01—Abstract
Summary
Summary of the 8-K filed May 23, 2025. Cited figures are marked; the original filing is the authoritative source.
Raymond James Financial, Inc. (NYSE: RJF) filed this Form 8-K on May 23, 2025 to report two items.
First, on May 21, 2025, the Board appointed Mark W. Begor, age 66, as a director effective immediately, and placed him on the Audit Committee and Risk Committee. The Board determined he is independent, and the Board size was increased from twelve to thirteen directors.
Begor is the Chief Executive Officer of Equifax Inc. and has served on its Board since April 2018. He will receive restricted stock units with a prorated value of $150,000a that vest at the 2026 Annual Meeting of Shareholders, and he will enter the company's standard indemnification agreement. Second, under Regulation FD, the company disclosed that its Board declared a quarterly common stock dividend of $0.50 per share, payable July 15, 2025 to shareholders of record on July 1, 2025.
The Board also declared a quarterly dividend of $0.3984375b per depositary share of its 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock (NYSE: RJF PrB), payable July 1, 2025 to holders of record on June 13, 2025. The Item 7.01 information is furnished, not filed. For investors, the filing is primarily a routine governance update and a confirmation of the upcoming dividend schedule.
The appointment adds an experienced financial services executive to the Board, and the declared dividends set the near-term cash distribution to common and preferred holders. The press releases state total client assets of $1.54 trillionc in one release and $1.53 trillion in the other.
02—Key points
Key Highlights
- Mark W. Begor, CEO of Equifax Inc., was appointed to the Board effective May 21, 2025, and joined the Audit and Risk Committees.
- The Board increased its size from twelve to thirteen directors, and the Board determined Begor is independent.
- Begor's director compensation includes restricted stock units with a prorated value of $150,000, vesting at the 2026 Annual Meeting of Shareholders.
- The Board declared a quarterly common stock dividend of $0.50 per share, payable July 15, 2025 to holders of record on July 1, 2025.
- The Board declared a quarterly dividend of $0.3984375 per depositary share of the 6.375% Series B Non-Cumulative Perpetual Preferred Stock, payable July 1, 2025 to holders of record on June 13, 2025.
- The dividend information is furnished under Item 7.01 and is not deemed filed for Section 18 purposes.
03—Questions
Frequently Asked Questions
Who is the new director and what is his background?
Mark W. Begor, age 66, has served as Chief Executive Officer of Equifax Inc. and a member of its Board since April 2018. Before Equifax, he was a Managing Director at Warburg Pincus from June 2016, and he previously spent 35 years at General Electric in operating and financial roles.
What committees will the new director serve on?
Begor was appointed to the Board's Audit Committee and Risk Committee. The Board affirmatively determined that he is an independent director.
How much will the new director be compensated?
Under the standard non-executive director arrangements, Begor received restricted stock units with a prorated value of $150,000. The units vest in full at the 2026 Annual Meeting of Shareholders, and he will sign the company's standard indemnification agreement.
What dividends did Raymond James declare?
The Board declared a quarterly common stock dividend of $0.50 per share, payable July 15, 2025 to holders of record on July 1, 2025. It also declared a quarterly dividend of $0.3984375 per depositary share on the 6.375% Series B Non-Cumulative Perpetual Preferred Stock, payable July 1, 2025 to holders of record on June 13, 2025.
Does this filing change the Board's size?
Yes. In connection with Begor's appointment, the size of the Board was increased from twelve to thirteen directors.
04—Continue