SUMITOMO MITSUI FINANCIAL GROUP, INC. 4

What Happened

• Sumitomo Mitsui Financial Group, Inc. (SMFG) — reported as a director by deputization — reported a derivative conversion on June 30, 2026. 55,125 shares of Series B Non‑Voting Convertible Preferred were converted (disposed) for $0 and, by the preferred’s 500:1 conversion ratio, resulted in the acquisition of 27,562,500 shares of Jefferies non‑voting common stock. The conversion occurred for no consideration under the company’s charter terms.

Key Details

• Transaction date: June 30, 2026; Form 4 filed July 2, 2026.
• Reported movements: Disposal of 55,125 Series B preferred shares at $0.00 (derivative) and acquisition of 27,562,500 non‑voting common shares via conversion (code M = exercise/conversion of derivative).
• Price/consideration: Converted for no consideration (per filing/charter language).
• Holdings after transaction: Not specified in the filing. The reported securities are held directly by Sumitomo Mitsui Banking Corporation (SMBC), a wholly owned SMFG subsidiary (Footnote F2).
• Beneficial ownership: SMFG disclaims beneficial ownership except to the extent of pecuniary interest (Footnote F3).
• Filing notes: Footnote F1 explains the automatic conversion mechanics (each preferred converts into 500 shares of the applicable class of common stock); the filing also states SMFG may be deemed a director by deputization because a SMFG deputy president serves on Jefferies’ board.

Context

• This was a structural conversion of preferred shares into common stock under the charter terms, not an open‑market purchase or sale; it’s a corporate capital/ownership reclassification rather than a trading signal. The conversion produced a large issuance of non‑voting common shares and was recorded for regulatory transparency.