Form 8-A12B Jefferies Financial Grou

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January 21, 2026 4:54 PM EST
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-A
 
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
JEFFERIES FINANCIAL GROUP INC.
(Exact name of registrant as specified in its charter)
New York
13-2615557
(State of incorporation or organization)
(I.R.S. Employer Identification No.)



520 Madison Avenue,
New York, NY
10022
(Address of Principal Executive Offices)
(Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class
to be so registered
Name of each exchange on which
each class is to be registered
5.500% Senior Notes due 2036
New York Stock Exchange
 
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. ☒
 
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ☐
 
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ☐
 
Securities Act registration statement or Regulation A offering statement file numbers to which this form relates:
333-271881
 
Securities to be registered pursuant to Section 12(g) of the Act:
None.

INFORMATION REQUIRED IN REGISTRATION STATEMENT
 
Item 1.
Description of Registrant’s Securities to be Registered.
 
The securities to be registered hereby are the 5.500% Senior Notes due 2036 (the “Notes”) issued by Jefferies Financial Group Inc. (“Jefferies”). A description of the Notes is set forth under the heading “Description of the Notes” in the Prospectus Supplement dated January 13, 2026, filed by Jefferies with the Securities and Exchange Commission (the “Commission”) on January 15, 2026 pursuant to Rule 424(b)(5) under the Securities Act of 1933 (the “Act”), which supplements (and to the extent inconsistent, supersedes) the description of the general terms and provisions of the debt securities set forth under the heading “Description of Debt Securities” in the Prospectus included in the Registration Statement on Form S-3 (File No. 333-271881), filed by Jefferies with the Commission on May 12, 2023, which descriptions are incorporated herein by reference.
 
Item 2.
Exhibits.

Exhibit
No.
Description of Exhibit


Indenture, dated as of October 18, 2013, between Jefferies and The Bank of New York Mellon, as Trustee, incorporated herein by reference to Exhibit 4.1 of Jefferies’ Current Report on Form 8-K filed on October 18, 2013.


Supplemental Indenture No. 5 establishing the terms of the Notes, dated as of January 16, 2026, between Jefferies and The Bank of New York Mellon, as Trustee, incorporated herein by reference to Exhibit 4.2 of Jefferies’ Current Report on Form 8-K filed on January 16, 2026.


Form of 5.500% Global Note due 2036, incorporated herein by reference to Exhibit 4.3 of Jefferies’ Current Report on Form 8-K filed on January 16, 2026.

SIGNATURES
 
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrants have duly caused this registration statement to be signed on their behalf by the undersigned, thereto duly authorized.
JEFFERIES FINANCIAL GROUP INC.



Date: January 21, 2026
By:
/s/ Michael J. Sharp


Michael J. Sharp


Executive Vice President and General Counsel



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