Wilthad

Lifecycle

Announced

stage pending

Triage

Monitor

MONITOR

Confidence

43%

detection/extraction

Listing

n/a

distribution n/a

TABLE OF CONTENTS February 23, 2026 Dear Fellow Shareholders, We present this year’s Proxy Statement and invite you to participate in our 2026 Annual Meeting of Shareholders on Thursday, March 26, 2026, at 9:00 a.m.

We will conduct our meeting virtually to provide a consistent experience to all our shareholders regardless of where they are located and to make it easier for our shareholders to attend (see page 3 for details).

Our CEO, Rich Handler, and our President, Brian Friedman, will discuss our strategy and operating performance and answer your questions.

Annual Shareholder Letter and review the Company’s October 2025 Investor Day video and accompanying deck, available on the Company’s website: https://ir.jefferies.com/overview/ ).

Jefferies and the SMBC Group significantly expanded their Global Strategic Alliance, announcing the following in September 2025: ○

PERFORMANCE HIGHLIGHTS Strengthening of Strategic Alliance with SMBC Group, with formation of joint venture in Japan to combine equity research, wholesale sales and trading and equity capital markets business  

Debt and capitalization disclosures are present and should be tracked. risk

Estimated float is unavailable from current filing data. risk

https://www.sec.gov/Archives/edgar/data/96223/000114036126006361/0001140361-26-006361-index.htm

Revenue by year

Operating income or ebit by year

Margin by year

Margin trend

Total shares

Parent retained shares percent

Insider or management shares percent

Restricted or locked up shares

Estimated float percent

Assumption noteFloat estimate unavailable from filing text.

Management ownership percent

Equity comp alignment indicators["20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant  "]

Parent to spinoff leadership migration