What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2021-11-23 compared with 2020-11-24 · 290 added, 254 removed, 242 unchanged (69% of the section changed)

Raymond James Financial, Inc.

(“RJF,” the “firm” or the “Company”) is a leading diversified financial services company providing private client group, capital markets, asset management, banking and other services to individuals, corporations and municipalities.

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

(“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, 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, 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 services, and trust services.

We operate predominately in the United States (“U.S.”) and, to a lesser extent, in Canada, the United Kingdom (“U.K.”), and other parts of Europe.

Established in 1962 and public since 1983, RJF is listed on the New York Stock Exchange (the “NYSE”) under the symbol “RJF.” As a bank holding company and financial holding company, RJF is subject to supervision, examination and regulation by the Board of Governors of the Federal Reserve System (the “Fed”).

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

As used herein, the terms “our,” “we,” or “us” refer to RJF and/or one or more of its subsidiaries.

Established in 1962 and public since 1983, RJF is listed on the New York Stock Exchange (the “NYSE”) under the symbol “RJF.” As a bank holding company (“BHC”) and financial holding company (“FHC”), RJF is subject to supervision, examination and regulation by the Board of Governors of the Federal Reserve System (“the Fed”).

Among the keys to our historical and continued success, our emphasis on putting the client first is at the core of our corporate values.

2 unchanged sentences

REPORTABLE SEGMENTS

We currently operate through five segments.

Our business segments are Private Client Group (“PCG”), Capital Markets, Asset Management and Raymond James Bank (“RJ Bank”).

Our Other segment includes our private equity investments, interest income on certain corporate cash balances, and certain corporate overhead costs of RJF that are not allocated to our business segments, including the interest costs on our public debt.

We currently operate through the following five segments:

Private Client Group (“PCG”);

Capital Markets;

Asset Management;

Raymond James Bank;

The following graph depicts the relative net revenue contribution of each of our business segments for the fiscal year ended September 30, 2021.

1 unchanged sentence

Private Client Group

We provide financial planning, investment advisory and securities transaction services through a branch office network.

Financial advisors have multiple affiliation options, which we refer to as AdvisorChoice.

Our two primary affiliation options for financial advisors are the employee option and the independent contractor option.

We recruit experienced financial advisors from a wide variety of competitors.

As a part of their agreement to join us, we may make loans to financial advisors and certain key revenue producers primarily for recruiting, transitional cost assistance, and retention purposes.

We provide financial planning, investment advisory and securities transaction services to clients through financial advisors.

Total client assets under administration (“AUA”) in our PCG segment as of September 30, 2021 were $1.12 trillion, of which $627.1 billion related to fee-based accounts (“fee-based AUA”).

We had 8,482 financial advisors affiliated with us as of September 30, 2021.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

Total client assets under administration (“AUA”) in our PCG segment as of September 30, 2020 were $883.3 billion, of which $475.3 billion related to fee-based accounts (“fee-based AUA”).

We had 8,239 financial advisors affiliated with us as of September 30, 2020.

We offer multiple affiliation options, which we refer to as AdvisorChoice.

Financial advisors primarily affiliate with us directly as either employees or independent contractors, or as employees of the third-party firms to which we provide services through our RIA and Custody Services (“RCS”) division.

Employee financial advisors

Employee financial advisors work in a traditional branch setting supported by local management and administrative staff.

They provide services predominately to retail clients.

Compensation for these financial advisors primarily includes commission payments and participation in the firm’s benefit plans.

Employee financial advisors work in a traditional branch supported by local management and administrative staff.

They provide services predominantly to retail clients.

Compensation for these financial advisors primarily includes a payout on revenues they generate and such advisors also participate in the firm’s employee benefit plans.

Independent contractor financial advisors

2 unchanged sentences

With specific approval, and on a limited basis, they are permitted to conduct certain other approved business activities, such as offering insurance products, independent registered investment advisory services, and accounting and tax services.

RIA and Custody Services

Through our domestic RCS division, we offer third-party RIAs and broker-dealers a range of products and services including custodial services, trade execution, 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 assets under administration.

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

Financial advisors associated with firms in RCS are not included in our financial advisor counts, although their client assets, which totaled $92.7 billion as of September 30, 2021, are included in our AUA.

Products and services

Irrespective of the affiliation choice, our financial advisors offer a broad range of investment products and services, including both third-party and proprietary products, and a variety of financial planning services.

We offer a broad range of third-party and proprietary investment products and services to meet our clients’ various investment and financial needs.

Revenues from this segment are typically driven by AUA and are generally either asset-based or transactional in nature.

The proportion of our brokerage revenues originating from the employee versus independent contractor affiliation models is relatively balanced.

PCG segment net revenues for the fiscal year ended September 30, 2021 are presented in the following graph.

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

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

We provide the following products and services through this segment:

2 unchanged sentences

• Insurance and annuity products.

• Professionally managed mutual funds.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

• Support to third-party product partners, including sales and marketing support, product availability and distribution, and accounting and administrative services.

• Mutual funds.

• Support to third-party product partners, including sales and marketing support, distribution and accounting and administrative services.

• Administrative services to banks to which we sweep a portion of our clients’ cash deposits as part of the Raymond James Bank Deposit Program (“RJBDP”), our multi-bank sweep program.

Fees received from third-party banks for these services are variable in nature and fluctuate based on client cash balances in the program, as well as the level of short-term interest rates relative to interest paid to clients by the third-party banks on balances in the RJBDP.

PCG also earns servicing fees from RJ Bank, which are based on the number of accounts that are swept to RJ Bank.

PCG also earns servicing fees from Raymond James Bank, which are based on the number of accounts that are swept to Raymond James Bank as part of the RJBDP.

These fees are eliminated in consolidation.

1 unchanged sentence

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

• Custodial services, trading, research and other support and services (including access to clients’ account information and the services of the Asset Management segment) to the independent registered investment advisors who are affiliated with us.

• Securities borrowing and lending activities with other broker-dealers, financial institutions and other counterparties.

2 unchanged sentences

Capital Markets

Our Capital Markets segment conducts institutional sales, securities trading, equity research, investment banking and the syndication and management of investments that qualify for tax credits (referred to as our “tax credit funds” business).

Our Capital Markets segment conducts investment banking, institutional sales, securities trading, the syndication and management of investments in low-income housing funds, the majority of which qualify for tax credits (referred to as our “tax credit funds” business), and equity research.

Capital Markets segment net revenues for the fiscal year ended September 30, 2021 are presented in the following graph.

* Included in “Investment banking” on our Consolidated Statements of Income and Comprehensive Income.

We provide the following products and services through this segment.

Equity products and services

• We earn brokerage revenues on the sale of equity products to institutional clients.

Client activity is influenced by a combination of general market activity and our Capital Markets group’s ability to identify attractive investment opportunities for our institutional clients.

Revenues on equity transactions are generally based on trade size and the amount of business conducted annually with each institution.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

• We provide various investment banking services including public and private equity financing for corporate clients and merger & acquisition and advisory services.

Our investment banking activities include a comprehensive range of strategic and financial advisory services tailored to our clients’ business life cycles and backed by our strategic industry focus.

We provide the following products and services through this segment.

Investment banking

• Merger & acquisition and advisory - We provide a comprehensive range of strategic and financial advisory assignments, including with respect to mergers and acquisitions, divestitures and restructurings, across a number of industries throughout the U.S., Canada and Europe.

• Equity underwriting - We provide public and private equity financing services, including the underwriting of common and preferred stock and other equity securities, to corporate clients throughout the U.S., Canada and Europe across a number of industries.

• Debt underwriting - Our services include public finance and debt underwriting activities where we serve as a placement agent or underwriter to various issuers, including private and public corporate entities, state and local government agencies (and their political subdivisions), and non-profit entities including healthcare and higher education institutions.

• Fixed income - We earn revenues from institutional clients who purchase and sell both taxable and tax-exempt fixed income products, primarily municipal, corporate, government agency and mortgage-backed bonds, and whole loans.

We carry inventories of debt securities to facilitate client transactions.

We also enter into interest rate derivatives to facilitate client transactions or to actively manage risk exposures that arise from our client activity, including a portion of our trading inventory.

In addition, we conduct a “matched book” derivatives business where we may enter into interest rate derivative transactions with clients.

In this matched book business, for every derivative transaction we enter into with a client, we enter into an offsetting derivative transaction with a credit support provider that is a third-party financial institution.

• Equity - We earn brokerage revenues on the sale of equity products to institutional clients.

Client activity is influenced by a combination of general market activity and our ability to identify attractive investment opportunities for our institutional clients.

Revenues on equity transactions are generally based on trade size and the amount of business conducted annually with each institution.

Our global research department supports our institutional and retail sales efforts and publishes research on a wide variety of companies.

This research primarily focuses on U.S.

and Canadian companies in specific industries, including consumer, energy, financial services, healthcare, industrial, mining and natural resources, real estate, technology and communications, and transportation.

and Canadian companies across a multitude of industries.

Research reports are made available to both institutional and retail clients.

Fixed income products and services

• We earn revenues from institutional clients who purchase and sell both taxable and tax-exempt fixed income products, primarily municipal, corporate, government agency and mortgage-backed bonds, and whole loans.

We carry inventories of taxable and tax-exempt securities to facilitate client transactions.

• Our investment banking services include public finance and debt underwriting activities where we serve as a financial advisor, placement agent or underwriter to various issuers, including private and public corporate entities, state and local government agencies (and their political subdivisions), housing agencies, and non-profit entities including healthcare and higher education institutions.

• We enter into interest rate derivatives to facilitate client transactions or to actively manage risk exposures that arise from our client activity, including a portion of our trading inventory.

In addition, we conduct a “matched book” derivatives business where we may enter into interest rate derivative transactions with clients.

Tax credit funds

• We act as the general partner or managing member in partnerships and limited liability companies that invest in real estate project entities which qualify for tax credits 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 over the statutory tax credit compliance period.

We act as the general partner or managing member in partnerships and limited liability companies that invest in real estate entities, the majority of which qualify for tax credits 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.

Asset Management

3 unchanged sentences

This segment also provides asset management services through Carillon Tower Advisers and affiliates (collectively, “Carillon Tower Advisers”) for certain retail accounts managed on behalf of third-party institutions, institutional accounts and proprietary mutual funds that we manage.

Management fees in this segment are generally calculated as a percentage of the value of our fee-billable financial assets under management (“AUM”) in both AMS (including the portion of fee-based AUA in PCG that is overseen by AMS) and Carillon Tower Advisers, where investment decisions are made by in-house or third-party portfolio managers or investment committees.

The fee rates applied are dependent upon various factors, including the distinctive services provided and the level of assets within each client relationship.

Management fees in this segment are generally calculated as a percentage of the value of our fee-billable financial assets under management (“AUM”) in both AMS, which includes the portion of fee-based AUA in PCG that is overseen by AMS, and Carillon Tower Advisers, where investment decisions are made by in-house or third-party portfolio managers or investment committees.

The fee rates applied are dependent upon various factors, including the distinctive services provided and the level

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

of assets within each client relationship.

The fee rates applied in Carillon Tower Advisers may also vary based on the account objective (i.e., equity, fixed income, or balanced).

2 unchanged sentences

Our Asset Management segment also earns administrative fees on certain fee-based assets within PCG that are not overseen by our Asset Management segment, but for which the segment provides administrative support (e.g., record-keeping).

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

Our AUM and our Carillon Tower Advisers AUM by objective as of September 30, 2021 are presented in the following graphs.

RJ Bank is a national bank that provides various types of loans, including corporate loans (commercial and industrial (“C&I”), commercial real estate (“CRE”) and CRE construction), tax-exempt loans, residential loans, securities-based loans (“SBL”) and other loans.

RJ Bank is active in corporate loan syndications and participations.

RJ Bank also provides Federal Deposit Insurance Corporation (“FDIC”)-insured deposit accounts, including to clients of our broker-dealer subsidiaries.

RJ Bank generates net interest income principally through the interest income earned on loans and an investment portfolio of securities, which is offset by the interest expense it pays on client deposits and on its borrowings.

As of September 30, 2020, corporate and tax-exempt loans represented approximately 57% of RJ Bank’s loan portfolio, of which 87% were U.S.

Raymond James Bank

Raymond James Bank is a Florida state-chartered bank and Fed member bank that provides various types of loans, including corporate loans (commercial and industrial (“C&I”), commercial real estate (“CRE”) and real estate investment trust (“REIT”)), tax-exempt loans, residential loans, securities-based loans (“SBL”) and other loans.

Raymond James Bank is active in corporate loan syndications and participations.

Raymond James Bank also provides Federal Deposit Insurance Corporation (“FDIC”)-insured deposit accounts, including to clients of our broker-dealer subsidiaries.

Raymond James Bank generates net interest income principally through the interest income earned on loans and an investment portfolio of securities, which is offset by the interest expense it pays on client deposits and on its borrowings.

As of September 30, 2021, corporate and tax-exempt loans represented approximately 38% of Raymond James Bank’s total assets, and 87% of such loans were U.S.

and Canadian syndicated loans.

Residential mortgage loans are originated or purchased and held for investment or sold in the secondary market.

RJ Bank’s investment portfolio is primarily comprised of agency mortgage-backed securities (“MBS”) and agency collateralized mortgage obligations (“CMOs”) and is classified as available-for-sale.

RJ Bank’s liabilities primarily consist of deposits that are cash balances swept from the investment accounts of PCG clients.

The following graph details the composition of RJ Bank’s total assets as of September 30, 2020.

Raymond James Bank’s investment portfolio is primarily comprised of agency mortgage-backed securities (“MBS”) and agency collateralized mortgage obligations (“CMOs”) and is classified as available-for-sale.

Raymond James Bank’s liabilities primarily consist of cash deposits that are swept from the investment accounts of PCG clients through the RJBDP.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

Our Other segment includes our private equity investments, interest income on certain corporate cash balances, and certain corporate overhead costs of RJF, including the interest costs on our public debt.

The Other segment also includes reduction in workforce expenses associated with certain position eliminations that occurred in our fiscal fourth quarter of 2020 in response to the economic environment.

The following graph details the composition of Raymond James Bank’s total assets as of September 30, 2021.

Our Other segment includes our private equity investments, interest income on certain corporate cash balances, certain acquisition-related expenses, and certain corporate overhead costs of RJF, including the interest costs on our public debt and any losses on extinguishment of such debt.

The Other segment also includes the reduction in workforce expenses, primarily the result of the elimination of certain positions, that occurred in our fiscal fourth quarter of 2020 in response to the economic environment at that time.

Our private equity portfolio includes various direct investments, as well as investments in third-party private equity funds and various legacy private equity funds which we sponsor.

HUMAN CAPITAL

Our “associates” (which include our employee financial advisors and all of our other employees, and independent contractor financial advisors) are vital to our success in the financial services industry.

As a human-capital intensive business, the long-term success of our firm depends on our people.

Our goal is to ensure that we have the right talent, in the right place, at the right time.

We do that through our commitment to attracting, developing and retaining our associates.

Our “associates” (which include our employee financial advisors and all of our other employees) and our independent contractor financial advisors (which we call our “independent advisors”) are vital to our success in the financial services industry.

As a human capital-intensive business, our ability to attract, develop and retain exceptional and diverse associates and independent advisors is critical, not only in the current competitive labor market, but also to our long-term success.

It is important to us to maintain a strong commitment to diversity and inclusion.

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

We also endeavor to foster and maintain our unique and long-standing values-based culture.

As of September 30, 2021, we had approximately 15,000 associates (including 3,461 employee financial advisors) and 5,021 independent advisors.

Our associates are spread across four countries in North America and Europe.

However, the vast majority of our associates are located in the U.S.

Of our global associates, 42% self-identify as women, and among our U.S.-based employees 24% self-identify as ethnically diverse.

We strive to attract individuals who are people-focused and share our values.

Our culture is people-focused and rooted in the values established at the firm’s foundation.

Our pledge to clients, to our advisors, and to all our other associates is that:

• We put clients first,

• We act with integrity,

• We think long term, and

• We value independence.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

Our values are memorialized in a presentation we refer to as our culture “blueprint” that is communicated to all associates.

One way in which we measure the health of our culture is our overall “engagement” score, which is the percentage of employees that respond to an annual associate insight survey with a positive response to several satisfaction metrics, including that they are proud to work at Raymond James.

In 2021, our overall employee engagement score amongst survey respondents was 88% favorable, with a strong survey response rate of 73%.

Diversity and inclusion

We are committed to maintaining a diverse workforce, and an inclusive work environment is a natural extension of our culture.

We are committed to ensuring that all our associates feel welcomed, valued, respected and heard, so that they can fully contribute their unique talents for the benefit of their careers, our clients, our firm and our communities.

Our diversity strategy is centered on three pillars:

the workplace, the workforce, and the community.

In our recruiting efforts, we seek to identify a diverse group of candidates for each role we seek to fill.

To that end, we have built strong relationships with a variety of industry associations that represent diverse professionals, as well as with diversity groups at the colleges and universities where we recruit.

We have firmwide and business unit-specific diversity and inclusion networks, which are open to all professionals at the firm and are designed to promote and advance inclusion, understanding and belonging.

These networks also host various events and conferences to educate and provide avenues for all associates and independent advisors to gain understanding and capability to have an inclusive work environment, and offer mentorship opportunities to our associates.

In 2021, we launched the Pride Financial Advisor Network, which provides support and resources for LGBTQ+ advisors through educational programs, interactive networking and business development opportunities.

We also invest in community-supporting organizations that are dedicated to improving the lives of diverse individuals.

Our firmwide diversity and inclusion advisory council stewards the firm’s efforts and provides guidance on priorities.

This council is composed of associate representatives from all areas of our business and across geographic locations.

In all of our diversity efforts, we strive to create opportunities for allies of diverse communities to participate, contribute and grow.

We believe that to truly achieve all of the benefits of having a diverse and inclusive workforce, all associates and advisors need to be engaged in these discussions.

Recruitment, talent development, and retention

We seek to build a workforce that provides outstanding client service and helps clients achieve their financial goals.

We have competitive programs dedicated to selecting new talent and enhancing the skills of our associates.

In our recruiting efforts, we strive to have a diverse group of candidates to consider for our roles.

To that end, we have strong relationships with a variety of industry associations that represent diverse professionals and with diversity groups at the colleges and universities where we recruit.

Among other opportunities, we offer selected students and recent graduates summer internships and pipeline programs across many areas of the firm, which may lead to permanent roles.

Individuals who want to become financial advisors in our PCG segment can gain relevant branch experience through our Wealth Management Associate Program or move to our Advisor Mastery Program and begin building their client base.

We have designed a compensation structure, including an array of benefit plans and programs, that we believe is attractive to our current and prospective associates.

We also offer our associates the opportunity to participate in a variety of professional and leadership development programs.

Our extensive program catalog includes a variety of industry, product, technical, professional, business development, leadership and regulatory topics.

These programs are available online and in-person.

In addition, we have a variety of mentoring programs in place to support the development of our associates and expand their networks within the firm.

We have a department dedicated to providing practice education and management resources to our PCG financial advisors.

Among other opportunities, we offer selected college students summer internships, which may lead to permanent roles, and we offer pipeline programs which accelerate the progression from entry level positions for recent graduates across many areas of the firm.

We are also committed to supporting associates in reaching their professional goals.

We conduct a formal annual goal setting and performance review process for each employee.

We also offer associates the opportunity to participate in a variety of professional development programs.

Our extensive program catalog includes courses designed to expand our associates’ industry, product, technical, professional, business development, and regulatory knowledge and provide development opportunities.

The firm also provides leadership development programs that prepare our leaders for challenges they will face in new roles or with expanded responsibilities.

To provide associates equal opportunity to compete for new positions, we require that all roles, with the exception of certain revenue-generating positions and certain senior-level roles, be posted on our internal online career platform.

We conduct ongoing and robust succession planning for roles that are within two levels of our Executive Committee and we strive to ensure we have a diverse group of candidates for such roles.

We discuss the results with executive leadership and the Board of Directors several times per year.

An important driver of our success is the continuous recruitment and retention of financial advisors.

Our ability to attract high quality advisors is based on our values-based culture, our commitment to service, and the unique ways in which we provide services to our financial advisors.

Individuals who want to become financial advisors can gain relevant branch experience through our Wealth Management Associate Program or move to our Advisor Mastery Program and begin building their client base.

We have a department dedicated to providing practice education and management resources to our financial advisors.

We also offer these advisors the opportunity to participate in conferences and workshops, and we offer resources and coaching at all levels to help them grow their businesses.

These include separate national conferences for our employee and independent contractor financial advisor channels, each of which is attended by thousands of our advisors and their families each year.

These include separate national conferences for our employee and independent contractor financial advisor channels, each of which is attended by thousands of advisors each year.

We seek to retain our associates by using their feedback to create and continually enhance programs that support their needs.

We use firmwide pulse surveys to solicit feedback from our associates.

We have a formal annual goal setting and performance review processes for our employees.

We have a values-based culture, an important factor in retaining our associates, which is memorialized in a culture “blueprint” that is communicated to all associates.

Our training to share and communicate our culture to all associates plays an important part in this process.

We are committed to having a diverse workforce, and an inclusive work environment is a natural extension of our culture.

We have recently renewed our commitment to ensuring that all our associates feel welcomed, valued, respected and heard so that they can fully contribute their unique talents for the benefit of clients, their careers, our firm and our communities.

We also invest substantial resources in the community-supporting organizations that are dedicated to improving the lives of diverse individuals.

Our firmwide diversity and inclusion advisory council stewards the firm’s efforts and provides guidance on priorities.

This council is composed of associate representatives from all areas of our business and locations where we operate.

We also have firmwide and business unit-specific diversity and inclusion networks, which host various events and conferences to educate and support our diversity and inclusion efforts.

We monitor and evaluate various turnover and attrition metrics throughout our management teams.

Our annualized voluntary turnover is relatively low, as is the case for turnover of our top performers, a record which we attribute to our strong values-based culture, commitment to career development, and attractive compensation and benefit programs.

Importantly, our financial advisor attrition rate is even lower.

As of September 30, 2020, we had approximately 14,800 employees (including 3,404 employee financial advisors) and 4,835 affiliated independent contractor financial advisors.

We use firmwide short and targeted surveys in which we routinely ask our associates about their experiences at the firm.

We also monitor and evaluate various turnover and attrition metrics.

Our overarching commitment to the attraction, development, and retention of our associates results in a relatively low annualized voluntary turnover rate.

Importantly, our financial advisor regrettable attrition rate for the fiscal year ending September 30, 2021, was only approximately 1%.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

We have designed a compensation structure, including an array of benefit plans and programs, that is intended to be attractive to current and prospective associates, while also reinforcing our core values and mitigating excessive risk taking.

Our competitive pay packages include base salary, incentive bonus, and equity compensation programs.

Additionally, the firm makes annual contributions to support the retirement goals of each associate through our Employee Stock Ownership Plan and our Profit Sharing Plan, in addition to a matching contribution program for the 401(k) retirement savings plan.

We also offer associates the opportunity to participate in an Employee Stock Purchase Plan that enables them to acquire our common stock at a discount, further increasing their ability to participate in the growth and success of the firm.

As an additional retention tool, we may grant equity awards in connection with initial employment or under various retention programs for individuals who are responsible for contributing to our management, growth, and/or profitability.

For certain employees who meet compensation, production, or other criteria, we also offer various non-qualified deferred compensation plans that provide a return to the participant, as well as a retention tool to the firm.

We strive to ensure that our programs are designed to promote equitable rewards for all associates.

We have enhanced our compensation practices with the goal of achieving pay equity at all levels of the organization for female and ethnically diverse associates.

Every year, we conduct pay equity studies in the U.S., U.K., and Canada and make adjustments in situations if there is a pay equity gap.

The physical, emotional, and financial wellbeing of our associates is a high priority of the firm.

To that end, programs including healthcare insurance, health and flexible savings accounts, paid time off, family leave, flexible work schedules, tuition assistance, counseling services, as well as on-site services at our headquarters location of a health clinic and fitness center, are available to associates.

We responded to the coronavirus (“COVID-19”) pandemic by putting the health and safety of our associates first in all of our decisions.

Since March 2020, remote work has been the primary work environment for the vast majority of our associates and advisors.

For the small population of those who have worked in the office during the pandemic, we have established protocols designed to mitigate the risk of community spread of the virus.

We also implemented changes to some of our benefit plans to support those of our associates who were most severely affected by COVID-19.

These changes included an expansion of our paid time off policy for those infected or giving care to someone infected by COVID-19, offering flexible work hours for caregivers of children or elders during times when schools were closed or only open for virtual schooling and child/adult care facilities were shut down, offering new programs to assist those in need of mental health services, and implementing extended roll-over opportunities for flexible spending accounts.

OPERATIONS AND INFORMATION PROCESSING

9 unchanged sentences

Our business continuity plan continues to be enhanced and tested to allow for continuous operations in the event of weather-related or other interruptions at our corporate headquarters in Florida, one of our operations processing or data center sites (located in Florida, Colorado, Tennessee or Michigan), and our branch and office locations throughout the U.S., Canada and Europe.

In response to the coronavirus (“COVID-19”) pandemic, we activated certain aspects of our business continuity program during 2020 endeavoring to protect our associates and our clients.

As a result, nearly all of our associates transitioned to working remotely, while still maintaining our high standards of client service.

The firm continues to monitor the pandemic and has developed a phased approach to reopening our offices based on regional indicators of infection positivity rates, and has and will continue to operate in compliance with all applicable laws and regulations.

In response to the COVID-19 pandemic, we activated and successfully executed on our business continuity protocols and continue to monitor the COVID-19 pandemic under such protocols.

We have endeavored to protect the health and well-being of our associates and our clients while ensuring the continuity of business operations for our clients.

As a result, a substantial portion of our associates continue to work remotely.

The firm continues to monitor conditions and has developed a phased approach to reopening our offices in compliance with all applicable laws, regulations, and Centers for Disease Control and Prevention (“CDC”) guidelines.

We have reopened our offices in a limited capacity and have been operating under strict public

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

health and safety protocols in such locations.

We are planning for a full return to office in the second quarter of our fiscal 2022, which will include more work location flexibility for our associates;

however, disruptions caused by variants may impact the timing of the implementation of these plans.

The financial services industry is intensely competitive.

We compete with many other financial services firms, including a number of larger securities firms, most of which are affiliated with major financial services companies, insurance companies, banking institutions and other organizations.

We also compete with companies that offer web-based financial services and discount brokerage services to individual clients, usually with lower levels of service, and, more recently, financial technology (“fintech”) firms.

We compete principally on the basis of the quality of our associates, services, product selection, performance records, location and reputation in local markets.

Our ability to compete effectively is substantially dependent on our continuing ability to develop or attract, retain and motivate qualified financial advisors, investment bankers, trading professionals, portfolio managers and other revenue-producing or specialized personnel.

The following discussion summarizes the principal elements of the regulatory and supervisory framework applicable to us as a participant in the financial services industry and, in particular, the banking and securities sectors.

The following summarizes the principal elements of the regulatory and supervisory framework applicable to us as a participant in the financial services industry.

The framework includes extensive regulation under U.S.

1 unchanged sentence

in which we do business.

This framework is intended to protect our clients, the integrity of the financial markets, our depositors and the Federal Deposit Insurance Fund and is not intended to protect our creditors or shareholders.

These rules and regulations limit our ability to engage in certain activities, as well as our ability to fund RJF from our regulated subsidiaries, which include RJ Bank, RJ Trust and our broker-dealer subsidiaries.

While this framework is intended to protect our clients, the integrity of the financial markets, our depositors and the Federal Deposit Insurance Fund, it is not intended to protect our creditors or shareholders.

These rules and regulations limit our ability to engage in certain activities, as well as our ability to fund RJF from our regulated subsidiaries, which include Raymond James Bank, our broker-dealer subsidiaries and our trust subsidiaries.

To the extent that the following information describes statutory and regulatory provisions, it is qualified in its entirety by reference to the particular statutory and regulatory provisions that are referenced.

2 unchanged sentences

We continue to monitor the likelihood of changes in taxation and regulations due to changes in the political environment.

Based upon the outcome of the most recent U.S.

federal elections, the likelihood of changes in both corporate and individual taxation, as well as regulations, has likely increased.

These changes could have a significant impact on our business, financial condition, results of operations

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

and cash flows in the future;

however, we cannot predict the exact changes or quantify their potential impacts.

(see “Item 1A - Risk Factors” of this Form 10-K for further discussion of the potential future impact on our operations).

Changes in both corporate and individual taxation, as well as business regulations, could have a significant impact on our business, financial condition, results of operations and cash flows in the future;

however, we cannot predict the exact changes or quantify their potential impacts (see “Item 1A - Risk Factors” of this Form 10-K for further discussion of the potential future impact on our operations).

Banking supervision and regulation

RJF is a bank holding company (“BHC”) under the Bank Holding Company Act of 1956, as amended (the “BHC Act”), that has made an election to be a financial holding company (“FHC”) and is subject to regulation, oversight and consolidated supervision, including periodic examination, by the Fed.

RJF is a BHC under the Bank Holding Company Act of 1956, as amended (the “BHC Act”), that has made an election to be a FHC and is subject to regulation, oversight and consolidated supervision, including periodic examination, by the Fed.

Under the system of “functional regulation” established under the BHC Act, the primary regulators of our U.S.

2 unchanged sentences

(“RJ&A”) and Raymond James Financial Services, Inc.

(“RJFS”), investment advisors registered with the SEC with respect to their investment advisory activities, and our depository institution and trust company chartered and regulated by the Office of the Comptroller of the Currency (“OCC”).

RJ Bank is a national bank and insured depository institution regulated, supervised and examined by the OCC and the Consumer Financial Protection Bureau (“CFPB”).

Our trust company non-depository subsidiary, RJ Trust, is also regulated, supervised and examined by the OCC.

The Fed and the FDIC also regulate and may examine RJ Bank and, with respect to the Fed, RJ Trust.

Collectively, the rules and regulations of the Fed, the OCC, the FDIC and the CFPB cover all aspects of the banking business, including, for example, lending practices, the receipt of deposits, capital structure, transactions with affiliates, conduct and qualifications of personnel and, as discussed further in the following sections, capital requirements.

This regulatory, supervisory and oversight framework is subject to significant changes that can affect the operating costs and permissible businesses of RJF, RJ Bank, RJ Trust and all of our other subsidiaries.

As a part of their supervisory functions, the Fed, the OCC, the FDIC, and the CFPB also have the power to bring enforcement actions for violations of law and, in the case of the Fed, the OCC and the FDIC, for unsafe or unsound practices.

(“RJFS”), and investment advisors registered with the SEC with respect to their investment advisory activities, among other subsidiaries.

Our depository institution, Raymond James Bank, is an FDIC-insured depository institution that converted on June 1, 2021 from a national bank supervised by the Office of the Comptroller of the Currency (“OCC”) to a Florida-chartered state member bank of the Fed, supervised jointly by the Florida Office of Financial Regulation (“OFR”) and the Fed.

Raymond James Bank is also subject to supervision by the FDIC and the Consumer Financial Protection Bureau (“CFPB”).

We also have two non-depository trust company subsidiaries:

RJ Trust, which is regulated, supervised, and examined by the OCC, and Raymond James Trust Company of New Hampshire (“RJTCNH”) which is regulated, supervised, and examined by the New Hampshire Banking Department (“NHBD”).

RJTCNH was organized during fiscal 2021 and provides Individual Retirement Account (“IRA”) custodial services and trust services for our PCG clients.

Collectively, the rules and regulations of the Fed, the OFR, the FDIC, the CFPB, the OCC and the NHBD cover all aspects of our banking and trust businesses, including, for example, lending practices, the receipt of deposits, capital structure, transactions with affiliates, conduct and qualifications of personnel and, as discussed further in the following sections, capital requirements.

This regulatory, supervisory and oversight framework is subject to significant changes that can affect the operating costs and permissible businesses of RJF and our subsidiaries.

As a part of their supervisory functions, the Fed, the

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

OFR, the FDIC the CFPB, the OCC and the NHBD also have the power to bring enforcement actions for violations of law and, in the case of the Fed, the OFR, the FDIC, the OCC, and the NHBD for unsafe or unsound practices.

Basel III and U.S.

capital rules

Both RJF and RJ Bank are subject to minimum capital requirements and overall capital adequacy standards.

The OCC, the Fed and the FDIC published final U.S.

rules implementing the Basel III capital framework developed by the Basel Committee on Banking Supervision and certain Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) and other capital provisions, and updated the prompt corrective action framework to reflect the new regulatory capital minimums (the “U.S.

We are subject to the Fed’s capital rules which establish an integrated regulatory capital framework and implement, in the U.S., the Basel III capital framework developed by the Basel Committee on Banking Supervision and certain Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) and other capital provisions, and set the prompt corrective action framework to reflect the regulatory capital minimums (the “U.S.

Basel III Rules”).

Basel III Rules:

(i) increased the quantity and quality of regulatory capital;

(ii) established a capital conservation buffer;

and (iii) made changes to the calculation of risk-weighted assets.

(i) establish minimum requirements for both the quantity and quality of regulatory capital;

(ii) set forth a capital conservation buffer;

and (iii) define the calculation of risk-weighted assets.

The capital requirements could restrict our ability to grow, including during favorable market conditions, and to return capital to shareholders, or require us to raise additional capital.

1 unchanged sentence

See “Item 1A - Risk Factors” of this Form 10-K for more information.

Failure to meet minimum capital requirements can trigger discretionary, and in certain cases, mandatory actions by regulators that could have a direct material effect on the financial results of RJF and RJ Bank.

Under capital adequacy guidelines, RJF and RJ Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices.

The capital amounts and classification for RJF and RJ Bank are also subject to the qualitative judgments of U.S.

In addition, failure to maintain the capital conservation buffer would result in constraints on distributions, including limitations on dividend payments and stock repurchases, and certain discretionary bonus payments based on the amount of the shortfall and eligible retained income.

Under the capital adequacy rules, RJF and Raymond James Bank must meet specific capital ratio requirements that involve quantitative measures of assets, liabilities and certain off-balance sheet items as calculated under the rules.

The capital amounts and classification for RJF and Raymond James Bank are also subject to the qualitative judgments of U.S.

regulators based on components of capital, risk-weightings of assets, off-balance sheet transactions and other factors.

Quantitative measures established by federal banking regulations to ensure capital adequacy require that RJF and RJ Bank maintain minimum amounts and ratios of:

(i) Common Equity Tier 1 (or “CET1”), Tier 1 and Total capital to risk-weighted assets;

(ii) Tier 1 capital to average total consolidated assets;

and (iii) capital conservation buffers.

In July 2019, the Fed issued a final rule to simplify and clarify a number of existing regulatory capital rules for certain banking organizations.

The rule was effective on October 1, 2019, for revisions to the pre-approval requirements for the repurchase of common stock and became effective on April 1, 2020, for the amendments to simplify capital rules.

The rule simplifies the capital treatment for mortgage servicing assets, certain deferred tax assets, investments in the capital instruments of unconsolidated financial institutions, and minority interest.

This rule also allows BHCs like RJF to repurchase common stock without prior approval from the Fed to the extent that the BHC is not subject to a separate legal or regulatory requirement to obtain prior approval.

RJF would continue to need to obtain prior approval from the Fed if it were not “well-capitalized” or “well-managed” or if it were subject to any unresolved supervisory issues.

Guidance from the Fed also indicates that RJF would need to inform the Fed in advance of repurchasing common stock in certain prescribed situations, such as if it were

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

experiencing, or at risk of experiencing, financial weaknesses or considering expansion, either through acquisitions or other new activities.

Under applicable capital rules, RJF would need to obtain prior approval from the Fed if its repurchases or redemptions of equity securities over a twelve-month period would reduce its net worth by ten percent or more and an exemption were not available.

Guidance from the Fed also provides that RJF would need to inform the Fed in advance of repurchasing common stock in certain prescribed situations, such as if it were experiencing, or at risk of experiencing, financial weaknesses or considering expansion, either through acquisitions or other new activities, or if the repurchase would result in a net reduction in common equity over a quarter.

Further, Fed guidance indicates that, pursuant to the Fed’s general supervisory and enforcement authority, Fed supervisory staff should prevent a BHC from repurchasing its common stock if such action would be inconsistent with the BHC’s prospective capital needs and safe and sound operation.

See Note 22 of the Notes to the Consolidated Financial Statements of this Form 10-K for further information.

See Note 24 of the Notes to Consolidated Financial Statements of this Form 10-K for further information.

Source of strength

1 unchanged sentence

The term “source of financial strength” is defined as the ability of a company to provide financial assistance to its insured depository institution subsidiaries in the event of financial distress at such subsidiaries.

Under this requirement, RJF could be required to provide financial assistance to RJ Bank in the future should it experience financial distress.

Under this requirement, RJF could be required to provide financial assistance to Raymond James Bank in the future should it experience financial distress.

Transactions between affiliates

Transactions between (i) RJ Bank, RJ Trust or their subsidiaries on the one hand and (ii) RJF or its other subsidiaries or affiliates on the other hand are subject to compliance with Sections 23A and 23B of the Federal Reserve Act and Regulation W issued by the Fed.

These laws and regulations generally limit the types and amounts of transactions (including credit extensions from (i) RJ Bank, RJ Trust or their subsidiaries to (ii) RJF or its other subsidiaries or affiliates) that may take place and generally require those transactions to be on market terms.

These laws and regulations generally do not apply to transactions between RJ Bank or RJ Trust and their subsidiaries.

The Volcker Rule, a provision of the Dodd-Frank Act, generally prohibits certain transactions and imposes a market terms requirement on certain other transactions between (i) RJF or its other subsidiaries or affiliates on the one hand and (ii) covered funds for which RJF or its subsidiaries or affiliates serve as the investment manager, investment advisor, commodity trading advisor or sponsor, or other covered funds organized and offered by RJF or its other subsidiaries or affiliates on the other hand.

Transactions between (i) Raymond James Bank, RJ Trust, or their subsidiaries on the one hand and (ii) RJF or its other subsidiaries or affiliates on the other hand are subject to compliance with Sections 23A and 23B of the Federal Reserve Act and Regulation W issued by the Fed, which generally limit the types and amounts of such transactions that may take place and generally require those transactions to be on market terms.

These laws and regulations generally do not apply to transactions between Raymond James Bank or RJ Trust and their respective subsidiaries.

The Volcker Rule, a provision of the Dodd-Frank Act, generally prohibits certain transactions and imposes a market terms requirement on certain other transactions between (i) RJF or its affiliates on the one hand and (ii) covered funds for which RJF or its affiliates serve as the investment manager, investment advisor, commodity trading advisor or sponsor, or other covered funds organized and offered by RJF or its affiliates on the other hand.

See “The Volcker Rule” in the following section.

Deposit insurance

Since RJ Bank provides deposits covered by FDIC insurance, generally up to $250,000 per account ownership type, RJ Bank is subject to the Federal Deposit Insurance Act.

For banks with greater than $10 billion in assets, which includes RJ Bank, the FDIC’s current assessment rate calculation relies on a scorecard designed to measure financial performance and ability to withstand stress, in addition to measuring the FDIC’s exposure should the bank fail.

Raymond James Bank is subject to the Federal Deposit Insurance Act because it provides deposits covered by FDIC insurance, generally up to $250,000 per account ownership type.

For banks with greater than $10 billion in assets, which includes

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

Raymond James Bank, the FDIC’s current assessment rate calculation relies on a scorecard designed to measure financial performance and ability to withstand stress, in addition to measuring the FDIC’s exposure should the bank fail.

Prompt corrective action

1 unchanged sentence

federal bank regulatory agencies to take “prompt corrective action” with respect to depository institutions that do not meet specified capital requirements.

FDICIA establishes five capital categories for FDIC-insured banks, such as RJ Bank:

FDICIA establishes five capital categories for FDIC-insured banks, such as Raymond James Bank:

well-capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized.

3 unchanged sentences

Ultimately, critically undercapitalized institutions are subject to the appointment of a receiver or conservator.

The prompt corrective action regulations do not apply to BHCs, such as RJF.

However, the Fed is authorized to take appropriate action at the BHC level, based upon the undercapitalized status of the BHC’s depository institution subsidiaries.

Although the prompt corrective action regulations do not apply to BHCs, such as RJF, the Fed is authorized to take appropriate action at the BHC level, based upon the undercapitalized status of the BHC’s depository institution subsidiaries.

In certain instances related to an undercapitalized depository institution subsidiary, the BHC would be required to guarantee 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.

Furthermore, in the event of the bankruptcy of the BHC, this guarantee would take priority over the BHC’s general unsecured creditors.

As of September 30, 2020, RJ Bank was categorized as well-capitalized.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

As of September 30, 2021, Raymond James Bank was categorized as well-capitalized.

The Volcker Rule

RJF is subject to the Volcker Rule, which generally prohibits BHCs and their subsidiaries and affiliates from engaging in proprietary trading or acquiring or retaining an ownership interest, sponsoring, or having certain relationships with hedge funds and private equity funds, subject to certain exceptions.

RJF is subject to the Volcker Rule, which generally prohibits BHCs and their subsidiaries and affiliates from engaging in proprietary trading or acquiring or retaining an ownership interest in, sponsoring, or having certain relationships with hedge funds and private equity funds, subject to certain exceptions.

We have proprietary private equity investments that meet the definition of covered funds under the Volcker Rule.

2 unchanged sentences

The majority of our covered fund investments meet the criteria to be considered an illiquid fund under the Volcker Rule and we received approval from the Fed to continue to hold such investments until July 2022.

The extension of the conformance deadline provides us with additional time to attempt to realize the value of these investments in due course and to execute appropriate strategies to comply with the Volcker Rule at such time.

However, our current focus is on the divestiture of our existing covered fund portfolio.

The Fed, OCC, FDIC, SEC, and Commodity Futures Trading Commission (“CFTC”) finalized amendments to the Volcker Rule in 2019, which relate primarily to the Volcker Rule’s proprietary trading and compliance program requirements.

The amendments do not change the Volcker Rule’s general prohibitions, but they offer certain clarifications and a simplified approach to compliance.

In June 2020, the Fed, OCC, FDIC, SEC and CFTC finalized further amendments to the Volcker Rule.

The final rule includes new exclusions from the Volcker Rule’s general prohibition on banking entities investing in and sponsoring private equity funds, hedge funds, and certain other investment vehicles (collectively, “covered funds”) for credit funds, venture capital funds, family wealth management vehicles, and customer facilitation vehicles.

The final rule also revises existing exclusions for foreign public funds, loan securitizations, and public welfare and small business funds.

In addition, the final rules modify the “Super 23” provisions of the Volcker Rule, which prohibit banking entities from extending credit to and entering into certain transactions with advised or sponsored covered funds, by exempting certain short-term extensions of credit, among several other previously prohibited transactions.

Many of the amendments contained in the final rule address aspects of the existing regulations that have, since their adoption in 2013, proven in practice to be complex and burdensome or to have unintended consequences.

The final rule is intended to clarify and simplify compliance with the implementing regulations and permit additional fund activities that do not present the risks that the Volcker Rule was intended to address.

The final rule became effective on October 1, 2020 for all banking entities subject to the Volcker Rule, including RJF and its subsidiaries.

We have executed the appropriate strategies to comply with the Volcker Rule for many of our covered fund investments and plan to either divest or restructure the remainder of our covered fund investments on or prior to the July 2022 deadline such that any holdings will be in compliance with the Volcker Rule after the extension expires in July 2022.

Compensation practices

Our compensation practices are subject to oversight by the Fed.

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

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

federal bank regulatory agencies have provided guidance designed to ensure incentive compensation policies do not encourage imprudent risk-taking and are consistent with safety and soundness.

2 unchanged sentences

financial regulators proposed revised rules in 2016, which have not yet been finalized.

Community Reinvestment Act regulations

RJ Bank is subject to the CRA, which is intended to encourage banks to help meet the credit needs of their communities, including low and moderate income neighborhoods, consistent with safe and sound bank operations.

Under the CRA, the Fed, the FDIC and the OCC are required to periodically examine and assign to each bank a public CRA rating.

Community Reinvestment Act (“CRA”) regulations

Raymond James Bank is subject to the CRA, which is intended to encourage banks to help meet the credit needs of their communities, including low and moderate income neighborhoods, consistent with safe and sound bank operations.

Under the CRA, the Fed, the FDIC and/or the OCC are required to periodically examine and assign to each bank a public CRA rating.

If any insured depository institution subsidiary of a FHC fails to maintain at least a “satisfactory” rating under the CRA, the FHC would be subject to restrictions on certain new activities and acquisitions.

The OCC issued a final rule comprehensively amending the CRA regulations applicable to RJ Bank and other OCC-regulated banks in May 2020.

At the core of the OCC’s final rule is a set of new general performance standards that establish more quantitative measures of CRA performance than the tests set forth in existing CRA regulations.

While RJ Bank will be required to comply with the final rule by January 2023, the OCC has deferred the decision of how key thresholds and benchmarks used in the rule will be applied to determine the level of performance necessary to achieve a particular performance rating to a future rulemaking process.

As a result, the final rule creates some uncertainty for RJ Bank and other OCC-regulated banks in planning their CRA activities until that decision is made.

On July 20, 2021, the Fed, the FDIC and the OCC issued a joint statement in which they committed to working together to jointly modernize the CRA regulations.

Until such new regulations are implemented, Raymond James Bank will continue to

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

Neither the FDIC nor the Fed joined the OCC in issuing the final rule, and the Fed issued an advanced notice of proposed rulemaking for the CRA regulations applicable to state-charted banks it supervises in September 2020.

State-chartered banks will therefore continue to operate under the FDIC’s and Fed’s CRA regulations rather than the OCC’s CRA regulations.

In June 2020, certain organizations filed suit against the OCC asking a court to issue an order setting the rule aside.

In the same month, the U.S.

House of Representatives passed a Congressional Review Act resolution of disapproval in an attempt to nullify the rule.

This measure failed to pass a required U.S.

Senate vote in October 2020.

These developments create further uncertainty for RJ Bank and others in planning their CRA activities.

operate under the Fed’s CRA regulations currently in effect.

At this time, it is uncertain what impact, if any, the impending CRA regulations will have on Raymond James Bank and other depositories with respect to their CRA activities.

Other restrictions

FHCs, such as RJF, generally can engage in a broader range of financial and related activities than are otherwise permissible for BHCs as long as they continue to meet the eligibility requirements for FHCs.

The broader range of permissible activities for FHCs includes underwriting, dealing and making markets in securities and making investments in non-FHCs or merchant banking activities.

Among other things, the broader range of permissible activities for FHCs includes underwriting, dealing and making markets in securities and making investments in non-FHCs or merchant banking activities.

We are required to obtain Fed approval before engaging in certain banking and other financial activities both within and outside the U.S.

The Fed, however, has the authority to limit an FHC’s ability to conduct activities that would otherwise be permissible, and will likely do so if the FHC does not satisfactorily meet certain requirements of the Fed.

3 unchanged sentences

depository institution subsidiaries or to cease engaging in activities other than the business of banking and certain closely related activities.

In addition, we are required to obtain prior Fed approval before engaging in certain banking and other financial activities both within and outside the U.S.

Broker-dealer and securities regulation

7 unchanged sentences

Much of the regulation of broker-dealers in the U.S.

and Canada, however, has been delegated to self-regulatory organizations (“SROs”) (e.g., the Financial Industry Regulatory Authority (“FINRA”), the Investment Industry Regulatory Organization of Canada (“IIROC”) and securities exchanges).

and Canada, however, has been delegated to self-regulatory organizations (“SROs”), such as the Financial Industry Regulatory Authority (“FINRA”), the Investment Industry Regulatory Organization of Canada (“IIROC”), and securities exchanges.

These SROs adopt and amend rules for regulating the industry, subject to the approval of government agencies.

6 unchanged sentences

broker-dealer capital

Broker-dealers are required to maintain the minimum net capital deemed necessary to meet their continuing commitments to customers and others, and are required to keep their assets in relatively liquid form.

These rules also limit the ability of broker-dealers to transfer capital to parent companies and other affiliates.

Our broker-dealer subsidiaries are subject to certain of the SEC’s financial stability rules, including the:

3 unchanged sentences

and (iv) notification rules.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

These rules also limit the ability of broker-dealers to transfer capital to parent companies and other affiliates.

See Note 24 of the Notes to Consolidated Financial Statements of this Form 10-K for further information pertaining to our broker-dealer regulatory minimum net capital requirements.

Standard of care

Pursuant to the Dodd-Frank Act, the SEC was charged with considering whether broker-dealers should be subject to a standard of care similar to the fiduciary standard applicable to registered investment advisors.

In June 2019, the SEC adopted a package of rule-makings and interpretations related to the provision of advice by broker-dealers and investment advisers, including Regulation Best Interest and Form CRS.

Among other things, Regulation Best Interest requires a broker-dealer to act in the best interest of a retail customer when making a recommendation to that customer of any securities transaction or investment strategy involving securities.

In June 2019, the SEC adopted a package of rule-makings and interpretations related to the provision of advice by broker-dealers and investment advisers, including

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

Regulation Best Interest and Form CRS.

Among other things, Regulation Best Interest requires a broker-dealer to act in the best interest of a retail client when making a recommendation to that client of any securities transaction or investment strategy involving securities.

Form CRS requires that broker-dealers and investment advisers provide retail investors with a brief summary document containing simple, easy-to-understand information about the nature of the relationship between the parties.

Since June 30, 2020, we have been required to comply with Regulation Best Interest and Form CRS.

Implementation of the regulations required us to review and modify our policies and procedures, as well as associated supervisory and compliance controls, satisfy additional disclosure obligations, and provide related education and training to financial advisors.

Additionally, various states have proposed, or adopted, laws and regulations seeking to impose new standards of conduct on broker-dealers that may differ from the SEC’s new regulations, which will lead to additional implementation costs.

Our implementation of these regulations resulted in our review and modification of certain of our policies and procedures and associated supervisory and compliance controls, as well as the implementation of additional client disclosures, which included us providing related education and training to financial advisors.

Various states have also proposed, or adopted, laws and regulations seeking to impose new standards of conduct on broker-dealers that may differ from the SEC’s new regulations, which may lead to additional implementation costs.

The Department of Labor (“DOL”) has also reinstated the historical “five-part test” for determining who is an investment advice “fiduciary” when dealing with certain retirement plans and accounts and proposed a new exemption to allow investment advice fiduciaries to receive transaction-based compensation and engage in certain principal trades.

We are studying and evaluating the proposal.

The total impact of the DOL change on our business will not be fully known until the proposal is finalized and could lead to additional costs.

In addition, the DOL is expected to amend the rule that determines whether an investment professional is a fiduciary to their clients’ retirement accounts under the Employee Retirement Income Security Act and Internal Revenue Code.

Imposing such a new standard of care on additional client relationships could result in incremental costs for our business and we are evaluating how these regulatory changes may further impact our business.

Other non-U.S.

Raymond James Ltd.

(“RJ Ltd.”) is currently registered as an investment dealer in all provinces and territories in Canada.

The financial services industry in Canada is subject to comprehensive regulation under both federal and provincial laws.

Securities commissions have been established in all provinces and territorial jurisdictions, which are charged with the administration of securities laws.

Investment dealers in Canada are subject to regulation by IIROC, a SRO under the oversight of the securities commissions that make up the Canadian Securities Administrators.

IIROC is responsible for the enforcement of, and conformity with, securities legislation for their members and has been granted the powers to prescribe their own rules of conduct and financial requirements of members, including RJ Ltd.

IIROC also requires that RJ Ltd.

be a member of the Canadian Investors Protection Fund, whose primary role is investor protection.

This fund provides protection for securities and cash held in client accounts up to 1 million Canadian dollars (“CAD”) per client, with additional coverage of CAD 1 million for certain types of accounts.

Certain of our subsidiaries are registered in, and operate from, the U.K.

which has a highly developed and comprehensive regulatory regime.

Certain of these subsidiaries operate in the retail sector, providing investment and financial planning services to high-net-worth individuals, while others provide brokerage and investment banking services to institutional clients.

These subsidiaries are authorized and regulated by the U.K.

conduct regulator, the Financial Conduct Authority (“FCA”), and have limited permissions to carry out business in certain other E.U.

countries as part of treaty arrangements.

We do not expect the U.K.’s withdrawal from the E.U.

(“Brexit”) to materially impact our business.

Investment management regulation

Our investment advisory operations, including the mutual funds that we sponsor, are also subject to extensive regulation in the U.S.

The majority of our asset managers are registered as investment advisers with the SEC under the Investment Advisers Act of 1940 as amended (the “Investment Advisers Act”), and are also required to make notice filings in certain states.

The majority of our asset managers are registered as investment advisers with the SEC under the Investment Advisers Act of 1940 as amended, and are also required to make notice filings in certain states.

Virtually all aspects of our asset management business are subject to various federal and state laws and regulations.

1 unchanged sentence

Anti-money laundering, economic sanctions, and anti-bribery and corruption regulation

Bank Secrecy Act (“BSA”), as amended by the USA PATRIOT Act of 2001 (“PATRIOT Act”) and the Customer Due Diligence Rule, contains anti-money laundering and financial transparency laws and mandates the implementation of various regulations applicable to all financial institutions, including standards for verifying client identification at account opening, and obligations to monitor client transactions and report suspicious activities.

Through these and other provisions, the BSA and the PATRIOT Act seek to promote the identification of parties that may be involved in terrorism, money laundering or other suspicious activities.

Bank Secrecy Act (“BSA”), as amended by the USA PATRIOT Act of 2001 (“PATRIOT Act”), the Customer Due Diligence Rule, and the Anti-Money Laundering Act of 2020 (“AMLA”), contain anti-money laundering and financial transparency laws and mandates the implementation of various regulations applicable to all financial institutions, including standards for verifying client identification at account opening, and obligations to monitor client transactions and report suspicious activities.

Through these and other provisions, the BSA, the PATRIOT Act, and AMLA seek to promote the identification of parties that may be involved in terrorism, money laundering or other suspicious activities.

Anti-money laundering laws outside the U.S.

2 unchanged sentences

persons must comply.

The European Union (“E.U.”) as well as various countries have also adopted economic sanctions programs targeted at countries, entities and individuals that are involved in terrorism, hostilities, embezzlement or human rights violations.

The European Union (“E.U.”) as well as various countries have

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

also adopted economic sanctions programs targeted at countries, entities and individuals that are involved in terrorism, hostilities, embezzlement or human rights violations.

In addition, various countries have adopted laws and regulations, including the U.S.

2 unchanged sentences

The scope of the types of payments or other benefits covered by these laws is very broad and is subject to significant uncertainties that may be clarified only in the context of further regulatory guidance or enforcement proceedings.

RJF and its affiliates have been required to implement and maintain internal policies, procedures, and controls to meet the compliance obligations imposed by such U.S.

RJF and its affiliates have implemented and maintain internal policies, procedures, and controls to meet the compliance obligations imposed by such U.S.

laws and regulations concerning anti-money laundering, economic sanctions, and anti-bribery and corruption.

Failure to meet the requirements of these regulations can result in supervisory action, including fines.

Failure to continue to meet the requirements of these regulations could result in supervisory action, including fines.

Privacy and data protection

1 unchanged sentence

state laws and regulations adopted under U.S.

federal law impose obligations on RJF and its subsidiaries for protecting the confidentiality, integrity and availability of client information, and

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

require notice of data breaches to certain U.S.

federal law impose obligations on RJF and its subsidiaries for protecting the confidentiality, integrity and availability of client information, and require notice of data breaches to certain U.S.

regulators and to clients.

The SEC’s Regulation S-ID mandates the development and implementation of a written Identity Theft Prevention Program that is designed to detect, prevent, and mitigate identity theft.

The California Consumer Privacy Act, which became effective on January 1, 2020, imposes privacy compliance obligations with regard to the personal information of California residents, including requiring companies to provide new disclosures to California consumers, and provides for a number of new rights for California residents.

The California Consumer Privacy Act, which became effective on January 1, 2020, imposes privacy compliance obligations with regard to the personal information of California residents, including requiring companies to provide certain specific disclosures to California consumers, and provides for a number of specific rights for California residents.

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

GDPR expands the scope of the E.U.

data protection law to all foreign companies processing personal data of E.U.

residents, imposes a strict data protection compliance regime, and includes new rights for E.U.

We have adopted privacy policies and communicated required information relating to financial privacy and data security, in accordance with applicable laws.

We continue to monitor regulations related to data privacy and protection on both a domestic and international level to assess requirements and impacts on our global business operations.

residents, including residents of the U.K.

since GDPR was adopted into U.K.

law following the U.K.’s departure from the E.U.

GDPR’s legal requirements extend to all foreign companies that solicit and process personal data of E.U.

residents, imposing a strict data protection compliance regime that includes new consumer rights actions that must be responded to by organizations.

Canadian data privacy laws contain many provisions similar to U.S.

financial privacy laws and are currently undergoing legislative reform at a federal and provincial level.

We have implemented policies, processes, and training with regard to communicating to our clients and business partners required information relating to financial privacy and data security.

We continue to monitor regulatory developments on both a domestic and international level to assess requirements and potential impacts on our global business operations.

The multitude of data privacy laws and regulations adds complexity and cost to managing compliance and data management capabilities and can result in potential litigation, regulatory fines and reputational harm.

Data privacy requirements compel companies to track personal information use and provide greater transparency on data practices to consumers.

In addition, technology advances in the areas of artificial intelligence, mobile applications, and remote connectivity solutions have increased the collection and processing of personal information as well as the risks associated with unauthorized disclosure and access to personal information.

Legislative and regulatory changes in connection with COVID-19

The COVID-19 pandemic has resulted in governments around the world implementing numerous measures to help control the spread of the virus, including, among others, quarantines, travel restrictions and business curtailments.

The COVID-19 pandemic resulted in governments around the world implementing numerous measures to help control the spread of the virus, including, among others, quarantines, travel restrictions and business curtailments.

In addition, governments globally intervened with fiscal policy to mitigate the impact of the pandemic, including the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act in the U.S., which aimed to provide economic relief to businesses and individuals.

The CARES Act includes a broad range of provisions intended to support the U.S.

Among its provisions, the act allocates funds for a new Paycheck Protection Program that expands an existing Small Business Administration (“SBA”) loan guarantee program for small businesses to keep their employees on payroll and make other eligible payments.

Currently, the firm does not act as a lender under these programs and facilities, and has no immediate plans to do so.

The CARES Act also provides certain temporary regulatory relief for financial institutions, including RJF and its subsidiaries.

The act permits financial institutions to temporarily suspend any determination of a loan modified as a result of the effects of the COVID-19 pandemic as being a troubled debt restructuring (“TDR”), including impairment for accounting purposes.

We elected to apply the CARES Act relief to certain loan modifications that relate primarily to short-term payment deferrals and have not classified such modifications as TDRs.

See “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Risk management - Credit risk” for further information on the impact of such loan modifications.

The act also permits financial institutions to temporarily delay the implementation of the Current Expected Credit Losses (“CECL”) model for estimating allowances for credit losses.

In addition, the Fed, the FDIC and the OCC issued a joint statement providing banking organizations optional temporary relief by delaying the initial adoption impact of CECL on regulatory capital for two years, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided during 2020 and 2021 (i.e., a five-year transition period).

We did not delay our October 1, 2020 initial adoption of the implementation of CECL and did not take the optional temporary relief by delaying the impact of CECL on our regulatory capital calculations.

The CARES Act grants potential tax relief and liquidity to businesses, including corporate tax provisions that:

temporarily allow for the carryback of net operating losses and remove limitations on the use of loss carryforwards, increase interest expense deduction limitations, and allow accelerated depreciation deductions on certain asset improvements.

In addition, the CARES Act allows employers to defer the payment, including the deposit, of payroll taxes for the 2020 calendar year from March 27, 2020 until December 31, 2021 for 50 percent of such taxes and December 31, 2022 for the remaining 50 percent.

In addition to the CARES Act enacted in March 2020, the U.S.

government enacted the Consolidated Appropriations Act, 2021 in December 2020.

The December 2020 stimulus bill provides additional emergency COVID-19 relief, as well as extends certain provisions of the CARES Act.

In March 2021, the U.S.

government enacted the American Rescue Plan Act of 2021, which provides further economic relief resulting from to the COVID-19 pandemic.

Under the CARES Act, financial institutions were permitted to temporarily suspend any determination of a loan modification as a result of the effects of COVID-19 as being a troubled debt restructuring (“TDR”), including impairment for accounting purposes.

The Consolidated Appropriations Act, 2021 extends such relief until the earlier of:

(1) 60 days after the date on which the national emergency concerning COVID-19 terminates;

or (2) January 1, 2022.

We elected to apply the extension for relief under the Consolidated Appropriations Act, 2021 to certain loan modifications that primarily relate to short-term payment

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

deferral and have not classified such modifications as TDRs.

See “Item 7 - Management’s Discussion and Analysis of Financial Condition and Results of Operations - Risk management - Credit risk” for further information.

The CARES Act further provides a number of consumer finance protections.

The act provides a range of forbearance rights with respect to any federally backed residential or multi-family mortgage loan and generally limits the ability of a lender or servicer to institute foreclosure or similar proceedings.

The act additionally imposes a moratorium on evictions from dwellings of many tenants.

On September 1, 2020, the Department of Health and Human services, through the Centers for Disease Control and Prevention, announced a nationwide order temporarily halting certain residential evictions.

These provisions are consistent with supervisory guidance previously issued by federal banking agencies, which also stated that they would not criticize financial institutions for working with customers affected by the outbreak in a safe and sound manner.

We have modified our processes to ensure full compliance and are working as appropriate to support affected businesses and individuals during this time.

We have modified our processes to ensure full compliance and have continued, as appropriate, to support affected businesses and individuals during this time.

Many state and local authorities have also taken, or are considering taking, legislative, executive, or other action to respond to the economic disruptions caused by the spread of COVID-19, including with respect to foreclosure and repossession moratoriums.

The Company’s legislative and regulatory environment is continually changing in response to the COVID-19 pandemic, and new or modified laws, regulations and guidance may be promulgated at very short notice.

RAYMOND JAMES FINANCIAL, INC.

AND SUBSIDIARIES

Other non-U.S.

Raymond James Ltd.

(“RJ Ltd.”) is currently registered as an investment dealer in all provinces and territories in Canada.

The financial services industry in Canada is subject to comprehensive regulation under both federal and provincial laws.

Securities commissions have been established in all provinces and territorial jurisdictions, which are charged with the administration of securities laws.

Investment dealers in Canada are subject to regulation by IIROC, a SRO under the oversight of the securities commissions that make up the Canadian Securities Administrators.

IIROC also requires that RJ Ltd.

be a member of the Canadian Investors Protection Fund, whose primary role is investor protection.

See Note 22 of the Notes to Consolidated Financial Statements of this Form 10-K for further information pertaining to broker-dealer regulatory minimum net capital requirements.

Certain of our subsidiaries are registered in, and operate from, the U.K.

which has a highly developed and comprehensive regulatory regime.

These subsidiaries are authorized and regulated by the U.K.

conduct regulator, the Financial Conduct Authority (“FCA”), and have permission to carry out business in other E.U.

countries as part of treaty arrangements;

however, these permissions may be negatively impacted by the terms and conditions of the U.K.’s withdrawal from the E.U.

As of September 30, 2020, we have entered into an agreement to sell our interests in certain of our subsidiaries which are incorporated and operate in France and that provide investment and asset management services to high-net-worth individuals and brokerage services to institutional clients.

These subsidiaries are both authorized and regulated by the French Regulatory Authority the L’Autorité de contrôle prudentiel et de resolution and Autorité des Marchés Financiers and have permission to carry out business in other E.U.

countries as part of treaty arrangements.

We expect the sale to be completed in the first half of fiscal 2021.

In Europe, the Markets in Financial Instruments Regulation and a revision of the Markets in Financial Instruments Directive (together, “MiFID II”), generally took effect on January 3, 2018, and introduced comprehensive, new trading and market infrastructure reforms in the E.U., including new trading venues, enhancements to pre- and post-trading transparency, and additional investor protection requirements, among others.

These reforms also changed the way investment managers can pay for the receipt of investment research and mandated unbundling between execution and other major services, including research, for broker-dealers.

On November 4, 2021, the federal Occupational Safety and Health Administration (“OSHA”) issued an Emergency Temporary Standard (“ETS”) mandating that all employers with more than 100 employees ensure their workers are either fully vaccinated against COVID-19 or produce, on a weekly basis, a negative COVID test, and imposing substantial penalties for noncompliance.

The ETS provides for compliance dates of December 5, 2021 and January 4, 2022.

On November 12, 2021, the Fifth Circuit Court of Appeals extended its stay of the rule’s enforcement pending further judicial review and ordered that OSHA take no steps to implement or enforce the mandate until further court order.

OSHA has announced that it suspended activities related to the implementation and enforcement of the ETS pending future developments in the litigation.

We will continue to monitor federal, state and local legislative and regulatory developments and endeavor to comply with all applicable final rules.

The Company’s legislative and regulatory environment may continue to change in response to the COVID-19 pandemic, as new or modified laws, regulations and guidance may continue to be promulgated at very short notice.

Alternative reference rate transition

Central banks and regulators have convened working groups to transition away from the London Interbank Offered Rate (“LIBOR”) to replacement interest rate benchmarks.

On March 5, 2021, the FCA, which regulates LIBOR, announced it will cease publication of the most commonly used U.S.

dollar LIBOR tenors after June 30, 2023, though the less commonly used tenors will cease publication after December 31, 2021.

federal banking agencies have issued guidance strongly encouraging institutions to cease entering into contracts that reference LIBOR as soon as practicable, and no later than December 31, 2021.

Central banks and regulators in the U.S.

and other jurisdictions are working to implement the transition to suitable replacements for LIBOR.

To facilitate an orderly transition away from LIBOR, we established an enterprise-wide team to assess and implement necessary changes to our contracts pursuant to the Alternative Reference Rates Committee’s recommendations.

This team has identified the inventory of existing contracts that will be impacted by the discontinuance of LIBOR and is working to transition those contracts accordingly.

Our enterprise-wide team has also directed updates to systems, processes, documentation, and models, with additional updates expected through 2023, as we continue our transition.

In conjunction with our corporate communications department, we created a plan to advise our financial advisors and clients of the change for certain impacted products.

We have selected replacement rates for our LIBOR-based products based on peer benchmarking and industry research and have created a product strategy for offering non-LIBOR based products in advance of the December 31, 2021 deadline.

Under that strategy, we began offering Secured Overnight Financing Rate (“SOFR”)-linked derivatives and plan to offer SOFR-based SBL beginning December 2021.

We have identified a plan to respond to the impacts of the alternative reference rate transition, and have taken action, or plan to take action, timely.

RAYMOND JAMES FINANCIAL, INC.

23 unchanged sentences

Executive Chairman, May 2010 - February 2017

Julien 64 Executive Vice President - Finance since August 2009;

Chief Financial Officer, April 1987 - December 2019;

Treasurer, February 2011 - February 2018

Bella Loykhter Allaire 68 Executive Vice President - Technology and Operations - Raymond James & Associates, Inc.

4 unchanged sentences

Senior Vice President, ICD Regional Director - Raymond James Financial Services, Inc., June 2012 - May 2018

Raney 55 President and CEO - Raymond James Bank, N.A.

since January 2006

Raney 56 Chairman - Raymond James Bank, since November 2020;

President and CEO - Raymond James Bank since January 2006

Reilly 67 Chairman since February 2017 and Chief Executive Officer since May 2010;

15 unchanged sentences

Certain statements made in this Annual Report on Form 10-K may constitute “forward-looking statements” under the Private Securities Litigation Reform Act of 1995.

Forward-looking statements include information concerning future strategic objectives, business prospects, anticipated savings, financial results (including expenses, earnings, liquidity, cash flow and capital expenditures), industry or market conditions, demand for and pricing of our products, acquisitions and divestitures, anticipated results of litigation, regulatory developments, effects of accounting pronouncements, and general economic conditions.

In addition, words such as “believes,” “expects,” “anticipates,” “plans,” “estimates,” and future or conditional verbs such as “will,” “may,” “could,” “should,” and “would,” as well as any other statement that necessarily depends on future events, are intended to identify forward-looking statements.

Forward-looking statements include information concerning future strategic objectives, business prospects, anticipated savings, financial results (including expenses, earnings, liquidity, cash flow and capital expenditures), anticipated timing and benefits of our acquisitions and our level of success in integrating acquired businesses, industry or market conditions, demand for and pricing of our products, anticipated results of litigation, regulatory developments, impacts of the COVID-19 pandemic, effects of accounting pronouncements, and general economic conditions.

In addition, words such as “believes,” “expects,” “anticipates,” “intends,” “plans,” “projects,” and future or conditional verbs such as “will,” “may,” “could,” “should,” and “would,” as well as any other statement that necessarily depends on future events, are intended to identify forward-looking statements.

Forward-looking statements are not guarantees, and they involve risks, uncertainties and assumptions.

5 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business