17.7] | | % |

| Adjusted return on common equity [removed: (1)] | | | | | | [removed: 19.6] [added: 18.3] | | % | | | | [removed: 18.4] [added: 19.6] | | % | | | | [removed: 18.2] [added: 18.4] | | % |

| Return on tangible common equity [removed: (1)] | | | | | | [removed: 22.6] [added: 20.6] | | % | | | | [removed: 21.7] [added: 22.6] | | % | | | | [removed: 19.8] [added: 21.7] | | % |

| Adjusted return on tangible common equity [removed: (1)] | | | | | | [removed: 23.3] [added: 21.3] | | % | | | | [removed: 22.5] [added: 23.3] | | % | | | | [removed: 21.1] [added: 22.5] | | % |

| Compensation ratio | | | | | | [removed: 64.1] [added: 64.5] | | % | | | | [removed: 62.8] [added: 64.1] | | % | | | | [removed: 66.6] [added: 62.8] | | % |

| Adjusted compensation ratio (1) | | | | | | [removed: 63.7] [added: 64.3] | | % | | | | [removed: 62.1] [added: 63.7] | | % | | | | [removed: 66.1] [added: 62.1] | | % |

| Effective income tax rate | | | | | | [removed: 21.8] [added: 21.3] | | % | | | | [removed: 23.7] [added: 21.8] | | % | | | | [removed: 25.4] [added: 23.7] | | % |

Please see the “Reconciliation of non-GAAP financial measures to GAAP financial measures” in this MD&A for a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP [removed: measures,] [added: measures] and for other important disclosures.

Year ended September 30, 2024 compared [removed: with] [added: to] the year ended September 30, 2023

[removed: We generated strong net revenues and pre-tax income for] [added: For] the year ended September 30, [removed: 2024, which increased] [added: 2025, we generated net revenues of $14.07 billion, an increase of] 10% [removed: and 16%, respectively,] compared with the prior [removed: year.][added: year, and pre-tax income of $2.71 billion, an increase of 3%.]

Our net income available to common shareholders [added: of $2.13 billion] was [removed: 19%] [added: 3%] higher than the prior year and our earnings per diluted share [removed: increased 22%.][added: were $10.30, reflecting a 6% increase.]

Our [removed: return on common equity (“ROCE”)] [added: ROCE] was [removed: 18.9%, compared with 17.7%] [added: 17.7%, down from 18.9%] for the prior year, and our [removed: return on tangible common equity (“ROTCE”)] [added: ROTCE] was [removed: 22.6%(1),] [added: 20.6%(1),] compared with [removed: 21.7%(1)] [added: 22.6%(1)] for the prior year.

Our adjusted earnings per diluted [removed: share(1) increased 21%] [added: share were $10.66(1), an increase of 6%] compared with the prior year.

Adjusted ROCE was [removed: 19.6%(1),] [added: 18.3%(1),] compared with [removed: 18.4%(1)] [added: 19.6%(1)] for the prior year, and adjusted ROTCE was [removed: 23.3%(1),] [added: 21.3%(1),] compared with [removed: 22.5%(1)] [added: 23.3%(1)] in the prior year.

[removed: Brokerage] [added: Investment banking] revenues also increased [added: significantly] compared with the prior year [removed: largely due to an increase in client activity in the PCG segment and investment banking revenues increased] primarily due to more favorable market conditions [removed: in] [added: during] the [removed: current] year.

Offsetting these increases was a decrease in combined net interest income and RJBDP fees from third-party banks, [removed: as the favorable impacts of higher] [added: due to lower] short-term interest rates [removed: and higher average interest-earning asset balances] [added: compared with the prior year] and [added: lower] RJBDP balances swept to third-party [removed: banks were] [added: banks, which] more than offset [removed: by] a [removed: significant increase] [added: favorable impact from growth] in [removed: interest expense.][added: average interest-earning assets.]

Compensation, commissions and benefits expense increased [removed: 13%,] [added: 10%,] primarily due to an increase in compensable revenues, [removed: as well as] an increase in compensation costs to support our [removed: growth] [added: growth, including financial advisor recruiting-related expenses,] and annual salary increases.

Our compensation [removed: ratio, or the] ratio [removed: of compensation, commissions and benefits expense to net revenues,] was [removed: 64.1%,] [added: 64.5%,] compared with [removed: 62.8%] [added: 64.1%] for the prior year.

Excluding acquisition-related compensation expenses, our adjusted compensation ratio was [removed: 63.7%(1),] [added: 64.3%(1),] compared with an adjusted compensation ratio of [removed: 62.1%(1)] [added: 63.7%(1)] for the prior year.

The increase in the compensation ratio primarily resulted from changes in our revenue mix due to increases in compensable revenues compared with the prior year, [added: including asset management and related administrative fees, investment banking revenues, and brokerage revenues,] as well as a decrease in combined net interest income and RJBDP fees from third-party banks, which have little associated direct compensation.

Our effective income tax rate was [removed: 21.8%,] [added: 21.3% for the year ended September 30, 2025,] a decrease from [removed: 23.7%] [added: 21.8%] for the prior year, primarily due to the impact of a [removed: higher] [added: larger] tax benefit recognized [removed: in] [added: during] the current year related to [removed: nontaxable] [added: share-based compensation that vested during the year and, to a lesser extent, the release of accruals for uncertain tax positions following the expiration of applicable statutes of limitations, partially offset by lower non-taxable] valuation gains [removed: associated with] [added: on] our [removed: company-owned] [added: corporate-owned] life insurance [removed: policies, as well as a change] [added: policies recognized] in the [removed: amount of nondeductible fines and penalties] [added: current year] compared with the prior year.

| Introduction | | | [41](#ie4a32adb44654df78bba567fb81bfaf0_196) | | |

| Executive overview | | | [41](#ie4a32adb44654df78bba567fb81bfaf0_199) | | |

| Capital Markets | | | [54](#ie4a32adb44654df78bba567fb81bfaf0_211) | | |

| Asset Management | | | [56](#ie4a32adb44654df78bba567fb81bfaf0_214) | | |

| Bank | | | [59](#ie4a32adb44654df78bba567fb81bfaf0_220) | | |

| Other | | | [60](#ie4a32adb44654df78bba567fb81bfaf0_223) | | |

| Regulatory | | | [68](#ie4a32adb44654df78bba567fb81bfaf0_256) | | |

| Risk management | | | [71](#ie4a32adb44654df78bba567fb81bfaf0_271) | | |

| Pre-tax margin | | | | | | 19.3 | | % | | | | 20.6 | | % | | | | 19.6 | | % |

| Adjusted pre-tax margin (1) | | | | | | 20.0 | | % | | | | 21.4 | | % | | | | 20.5 | | % |

| Return on common equity (“ROCE”) | | | | | | 17.7 | | % | | | | 18.9 | | % | | | | 17.7 | | % |

| Adjusted ROCE (1) | | | | | | 18.3 | | % | | | | 19.6 | | % | | | | 18.4 | | % |

| Adjusted ROTCE (1) | | | | | | 21.3 | | % | | | | 23.3 | | % | | | | 22.5 | | % |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Management’s Discussion and Analysis* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

Year ended September 30, 2025 compared with the year ended September 30, 2024

Excluding the impact of $75 million of expenses, net of their tax effect, related to acquisitions completed in prior years, adjusted net income available to common shareholders for the year ended September 30, 2025 was $2.21 billion(1), an increase of 3% compared with adjusted net income available to common shareholders for the prior year.

The increase in PCG client assets in fee-based accounts resulted from net market appreciation and net new assets to the firm since the prior year.

Brokerage revenues also increased compared with the prior year largely due to an increase in client activity in both our PCG and Capital Markets segments.

Non-compensation expenses increased 16%, primarily due to higher provisions for legal and regulatory matters as the current year included a net provision expense for legal and regulatory matters, including a $58 million expense increase associated with the settlement of a legal matter related to bond underwritings for a specific issuer sold to institutional investors between 2013 and 2015, while the prior year reflected a net reserve release.

Non-compensation expenses also increased due to higher communications and information processing expenses resulting from continued investments in technology to benefit our advisors and their clients and to support our growth, higher investment sub-advisory fees resulting from growth in assets under management in sub-advised programs, and higher business development expenses, primarily due to financial advisor recruiting and other business growth investments.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Management’s Discussion and Analysis* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

We continue to maintain strong levels of liquidity and capital.

On September 11, 2025, to secure financing during a period of favorable market conditions characterized by tight credit spreads and attractive benchmark yields, we issued $1.5 billion in senior notes, consisting of $650 million in 4.90% senior notes due 2035 and $850 million in 5.65% senior notes due 2055.

We also amended our revolving credit facility to increase our borrowing capacity to $1 billion and reduce our cost of borrowing.

These actions increased our available liquidity on hand for deployment in our growth and to meet client needs, resulting in $3.7 billion of RJF corporate cash(1) as of September 30, 2025.

We believe our strong capital and liquidity positions enable us to invest in growth across our businesses and remain opportunistic in our capital deployment.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Management’s Discussion and Analysis* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| Pre-tax margin | | | | | | 19.3 | | % | | | | 20.6 | | % | | | | 19.6 | | % |

| Less the impact of non-GAAP adjustments on pre-tax margin: | | | | | | | | | | | | | | | | | | | | |

| Expenses related to acquisitions: | | | | | | | | | | | | | | | | | | | | |

| Total “Compensation, commissions and benefits” expense | | | | | | 0.2 | | % | | | | 0.4 | | % | | | | 0.7 | | % |

| Amortization of identifiable intangible assets | | | | | | 0.3 | | % | | | | 0.3 | | % | | | | 0.4 | | % |

| All other acquisition-related expenses | | | | | | 0.1 | | % | | | | 0.1 | | % | | | | — | | % |

| Total “Other” expense | | | | | | 0.4 | | % | | | | 0.4 | | % | | | | 0.4 | | % |

| Total pre-tax impact of non-GAAP adjustments related to acquisitions | | | | | | 0.7 | | % | | | | 0.8 | | % | | | | 1.2 | | % |

| Other — Insurance settlement received | | | | | | — | | % | | | | — | | % | | | | (0.3) | | % |

| Total non-GAAP adjustments | | | | | | 0.7 | | % | | | | 0.8 | | % | | | | 0.9 | | % |

| Adjusted pre-tax margin | | | | | | 20.0 | | % | | | | 21.4 | | % | | | | 20.5 | | % |

| Acquisition-related retention | | | | | | 0.2 | | % | | | | 0.4 | | % | | | | 0.6 | | % |

| Other acquisition-related compensation | | | | | | — | | % | | | | — | | % | | | | 0.1 | | % |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| Introduction | | | [42](#if501fdb80ab242bab436cc5c5f81b838_187) | | |

| Executive overview | | | [42](#if501fdb80ab242bab436cc5c5f81b838_190) | | |

| Capital Markets | | | [57](#if501fdb80ab242bab436cc5c5f81b838_202) | | |

| Asset Management | | | [59](#if501fdb80ab242bab436cc5c5f81b838_205) | | |

| Bank | | | [62](#if501fdb80ab242bab436cc5c5f81b838_211) | | |

| Other | | | [63](#if501fdb80ab242bab436cc5c5f81b838_214) | | |

| Regulatory | | | [70](#if501fdb80ab242bab436cc5c5f81b838_247) | | |

| Risk management | | | [73](#if501fdb80ab242bab436cc5c5f81b838_262) | | |

Adjusted net income available to common shareholders(1) for the year ended September 30, 2024, which excludes the impact of $97 million of expenses related to acquisitions completed in prior years, such as compensation expenses related to retention awards and amortization of identifiable intangible assets, increased 18% compared with adjusted net income available to common shareholders(1) for the prior year which, in addition to acquisition-related expenses, excluded the impact of a $32 million favorable insurance settlement related to a previously-settled legal matter.

The increase in interest expense was primarily due to a shift in the mix of deposit balances at our Bank segment, as RJBDP balances swept to the Bank segment declined compared with the prior year and a significant portion was replaced with higher-cost ESP balances and certificate of deposit balances.

Non-compensation expenses decreased 4%, largely due to a significant decrease in expenses related to legal and regulatory matters, as the current year reflected net legal and regulatory matters reserve release while the prior year included elevated provisions for legal and regulatory matters, as well as a decrease in the bank loan provision for credit losses.

Partially offsetting these decreases in expenses, was the impact of higher communications and information processing expenses resulting from continued investments in technology to benefit our clients and advisors and to support our growth, the aforementioned $32 million insurance settlement received in the prior year related to a previously-settled legal matter that did not reoccur, higher investment sub-advisory fees resulting from growth in assets under management in sub-advised programs, and higher non-interest expenses related to deposits, including the impact of a FDIC special assessment in the current year.

Occupancy and equipment and business development expenses also increased compared with the prior year.

We also continued to have substantial liquidity with $2.16 billion(1) of cash at the parent as of September 30, 2024.

We believe our capital and funding position provide us the opportunity to manage our balance sheet prudently and to continue to be opportunistic and invest in growth.

After the effect of those repurchases, $644 million remained under the Board’s authorization.

In total, we returned $1.3 billion of capital to shareholders through the combination of share repurchases and dividends in the fiscal year.

We expect to continue to repurchase our common stock to offset dilution from share-based compensation and to be opportunistic with incremental repurchases.

Given our capital and liquidity levels, we expect to maintain, or potentially increase, our share repurchase activity levels; however, we will continue to monitor market conditions and other capital needs as we consider the magnitude and timing of these repurchases.

As we look ahead, we believe we are well-positioned for long-term growth, with our strong capital and liquidity position, total client assets under administration of $1.57 trillion and net bank loans of $46 billion.

In addition, our financial advisor recruiting activity remains robust, including a strong recruiting pipeline.

We also have a healthy investment banking pipeline, and we expect investment banking revenues to benefit as the market environment becomes more constructive for transaction closings over the next few quarters.

Although the market is still challenging, we expect fixed income brokerage revenues to benefit from increased activity from depository institutions resulting from decreases in short-term interest rates and the yield curve steepening.

While we maintain discipline in controlling our expenses, we continue to invest to support growth across our businesses which may increase expenses in future periods.

Corporate loan growth has remained muted in fiscal 2024, but we believe we are well-positioned to increase lending as new origination activity increases, which may increase provisions for credit losses in future periods.

In addition, although our current loan portfolio credit metrics are solid and we continue to proactively manage our credit risk in our loan portfolio, future economic deterioration or changes in the macroeconomic outlook could also result in increased bank loan provisions for credit losses in future periods.

| Initial provision for credit losses on acquired lending commitments | | | | | | — | | | | | | — | | | | | | 5 | | |

| Bank loan provision for credit losses — Initial provision for credit losses on acquired loans | | | | | | — | | | | | | — | | | | | | 0.12 | | |

| Initial provision for credit losses on acquired lending commitments | | | | | | — | | | | | | — | | | | | | 0.02 | | |

| Bank loan provision for credit losses — Initial provision for credit losses on acquired loans | | | | | | — | | | | | | — | | | | | | 10 | | |

| Initial provision for credit losses on acquired lending commitments | | | | | | — | | | | | | — | | | | | | 2 | | |

| Adjusted return on common equity | | | | | | 19.6 | | % | | | | 18.4 | | % | | | | 18.2 | | % |

| Adjusted return on tangible common equity | | | | | | 23.3 | | % | | | | 22.5 | | % | | | | 21.1 | | % |

Largely in response to inflationary pressures since the beginning of fiscal year 2022, the Fed rapidly and consistently increased its benchmark short-term interest rate commencing in March 2022 and continuing throughout our fiscal year 2023.

| September 30, 2022 | | | | | | September 22, 2022 | | | | | | 75 | | | | | | 3.00% - 3.25% | | |

| March 31, 2023 | | | | | | February 2, 2023 | | | | | | 25 | | | | | | 4.50% - 4.75% | | |

| March 31, 2023 | | | | | | March 23, 2023 | | | | | | 25 | | | | | | 4.75% - 5.00% | | |

| June 30, 2023 | | | | | | May 4, 2023 | | | | | | 25 | | | | | | 5.00% - 5.25% | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

Raymond James Financial, Inc. (“RJF” or the “firm”) is a leading diversified financial services company providing private client group, capital markets, asset management, banking and other services to individuals, [removed: corporations] [added: corporations,] and municipalities.

The firm, together with its subsidiaries, is engaged in various financial services activities, including providing investment management services to retail and institutional clients, merger & acquisition and advisory services, the underwriting, distribution, [removed: trading] [added: trading,] and brokerage of equity and debt securities, and the sale of mutual funds and other investment products.

The firm also provides corporate and retail banking [removed: services,] [added: services] and trust services.

The firm operates predominantly in the United States (“U.S.”) and, to a lesser extent, in Canada, the United Kingdom [removed: (“U.K.”),] [added: (“UK”),] and other parts of Europe.

We also believe in maintaining a long-term focus [removed: in] [added: on] our decision making.

The following graph depicts the relative net revenue contribution of each of our business segments for the fiscal year ended September 30, [removed: 2024.][added: 2025.]

[removed: ][added: ]

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

Total client assets under administration (“AUA”) in our PCG segment as of September 30, [removed: 2024] [added: 2025] were [removed: $1.51] [added: $1.67] trillion, of which [removed: $875.2 billion] [added: $1.01 trillion] related to fee-based accounts (“fee-based AUA”).

We had [removed: 8,787] [added: 8,943] employee and independent contractor financial advisors affiliated with us as of September 30, [removed: 2024.][added: 2025.]

Financial advisors primarily affiliate with us directly as either employees or independent [removed: contractors,] [added: contractors] or as employees of third-party Registered Investment Advisors (“RIAs”) and broker-dealers to which we provide services through our RIA and Custody Services (“RCS”) division.

Our financial advisors who are independent contractors are [added: generally] responsible for all of their direct costs and, accordingly, receive a higher payout percentage on the revenues they generate than employee financial advisors.

Through our domestic RCS division, we offer third-party RIAs and broker-dealers a range of products and services including custodial services, trade execution, [removed: research] [added: research,] and other support and services (including access to clients’ account information and the services of the Asset Management segment) for which we receive fees, which may be either transactional or based on AUA.

Firms affiliated with us through RCS retain the fees they charge to their clients and are [added: generally] responsible for all of their direct costs.

AUA associated with firms in our RCS division totaled [removed: $180.7] [added: $217.3] billion as of September 30, [removed: 2024.][added: 2025.]

PCG segment net revenues for the fiscal year ended September 30, [removed: 2024] [added: 2025] are presented in the following graph.

Net Revenues — [removed: $9.46] [added: $10.18] billion

[removed: ][added: ]

We [removed: provide] [added: recognize revenue from providing] the following products and services through this segment:

- [removed: Administrative services to] [added: Raymond James Bank Deposit Program (“RJBDP”) fees - We earn servicing fees from various] banks [removed: to which] [added: for administrative services] we [removed: sweep a portion of] [added: provide related to] our clients’ [removed: cash] deposits [added: that are swept to such banks] as part of the Raymond James Bank Deposit [removed: Program (“RJBDP”),] [added: Program,] our multi-bank sweep program.

[removed: - Securities] [added: We generate net interest income on securities] borrowing and lending activities [removed: primarily] [added: transacted] with [removed: other broker-dealers,] financial institutions and other counterparties.

Capital Markets segment net revenues for the fiscal year ended September 30, [removed: 2024] [added: 2025] are presented in the following graph.

Net Revenues — [removed: $1.47] [added: $1.77] billion

[removed: ][added: ]

- Equity - We earn brokerage revenues [removed: on] [added: from] the sale of equity products to institutional clients.

[removed: We act as the general partner or managing member in partnerships and limited liability companies that invest in real estate entities, the majority] [added: Substantially all] of [removed: which] [added: these investments] qualify for tax credits [removed: under Section 42 of the Internal Revenue Code] and/or provide a mechanism for banks and other institutions to meet their Community Reinvestment Act (“CRA”) obligations throughout the U.S. We earn fees for the origination and sale of these investment products as well as for the oversight and management of the investments, including over the statutory tax credit compliance period when applicable.

Our AUM and our Raymond James Investment Management AUM by objective as of September 30, [removed: 2024] [added: 2025] are presented in the following graphs.

[removed: ][added: ]

As of September 30, [removed: 2024,] [added: 2025,] SBL and residential mortgage loans held for investment represented [removed: approximately 41%] [added: 46%] of the Bank segment’s total assets.

Corporate and tax exempt loans held for investment represented 33% of the Bank segment’s total assets as of September 30, [removed: 2024,] [added: 2025,] and [removed: 67%] [added: 66%] of such loans were U.S. or Canadian syndicated loans.

The Bank segment’s investment portfolio is [added: classified as available-for-sale and is] primarily comprised of agency mortgage-backed securities (“MBS”), agency collateralized mortgage obligations (“CMOs”), [removed: and] U.S. Treasury securities (“U.S. [removed: Treasuries”)] [added: Treasuries”),] and [removed: is classified as available-for-sale.][added: other securities which are guaranteed by the U.S. government or its agencies.]

Deposits at TriState Capital Bank are primarily [removed: retail and] corporate [added: and retail] money market deposits, including RJBDP sweep deposits, and interest-bearing demand deposits.

[removed: Raymond James Bank’s and TriState Capital Bank’s] [added: Our Bank segment’s] liabilities also include borrowings from the Federal Home Loan Bank (“FHLB”).

The following graph details the composition of our Bank segment’s total assets as of September 30, [removed: 2024.][added: 2025.]

Bank Segment Total Assets — [removed: $62.37] [added: $65.26] billion

[removed: ][added: ]

To compete effectively, we must offer attractive compensation and health and wellness [removed: programs and workplace flexibility,] [added: programs,] as well as provide formal and informal opportunities for associates and advisors to develop their capabilities and reach their full potential.

As of September 30, [removed: 2024,] [added: 2025,] we had approximately [removed: 19,000] [added: 19,500] associates (including [removed: 3,826] [added: 3,878] employee financial advisors) and [removed: 4,961] [added: 5,065] independent advisors.

This reflects an increase of approximately [removed: 1,000] [added: 500] associates compared to the prior year, primarily due to continued growth across the firm.

Our associates are [added: largely] spread across four countries in North America and Europe.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

Asset management and related administrative fees

We earn asset management and related administrative fees in this segment for performing asset management, portfolio management, and related investment services for retail clients for assets invested in fee-based accounts.

Brokerage revenues

We earn revenues for distribution and related services performed related to mutual and other funds, fixed and variable annuities, and insurance products.

We also earn commissions for executing and clearing transactions for clients, primarily in listed and over-the-counter equity securities, including exchange-traded funds (“ETFs”), options, and fixed income products.

Such revenues are primarily earned for services performed for retail clients whose assets are invested in brokerage accounts.

Account and service fees

- Mutual fund and other investment products - We earn servicing fees for providing sales and marketing support to third-party financial entities and for supporting the availability and distribution of their products on our platforms.

We also earn servicing fees for accounting and administrative services provided to such parties.

The fees earned from our Bank segment are eliminated in consolidation.

- Client account and other fees - We also earn fees for servicing brokerage and individual retirement accounts (“IRA”) for clients, as well as for custodial services, trade execution, research, and other support and services provided to third\-party RIAs and broker-dealers through our RCS division.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

Net interest income

We also earn interest income on certain cash and cash equivalents and margin loans to clients, net of interest paid on client cash balances in our Client Interest Program (“CIP”).

Included in “Brokerage revenues” on our Consolidated Statements of Income and Comprehensive Income.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

We act as the general partner or managing member in partnerships and limited liability companies that invest in various projects, primarily real estate.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

An insignificant portion of our SBL portfolio is collateralized by private securities or other financial instruments with a limited trading market.

The remainder of our corporate loan portfolio is comprised of smaller participations and direct loans.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

The firm also offers a mentoring program to all associates who seek additional guidance and advice on their career growth.

In alignment with our focus on human capital development and a people-centric culture, we offer voluntary inclusion networks open to all associates and advisors.

These networks foster connection and understanding, and support our broader associate experience strategy focused on career growth, engagement, and well-being.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

Our compensation practices are structured to verify that all associates are paid fairly based on objective criteria such as role, experience, performance, and qualifications.

We also provide on-site services, such as health clinics and fitness centers, at our corporate offices in St. Petersburg, Florida, Memphis, Tennessee, and Southfield, Michigan.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

We continue to operate in a dynamic and complex regulatory environment.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

Further, Fed guidance indicates that, pursuant to the Fed’s general supervisory and enforcement

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

For example, on July 31, 2023, the FCA’s Consumer Duty took effect in the UK.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

Similarly, the E.U. and UK General Data Protection Regulation (“GDPR”) imposes requirements for companies that collect or store personal data of E.U. residents, as well as residents of the UK.

- Investment services for which we charge sales commissions or asset-based fees based on established schedules.

- Portfolio management services for which we charge either a fee computed as a percentage of the assets in the client’s account or a flat periodic fee.

- Insurance and annuity products.

- Mutual funds.

- Support to third-party mutual fund and annuity companies, including sales and marketing support, distribution, and accounting and administrative services.

These fees are eliminated in consolidation.

- Margin loans to clients that are collateralized by the securities purchased or by other securities owned by the client.

Interest is charged to clients on the amount borrowed based on current interest rates.

The net revenues of this business generally consist of the interest spreads generated on these activities.

- Diversification strategies and alternative investment products to qualified clients of our affiliated financial advisors.

- Custodial services, trade execution, research and other support and services to third-party RIAs and broker-dealers.

Mentorship opportunities are made available to associates who seek additional guidance through the firm’s mentorship initiatives.

In addition, we have various inclusion networks which are open to all associates and advisors across the firm and are designed to promote and advance inclusion, understanding, and belonging for our associates.

Our enhanced compensation practices aim to achieve pay equity at all organizational levels for female and ethnically diverse associates.

We have experienced an increase in the pace and breadth of rulemaking affecting financial and public company regulation and supervision, as well as a high degree of scrutiny from various regulators in recent years.

Regulatory, supervisory, and investigatory activity has increased, and may continue to increase.

Penalties and fines imposed by regulatory and other governmental authorities have also been substantial and growing in recent years.

Following the most recent U.S. federal elections, there is an increased likelihood of changes to the regulatory environment and uncertainties about the timing and breadth of changes to various provisions of the Tax Cut and Jobs Act (“TCJA”) which will expire in 2025 if not extended.

To the extent that the

performance of the undercapitalized subsidiary’s capital restoration plan and might be liable for civil money damages for failure to fulfill its commitments on that guarantee.

Compensation regulation in the financial services industry continues to evolve, and we expect these regulations to change over a number of years.

On October 24, 2023, federal banking regulators issued a joint final rule that makes extensive amendments to the regulations that implement the CRA.

These amendments include the delineation of assessment areas, the overall evaluation framework and performance standards and metrics, and the definition of community development activities and data collection and reporting, and requires significant new lending by banks to low- and moderate-income communities.

A federal district court has enjoined the federal banking regulators from enforcing the final rule and extended the implementation date of the final rule while the injunction remains in place.

If the rule becomes effective as promulgated, compliance with the final rule may lead to increased compliance costs.

securities, capital structure, record-keeping, privacy requirements, and the conduct of directors, officers and employees.

We are monitoring the legal

activity while continuing to evaluate the impact these new rules could have on our business.

Horace L.

Carter (53) — President - Fixed Income - Raymond James & Associates, Inc. since January 2022; President - SumRidge Partners, LLC since July 2022; Executive Vice President, Head of Fixed Income Capital Markets - Raymond James & Associates, Inc., October 2019 - December 2021

James R. E. Coulter (55) — Chief Executive Officer - Raymond James Ltd. since January 2022; Executive Vice President, Head of Wealth Management - Private Client Group - Raymond James Ltd., December 2019 - December 2021; Senior Vice President, Branch Manager - Private Client Group - Raymond James Ltd., October 2014 - December 2019

Shannon B.

Reid (53) — President - Independent Contractor Division since January 2024; Chief Executive Officer and President - Raymond James Financial Services, Inc. since October 2024; Chief Executive Officer and President - Raymond James Financial Services Advisors, Inc. since October 2024; Senior Vice President, Northeast Division Director, Independent Contractor Division – Raymond James Financial Services, Inc., December 2018 - December 2023

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

See Note [removed: 19] [added: 18] of the Notes to Consolidated Financial Statements of this Form 10-K for additional information regarding legal and regulatory matters contingencies, and refer to “Item 7 - Management’s Discussion and Analysis of Financial Condition and Results of Operations - Critical accounting estimates” in the section “Loss provisions for legal and regulatory matters” and Note 2 of the Notes to Consolidated Financial Statements of this Form 10-K for information on our criteria for establishing accruals.

For the fiscal year ended September 30, [removed: 2024][added: 2025]

As of March 31, [removed: 2024,] [added: 2025,] the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant computed by reference to the price at which the common stock was last sold was [removed: $26,561,575,664.][added: $28,106,525,241.]

The number of shares outstanding of the registrant’s common stock as of November [removed: 22, 2024] [added: 21, 2025] was [removed: 204,044,836.][added: 196,673,933.]

Portions of the definitive Proxy Statement to be delivered to shareholders in connection with the [removed: 2025] [added: 2026] Annual Meeting of Shareholders are incorporated by reference into Part III.

| Item 1. | | | | | | Business | | | [removed: [3](#if501fdb80ab242bab436cc5c5f81b838_13)] [added: [3](#ie4a32adb44654df78bba567fb81bfaf0_16)] | | |

| Item 1A. | | | | | | Risk factors | | | [removed: [20](#if501fdb80ab242bab436cc5c5f81b838_55)] [added: [20](#ie4a32adb44654df78bba567fb81bfaf0_58)] | | |

| Item 1B. | | | | | | Unresolved staff comments | | | [removed: [35](#if501fdb80ab242bab436cc5c5f81b838_160)] [added: [34](#ie4a32adb44654df78bba567fb81bfaf0_166)] | | |

| Item 1C. | | | | | | Cybersecurity | | | [removed: [36](#if501fdb80ab242bab436cc5c5f81b838_2199023259621)] [added: [34](#ie4a32adb44654df78bba567fb81bfaf0_169)] | | |

| Item 3. | | | | | | Legal proceedings | | | [removed: [38](#if501fdb80ab242bab436cc5c5f81b838_166)] [added: [37](#ie4a32adb44654df78bba567fb81bfaf0_175)] | | |

| Item 4. | | | | | | Mine safety disclosures | | | [removed: [39](#if501fdb80ab242bab436cc5c5f81b838_172)] [added: [38](#ie4a32adb44654df78bba567fb81bfaf0_181)] | | |

| Item 5. | | | | | | Market for registrant’s common equity, related shareholder matters and issuer purchases of equity securities | | | [removed: [39](#if501fdb80ab242bab436cc5c5f81b838_178)] [added: [38](#ie4a32adb44654df78bba567fb81bfaf0_187)] | | |

| Item 7. | | | | | | Management’s discussion and analysis of financial condition and results of operations | | | [removed: [41](#if501fdb80ab242bab436cc5c5f81b838_184)] [added: [40](#ie4a32adb44654df78bba567fb81bfaf0_193)] | | |

| Item 7A. | | | | | | Quantitative and qualitative disclosures about market risk | | | [removed: [85](#if501fdb80ab242bab436cc5c5f81b838_307)] [added: [83](#ie4a32adb44654df78bba567fb81bfaf0_313)] | | |

| Item 8. | | | | | | Financial statements and supplementary data | | | [removed: [86](#if501fdb80ab242bab436cc5c5f81b838_310)] [added: [84](#ie4a32adb44654df78bba567fb81bfaf0_316)] | | |

| Item 9. | | | | | | Changes in and disagreements with accountants on accounting and financial disclosure | | | [removed: [171](#if501fdb80ab242bab436cc5c5f81b838_445)] [added: [164](#ie4a32adb44654df78bba567fb81bfaf0_445)] | | |

| Item 9A. | | | | | | Controls and procedures | | | [removed: [171](#if501fdb80ab242bab436cc5c5f81b838_448)] [added: [164](#ie4a32adb44654df78bba567fb81bfaf0_448)] | | |

| Item 9B. | | | | | | Other information | | | [removed: [173](#if501fdb80ab242bab436cc5c5f81b838_454)] [added: [166](#ie4a32adb44654df78bba567fb81bfaf0_454)] | | |

| Item 9C. | | | | | | Disclosure regarding foreign jurisdictions that prevent inspections | | | [removed: [173](#if501fdb80ab242bab436cc5c5f81b838_457)] [added: [166](#ie4a32adb44654df78bba567fb81bfaf0_457)] | | |

| Item 10. | | | | | | Directors, executive officers and corporate governance | | | [removed: [173](#if501fdb80ab242bab436cc5c5f81b838_463)] [added: [166](#ie4a32adb44654df78bba567fb81bfaf0_463)] | | |

| Item 11. | | | | | | Executive compensation | | | [removed: [173](#if501fdb80ab242bab436cc5c5f81b838_466)] [added: [166](#ie4a32adb44654df78bba567fb81bfaf0_466)] | | |

| Item 12. | | | | | | Security ownership of certain beneficial owners and management and related shareholder matters | | | [removed: [173](#if501fdb80ab242bab436cc5c5f81b838_466)] [added: [166](#ie4a32adb44654df78bba567fb81bfaf0_466)] | | |

| Item 13. | | | | | | Certain relationships and related transactions, and director independence | | | [removed: [173](#if501fdb80ab242bab436cc5c5f81b838_466)] [added: [166](#ie4a32adb44654df78bba567fb81bfaf0_466)] | | |

| Item 14. | | | | | | Principal accountant fees and services | | | [removed: [173](#if501fdb80ab242bab436cc5c5f81b838_466)] [added: [166](#ie4a32adb44654df78bba567fb81bfaf0_466)] | | |

| Item 15. | | | | | | Exhibits and financial statement schedules | | | [removed: [173](#if501fdb80ab242bab436cc5c5f81b838_472)] [added: [166](#ie4a32adb44654df78bba567fb81bfaf0_472)] | | |

| Item 16. | | | | | | Form 10-K summary | | | [removed: [175](#if501fdb80ab242bab436cc5c5f81b838_475)] [added: [168](#ie4a32adb44654df78bba567fb81bfaf0_475)] | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

| Item 2. | | | | | | Properties | | | [37](#ie4a32adb44654df78bba567fb81bfaf0_172) | | |

| Item 6. | | | | | | Reserved | | | [39](#ie4a32adb44654df78bba567fb81bfaf0_190) | | |

| | | | | | | Signatures | | | [169](#ie4a32adb44654df78bba567fb81bfaf0_478) | | |

| Item 2. | | | | | | Properties | | | [38](#if501fdb80ab242bab436cc5c5f81b838_163) | | |

| Item 6. | | | | | | Reserved | | | [40](#if501fdb80ab242bab436cc5c5f81b838_181) | | |

| | | | | | | Signatures | | | [176](#if501fdb80ab242bab436cc5c5f81b838_478) | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#if501fdb80ab242bab436cc5c5f81b838_7) | | |

Cybersecurity risk is a key operational risk facing the firm, and measures to address such risk are an important component of the firm’s overall Enterprise Risk Management (“ERM”) [removed: program.][added: framework.]

As part of our ERM [removed: program,] [added: framework,] we have implemented and maintain a program to identify, assess, and manage risks arising from cybersecurity threats (“Cybersecurity Program”).

Our Cybersecurity Program seeks to mitigate cybersecurity risk and associated legal, financial, reputational, regulatory and/or operational risks by protecting our clients, associates, [added: firm data,] and services through a comprehensive, cross-functional approach.

We have a [removed: supplier] [added: third-party] risk management process that includes evaluation of, and response to, cybersecurity risks at our third-party vendors, and this process covers vendor selection, onboarding, performance monitoring, and risk management.

Our [removed: supplier] [added: third-party] risk management program includes policies and standards requiring that we perform cybersecurity due diligence reviews on our vendors based on the inherent risk profile of a particular supplier or service provider.

We also monitor [removed: certain of] our principal [removed: suppliers] [added: third parties] and service providers on an ongoing basis by conducting additional periodic reviews.

Additionally, we execute agreements with our third-party vendors, independent contractor financial advisors, and firms [added: affiliated with us through our RCS division under which these parties contractually agree to implement certain safeguards designed to protect firm data and mitigate cybersecurity risks.]

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

However, due to the evolving threat environment, we expect to continue to experience cybersecurity incidents resulting in adverse impacts with increased frequency and severity, and there can be no assurance that future cybersecurity incidents, including incidents experienced by our [removed: third-party vendors,] [added: third parties,] will not have a material adverse impact on the firm, including its business strategy, results of operations, financial condition, and/or reputation.

The firm’s [removed: cybersecurity program] [added: Cybersecurity Program] is led by our CISO, [removed: who, effective October 1, 2024,] [added: who] reports to our Chief Information Officer (“CIO”).

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

affiliated with us through our RCS division under which these parties contractually agree to implement certain safeguards designed to protect firm data and mitigate cybersecurity risks.

We conduct certain [removed: operations] [added: activities] from our owned facility in Southfield, Michigan, comprising approximately 90,000 square feet, and operate a 40,000 square foot information technology data center primarily on land that we own in the Denver, Colorado area.

- We occupy leased space of approximately 75,000 square feet in London, along with other office locations in the [removed: U.K.] [added: UK] and Germany.

See Notes 2 and [removed: 14] [added: 13] of the Notes to Consolidated Financial Statements of this Form 10-K for information regarding our lease obligations.

Our common stock is traded on the NYSE under the symbol “RJF.” As of November [removed: 22, 2024,] [added: 21, 2025,] we had [removed: 330] [added: 347] holders of record of our common stock.

See Note [removed: 20] [added: 19] of the Notes to Consolidated Financial Statements of this Form 10-K for information regarding our intentions for paying cash dividends and the related capital restrictions.

Information related to our compensation plans under which equity securities are authorized for issuance is presented in Note [removed: 23] [added: 22] of the Notes to Consolidated Financial Statements and Part III, Item 12 of this Form 10-K.

We did not have any sales of unregistered securities for the fiscal years ended September 30, [added: 2025,] 2024, [removed: 2023,] or [removed: 2022.][added: 2023.]

The following table presents information on our purchases of our own stock, on a monthly basis, for the year ended September 30, [removed: 2024.][added: 2025.]

In [removed: November 2023,] [added: December 2024,] the Board of Directors authorized repurchase of our common stock in an aggregate amount of up to $1.5 billion, which replaced the previous authorization.

For additional information about our share repurchase activities, see Note [removed: 20] [added: 19] of the Notes to Consolidated Financial Statements of this Form 10-K.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

For additional information on this trust fund, see Notes 2 and [removed: 10] [added: 9] of the Notes to Consolidated Financial Statements of this Form 10-K.

| October 1, 2024 – October 31, 2024 | | | — | | | | | | $ | — | | | | | — | | | | | | $644 | | |

| November 1, 2024 – November 30, 2024 | | | 427 | | | | | | $ | 154.42 | | | | | — | | | | | | $644 | | |

| December 1, 2024 – December 31, 2024 | | | 371,287 | | | | | | $ | 161.98 | | | | | 310,302 | | | | | | $1,450 | | |

| First quarter | | | 371,714 | | | | | | $ | 161.97 | | | | | 310,302 | | | | | | | | |

| January 1, 2025 – January 31, 2025 | | | 23,435 | | | | | | $ | 162.69 | | | | | — | | | | | | $1,450 | | |

| February 1, 2025 – February 28, 2025 | | | 315,686 | | | | | | $ | 158.54 | | | | | 315,391 | | | | | | $1,400 | | |

| March 1, 2025 – March 31, 2025 | | | 1,402,024 | | | | | | $ | 142.78 | | | | | 1,399,870 | | | | | | $1,200 | | |

| Second quarter | | | 1,741,145 | | | | | | $ | 145.91 | | | | | 1,715,261 | | | | | | | | |

| April 1, 2025 – April 30, 2025 | | | 1,559,201 | | | | | | $ | 125.67 | | | | | 1,555,458 | | | | | | $1,005 | | |

| May 1, 2025 – May 31, 2025 | | | 712,149 | | | | | | $ | 147.48 | | | | | 711,957 | | | | | | $900 | | |

| June 1, 2025 – June 30, 2025 | | | 1,019,018 | | | | | | $ | 148.17 | | | | | 1,019,018 | | | | | | $749 | | |

| Third quarter | | | 3,290,368 | | | | | | $ | 137.36 | | | | | 3,286,433 | | | | | | | | |

| July 1, 2025 – July 31, 2025 | | | 830,888 | | | | | | $ | 160.03 | | | | | 830,888 | | | | | | $616 | | |

| August 1, 2025 – August 31, 2025 | | | 445,070 | | | | | | $ | 165.30 | | | | | 444,478 | | | | | | $542 | | |

| September 1, 2025 – September 30, 2025 | | | 831,339 | | | | | | $ | 172.71 | | | | | 831,339 | | | | | | $399 | | |

| Fourth quarter | | | 2,107,297 | | | | | | $ | 166.14 | | | | | 2,106,705 | | | | | | | | |

| Fiscal year total | | | 7,510,524 | | | | | | $ | 148.64 | | | | | 7,418,701 | | | | | | | | |

| October 1, 2023 – October 31, 2023 | | | 2,602 | | | | | | $ | 100.13 | | | | | — | | | | | | $750 | | |

| November 1, 2023 – November 30, 2023 | | | 516,466 | | | | | | $ | 99.63 | | | | | 439,678 | | | | | | $1,500 | | |

| December 1, 2023 – December 31, 2023 | | | 970,735 | | | | | | $ | 110.03 | | | | | 968,566 | | | | | | $1,393 | | |

| First quarter | | | 1,489,803 | | | | | | $ | 106.40 | | | | | 1,408,244 | | | | | | | | |

| January 1, 2024 – January 31, 2024 | | | 31,211 | | | | | | $ | 110.95 | | | | | — | | | | | | $1,393 | | |

| February 1, 2024 – February 29, 2024 | | | 344,673 | | | | | | $ | 118.60 | | | | | 336,110 | | | | | | $1,354 | | |

| March 1, 2024 – March 31, 2024 | | | 1,361,324 | | | | | | $ | 122.78 | | | | | 1,358,927 | | | | | | $1,187 | | |

| Second quarter | | | 1,737,208 | | | | | | $ | 121.74 | | | | | 1,695,037 | | | | | | | | |

| April 1, 2024 – April 30, 2024 | | | 335,810 | | | | | | $ | 128.84 | | | | | 335,519 | | | | | | $1,143 | | |

| May 1, 2024 – May 31, 2024 | | | 296 | | | | | | $ | 123.32 | | | | | — | | | | | | $1,143 | | |

| June 1, 2024 – June 30, 2024 | | | 1,658,877 | | | | | | $ | 120.59 | | | | | 1,658,508 | | | | | | $944 | | |

| Third quarter | | | 1,994,983 | | | | | | $ | 121.98 | | | | | 1,994,027 | | | | | | | | |

| July 1, 2024 – July 31, 2024 | | | — | | | | | | $ | — | | | | | — | | | | | | $944 | | |

| August 1, 2024 – August 31, 2024 | | | 1,087,273 | | | | | | $ | 109.14 | | | | | 1,084,820 | | | | | | $826 | | |

| September 1, 2024 – September 30, 2024 | | | 1,513,736 | | | | | | $ | 119.85 | | | | | 1,512,827 | | | | | | $644 | | |

| Fourth quarter | | | 2,601,009 | | | | | | $ | 115.39 | | | | | 2,597,647 | | | | | | | | |

| Fiscal year total | | | 7,823,003 | | | | | | $ | 116.77 | | | | | 7,694,955 | | | | | | | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

| Report of Independent Registered Public Accounting Firm (PCAOB ID No. 185) | | | [removed: [87](#if501fdb80ab242bab436cc5c5f81b838_313)] [added: [85](#ie4a32adb44654df78bba567fb81bfaf0_319)] | | |

| Consolidated Statements of Financial Condition | | | [removed: [90](#if501fdb80ab242bab436cc5c5f81b838_316)] [added: [88](#ie4a32adb44654df78bba567fb81bfaf0_322)] | | |

| Consolidated Statements of Income and Comprehensive Income | | | [removed: [91](#if501fdb80ab242bab436cc5c5f81b838_319)] [added: [89](#ie4a32adb44654df78bba567fb81bfaf0_325)] | | |

| Consolidated Statements of Changes in Shareholders’ Equity | | | [removed: [92](#if501fdb80ab242bab436cc5c5f81b838_322)] [added: [90](#ie4a32adb44654df78bba567fb81bfaf0_328)] | | |

| Consolidated Statements of Cash Flows | | | [removed: [93](#if501fdb80ab242bab436cc5c5f81b838_325)] [added: [91](#ie4a32adb44654df78bba567fb81bfaf0_331)] | | |

| Note 1 - Organization and basis of presentation | | | [removed: [95](#if501fdb80ab242bab436cc5c5f81b838_331)] [added: [93](#ie4a32adb44654df78bba567fb81bfaf0_337)] | | |

| Note 2 - Summary of significant accounting policies | | | [removed: [95](#if501fdb80ab242bab436cc5c5f81b838_334)] [added: [93](#ie4a32adb44654df78bba567fb81bfaf0_340)] | | |

[removed: | Note 4 - Fair value | | | [119](#if501fdb80ab242bab436cc5c5f81b838_349) | | |][added: NOTE 3 – FAIR VALUE]

[removed: | Note 5 - Available-for-sale securities | | | [124](#if501fdb80ab242bab436cc5c5f81b838_352) | | |][added: NOTE 4 – AVAILABLE-FOR-SALE SECURITIES]

[removed: | Note 6 - Derivative assets and derivative liabilities | | | [127](#if501fdb80ab242bab436cc5c5f81b838_355) | | |][added: NOTE 5 – DERIVATIVE ASSETS AND DERIVATIVE LIABILITIES]

[removed: | Note 7 - Collateralized agreements and financings | | | [129](#if501fdb80ab242bab436cc5c5f81b838_361) | | |][added: NOTE 6 – COLLATERALIZED AGREEMENTS AND FINANCINGS]

[removed: | Note 8 - Bank loans, net | | | [130](#if501fdb80ab242bab436cc5c5f81b838_364) | | |][added: NOTE 7 – BANK LOANS, NET]

[removed: | Note 9 - Loans to financial advisors, net | | | [138](#if501fdb80ab242bab436cc5c5f81b838_367) | | |][added: NOTE 8 – LOANS TO FINANCIAL ADVISORS, NET]

[removed: | Note 10 - Variable interest entities | | | [138](#if501fdb80ab242bab436cc5c5f81b838_370) | | |][added: NOTE 9 – VARIABLE INTEREST ENTITIES]

[removed: | Note 11] [added: NOTE 10] - [removed: Goodwill and identifiable intangible assets, net | | | [140](#if501fdb80ab242bab436cc5c5f81b838_373) | | |][added: GOODWILL AND IDENTIFIABLE INTANGIBLE ASSETS, NET]

[removed: | Note 13] [added: NOTE 12] - [removed: Property and equipment, net | | | [142](#if501fdb80ab242bab436cc5c5f81b838_379) | | |][added: PROPERTY AND EQUIPMENT, NET]

[removed: | Note 14] [added: NOTE 13] - [removed: Leases | | | [142](#if501fdb80ab242bab436cc5c5f81b838_382) | | |][added: LEASES]

[removed: | Note 15 - Bank deposits | | | [143](#if501fdb80ab242bab436cc5c5f81b838_385) | | |][added: NOTE 14 – BANK DEPOSITS]

[removed: | Note 16 - Other borrowings | | | [145](#if501fdb80ab242bab436cc5c5f81b838_388) | | |][added: NOTE 15 – OTHER BORROWINGS]

[removed: | Note 17 - Senior notes payable | | | [146](#if501fdb80ab242bab436cc5c5f81b838_397) | | |][added: NOTE 16 – SENIOR NOTES PAYABLE]

| Note [removed: 18] [added: 17] - Income taxes | | | [removed: [147](#if501fdb80ab242bab436cc5c5f81b838_400)] [added: [141](#ie4a32adb44654df78bba567fb81bfaf0_400)] | | |

[removed: | Note 19 - Commitments, contingencies and guarantees | | | [151](#if501fdb80ab242bab436cc5c5f81b838_403) | | |][added: NOTE 18 – COMMITMENTS, CONTINGENCIES AND GUARANTEES]

| Note [removed: 20] [added: 19] - Shareholders’ equity | | | [removed: [153](#if501fdb80ab242bab436cc5c5f81b838_406)] [added: [147](#ie4a32adb44654df78bba567fb81bfaf0_406)] | | |

[removed: | Note 21] [added: NOTE 20] - [removed: Revenues | | | [156](#if501fdb80ab242bab436cc5c5f81b838_424) | | |][added: REVENUES]

[removed: | Note 22 - Interest income and interest expense | | | [159](#if501fdb80ab242bab436cc5c5f81b838_427) | | |][added: NOTE 21 – INTEREST INCOME AND INTEREST EXPENSE]

[removed: | Note 23] [added: NOTE 22] - [removed: Share-based and other compensation | | | [159](#if501fdb80ab242bab436cc5c5f81b838_430) | | |][added: SHARE-BASED AND OTHER COMPENSATION]

[removed: | Note 24 - Regulatory capital requirements | | | [162](#if501fdb80ab242bab436cc5c5f81b838_2748779073638) | | |][added: NOTE 23 – REGULATORY CAPITAL REQUIREMENTS]

[removed: | Note 25 - Earnings per share | | | [164](#if501fdb80ab242bab436cc5c5f81b838_436) | | |][added: NOTE 24 – EARNINGS PER SHARE]

[removed: | Note 26 - Segment information | | | [165](#if501fdb80ab242bab436cc5c5f81b838_439) | | |][added: NOTE 25 – SEGMENT INFORMATION]

[removed: | Note 27 - Condensed financial information (parent company only) | | | [167](#if501fdb80ab242bab436cc5c5f81b838_442) | | |][added: NOTE 26 – CONDENSED FINANCIAL INFORMATION (PARENT COMPANY ONLY)]

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

We have audited the accompanying consolidated statements of financial condition of Raymond James Financial, Inc. and subsidiaries (the Company) as of September 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income and comprehensive income, changes in shareholders’ equity, and cash flows for each of the years in the [removed: three year] [added: three-year] period ended September 30, [removed: 2024,] [added: 2025,] and the related notes (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of September 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the years in the [removed: three year] [added: three-year] period ended September 30, [removed: 2024,] [added: 2025,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of September 30, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated November [removed: 26, 2024] [added: 25, 2025] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

We are a public accounting firm registered with the [removed: Public Company Accounting Oversight Board (United States) (PCAOB)] [added: PCAOB] and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

As discussed in Note 2 and Note [removed: 8] [added: 7] to the consolidated financial statements, the Company’s allowance for credit losses on loans was [removed: $457] [added: $452] million as of September 30, [removed: 2024,] [added: 2025,] a portion of which related to the Raymond James Bank [added: (“Bank”)] allowance for credit losses (ACL) on C&I and CRE portfolio segments evaluated on a collective basis (the collective ACL).

The Company estimates the collective ACL using a current expected credit losses methodology which is based on relevant information about historical losses, current conditions, and reasonable and supportable forecasts of economic conditions [added: that affect the collectability of loan balances.]

[removed: The collective ACL is a product of multiplying the Company’s] estimates of probability of default (PD), loss given default (LGD) and exposure at default.

We identified the assessment of the September 30, [removed: 2024] [added: 2025] collective ACL on Raymond James Bank loans related to the C&I and CRE portfolio segments as a critical audit matter.

Specifically, the assessment encompassed the evaluation of the September 30, [removed: 2024] [added: 2025] collective ACL methodology, including the methods and models used to estimate the PDs and LGDs and their significant assumptions.

| Note 20 - Revenues | | | [150](#ie4a32adb44654df78bba567fb81bfaf0_421) | | |

The collective ACL is a product of multiplying the Company’s

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

New York, New York

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| Net activity under employee stock plans | | | | | | (264) | | | | | | (140) | | | | | | (74) | | |

| Reissuances under employee stock plans | | | | | | 153 | | | | | | 122 | | | | | | 70 | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| Proceeds from senior notes issuance, net of debt issuance costs paid | | | | | | 1,480 | | | | | | — | | | | | | — | | |

| Redemption of subordinated notes | | | | | | (98) | | | | | | — | | | | | | — | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

In November 2023, the Financial Accounting Standards Board (“FASB”) issued amended guidance related to disclosures for segment reporting (ASU 2023-07).

The amendment requires a public entity to disclose on an annual and interim basis, for each reportable segment, the significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss.

The guidance also requires a public entity to disclose, for each reportable segment, an amount for other segment items (those not captured as a significant expense) and the reported measure of a segment’s profit or loss.

We adopted this guidance on a retrospective basis as of October 1, 2024.

Since this amendment only requires additional disclosures, adoption did not have an impact on our financial position, results of operations, or cash flows.

Revenue from our performance obligations satisfied over time is

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

interest rates and expected principal prepayments and default probabilities.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

between three or more regulated institutions.

When the fair value of the collateral securing the

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES *Notes to Consolidated Financial Statements* | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

For share-based payment awards with performance conditions, we estimate the expected level of achievement of the award and recognize the compensation cost based on the level of achievement deemed probable.

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| Note 3 - Acquisitions | | | [114](#if501fdb80ab242bab436cc5c5f81b838_343) | | |

| Note 12 - Other assets | | | [141](#if501fdb80ab242bab436cc5c5f81b838_376) | | |

that affect the collectability of loan balances.

- potential bias in the accounting estimate.

Tampa, Florida

November 26, 2024

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Preferred stock issued for TriState Capital Holdings, Inc. (“TriState Capital”) acquisition | | | | | | — | | | | | | — | | | | | | 120 | | |

| Common stock issued for TriState Capital acquisition | | | | | | — | | | | | | — | | | | | | 778 | | |

| Restricted stock awards issued for TriState Capital acquisition | | | | | | — | | | | | | — | | | | | | 28 | | |

| Reissuances due to vesting of restricted stock units and exercise of stock options | | | | | | 122 | | | | | | 70 | | | | | | 98 | | |

| Investment in note receivable | | | | | | — | | | | | | — | | | | | | (125) | | |

| Common stock issued as consideration for TriState Capital acquisition | | | | | | $ | — | | | | | $ | — | | | | | $ | 778 | |

| Restricted stock awards issued as consideration for TriState Capital acquisition | | | | | | $ | — | | | | | $ | — | | | | | $ | 28 | |

| Preferred stock issued as consideration for TriState Capital acquisition | | | | | | $ | — | | | | | $ | — | | | | | $ | 120 | |

| Effective settlement of note receivable for TriState Capital acquisition | | | | | | $ | — | | | | | $ | — | | | | | $ | 123 | |

In March 2022, the Financial Accounting Standards Board (“FASB”) issued new guidance related to troubled debt restructurings (“TDRs”) and disclosures regarding write-offs of financing receivables (ASU 2022-02), amending guidance related to the measurement of credit losses on financial instruments (ASU 2016-13).

The update eliminates the requirement to use a discounted cash flow approach to measure the allowance for credit losses for TDRs and instead allows for the use of a current expected credit loss (“CECL”) approach for all loans.

Under a CECL approach, the impact of loan modifications and the subsequent performance of modified loans, including defaults, is reflected in the historical loss data used to calculate expected lifetime credit losses.

In addition, the update requires new disclosures about modifications granted to borrowers experiencing financial difficulty in the form of principal forgiveness, interest rate reductions, other-than-insignificant payment delays, term extensions, or a combination of these modifications.

The update also requires new disclosures for the financial effects of these modifications and for loan performance in the twelve months following the modification, and also requires disclosure of current period gross charge-offs by year of origination.

We adopted this guidance on a prospective basis as of October 1, 2023, which did not have a material impact on our financial position or results of operations.

Our significant accounting policies described below have been updated for adoption of this guidance where applicable.

of the insurance policy or annuity contract.

Mutual fund and annuity service fees

Fair value is a market-based measurement considered from the perspective of a market participant.

Prior to the adoption of ASU 2022-02 on October 1, 2023, loan modifications to borrowers experiencing financial difficulty, where such loans were restructured in a manner that granted a concession that would not normally be granted, were deemed to be troubled debt restructurings (“TDRs”).

Such loans were subject to our nonaccrual policies.

mention or worse as defined by bank regulators).

environmental conditions affecting the financial assets.

The development of the forecast used for CRE and residential mortgage loans incorporates an assumption that each macroeconomic variable will revert to a long-term expectation starting in years two to four of the forecast and largely completing within the first five years of the forecast.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

TriState Capital Bank’s deposits are primarily comprised of money market and savings accounts, including RJBDP deposits, and interest-bearing demand deposits.

appropriate to estimate the fair value of acquired intangible assets.

NOTE 3 – ACQUISITIONS

Acquisitions completed during the years ended September 30, 2024 and 2023

There were no changes during the three months ended September 30, [removed: 2024] [added: 2025] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Based on this evaluation, management concluded that our internal control over financial reporting was effective as of September 30, [removed: 2024.][added: 2025.]

KPMG LLP, who audited and reported on our consolidated financial statements included in this report, has issued an attestation report on our internal control over financial reporting as of September 30, [removed: 2024] [added: 2025] (included as follows).

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

We have audited Raymond James Financial, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of September 30, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial condition of the Company as of September 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income and comprehensive income, changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended September 30, [removed: 2024,] [added: 2025,] and the related notes (collectively, the consolidated financial statements), and our report dated November [removed: 26, 2024] [added: 25, 2025] expressed an unqualified opinion on those consolidated financial statements.

New York, New York

November 25, 2025

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

Tampa, Florida

November 26, 2024

None of our directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the three months ended September 30, [removed: 2024.][added: 2025.]

The balance of the information required by Item 10 is incorporated herein by reference to the registrant’s definitive proxy statement for the [removed: 2025] [added: 2026] Annual Meeting of Shareholders which will be filed with the SEC no later than 120 days after the close of the fiscal year ended September 30, [removed: 2024.][added: 2025.]

The information required by Items 11 (excluding the information required by Item 402(v) of Regulation S-K), 12, 13 and 14 is incorporated herein by reference to the registrant’s definitive proxy statement for the [removed: 2025] [added: 2026] Annual Meeting of Shareholders which will be filed with the SEC no later than 120 days after the close of the fiscal year ended September 30, [removed: 2024.][added: 2025.]

See below and continued on the following [removed: pages.(1)][added: pages.]

| Exhibit Number | | | | | | Description | | | [added: | | |]

| [removed: 2] [added: 10.6] | | | | | | [removed: [Agreement] [added: [Second Amended] and [removed: Plan of Merger,] [added: Restated Credit Agreement,] dated [removed: October 20, 2021,] [added: as of](https://www.sec.gov/Archives/edgar/data/720005/000119312525213526/d34977dex101.htm) [September 23, 2025](https://www.sec.gov/Archives/edgar/data/720005/000119312525213526/d34977dex101.htm)[,] among Raymond James Financial, Inc., [removed: Macaroon One LLC, Macaroon Two LLC and TriState Capital Holdings,] [added: Raymond James & Associates,] Inc., [added: the Lenders party thereto and Bank of America, N.A,] incorporated by reference to Exhibit [removed: 2.1] [added: 10.1] to the [removed: Company’s] [added: Company's] Current Report on Form 8-K, filed with the Securities and Exchange Commission on [removed: October 26, 2021.](https://www.sec.gov/Archives/edgar/data/720005/000119312521308159/d219141dex21.htm)] [added: September 23, 2025.](https://www.sec.gov/Archives/edgar/data/720005/000119312525213526/d34977dex101.htm)] | | | [added: | | |]

| 3.1.1 | | | | | | [Amended and Restated Articles of Incorporation of Raymond James Financial, Inc. as filed with the Secretary of State of Florida on February 28, 2022, incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 9, 2022](https://www.sec.gov/Archives/edgar/data/720005/000072000522000027/ex312022033110q.htm). | | | [added: | | |]

| 3.1.2 | | | | | | [Articles of Amendment to Amended and Restated Articles of Incorporation of Raymond James Financial, Inc. relating to the Raymond James Financial, Inc. 6.75% Fixed-to-Floating Rate Series A Non-Cumulative Perpetual Preferred Stock, $0.10 par value per share, incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form 8-A, filed with the Securities and Exchange Commission on May 31, 2022.](https://www.sec.gov/Archives/edgar/data/720005/000119312522163765/d361652dex33.htm) | | | [added: | | |]

| 3.1.3 | | | | | | [Articles of Amendment to Amended and Restated Articles of Incorporation of Raymond James Financial, Inc. relating to the Raymond James Financial, Inc. 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock, $0.10 par value per share, incorporated by reference to Exhibit 3.4 to the Company’s Registration Statement on Form 8-A, filed with the Securities and Exchange Commission on May 31, 2022.](https://www.sec.gov/Archives/edgar/data/720005/000119312522163765/d361652dex34.htm) | | | [added: | | |]

| 3.2 | | | | | | [Amended and Restated By-Laws of Raymond James Financial, Inc. reflecting amendments adopted by the Board of Directors on August 21, [removed: 202](https://www.sec.gov/Archives/edgar/data/720005/000072000524000055/rjfbylaws08212024amended.htm)[4](https://www.sec.gov/Archives/edgar/data/720005/000072000524000055/rjfbylaws08212024amended.htm)[,] [added: 2024,] incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on [removed: August](https://www.sec.gov/Archives/edgar/data/720005/000072000524000055/rjfbylaws08212024amended.htm) [23, 2024](https://www.sec.gov/Archives/edgar/data/720005/000072000524000055/rjfbylaws08212024amended.htm)[.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000055/rjfbylaws08212024amended.htm)] [added: August 23, 2024.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000055/rjfbylaws08212024amended.htm)] | | | [added: | | |]

| 4.2.1 | | | | | | [Indenture, dated as of August 10, 2009 for Senior Debt Securities, between Raymond James Financial, Inc. and The Bank of New York Mellon Trust Company, N.A., incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 10, 2009.](https://www.sec.gov/Archives/edgar/data/720005/000072000509000061/ex4_2.htm) | | | [added: | | |]

| 4.2.2 | | | | | | [Sixth Supplemental Indenture, dated as of July 12, 2016, for the 4.950% Senior Notes Due 2046, between Raymond James Financial, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 12, 2016.](https://www.sec.gov/Archives/edgar/data/720005/000119312516646449/d204335dex42.htm) | | | [added: | | |]

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

| 4.2.3 | | | | | | [Sixth (Reopening) Supplemental Indenture, dated as of May 10, 2017, for the 4.950% Senior Notes due 2046, between Raymond James Financial, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 10, 2017.](https://www.sec.gov/Archives/edgar/data/720005/000119312517165798/d394606dex41.htm) | | | [added: | | |]

| 4.2.4 | | | | | | [Seventh Supplemental Indenture, dated as of March 31, 2020, for the 4.650% Senior Notes due 2030, between Raymond James Financial, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on March 31, 2020.](https://www.sec.gov/Archives/edgar/data/720005/000114036120007553/nt10010330x4_ex4-2.htm) | | | [added: | | |]

| 4.2.5 | | | | | | [Eighth Supplemental Indenture, dated as of April 1, 2021, for the 3.750% Senior Notes due 2051, between Raymond James Financial, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on April 2, 2021.](https://www.sec.gov/Archives/edgar/data/720005/000119312521105155/d156146dex42.htm) | | | [added: | | |]

| 4.3 | | | | | | [Deposit Agreement among TriState Capital Holdings, Inc., Computershare Inc., Computershare Trust Company, N.A. and the holders from time to time of the depositary receipts described therein relating to 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock, incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form 8-A, filed with the Securities and Exchange Commission on May 31, 2022.](https://www.sec.gov/Archives/edgar/data/720005/000119312522163765/d361652dex43.htm) | | | [added: | | |]

| 4.4 | | | | | | [Form of First Amendment to Deposit Agreement among Raymond James Financial, Inc., TriState Capital Holdings, Inc., Computershare Inc., Computershare Trust Company, N.A. and the holders from time to time of the depositary receipts described therein relating to 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock, incorporated by reference to Exhibit 4.4 to the Company’s Registration Statement on Form 8-A, filed with the Securities and Exchange Commission on May 31, 2022.](https://www.sec.gov/Archives/edgar/data/720005/000119312522163765/d361652dex44.htm) | | | [added: | | |]

| 4.5 | | | | | | [Form of Depositary Receipt—Series B (included as part of Exhibit 4.4).](https://www.sec.gov/Archives/edgar/data/720005/000119312522163765/d361652dex44.htm) | | | [added: | | |]

| 10.1.1 | | | * | | | [Raymond James Financial, Inc. Amended and Restated 2012 Stock Incentive Plan (as amended [removed: through February 23, 2023),] [added: through](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm) [D](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[ecember](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm) [3](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[, 2024](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[),] incorporated by reference [removed: to Appendix B] [added: to](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm) [Exhibit 10.1] to the [removed: Company’s Definitive Proxy Statement for the Annual Meeting of Shareholders held February 23, 2023,] [added: C](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[o](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[mpany](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[’](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[s Quarterly Report on Form 10-Q](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[,] filed with the Securities and Exchange Commission [removed: on January 11, 2023.](https://www.sec.gov/Archives/edgar/data/720005/000072000523000011/a2023raymondjamesnps.htm)] [added: on](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm) [F](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[ebruary 7, 2025](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)[.](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1012024123110q.htm)] | | | [added: | | |]

| 10.1.2 | | | * | | | [Form of Restricted Stock Unit Agreement for Non-Employee Director under 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.25 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 9, 2012.](https://www.sec.gov/Archives/edgar/data/720005/000072000512000056/ex10_25.htm) | | | [added: | | |]

| 10.1.3 | | | * | | | [Form of Stock Option Agreement under 2012 Stock Incentive Plan, as revised and approved on August 21, 2013, incorporated by reference to Exhibit 10.16.3 to the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on November 26, 2013.](https://www.sec.gov/Archives/edgar/data/720005/000072000513000089/rjf-ex10163_2013930x10k.htm) | | | [added: | | |]

| 10.1.4 | | | * | | | [Form of Restricted Stock Unit Agreement for Non-Bonus Award (Employee/Independent Contractor) under 2012 Stock Incentive Plan, as revised and approved on August 21, 2013, incorporated by reference to Exhibit 10.16.4 to the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on November 26, 2013.](https://www.sec.gov/Archives/edgar/data/720005/000072000513000089/rjf-ex10164_2013930x10k.htm) | | | [added: | | |]

| 10.1.5 | | | * | | | [Form of Stock Option Agreement under 2012 Stock Incentive Plan, as revised and approved on November 20, 2013, incorporated by reference to Exhibit 10.23 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on February 7, 2014.](https://www.sec.gov/Archives/edgar/data/720005/000072000514000012/rjf-ex1023_20131231x10q.htm) | | | [added: | | |]

| 10.1.6 | | | * | | | [Form of Restricted Stock Unit Agreement for Non-Bonus Award under 2012 Stock Incentive Plan, as revised and approved on November 20, 2013, incorporated by reference to Exhibit 10.24 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on February 7, 2014.](https://www.sec.gov/Archives/edgar/data/720005/000072000514000012/rjf-ex1024_20131231x10q.htm) | | | [added: | | |]

| 10.1.7 | | | | | | [Raymond James Financial, Inc. 2012 Stock Incentive Plan Sub-Plan for French Employees with Form of Restricted Stock Unit Agreement, adopted and approved on February 20, 2014, incorporated by reference to Exhibit 10.16.9 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 9, 2014.](https://www.sec.gov/Archives/edgar/data/720005/000072000514000032/rjf-ex10169_20140331x10q.htm) | | | [added: | | |]

| 10.1.8 | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Non-Bonus Award for Canadian Employees, first used for awards granted on November 29, 2018, under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 6, 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000091/exhibit102_formcanadianrsu.htm) | | | [added: | | |]

| 10.1.9 | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Non-Bonus Award, first used for awards granted on November 29, 2018, under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 6, 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000091/exhibit103_formrsunon-bonu.htm) | | | [added: | | |]

| 10.1.10 | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Stock Bonus Award (time-based vesting) for Canadian Employees, first used for awards granted on December 14, 2018, under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 20, 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000096/exhibit102_formcanadianrsu.htm) | | | [added: | | |]

| 10.1.11 | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Stock Bonus Award (time-based vesting), first used for awards granted on December 14, 2018, under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 20, 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000096/exhibit103_formrsubonustim.htm) | | | [added: | | |]

| 10.1.12 | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Stock Bonus Award (performance-based vesting) for Canadian Employees, first used for awards granted on December 14, 2018, under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 20, 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000096/exhibit105_formcanadianrsu.htm) | | | [added: | | |]

| 10.1.13 | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Stock Bonus Award (performance-based [removed: vesting), first used for awards granted on December 14, 2018,] [added: vesting with rTSR)] under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit [removed: 10.6] [added: 10.3] to the Company’s [removed: Current] [added: Quarterly] Report on Form [removed: 8-K,] [added: 10-Q,] filed with the Securities and Exchange Commission on [removed: December 20, 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000096/exhibit106_formrsubonusper.htm)] [added: February 8, 2022.](https://www.sec.gov/Archives/edgar/data/720005/000072000522000010/ex1032021123110q.htm)] | | | [added: | | |]

| [removed: 10.1.14] [added: 10.1.18] | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Stock Bonus Award (performance-based vesting with rTSR) [added: for U.S. Employees] under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit [removed: 10.3] [added: 10.4] to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on February [removed: 8, 2022.](https://www.sec.gov/Archives/edgar/data/720005/000072000522000010/ex1032021123110q.htm)] [added: 7, 2025.](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1042024123110q.htm)] | | | [added: | | |]

| [removed: 10.1.15] [added: 10.1.14] | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Special Retention Award (performance-based vesting with rTSR) for Mr. Paul C. Reilly under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 19, 2022.](https://www.sec.gov/Archives/edgar/data/720005/000072000522000070/ex101formspecialretentionp.htm) | | | [added: | | |]

| [removed: 10.1.16] [added: 10.1.15] | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Special Retention Award (time-based vesting) for Mr. Paul C. Reilly under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 19, 2022.](https://www.sec.gov/Archives/edgar/data/720005/000072000522000070/ex102formspecialretentionr.htm) | | | [added: | | |]

| [removed: 10.2] [added: 10.3] | | | * | | | [removed: [Amended] [added: [Raymond James Financial, Inc. Amended] and Restated [removed: Raymond James Financial Long-Term Incentive] [added: Voluntary Deferred Compensation] Plan, effective [removed: August 22, 2018,] [added: May 17, 2017,] incorporated by reference to Exhibit [removed: 10.9] [added: 10.12] to the Company’s Annual Report on Form 10-K, filed with the Securities Exchange Commission on November 21, [removed: 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000083/ex109_ltipamendmentx2018xf.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000083/ex1012_amendedraymondxjame.htm)] | | | [added: | | |]

| [removed: 10.3] [added: 97.2] | | | [removed: *] | | | [Raymond James Financial, Inc. [removed: Amended and Restated Voluntary Deferred] Compensation [removed: Plan, effective May 17, 2017,] [added: Recoupment Policy](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9722024093010k.htm)[,] incorporated by reference to Exhibit [removed: 10.12 to] [added: 97.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9722024093010k.htm)[2](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9722024093010k.htm) [to] the Company’s Annual Report on Form 10-K, filed with the Securities [added: and] Exchange Commission on November [removed: 21, 2018.](https://www.sec.gov/Archives/edgar/data/720005/000072000518000083/ex1012_amendedraymondxjame.htm)] [added: 26, 2024.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9722024093010k.htm)] | | | [added: | | |]

| 10.4 | | | * | | | [Amended and Restated Raymond James Financial, Inc. 2003 Employee Stock Purchase [removed: Plan,] [added: Plan](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm) [](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm)[(as amended through February](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm) [20](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm)[,](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm) [202](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm)[5](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm)[)](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm)[,] incorporated by reference [removed: to Appendix A] [added: to](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm) [Exhibit 10.1] to the Company’s [removed: Definitive Proxy Statement for the Annual Meeting of Shareholders held February 28, 2019,] [added: Quarterly Report on Form 10-Q,] filed with the Securities and Exchange Commission on [removed: January 17, 2019.](https://www.sec.gov/Archives/edgar/data/720005/000072000519000004/rjf_proxystmtx9302018.htm#s3548bd77792e48a088048b5dd87cf3e1)] [added: May 7, 2025](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm)[.](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1012025033110q.htm)] | | | [added: | | |]

| 10.5 | | | * | | | [Amended and Restated Form of Director and Officer Indemnification Agreement, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on March 6, 2019.](https://www.sec.gov/Archives/edgar/data/720005/000072000519000025/exhibit101_rjfdoindemnific.htm) | | | [added: | | |]

| [removed: 10.6] [added: 97.1] | | | | | | [removed: [Amended and Restated Credit Agreement, dated as of April 6, 2023, among Raymond] [added: [Raymond] James Financial, [removed: Inc., Raymond James & Associates, Inc., the Lenders party thereto and Bank of America, N.A, incorporated] [added: Inc. Dodd-Frank Clawback Policy](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9712024093010k.htm)[,](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9712024093010k.htm) [incorporated] by reference to [removed: Exhibit 10.1 to] [added: Exhibit](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9712024093010k.htm) [97.1](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9712024093010k.htm) [to] the [removed: Company's Current] [added: Company’s Annual] Report on Form [removed: 8-K,] [added: 10-K,] filed with the Securities and Exchange Commission on [removed: April 12, 2023.](https://www.sec.gov/Archives/edgar/data/720005/000072000523000037/ex101rjamendedandrestate.htm)] [added: November 26, 2024](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9712024093010k.htm)[.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9712024093010k.htm)] | | | [added: | | |]

| 19 | | | | | | [Raymond James Financial, Inc. Insider Trading Policy with Respect to Company [removed: Securi](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)[ties.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)[, incorporated by reference to Exhibit 19 to the C](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)[ompany](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)[’](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)[s Annual Report on Form 10-K, filed with the Securities and Exchange](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm) [Commission](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm) [on Nove](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)[mber 26, 2024](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)[.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex192024093010k.htm)] | | | [added: | | |]

| 21 | | | | | | [List of [removed: Subsidiaries.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex212024093010k.htm)] [added: Subsidiaries.](https://www.sec.gov/Archives/edgar/data/720005/000072000525000093/ex212025093010k.htm)] | | | [added: | | |]

| 23 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex232024093010k.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/720005/000072000525000093/ex232025093010k.htm)] | | | [added: | | |]

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 4.1 | | | | | | [Description of Capital Stock](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex412024093010k.htm)[, incorporated by reference to Exhibit](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex412024093010k.htm) [4.1 to](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex412024093010k.htm) [the Company](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex412024093010k.htm)[’](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex412024093010k.htm)[s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on November 26, 2024](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex412024093010k.htm)[.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex412024093010k.htm) | | | | | |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Exhibit Number | | | | | | Description | | | | | |

| 4.2.6 | | | | | | [Tenth Supplemental Indenture, dated as of September 11, 2025](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex42.htm) [for Senior Debt Securities](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex42.htm)[, between Raymond James Financial, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4.](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex42.htm)[2](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex42.htm) [to the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 11, 2025.](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex42.htm) | | | | | |

| 4.2.7 | | | | | | [Eleventh](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex43.htm) [Supplemental Indenture, dated as of September 11, 2025, for the](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex43.htm) [4.90](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex43.htm)[0% Senior Notes due 20](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex43.htm)[35 and its 5.650% Senior Notes due 2055](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex43.htm)[, between Raymond James Financial, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 11, 2025.](https://www.sec.gov/Archives/edgar/data/720005/000119312525201329/d91239dex43.htm) | | | | | |

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [Index](#ie4a32adb44654df78bba567fb81bfaf0_7) | | |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Exhibit Number | | | | | | Description | | | | | |

| 10.1.16 | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Management Award for U.S. Employees under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on February 7, 2025.](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1022024123110q.htm) | | | | | |

| 10.1.17 | | | * | | | [Form of Restricted Stock Unit Award Notice and Agreement for Stock Bonus Award (time-based vesting) for U.S. Employees under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on February 7, 2025.](https://www.sec.gov/Archives/edgar/data/0000720005/000072000525000025/ex1032024123110q.htm) | | | | | |

| 10.1.19 | | | * | | | [Form of Deferred Share Unit Agreement for Directors (Deferred Payment Event) under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 7, 2025.](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1022025033110q.htm) | | | | | |

| 10.1.20 | | | * | | | [Form of Deferred Share Unit Agreement for Directors (Separation from Service Election) under the Amended and Restated 2012 Stock Incentive Plan, incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 7, 2025.](https://www.sec.gov/Archives/edgar/data/720005/000072000525000053/ex1032025033110q.htm) | | | | | |

| 10.2 | | | * | | | [Amended and Restated Raymond James Financial Long-Term Incentive Plan, effective August 2](https://www.sec.gov/Archives/edgar/data/720005/000072000525000093/ex1022025093010k.htm)[0](https://www.sec.gov/Archives/edgar/data/720005/000072000525000093/ex1022025093010k.htm)[, 20](https://www.sec.gov/Archives/edgar/data/720005/000072000525000093/ex1022025093010k.htm)[25](https://www.sec.gov/Archives/edgar/data/720005/000072000525000093/ex1022025093010k.htm)[.](https://www.sec.gov/Archives/edgar/data/720005/000072000525000093/ex1022025093010k.htm) | | | | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 4.1 | | | | | | [Description of Capital Stock.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex412024093010k.htm) | | |

| 97.1 | | | | | | [Raymond James Financial, Inc. Dodd-Frank Clawback Policy.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9712024093010k.htm) | | |

| 97.2 | | | | | | [Raymond James Financial, Inc. Co](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9722024093010k.htm)[mpensation Recoupment Policy.](https://www.sec.gov/Archives/edgar/data/720005/000072000524000069/ex9722024093010k.htm) | | |

(1)Certain instruments defining the rights of holders of the $97,500,000 in aggregate principal amount of 5.75% Fixed-to-Floating Rate Subordinated Notes due 2030 that the registrant assumed from TriState Capital in connection with the acquisition on June 1, 2022 are omitted pursuant to Section (b)(4)(iii)(A) of Item 601 of Regulation S-K.

The registrant agrees to furnish copies of these instruments to the SEC upon request.

| RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES | | | [removed: [Index](#if501fdb80ab242bab436cc5c5f81b838_7)] [added: [Index](#ie4a32adb44654df78bba567fb81bfaf0_7)] | | |

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of St. Petersburg, State of Florida, on the [removed: 26th] [added: 25th] day of November [removed: 2024.][added: 2025.]

| Paul [removed: C. Reilly, Chair and] [added: M. Shoukry,] Chief Executive Officer | | |

| /s/ PAUL [removed: C. REILLY] [added: M. SHOUKRY] | | | [removed: Chair and] Chief Executive Officer (Principal Executive Officer) and Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ JONATHAN W. OORLOG, JR. | | | Chief Financial Officer (Principal Financial Officer) | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ KATHERINE H. LARSON | | | Chief Accounting Officer (Principal Accounting Officer) | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ MARLENE DEBEL | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ JEFFREY N. EDWARDS | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ BENJAMIN C. ESTY | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ ART A. GARCIA | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ ANNE GATES | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ GORDON L. JOHNSON | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ RAYMOND W. MCDANIEL, JR. | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ RODERICK C. MCGEARY | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| /s/ CECILY [added: M.] MISTARZ | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| Cecily [added: M.] Mistarz | | | | | | | | |

| /s/ RAJ SESHADRI | | | Director | | | November [removed: 26, 2024] [added: 25, 2025] | | |

| By: /s/ PAUL M. SHOUKRY | | |

| /s/ PAUL C. REILLY | | | Executive Chair and Director | | | November 25, 2025 | | |

| /s/ MARK W. BEGOR | | | Director | | | November 25, 2025 | | |

| Mark W. Begor | | | | | | | | |

| | | | | | | | | |

| By: /s/ PAUL C. REILLY | | |

| /s/ PAUL M. SHOUKRY | | | President and Director | | | November 26, 2024 | | |