What changed in this filing

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Item 1. Business

2025-11-25 compared with 2024-11-26 · 104 added, 124 removed, 393 unchanged (37% of the section changed)

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The firm also provides corporate and retail banking services and trust services.

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.

The firm operates predominantly in the United States (“U.S.”) and, to a lesser extent, in Canada, the United Kingdom (“UK”), 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.

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

We also believe in maintaining a long-term focus in our decision making.

We also believe in maintaining a long-term focus on our decision making.

We believe that this disciplined decision-making approach translates to a strong, stable financial services firm for clients, associates, and shareholders.

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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, 2024 were $1.51 trillion, of which $875.2 billion related to fee-based accounts (“fee-based AUA”).

Total client assets under administration (“AUA”) in our PCG segment as of September 30, 2025 were $1.67 trillion, of which $1.01 trillion related to fee-based accounts (“fee-based AUA”).

We had 8,943 employee and independent contractor financial advisors affiliated with us as of September 30, 2025.

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Independent contractor financial advisors

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

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

Our independent contractor financial advisor options are designed to help our advisors build their businesses with as much or as little of our support as they determine they need.

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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 AUA.

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

Firms affiliated with us through RCS retain the fees they charge to their clients and are generally 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 are included in our AUA.

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

We provide the following products and services through this segment:

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

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

• Insurance and annuity products.

• Mutual funds.

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

• 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.

We recognize revenue from providing the following products and services through this segment:

Asset management and related administrative fees

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

Brokerage revenues

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

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

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

Account and service fees

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

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

• Raymond James Bank Deposit Program (“RJBDP”) fees - We earn servicing fees from various banks for administrative services we provide related to our clients’ deposits that are swept to such banks as part of the Raymond James Bank Deposit Program, 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 fees from our Bank segment, which are based on the greater of a base servicing fee or net yield equivalent to the average yield that the firm would otherwise receive from third-party banks in the RJBDP.

These fees are eliminated in consolidation.

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

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

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

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

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

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

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

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

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Net interest income

We generate net interest income on securities borrowing and lending activities transacted with financial institutions and other counterparties.

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

Capital Markets

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

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

We provide the following products and services through this segment.

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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.

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

• Equity - We earn brokerage revenues from 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.

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Affordable housing investments business

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

Substantially all of these investments qualify for tax credits 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.

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

As of September 30, 2024, SBL and residential mortgage loans held for investment represented approximately 41% of the Bank segment’s total assets.

As of September 30, 2025, SBL and residential mortgage loans held for investment represented 46% of the Bank segment’s total assets.

SBL are primarily collateralized by the borrower’s marketable securities at advance rates consistent with industry standards and, to a lesser extent, the cash surrender value of life insurance policies issued by investment-grade insurance companies.

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

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

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or Canadian syndicated loans.

The Bank segment’s investment portfolio is primarily comprised of agency mortgage-backed securities (“MBS”), agency collateralized mortgage obligations (“CMOs”), and U.S.

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

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

Treasury securities (“U.S.

Treasuries”) and is classified as available-for-sale.

Treasuries”), and other securities which are guaranteed by the U.S.

government or its agencies.

Raymond James Bank’s liabilities primarily consist of cash deposits, including cash swept from the investment accounts of PCG clients through the RJBDP and deposits in our Enhanced Savings Program (“ESP”), in which PCG clients may deposit cash in a FDIC-insured high-yield Raymond James Bank account.

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

Raymond James Bank’s and TriState Capital Bank’s liabilities also include borrowings from the Federal Home Loan Bank (“FHLB”).

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

Our Bank segment’s liabilities also include borrowings from the Federal Home Loan Bank (“FHLB”).

The following graph details the composition of our Bank segment’s total assets as of September 30, 2025.

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It is important to us to maintain a strong commitment to a workplace environment that attracts talented candidates who reflect the skills and experiences required to meet our clients’ needs and are drawn from the entire available talent pool.

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

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.

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This reflects an increase of approximately 500 associates compared to the prior year, primarily due to continued growth across the firm.

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

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

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

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We also offer internships to selected college students, professionals returning to the workforce, and veterans, 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.

Our inclusive recruiting approach is designed to attract a wide range of candidates for every role.

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

Our recruiting approach is designed to attract a wide range of candidates for every role.

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

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

Through our annual performance review process, associates have the opportunity to define performance goals which are reviewed during mid-year and end-of-year touch points.

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

Through our annual performance review process, associates and managers collaborate to define performance goals which are reviewed during mid-year touch points and formal end-of-year discussions.

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

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

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

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

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

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 robust pool of candidates for such roles.

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

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

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

To provide associates 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 Leadership Team, and we strive to ensure we have a robust pool of candidates for such roles.

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

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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.

We have a department dedicated to providing growth-oriented tools and resources, including business coaching, to our financial advisors.

We also offer these advisors the opportunity to participate in conferences and workshops.

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.

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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.

We also offer U.S.-based 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.

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We strive to design programs that promote equitable rewards for all associates.

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

Each year, we conduct pay equity studies in the U.S., U.K., and Canada.

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

Each year, we conduct pay equity studies in the U.S., UK, and Canada.

If we identify any gaps, we take remediation steps as part of our compensation strategy.

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

To that end, we offer programs including healthcare insurance, health and flexible savings accounts, paid time off, family leave, flexible work arrangements, tuition assistance, counseling services, as well as on-site services at our corporate offices in St.

Petersburg, Florida and Memphis, Tennessee, which include health clinics and a fitness center.

To that end, we offer programs including healthcare insurance, health and flexible savings accounts, paid time off, family leave, flexible work arrangements, tuition assistance, counseling services.

We also provide on-site services, such as health clinics and fitness centers, at our corporate offices in St.

Petersburg, Florida, Memphis, Tennessee, and Southfield, Michigan.

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We have developed operational plans for such disruptions, and we have devoted significant resources to maintaining those plans.

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 corporate offices or data center sites (located in Florida, Colorado, Tennessee or Michigan), and our branch and office locations throughout the U.S., Canada and Europe.

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 other corporate offices located in Southfield, Michigan and Memphis, Tennessee, or multiple data center sites (with our primary data center located in the Denver, Colorado area), and our branch and office locations throughout the U.S., Canada, and Europe.

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 companies (“fintechs”).

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 financial technology companies (“fintechs”).

We compete principally on the basis of the quality of our associates, services, technology platform, 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.

Furthermore, the labor market continues to experience elevated levels of turnover and competition, including increased competition for talent across all areas of our business, as well as increased competition with non-traditional competitors, such as technology companies.

Employers are increasingly offering guaranteed contracts, upfront payments, increased compensation, and opportunities to work with greater flexibility.

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

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

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

Following the most recent U.S.

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

These changes 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.

Furthermore, the labor market continues to experience elevated levels of competition for talent across all areas of our business, as well as increased competition with non-traditional competitors, such as technology companies.

Employers are offering guaranteed contracts, upfront payments, and increased compensation in order to attract talent.

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

Regulatory changes can have significant impacts on our business, however, we cannot predict the exact changes or quantify their potential impacts.

See “Item 1A - Risk Factors” of this Form 10-K for additional discussion of the risks related to our regulatory environment.

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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 and TriState Capital Bank (collectively, “our bank subsidiaries”), our broker-dealer subsidiaries, and our trust subsidiaries.

To the extent that the

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.

A change in applicable statutes or regulations or in regulatory or supervisory policy may have a material effect on our business.

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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.

A change in applicable statutes or regulations or in regulatory or supervisory policy may have a material effect on our business.

Banking supervision and regulation

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

RJTCNH provides individual retirement account (“IRA”) custodial services and trust services for our PCG clients.

RJTCNH provides IRA custodial services and trust services for our PCG clients.

Collectively, the rules and regulations of the Fed, the FDIC, the OFR, the PDBS, the CFPB, the OCC and the NHBD result in extensive regulation and supervision covering 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.

This regulatory, supervisory, and oversight framework can affect the operating costs and permissible businesses of RJF and our subsidiaries.

As a part of their supervisory functions, these regulatory bodies conduct extensive examinations of our operations and also have the power to bring enforcement actions for violations of law and, in the case of certain of these regulatory bodies, for unsafe or unsound practices.

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

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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 repurchases 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.

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

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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.

Source of strength

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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

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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.

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, 2025, Raymond James Bank and TriState Capital Bank were categorized as well-capitalized.

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The Volcker Rule

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Our compensation practices are subject to oversight by the Fed.

Compensation regulation in the financial services 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.

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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.

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

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

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

We are monitoring the legal activity while continuing to evaluate the impact this rule could have on our business.

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

Other restrictions

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The SEC is the federal agency charged with administration of the federal securities laws in the U.S.

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

broker-dealer subsidiaries are subject to SEC regulations relating to their business operations, including sales and trading practices, securities offerings and other investment banking activity, publication of research reports, use and safekeeping of client funds and securities, capital structure, record-keeping, privacy requirements, and the conduct of directors, officers and employees.

Financial services firms are also subject to regulation by state securities commissions in those states in which they conduct business.

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Financial services firms are also subject to regulation by various foreign governments, securities exchanges, central banks and regulatory bodies, particularly in those countries where they have established offices.

Outside of the U.S., we have additional offices primarily in Canada, the U.K., and Germany and are subject to regulations in those areas.

Outside of the U.S., we have additional offices primarily in Canada, the UK, and Germany and are subject to regulations in those areas.

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

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These SROs also conduct periodic examinations of member broker-dealers.

The single primary regulator with respect to our conduct of financial services in the U.K.

is the Financial Conduct Authority (“FCA”), which operates on a statutory basis.

The single primary regulator with respect to our conduct of financial services in the UK is the Financial Conduct Authority (“FCA”), which operates on a statutory basis.

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The SEC, SROs, and other securities regulators may conduct administrative proceedings that can result in censure, fines, suspension or expulsion of a broker-dealer, its officers, employees, or other associated persons.

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jurisdictions have also adopted regulations relating to standards of care.

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

Among other things, the U.K.

Consumer Duty requires firms to act to deliver “good outcomes” for retail customers with respect to products and services, price and value, consumer understanding, and consumer support.

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

Among other things, the UK Consumer Duty requires firms to act to deliver “good outcomes” for retail customers with respect to products and services, price and value, consumer understanding, and consumer support.

In April 2024, the Department of Labor (“DOL”) issued a final rule significantly expanding the definition of “investment advice fiduciary” under the Employee Retirement Income Security Act of 1974, as amended.

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In July 2024, two federal district courts separately issued nationwide stays of the effective date of the final rule and PTE amendments pending consideration of the merits.

We are monitoring the legal

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

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

If the rules become effective as promulgated, we expect compliance will require us to alter certain of our business practices and impose additional costs.

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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.

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Certain of our subsidiaries are registered in, and operate from, the UK, which has a highly developed and comprehensive regulatory regime.

These subsidiaries are authorized and regulated by the FCA and have limited permissions to carry out business in certain European Union (“E.U.”) countries, to the extent permitted under domestic law and regulation in those countries.

The FCA operates on a statutory basis and creates rules which are largely principles-based.

These regulated U.K.

subsidiaries and their senior managers are registered with the FCA, and wealth managers and certain other staff are subject to certification requirements.

These regulated UK subsidiaries and their senior managers are registered with the FCA, and wealth managers and certain other staff are subject to certification requirements.

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

Retail clients of our U.K.

subsidiaries benefit from the Financial Ombudsman Service, which settles complaints between consumers and businesses that provide financial services, as well as the Financial Services Compensation Scheme, which is the U.K.’s statutory deposit insurance and investors compensation scheme for customers of authorized financial services firms.

Retail clients of our UK subsidiaries benefit from the Financial Ombudsman Service, which settles complaints between consumers and businesses that provide financial services, as well as the Financial Services Compensation Scheme, which is the UK’s statutory deposit insurance and investors compensation scheme for customers of authorized financial services firms.

In Germany, our subsidiary Raymond James Corporate Finance GmbH is licensed by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, or “BaFin”) to conduct the regulated activities of investment advice and investment brokerage.

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

Foreign Corrupt Practices Act and the U.K.

Bribery Act, related to corrupt and illegal payments to, and hiring practices with regard to, government officials and others.

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Foreign Corrupt Practices Act and the UK Bribery Act, related to corrupt and illegal payments to, and hiring practices with regard to, government officials and others.

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.

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

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Privacy and data protection

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Similarly, the E.U.

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

residents, as well as residents of the U.K.

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

residents, as well as residents of the UK.

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 consumer rights actions that must be responded to by organizations.

and UK residents, imposing a strict data protection compliance regime that includes 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.

In September 2021, Quebec enacted Bill C-64, a comprehensive privacy law with extraterritorial application modeled after GDPR which imposes fines for non-compliance and became fully effective in September 2024.

Quebec enacted Bill C-64, a comprehensive privacy law with extraterritorial application modeled after GDPR which imposes fines for non-compliance and became fully effective in September 2024.

In May 2024, the SEC adopted amendments to Regulation S-P, which includes a requirement for broker-dealers, investment companies, RIAs, and transfer agents to adopt written policies and procedures for an incident response program with respect to unauthorized access to or use of customer information.

14 unchanged sentences

Aisenbrey (56) — Chief Human Resources Officer since October 2019

Senior Vice President, Organization and Talent Development - Raymond James & Associates, Inc., January 2019 - October 2019

Bunn (52) — President - Capital Markets since October 2024;

1 unchanged sentence

Head of Investment Banking - Raymond James & Associates, Inc., January 2014 - September 2024

Carter (53) — President - Fixed Income - Raymond James & Associates, Inc.

since January 2022;

President - SumRidge Partners, LLC since July 2022;

Executive Vice President, Head of Fixed Income Capital Markets - Raymond James & Associates, Inc., October 2019 - December 2021

Coulter (55) — Chief Executive Officer - Raymond James Ltd.

since January 2022;

Executive Vice President, Head of Wealth Management - Private Client Group - Raymond James Ltd., December 2019 - December 2021;

Senior Vice President, Branch Manager - Private Client Group - Raymond James Ltd., October 2014 - December 2019

Vincent Campagnoli (62) — Executive Vice President, Technology and Operations since October 2024;

Chief Information Officer, March 2013 - October 2024

Curtis (62) — Chief Operating Officer since October 2024;

4 unchanged sentences

since June 2018

Haynes-Morgan (59) — Chief Audit Executive since January 2020

Tarek Helal (46) — Chief Strategy Officer since October 2024;

Senior Vice President, Investments and Strategy Renewables, February 2024 - October 2024;

Chief Risk Officer - Private Client Group and Capital Markets, May 2018 - February 2024

David Krauss (49) — Chief Risk Officer since September 2024;

2 unchanged sentences

Chief Risk Officer - Credit Suisse, July 2020 - July 2023

Managing Director, Head of Market & Enterprise Risk - Investment Banking & U.S.

/ Head of Risk Raleigh - Credit Suisse, June 2018 - July 2020

Bella Loykhter Allaire (71) — Chief Administrative Officer since October 2024;

4 unchanged sentences

Senior Vice President - Financial Reporting, January 2020 - September 2020

Vice President - Financial Reporting, November 2014 – December 2019

Raney (59) — President - Bank Segment since October 2024;

3 unchanged sentences

President and CEO - Raymond James Bank, January 2006 - September 2024

Reid (53) — President - Independent Contractor Division since January 2024;

Chief Executive Officer and President - Raymond James Financial Services, Inc.

since October 2024;

Chief Executive Officer and President - Raymond James Financial Services Advisors, Inc.

since October 2024;

Senior Vice President, Northeast Division Director, Independent Contractor Division – Raymond James Financial Services, Inc., December 2018 - December 2023

Reilly (70) — Chair since February 2017 and Chief Executive Officer since May 2010;

Director since January 2006

Santelli (53) — Executive Vice President, General Counsel and Secretary since May 2016

Shoukry (41) — President since March 2024;

Reilly (71) — Executive Chair since February 2025;

Chair since February 2017 and Director since January 2006;

Chief Executive Officer, May 2010 - February 2025

Santelli (54) — Executive Vice President and General Counsel since May 2016;

Secretary, May 2016 - October 2025

Shoukry (42) — Chief Executive Officer since February 2025;

Director since May 2024;

President, March 2024 - February 2025;

Chief Financial Officer, January 2020 - September 2024;

2 unchanged sentences

Treasurer, February 2018 - December 2022

Senior Vice President - Finance and Investor Relations, January 2017 - December 2019

Except where otherwise indicated, the executive officer has held his or her current position for more than five years.

7 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 (including changes in interest rates and inflation), demand for and pricing of our products (including cash sweep and deposit offerings), anticipated timing and benefits of our acquisitions, and our level of success integrating acquired businesses, anticipated results of litigation, regulatory developments, and general economic conditions.

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 (including changes in interest rates, inflation, and international trade policies), demand for and pricing of our products (including cash sweep and deposit offerings), anticipated timing and benefits of our acquisitions, and our level of success integrating acquired businesses, anticipated results of litigation, regulatory developments, and general economic conditions.

In addition, words such as “believes,” “expects,” “anticipates,” “estimates,” “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.

4 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