PAY VERSUS PERFORMANCE

The following table sets forth the compensation comparisons to selected company and peer performance measures, in each case as determined in accordance with Item 402(v) of SEC Regulation

S-K.

The “Compensation Actually Paid” and other compensation figures shown here are calculated in accordance with applicable regulatory guidance and do not reflect the Committee’s perspective on compensation, including as actually paid. The Committee’s perspective is described in the discussion beginning on page 41. A discussion of the key differences between calculations made according to applicable regulatory guidance and the Committee’s perspective on compensation begins on page 47.



									Value of Fixed $100 Investment Based On:
Year (1)	Summary Compensation Total for PEO (2)		Compensation Actually Paid to PEO (3)		Average Summary Compensation Total for Non-PEO NEOs (2)		Average Compensation Actually Paid to Non-PEO NEOs (3)		Total Share- holder Return (4)		Peer Group Total Share- holder Return (4, 5)		Net Income (6)		Non-GAAP Pre-Tax Net Income (7)

2020		$10,666,487		$16,500,215		$5,029,682		$7,119,305		$126		$111		$476,211,000		$711,624,000

2021		$13,555,232		$24,502,825		$7,212,128		$11,194,182		$178		$157		$789,271,000		$1,132,395,000

2022		$12,865,048		$8,864,980		$5,599,912		$4,201,855		$152		$133		$624,874,000		$952,215,000

2023		$13,282,055		$18,009,279		$5,746,478		$7,304,401		$183		$148		$485,255,000		$769,914,000

(1)

During the second implementation year of Item 402(v) of SEC Regulation

S-K,

registrants are permitted to limit their disclosure to four years. For each of 2020, 2021, 2022 and 2023, our PEO was Ronald J. Kruszewski and the

non-PEO

NEOs were James M. Zemlyak, Victor J. Nesi, Thomas B. Michaud and James M. Marischen.

(2)

See the Summary Compensation Table, page 48.

(3)

The following table details the adjustments that were made to SCT values to determine Compensation Actually Paid (CAP), as presented in the above table. Fair value was computed consistently with the fair value methodology used to account for share-based payments in the Company’s financial statements. All amounts shown for

non-PEO

NEOs are averages.



	Executives	2023			2022			2021
SCT Total	PEO		$13,282,055			$12,865,048			$13,555,232
SCT Total	Non-PEO NEOs		$5,746,478			$5,599,912			$7,212,128
– Grant date fair value of stock awards granted in fiscal year	PEO		($10,000,000	)		($8,000,000	)		($4,000,000	)
	Non-PEO NEOs		($3,575,000	)		($2,500,000	)		($1,337,500	)
+ Fair value at fiscal year-end of outstanding and unvested stock awards granted in fiscal year	PEO		$10,375,093			$6,226,094			$5,630,220
	Non-PEO NEOs		$3,657,233			$1,945,706			$1,865,021
± Change in fair value of outstanding and unvested stock awards granted in prior fiscal years	PEO		$3,825,352			($2,046,115	)		$7,056,993
	Non-PEO NEOs		$1,307,971			($803,217	)		$2,796,338
+ Fair value at vesting of stock awards granted in fiscal year that vested during fiscal year	PEO		-			-			-
	Non-PEO NEOs		-			-			$17,483
± Change in fair value as of vesting date of stock awards granted in prior fiscal years for which applicable vesting conditions were satisfied during fiscal year	PEO		$526,779			($180,047	)		$2,260,380
	Non-PEO NEOs		$167,719			($40,546	)		$640,712
– Fair value as of prior fiscal year-end of stock awards granted in prior fiscal years that failed to meet applicable vesting conditions during fiscal year	PEO		-			-			-
	Non-PEO NEOs		-			-			-
+ Dividends or other earnings paid on stock awards in the fiscal year prior to the vesting date that are not otherwise included in the total compensation for the fiscal year	PEO		-			-			-
	Non-PEO NEOs		-			-			-
CAP	PEO		$18,009,279			$8,864,980			$24,502,825
CAP	Non-PEO NEOs		$7,304,401			$4,201,855			$11,194,182

(4)

Total Shareholder Return is based on a $100 common equity investment at the close of December 31, 2019.

(5)

The Peer Group is as reported in the Company’s most recent Form

10-K,

as required by Item 201(e) of Regulation

S-K

and as discussed above on page 39, and is composed of Affiliated Managers Group Inc., Ameriprise Financial, Inc., Evercore Inc., Franklin Resources, Inc., Houlihan Lokey, Inc., Invesco Ltd., Jefferies Financial Group Inc., Lazard Ltd., LPL Financial Holdings Inc., Moelis & Company, Northern Trust Corp., Piper Sandler Companies, Raymond James Financial, Inc. and T. Rowe Price Group, Inc.

(6)

See page 47.

(7)

See page 40. Item 402(v) of SEC Regulation

S-K

requires the Company to select and report exactly one performance measure that is both “most important” and not otherwise reported in the above table. The Company has selected this measure because it is the most important primary performance measure used by the Committee in considering NEO compensation. The other primary performance measures, to which the Committee accords great importance, are

Non-GAAP

Net Revenue and

Non-GAAP

diluted EPS. With respect to

Non-GAAP

Pre-Tax

Net Income, calculations are adjusted for acquisition-related charges other than duplicative expenses and litigation-related expenses. The Committee’s perspective on these and other performance measures is described in more detail beginning on page 41.

Named Executive Officers, Footnote

During the second implementation year of Item 402(v) of SEC Regulation

S-K,

registrants are permitted to limit their disclosure to four years. For each of 2020, 2021, 2022 and 2023, our PEO was Ronald J. Kruszewski and the

non-PEO

NEOs were James M. Zemlyak, Victor J. Nesi, Thomas B. Michaud and James M. Marischen

PEO Total Compensation Amount

$ 13,282,055

$ 12,865,048

$ 13,555,232

$ 10,666,487

Adjustment To PEO Compensation, Footnote

(3)

The following table details the adjustments that were made to SCT values to determine Compensation Actually Paid (CAP), as presented in the above table. Fair value was computed consistently with the fair value methodology used to account for share-based payments in the Company’s financial statements. All amounts shown for

non-PEO

NEOs are averages.



	Executives	2023			2022			2021
SCT Total	PEO		$13,282,055			$12,865,048			$13,555,232
SCT Total	Non-PEO NEOs		$5,746,478			$5,599,912			$7,212,128
– Grant date fair value of stock awards granted in fiscal year	PEO		($10,000,000	)		($8,000,000	)		($4,000,000	)
	Non-PEO NEOs		($3,575,000	)		($2,500,000	)		($1,337,500	)
+ Fair value at fiscal year-end of outstanding and unvested stock awards granted in fiscal year	PEO		$10,375,093			$6,226,094			$5,630,220
	Non-PEO NEOs		$3,657,233			$1,945,706			$1,865,021
± Change in fair value of outstanding and unvested stock awards granted in prior fiscal years	PEO		$3,825,352			($2,046,115	)		$7,056,993
	Non-PEO NEOs		$1,307,971			($803,217	)		$2,796,338
+ Fair value at vesting of stock awards granted in fiscal year that vested during fiscal year	PEO		-			-			-
	Non-PEO NEOs		-			-			$17,483
± Change in fair value as of vesting date of stock awards granted in prior fiscal years for which applicable vesting conditions were satisfied during fiscal year	PEO		$526,779			($180,047	)		$2,260,380
	Non-PEO NEOs		$167,719			($40,546	)		$640,712
– Fair value as of prior fiscal year-end of stock awards granted in prior fiscal years that failed to meet applicable vesting conditions during fiscal year	PEO		-			-			-
	Non-PEO NEOs		-			-			-
+ Dividends or other earnings paid on stock awards in the fiscal year prior to the vesting date that are not otherwise included in the total compensation for the fiscal year	PEO		-			-			-
	Non-PEO NEOs		-			-			-
CAP	PEO		$18,009,279			$8,864,980			$24,502,825
CAP	Non-PEO NEOs		$7,304,401			$4,201,855			$11,194,182

Non-PEO NEO Average Compensation Actually Paid Amount

$ 7,304,401

4,201,855

11,194,182

7,119,305

Compensation Actually Paid vs. Total Shareholder Return

CAP versus Company TSR

and peer Group TSR

Compensation Actually Paid vs. Company Selected Measure

CAP versus Non-GAAP

Net Income (Loss)

Tabular List, Table

As required by Item 402(v) of SEC Regulation

S-K,

and consistent with the Company’s Incentive Assessment Framework described on page 25, the following list sets forth, unranked, up to seven of the most important Company performance measures for linking executive compensation to Company performance:

·

Non-GAAP

Pre-Tax

Net Income

·

Non-GAAP

Net Revenue

·

Non-GAAP

Diluted Earnings Per Share

·

Non-GAAP

Return on Common Equity

·

Total Shareholder Return

·

Non-GAAP

Pre-Tax

Margin on Net Revenues

·

Book Value Per Share

Peer Group Total Shareholder Return Amount

148

133

157

111

Company Selected Measure Amount

769,914,000

952,215,000

1,132,395,000

711,624,000

Bonus

2,353

Total

$ 125,269

Pay vs Performance Disclosure

Non-GAAP Measure Description

See page 40. Item 402(v) of SEC Regulation

S-K

requires the Company to select and report exactly one performance measure that is both “most important” and not otherwise reported in the above table. The Company has selected this measure because it is the most important primary performance measure used by the Committee in considering NEO compensation. The other primary performance measures, to which the Committee accords great importance, are

Non-GAAP

Net Revenue and

Non-GAAP

diluted EPS. With respect to

Non-GAAP

Pre-Tax

Net Income, calculations are adjusted for acquisition-related charges other than duplicative expenses and litigation-related expenses. The Committee’s perspective on these and other performance measures is described in more detail beginning on page 41.