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Raymond James Financial Annual Report (Amendment), Year Ended Sep 30, 2009

Filing Date
Filed November 22, 2010
Period End
September 30, 2009
Security
RJF
In the record · 2016–202610-K1010-Q338-K266

RJF filed 10 annual reports (10-K), 33 quarterly reports (10-Q) and 266 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · May ’17May ’17
  2. Leadership change8-K · Dec ’19Dec ’19
  3. Leadership change8-K · Dec ’21Dec ’21
  4. FY2025 annual report10-K · Nov ’25Nov ’25

01—Abstract

Summary

Summary of the 10-K/A filed November 22, 2010. Cited figures are marked; the original filing is the authoritative source.

This Part III filing from Raymond James Financial, Inc. (filed November 22, 2010) contains executive compensation, beneficial ownership, and related-person transaction disclosures for fiscal 2009, the year ended September 30, 2009.

Base salaries for Named Executive Officers were not increased for calendar 2009, and bonuses were tied largely to pre-tax profit formulas, with some discretionary adjustments. Chairman and CEO Thomas A. James received a bonus of $1,925,000,a 77% of the amount generated by his bonus formula, and total fiscal 2009 compensation of $2,750,931.

Van C. Sayler's total compensation of $3,211,780b was the highest in the Summary Compensation Table, driven by a $2,800,000 bonus. The filing also describes governance and succession arrangements.

Paul C. Reilly, the company's President, is the announced successor to Mr. James as CEO and received a hiring letter guaranteeing a $1.5 millionc bonus for fiscal 2010. Mr. James will continue as Executive Chairman at an annual salary of $335,000.

In August 2010 the Board adopted a Compensation Recoupment Policy, effective October 1, 2010, allowing recovery of awards if financial results are restated. On ownership, the filing reports 123,935,231 common shares outstanding as of December 11, 2009. Thomas A.

James is shown with 18.19% of the class, and all executive officers and directors as a group with 20.09%. The filing also discloses a forgivable loan of CDN$1,000,000d made to Paul D.

Allison by RJ Ltd. in August 2008, which was prohibited under Section 402 of the Sarbanes-Oxley Act once he became an executive officer. The remaining CDN$333,333.33 balance was forgiven in November 2010.

02—Key points

Key Highlights

  1. Fiscal 2009 bonuses were largely formula-driven, with the Company Performance Bonus Pool set at .75% of total pre-tax profit; Mr. James's bonus was $1,925,000, 77% of his formula amount.
  2. Thomas A. James's fiscal 2009 total compensation was $2,750,931, down from $3,355,570 in fiscal 2008 and $4,104,370 in fiscal 2007 as reported in the Summary Compensation Table.
  3. Van C. Sayler reported total fiscal 2009 compensation of $3,211,780, including a $2,800,000 bonus, the highest in the Summary Compensation Table.
  4. Paul C. Reilly, President and announced successor CEO, received a hiring letter guaranteeing a $1.5 million fiscal 2010 bonus and 250,000 restricted shares, vesting in stages through May 1, 2014.
  5. The Board adopted a Compensation Recoupment Policy in August 2010, effective October 1, 2010, permitting adjustment or recovery of awards if financial results are restated.
  6. Thomas A. James is shown with 18.19% beneficial ownership, and all executive officers and directors as a group with 20.09%, based on 123,935,231 shares outstanding as of December 11, 2009.
  7. RJ Ltd. forgave the remaining CDN$333,333.33 of a CDN$1,000,000 forgivable loan to Paul D. Allison in November 2010, after the loan was found to be prohibited under Section 402 of the Sarbanes-Oxley Act.

03—One dollar

04—Financials

Financial Highlights

Figures from 10-K/AFY2009filed November 22, 2010
Revenue$2.60BNet Income$152.75M5.9% Net MarginEPS (Diluted)$1.25Total Assets$18.23BCash & Equivalents$2.31BFree Cash Flow$338.62M

Financial Statements

FY2009 against FY2008

Line itemFY2009FY2008Change
Revenue$2.60B$3.20B−18.8%
Net Income$152.75M$235.08M−35.0%
EPS (Basic)$1.25$1.95−35.9%
EPS (Diluted)$1.25$1.93−35.2%
Shares Outstanding (Basic)117.19M116.11M+0.9%
Shares Outstanding (Diluted)117.29M117.14M+0.1%

05—Questions

Frequently Asked Questions

  1. How was executive bonus pay determined for fiscal 2009?

    Most Named Executive Officer bonuses were set by formulas based on pre-tax profits of the company, a subsidiary, or a department. Since fiscal 2008, up to 50% of each formula amount could be withheld based on subjective performance evaluation by the CEO and the CGN&C Committee. Bonuses ranged from 89% to 98% of formula amounts for most Named Executive Officers, while Mr. James received 77% of his formula amount.

  2. Did Named Executive Officer salaries increase in 2009?

    No. Salaries of the Named Executive Officers were not increased for calendar year 2009, which the filing attributes to the impact of the downturn in financial markets on clients and shareholders and to preserving liquidity. Mr. James's base salary for calendar 2009 was $325,542.

  3. What compensation arrangements apply to the CEO transition?

    Paul C. Reilly, the President, is the announced successor to Mr. James as CEO. His hiring letter provided a $400,000 initial annual base salary, a prorated $1.5 million fiscal 2009 bonus, a $1.5 million fiscal 2010 bonus payable even if terminated other than for cause before September 30, 2010, and 250,000 restricted shares. Mr. James will continue as Executive Chairman with an annual salary of $335,000.

  4. Are there change-in-control or severance agreements for the Named Executive Officers?

    The filing states that none of the Named Executive Officers is a party to a separation or change in control agreement with the company.

06—Continue

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