SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Larson Katherine H

(Last) (First) (Middle)
880 CARILLON PARKWAY

(Street)
ST. PETERSBURG FL 33716

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
RAYMOND JAMES FINANCIAL INC [ RJF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/30/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/30/2024 M 996 A $0(1) 1,999 D
Common Stock 11/30/2024 M 525 A $0(1) 2,524 D
Common Stock 11/30/2024 F 128 D $169.28 2,396 D
Common Stock 11/30/2024 F 242 D $169.28 2,154 D
Common Stock 12/03/2024 G 60(2) D $0.0000 2,094 D
Common Stock 12/03/2024 S(3) 1,492 D $166.0127(4) 602 D
Common Stock 161(5) I By spouse through ESOP
Common Stock 445(6) I ESOP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 11/30/2024 M 525 (7) 11/30/2025 Common Stock 525 $0.0000 525 D
Restricted Stock Units (1) 11/30/2024 M 996 (8) 11/30/2026 Common Stock 996 $0.0000 664 D
Explanation of Responses:
1. Each Restricted Stock Unit (RSU) represents a contingent right to receive, upon vesting of the award: (i) one share of common stock, and (ii) accrued cash in lieu of dividends.
2. The reporting person effected multiple gifts on the same day in different amounts.
3. The reporting person effected multiple same-way open market sale transactions on the same day at different prices through a trade order executed by a broker-dealer. The reporting person has reported on a single line all such transactions that occurred within a one dollar price range. The reporting person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer or a shareholder of the issuer, full information regarding the number of shares sold at each separate price.
4. Reflects the weighted average sale price. The range of prices for such transaction was $165.78 to $166.29.
5. Includes shares of common stock acquired under the reporting person's spouse's Employee Stock Ownership Plan (ESOP) account through November 20, 2024.
6. Includes shares of common stock acquired under the reporting person's Employee Stock Ownership Plan (ESOP) account through November 20, 2024.
7. RSUs vested 60% on 11/30/2023, 20% on 11/30/2024, and will vest 20% on 11/30/2025.
8. RSUs vested 60% on 11/30/2024 and will vest 20% on 11/30/2025 and 20% on 11/30/2026.
Remarks:
This Form 4 reports (i) the partial vestings of RSUs awarded to the reporting person, (ii) dispositions by the reporting person to the issuer to cover the tax liability in connection with such vestings, (iii) the open market sale by the reporting person of shares of common stock, and (iv) gifts of shares by the reporting person.
/s/ Katherine H. Larson by Jonathan J. Doyle as Attorney-in-Fact 12/03/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.