01—Abstract
Summary
Summary of the 8-K filed February 27, 2024. Cited figures are marked; the original filing is the authoritative source.
Raymond James Financial, Inc. filed this Current Report on Form 8-K to report two items: the results of its February 22, 2024 Annual Meeting of Shareholders and the declaration of its quarterly dividends.
All eleven director nominees were elected by a majority of the votes cast, shareholders approved the advisory non-binding vote on named executive officer compensation with 83.42% of votes cast in favor, and shareholders ratified KPMG LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2024 with 97.46% of votes cast in favor. On February 23, 2024, the Board declared a quarterly common stock dividend of $0.45a per share, payable April 15, 2024 to shareholders of record on April 1, 2024. The Board also declared a quarterly dividend of $0.3984375 per depositary share of its 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock (NYSE: RJF PrB), payable April 1, 2024 to holders of record on March 15, 2024.
These details are disclosed in a press release attached as Exhibit 99.1. For investors, the filing is primarily procedural and shareholder-distribution focused.
It confirms board composition and continued shareholder support for executive pay and the auditor, while the dividend declarations set the near-term cash distribution schedule for both common and preferred holders. The Item 7.01 disclosure is furnished rather than filed for purposes of Section 18 of the Securities Exchange Act of 1934.
02—Key points
Key Highlights
- Annual Meeting held February 22, 2024; no solicitation in opposition to the Board's proxy solicitations.
- All eleven director nominees elected by a majority of votes cast; Marlene Debel received 172,948,576 votes for and Gates, Anne received 162,419,220 votes for with 11,085,225 against.
- Advisory say-on-pay vote approved with 83.42% of votes cast in favor (144,487,236 for; 28,714,545 against; 546,239 abstentions).
- KPMG LLP ratified as independent registered public accounting firm for fiscal year ending September 30, 2024, with 97.46% of votes cast in favor.
- Quarterly common stock dividend of $0.45 per share declared February 23, 2024, payable April 15, 2024 to holders of record on April 1, 2024.
- Quarterly dividend of $0.3984375 per depositary share declared on the 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock (NYSE: RJF PrB), payable April 1, 2024 to holders of record on March 15, 2024.
- Press release (Exhibit 99.1) describes the firm as having approximately 8,700 financial advisors and total client assets of $1.38 trillion.
03—Questions
Frequently Asked Questions
What matters did shareholders vote on at the February 22, 2024 Annual Meeting?
Shareholders voted to elect eleven Board members, to approve on an advisory, non-binding basis the compensation of named executive officers, and to ratify KPMG LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2024.
How much is the common stock dividend and when is it payable?
The Board declared a quarterly cash dividend of $0.45 per share of common stock on February 23, 2024. It is payable April 15, 2024 to shareholders of record on April 1, 2024.
What dividend was declared on the preferred stock?
The Board declared a quarterly dividend of $0.3984375 per depositary share of the 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock (NYSE: RJF PrB). It is payable April 1, 2024 to shareholders of record on March 15, 2024.
Did shareholders support the executive compensation proposal?
Yes. The advisory vote on named executive officer compensation was approved by 83.42% of votes cast, with 144,487,236 votes for, 28,714,545 against, and 546,239 abstentions, and 24,946,784 broker non-votes.
Is the Section 7.01 disclosure considered filed with the SEC?
No. The filing states that the Item 7.01 information, including Exhibit 99.1, is furnished and not deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, and is not incorporated by reference into other SEC filings unless specifically stated.
04—Continue