HANDLER RICHARD B 4

What Happened Richard B. Handler, CEO and Director of Jefferies Financial Group (JEF), had 1,440,307 shares withheld on May 23, 2026 at $52.43 per share (total value ≈ $75,515,296) to cover tax liabilities arising from the distribution of long-term equity grants. This transaction is a tax-withholding disposition of shares (code F) tied to equity compensation, not an open-market sale for investment purposes.

Key Details

• Transaction date: 2026-05-23; reported on Form 4 filed 2026-05-26 (Accession: 0001214659-26-006750).
• Price per share: $52.43; total value of withheld shares: $75,515,296.
• Shares withheld: 1,440,307 (disposition via tax withholding).
• Footnote: F1 — shares withheld to pay tax liability resulting from distribution of long-term equity grants.
• Shares owned after the transaction: not specified in the summary provided on the filing.
• Filing timeliness: Form 4 was filed May 26, 2026 (check the full filing for any late-filing notation).

Context Tax-withholding by withholding shares is a common, administrative step when restricted stock or other long-term equity awards vest; it does not necessarily signal intent to reduce or increase a personal equity stake for investment reasons. Transaction code F denotes withholding to satisfy tax obligations rather than a market sale or purchase. For investors, purchases are generally more informative about insider confidence; tax-withholdings are routine and should be interpreted accordingly.