DEFA14A: Raymond James Financial: 2026 Annual Meeting & ESOP Vote

Raymond James Financial, Inc. has issued proxy materials and voting instructions for its 2026 Annual Shareholders Meeting, scheduled for February 19, 2026, for Employee Stock Ownership Plan participants.

Summary

• This communication is directed to Employee Stock Ownership Plan (ESOP) participants of Raymond James Financial, Inc. regarding the upcoming 2026 Annual Meeting of Shareholders.
• ESOP participants are entitled to instruct the Plan trustee on how to vote the company common stock allocated to their Plan accounts.
• The Annual Meeting will be a virtual-only meeting, conducted via live audio webcast on Thursday, February 19, 2026, at 4:30 p.m. ET.
• Proxy materials, including the 2026 Proxy Statement, 2025 Annual Report, and Additional Proxy Soliciting Materials, are available online.
• Participants can request a paper copy of proxy materials at no charge by February 5, 2026.
• Voting can be done online at ProxyVote.com, by telephone at 1-800-690-6903, or via a link provided in the email, using an individual Control Number.
• The deadline for ESOP participants to submit their votes for Plan shares is February 16, 2026, at 5 p.m. ET.
• Shares allocated to Plan accounts that are not voted by participants will be voted by the trustee in the same proportion as the shares for which instructions were received from other ESOP participants.
• Proposals to be voted upon include the election of twelve director nominees, an advisory vote to approve executive compensation, approval of the Amended and Restated 2012 Stock Incentive Plan, approval of the Amended and Restated 2003 Employee Stock Purchase Plan, and ratification of KPMG LLP as the independent registered public accounting firm.
• The Board of Directors recommends a vote FOR all director nominees and FOR Proposals 2, 3, 4, and 5.

Sentiment

Score: 5

Explanation: Neutral. This is a routine, procedural filing for an annual meeting, providing necessary information to ESOP participants without containing significant positive or negative financial news.

Positives

• Employee Stock Ownership Plan (ESOP) participants are empowered with voting rights on important company matters, fostering employee engagement and ownership.
• The company provides clear and multiple methods for ESOP participants to cast their votes, including online, telephone, and email link, enhancing accessibility.
• The Board of Directors provides clear recommendations for all proposals, guiding shareholders in their voting decisions.

Management Comments

• "As an investor in this security, you have the right to vote on important matters. This is your opportunity to make a direct impact on your investment. Your vote counts!"
• "The Board of Directors recommends a vote FOR all of the nominees listed, and FOR Proposals 2, 3, 4 and 5."

Industry Context

This filing represents a standard annual proxy solicitation, a routine corporate governance event for publicly traded companies. It ensures shareholder participation in key decisions, aligning with common practices across the financial services industry and broader public markets.

Corporate Governance

Stakeholder Impact

• Shareholders (ESOP Participants): Directly impacted by the opportunity to vote on key corporate governance matters, including director elections, executive compensation, and equity plans. Their votes influence company leadership and incentive structures.
• Employees: Those participating in the ESOP are directly involved in corporate decision-making through their voting rights. Approval of the Amended and Restated Stock Incentive Plan and Employee Stock Purchase Plan could directly affect their compensation and ownership opportunities.
• Management/Board of Directors: The outcome of the votes on director nominees, executive compensation, and plan approvals directly impacts their roles, compensation, and strategic flexibility.

Next Steps

• ESOP participants are encouraged to access and carefully review all proxy materials.
• ESOP participants must cast their votes for Plan shares by February 16, 2026, at 5 p.m. ET.
• The Annual Shareholders Meeting will be held virtually on February 19, 2026.

Key Dates

Keywords

Raymond James Financial, RJF, Annual Meeting, Proxy Statement, ESOP, Employee Stock Ownership Plan, Shareholder Vote, Corporate Governance, Executive Compensation, Director Election, Stock Incentive Plan, Employee Stock Purchase Plan, KPMG LLP