Interprétation IA fondée sur des extraits vérifiés. Les déclarations de l’entreprise et les limites de couverture restent explicites.
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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 AUA.
Business — RIA and Custody Services · Dépôt 25/11/2025
AUA associated with firms in our RCS division totaled $217.3 billion as of September 30, 2025.
Business — fiscal 2025 RCS assets under administration · Dépôt 25/11/2025
AUA associated with firms in our RCS division totaled $180.7 billion as of September 30, 2024.
Business — fiscal 2024 RCS assets under administration · Dépôt 26/11/2024
Elwyn President of Private Client Group 2025 Contributions Financial Achievement •Achieved record PCG annual net revenues of $10.2 billion, up 8% over fiscal 2024 •Strong PCG annual pre-tax income of $1.7 billion Business Growth •Grew PCG assets under administration to record level of $1.67 trillion, an 11% increase over the prior fiscal year •Domestic PCG net new assets of $52.4 billion during fiscal 2025 •Recruited financial advisors to the domestic independent contractor and employee affiliation options with a record $407 million of trailing 12-month production at their previous firms Operating Efficiency •Successfully led initiatives to increase digital tool utilization by financial advisors and their clients, as well as branch managers, to enhance PCG’s service delivery model •Maintained appropriate focus on domestic PCG compensation ratio and disciplined management of expenses, while delivering record recruiting results •Provided strong support for collaboration in recruiting efforts across the domestic advisor channels General Management •Successfully supported several senior leadership realignments across the business segment as a result of executive succession •Provided effective governance as a director of several subsidiary boards Compensation: The Committee approved an annual bonus for 2025 of $6,500,000 Compensation Mix 2026 PROXY STATEMENT 55 Proposal 2 – Advisory Vote on Executive Compensation Annual Direct Compensation for 2025 After assessing the company’s financial and strategic performance for fiscal 2025 and evaluating the individual performance of our NEOs, the Committee exercised its discretion to award annual direct compensation for 2025 as set forth in the following table.
Executive compensation — PCG fiscal 2025 operating achievements and net new assets · Dépôt 07/01/2026
Operating Data
As of
% change from
$ in billions
August 31,
2026
August 31,
2025
July 31,
2026
August 31,
2025
July 31,
2026
Client assets under administration
$
1,966.4
$
1,688.5
$
1,927.7
16%
2%
Private Client Group assets under administration
$
1,899.7
$
1,626.1
$
1,859.9
17%
2%
Private Client Group assets in fee-based accounts
$
1,181.2
$
978.9
$
1,155.1
21%
2%
Financial assets under management
$
350.5
$
270.0
$
344.6
30%
2%
Bank loans, net
$
56.4
$
50.2
$
56.3
12%
—%
Clients’ domestic cash sweep and Enhanced Savings Program balances
$
57.4
$
54.2
$
56.7
6%
1%
About Raymond James Financial, Inc.
Operating data — August 31, 2026 assets and cash balances · Dépôt 23/09/2026
Specifically within the financial services industry, other firms are offering guaranteed contracts, upfront payments, and increased compensation.
Risk factors — competing guaranteed contracts and compensation · Dépôt 25/11/2025
Our financial results may be adversely affected by the costs we incur in connection with any loans or other incentives we may offer to newly recruited financial advisors and other key personnel.
Risk factors — recruitment loans and incentives · Dépôt 25/11/2025
Rates paid to clients on their cash balances are generally impacted by the level of short-term interest rates, as well as competitive industry dynamics and the demand for client cash.
MD&A — competitive determinants of client cash rates · Dépôt 05/08/2026
Net interest income and RJBDP fees from third-party banks Three months ended June 30, Nine months ended June 30, $ in millions 2026 2025 % change 2026 2025 % change Net interest income $ 560 $ 546 3 % $ 1,683 $ 1,596 5 % RJBDP fees from third-party banks 98 110 (11) % 292 384 (24) % Net interest income and RJBDP fees from third-party banks $ 658 $ 656 — % $ 1,975 $ 1,980 — % Quarter ended June 30, 2026 compared with the quarter ended June 30, 2025 For the three months ended June 30, 2026, combined net interest income and RJBDP fees from third-party banks was $658 million, a slight increase compared with the prior-year quarter, primarily driven by the impact from growth in average interest-earning assets in the Bank segment, particularly securities-based and residential mortgage loans.
MD&A — realized net interest income and third-party sweep fees · Dépôt 05/08/2026
These products include our ESP, where such deposits are held by Raymond James Bank, offer enhanced rates, and offer FDIC coverage of up to $50 million for certain accounts, as well as initiatives offered from time to time within the RJBDP program which may offer enhanced rates to clients on certain balances within the program.
MD&A — enhanced deposit rates and insurance coverage · Dépôt 05/08/2026
52 RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES Management’s Discussion and Analysis Index EXECUTIVE OVERVIEW Summary results of operations Three months ended June 30, Nine months ended June 30, $ in millions, except per share amounts 2026 2025 % change 2026 2025 % change Net revenues $ 3,928 $ 3,398 16 % $ 11,522 $ 10,338 11 % Compensation, commissions and benefits expense $ 2,579 $ 2,202 17 % $ 7,570 $ 6,678 13 % Non-compensation expenses $ 599 $ 633 (5) % $ 1,739 $ 1,677 4 % Pre-tax income $ 750 $ 563 33 % $ 2,213 $ 1,983 12 % Net income available to common shareholders $ 595 $ 435 37 % $ 1,699 $ 1,527 11 % Earnings per common share – basic $ 3.06 $ 2.16 42 % $ 8.67 $ 7.51 15 % Earnings per common share – diluted $ 3.01 $ 2.12 42 % $ 8.52 $ 7.35 16 % Non-GAAP measures: Adjusted net income available to common shareholders (1) $ 620 $ 449 38 % $ 1,761 $ 1,570 12 % Adjusted earnings per common share - diluted (1) $ 3.14 $ 2.18 44 % $ 8.83 $ 7.55 17 % Three months ended June 30, Nine months ended June 30, Other selected financial highlights 2026 2025 2026 2025 Pre-tax margin 19.1 % 16.6 % 19.2 % 19.2 % Adjusted pre-tax margin (1) 19.9 % 17.1 % 19.9 % 19.7 % Annualized return on common equity (“ROCE”) 18.8 % 14.3 % 18.1 % 17.1 % Adjusted annualized ROCE (1) 19.6 % 14.8 % 18.7 % 17.5 % Annualized return on tangible common equity (“ROTCE”) (1) 22.6 % 16.7 % 21.3 % 19.9 % Adjusted annualized ROTCE (1) 23.5 % 17.2 % 22.0 % 20.5 % Total compensation ratio 65.7 % 64.8 % 65.7 % 64.6 % Adjusted total compensation ratio (1) 65.5 % 64.5 % 65.5 % 64.4 % Effective income tax rate 20.7 % 22.6 % 23.1 % 22.8 % Quarter ended June 30, 2026 compared with the quarter ended June 30, 2025 For our fiscal third quarter of 2026, we generated net revenues of $3.93 billion, an increase of 16% compared with the prior-year quarter, and pre-tax income of $750 million, an increase of 33%.
Executive overview — fiscal 2026 quarterly and nine-month operating results · Dépôt 05/08/2026
•Private Client Group — Record net revenues of $10.2 billion increased 8% while pre-tax income of $1.7 billion decreased 4% compared to fiscal 2024.
Company performance — fiscal 2025 PCG revenue and pre-tax income · Dépôt 07/01/2026
•Investment services for which we charge sales commissions or asset-based fees based on established schedules.
Business — established investment-service fee schedules · Dépôt 26/11/2024
Three months ended June 30, Nine months ended June 30, Shares in millions 2026 2025 2026 2025 Balance beginning of period 194.6 203.1 198.1 203.3 Repurchases of common stock under the Board of Directors’ common stock repurchase authorization (2.6) (3.3) (7.7) (5.3) Issuances due to vesting of RSUs, employee stock purchases, and exercise of stock options, net of forfeitures 0.1 0.2 1.7 2.0 Balance end of period 192.1 200.0 192.1 200.0 We issue shares from time to time during the year to satisfy obligations under certain of our share-based compensation programs, some of which may be reissued out of treasury shares.
Note 18 — actual repurchases, issuance and outstanding shares · Dépôt 05/08/2026
During the nine months ended June 30, 2026, we repurchased 7.7 million shares of our common stock for $1.2 billion.
Note 18 — nine-month fiscal 2026 repurchase spending · Dépôt 05/08/2026
•Issued $1.5 billion in senior notes, consisting of $650 million in 4.90% senior notes due 2035 and $850 million in 5.65% senior notes due 2055
Company highlights — fiscal 2025 senior debt issuance · Dépôt 07/01/2026
•Maintained strong capital position with a tier 1 leverage ratio (tier 1 capital to adjusted average assets) of 13.1% and a total capital ratio (total regulatory capital to risk-weighted assets) of 24.1%, well above regulatory requirements
Company highlights — fiscal 2025 regulatory capital ratios · Dépôt 07/01/2026
The acquisition was funded using cash on hand as of the acquisition date.
Note 3 — completed Clark Capital acquisition funding · Dépôt 06/05/2026
Type Pay Element Purpose Link to Strategy Base Salary •Provides base level of pay •Competitive salaries attract and retain key talent Annual Bonus – Cash •Provides competitive incentive opportunity •Rewards executives who achieve strategic goals and financial goals that are important for creating shareholder value •Attracts and retains key talent Annual Bonus – Equity (RSUs) •Aligns executives with shareholder interests •Time-vesting awards encourage retention by vesting at end of 3-year period (if not otherwise retirement eligible - see note on page 49) •Performance vesting awards vest based on company’s achievement of Adjusted ROE and rTSR thresholds, thus further aligning executives with long-term shareholder interests •Time-vesting awards serve as a long-term retention tool for those executives who are not retirement eligible and further aligns our executives with our shareholders' interests •Performance-vesting awards encourage executives to focus on key financial metrics where final payout is dependent on company performance and stock price growth Management Awards – RSUs •Aligns executives with shareholder interests •Encourages retention by longer vesting period, generally over five years (if not otherwise retirement eligible - see note on page 49) •Serves as a long-term retention tool for those executives who are not retirement eligible and further aligns our executives with our shareholders' interests Retirement Plan Contributions •Profit Sharing, ESOP and LTIP align executives with shareholders' interests since contributions are based on company financial results; 401(k) Plan facilitates retirement savings •Provide competitive benefits package and further align executives with our shareholders' interests 46 Proposal 2 – Advisory Vote on Executive Compensation Base Salaries Competitive salaries attract and retain key talent.
Executive compensation — existing equity award structure and performance conditions · Dépôt 07/01/2026
If a retirement eligible grantee were to retire, all of the unvested RSUs subject to such grantee’s RSU awards would immediately vest, but the shares underlying the vested RSUs would be delivered only in accordance with the original vesting schedule set forth in the RSU award agreement.
Executive compensation — retirement-eligible accelerated vesting · Dépôt 07/01/2026
All of our NEOs have reached or exceeded the ownership requirements.
Compensation policies — executive ownership requirement compliance · Dépôt 07/01/2026
We maintain a robust compensation recoupment policy, together with an NYSE-compliant Dodd-Frank Clawback Policy, which permit the company to recover compensation in the event of a financial restatement, inaccurate performance measures, and serious misconduct or materially imprudent judgment that results in material financial or reputational harm to the company.
Compensation policies — existing recovery policy coverage · Dépôt 07/01/2026
AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME Year ended September 30, in millions, except per share amounts 2025 2024 2023 Revenues: Asset management and related administrative fees $ 7,078 $ 6,196 $ 5,363 Brokerage revenues: Securities commissions 1,775 1,651 1,459 Principal transactions 529 492 462 Total brokerage revenues 2,304 2,143 1,921 Account and service fees 1,262 1,314 1,125 Investment banking 1,069 858 648 Interest income 3,994 4,232 3,748 Other 205 180 187 Total revenues 15,912 14,923 12,992 Interest expense (1,847) (2,102) (1,373) Net revenues 14,065 12,821 11,619 Non-interest expenses: Compensation, commissions and benefits 9,072 8,213 7,299 Non-compensation expenses: Communications and information processing 752 662 599 Occupancy and equipment 308 296 271 Business development 291 257 242 Investment sub-advisory fees 223 182 151 Professional fees 163 150 145 Bank loan provision for credit losses 37 45 132 Other 505 373 500 Total non-compensation expenses 2,279 1,965 2,040 Total non-interest expenses 11,351 10,178 9,339 Pre-tax income 2,714 2,643 2,280 Provision for income taxes 579 575 541 Net income 2,135 2,068 1,739 Preferred stock dividends 5 5 6 Net income available to common shareholders $ 2,130 $ 2,063 $ 1,733 Earnings per common share – basic $ 10.53 $ 9.94 $ 8.16 Earnings per common share – diluted $ 10.30 $ 9.70 $ 7.97 Weighted-average common shares outstanding – basic 202.0 207.1 211.8 Weighted-average common and common equivalent shares outstanding – diluted 206.6 212.3 216.9 Net income $ 2,135 $ 2,068 $ 1,739 Other comprehensive income/(loss), net of tax: Available-for-sale securities 94 457 (40) Currency translations, net of the impact of net investment hedges 12 49 50 Cash flow hedges — (37) 1 Total other comprehensive income, net of tax 106 469 11 Total comprehensive income $ 2,241 $ 2,537 $ 1,750 See accompanying Notes to Consolidated Financial Statements.
Consolidated statements of income — fiscal 2023–2025 results · Dépôt 25/11/2025
We did not incur any significant losses related to such operational challenges during the nine months ended June 30, 2026 or 2025.
Operational risk — absence of significant transaction-volume-related losses · Dépôt 05/08/2026
The Board has approved a charter for the Lead Director, which provides that the Lead Director is elected by the independent directors for a renewable term of three years.
Corporate governance — independent election of Lead Director · Dépôt 07/01/2026
The charter also sets forth the Lead Director’s specific responsibilities, including to: •preside at Board meetings in the absence of the Chair, subject to the By-laws •review and approve Board meeting agendas and schedules •advise on information submitted to the Board •serve as liaison for communication between non-executive directors and shareholders •communicate individual performance feedback from Board peer evaluations in private meetings with each director •preside over executive sessions of non-executive directors •recommend topics for Board consideration •serve as a liaison between non-executive directors and the Chair •with the N&CG Committee, facilitate the Board’s annual evaluation process •assist the N&CG Committee in conducting its performance evaluation of the CEO, and in CEO succession planning The Charter of the Lead Director, which is available on the company’s website, provides a more detailed description of the role and responsibilities, qualifications, and the procedures for appointment of, the Lead Director.
Corporate governance — Lead Director responsibilities · Dépôt 07/01/2026
In the Private Client Group segment, fiscal 2025 was a strong year for client asset growth, driven by strong retention of advisors and record-level financial advisor recruiting.
Compensation discussion — management description of advisor retention and recruiting · Dépôt 07/01/2026
The peer group for the 2025 PRSU awards consists of the following companies: Ameriprise Financial Inc., Bank of New York Mellon, Charles Schwab Corp., Franklin Resources Inc., Invesco Ltd., Jefferies Financial Group Inc., LPL Financial Holdings Inc., Northern Trust Corporation, State Street 48 Proposal 2 – Advisory Vote on Executive Compensation Corporation, Stifel Financial Corp.
Executive compensation — relative shareholder-return peer group · Dépôt 07/01/2026
Due to the limited nature of this data, a consistent correlation to earnings should not be assumed.
Monthly operating disclosure — limitation on correlation to earnings · Dépôt 23/09/2026
Decreases in short-term interest rates generally result in a decrease to our RJBDP fees earned from third-party banks, although the magnitude of the impact may also be impacted by demand for cash balances by third-party banks and the rate paid to clients on their cash sweep balances.
MD&A — interest-rate and balance determinants of third-party sweep fees · Dépôt 05/08/2026
