Form FWP Jefferies Financial Grou Filed by: Jefferies Financial Group Inc.
Free Writing Prospectus
(to the Preliminary Prospectus Supplement dated July 7, 2026 and Prospectus dated May 11, 2026)
July 8, 2026
Filed Pursuant to Rule 433
Registration Statement No. 333-295759
Jefferies Financial Group Inc.
4.500% SENIOR NOTES DUE 2033
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Issuer:
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Jefferies Financial Group Inc. (the “Issuer”)
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Issue:
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4.500% Senior Notes due 2033 (the “Notes”)
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Format:
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SEC Registered
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Security Type:
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Senior Unsecured Fixed Rate Notes
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Issuer Ratings (Moody’s/S&P/Fitch):
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Baa2 (Stable) / BBB (Stable) / BBB+ (Stable)*
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Anticipated Issue Ratings (Moody’s/S&P/Fitch):
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Baa2 / BBB / BBB+*
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Principal Amount:
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€850,000,000
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Trade Date:
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July 8, 2026
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Settlement Date**:
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July 15, 2026 (T+5)
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Settlement and Clearing:
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Through the facilities of Clearstream Banking S.A. and/or Euroclear Bank SA/NV
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Final Maturity:
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July 15, 2033
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Interest Payment Date:
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Payable annually in arrear on July 15 of each year, commencing on July 15, 2027
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Benchmark Security:
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DBR 2.300% due February 15, 2033
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Spread to Benchmark Security:
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+165.4 basis points
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Benchmark Security Price and Yield:
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96.490%; 2.890%
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Coupon:
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4.500%
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Yield to Maturity (annual):
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4.544%
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Mid-Swap Yield:
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2.994%
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Spread to Mid-Swap Yield:
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+155 basis points
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Public Offering Price:
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99.741% of principal amount
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Underwriting Discount:
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0.400% |
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Net Proceeds, Before Expenses:
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€844,398,500
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Day Count Convention:
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ACTUAL/ACTUAL (ICMA)
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Listing / Admission to Trading:
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Application is expected to be made to admit the Notes (i) to trading on the Global Exchange Market of the Irish Stock Exchange plc (the “GEM”), trading as Euronext Dublin (“Euronext
Dublin”), which is not a regulated market for the purposes of Directive 2014/65/EU, as amended (“MiFID II”) and (ii) to listing on the Official List of Euronext Dublin. The listing and admission to trading applications will be subject to
approval by Euronext Dublin. The Issuer currently expects trading in the Notes on the GEM to begin within 30 days after the original issue date. If such a listing is obtained, the Issuer has no obligation to maintain such listing and the
Issuer may delist the Notes at any time. Currently there is no public market for the Notes.
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Minimum Denominations:
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€100,000 and integral multiples of €1,000 in excess thereof
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ISIN:
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XS3435704575
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Common Code:
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343570457
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Sole Global Co-ordinator:
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Jefferies International Limited
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Joint Active Book-Runners:
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Jefferies International Limited
Banco Santander, S.A.
Citigroup Global Markets Limited
Natixis
SMBC Bank International plc
Société Générale
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Co-Managers:
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Banco Bilbao Vizcaya Argentaria, S.A.
BNY Mellon Capital Markets, LLC
CaixaBank, S.A.
Danske Markets Inc.
HSBC Bank plc
Intesa Sanpaolo IMI Securities Corp.
NatWest Markets Plc
Skandinaviska Enskilda Banken AB
Standard Chartered Bank
UniCredit Bank GmbH
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Stabilization:
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FCA/ICMA
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* A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
** The Notes will be ready for delivery in book-entry form only on or about July 15, 2026, which is the fifth business day following the date of pricing of the Notes (such
settlement cycle being referred to as “T+5”). You should be advised that trading of the Notes may be affected by the T+5 settlement. Under the E.U. Central Securities Depositaries Regulation, trades in the secondary market generally are required to
settle in two business days in the place of settlement unless the parties to such trade expressly agree otherwise. Under Rule 15c6-1 under the Exchange Act, trades in the secondary market generally are required to settle in one business day unless
the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes prior to the date that is one business day preceding the settlement date will be required, by virtue of the fact that the Notes initially
will settle in T+5, to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement. Purchasers of the Notes who wish to trade the Notes during such period should consult their own advisor.
MiFID II and UK MiFIR – professionals/ECPs only / no EEA PRIIPs KID or UK CCI product summary – Manufacturer target market (MiFID II and UK MiFIR product governance) is
eligible counterparties and professional clients only (all distribution channels). No EEA PRIIPs KID and no UK CCI product summary has been prepared as the Notes are not available to retail investors in the EEA or the UK.
The Issuer has filed a registration statement (including a prospectus and a prospectus supplement) with the Securities and Exchange Commission (“SEC”) for the offering to which
this communication relates. Before you invest, you should read the prospectus in that registration statement, the prospectus supplement relating to this offering and other documents that the Issuer has filed with the SEC for more complete information
about the Issuer and such offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Issuer or any underwriter or dealer participating in the offering will arrange to send you the prospectus
supplement relating to this offering if you request it by contacting Jefferies International Limited, by calling toll-free at (877) 877-0696 or by emailing [email protected]; or Banco Santander, S.A. at 34-91-257-2029, or by email at
[email protected]; or Citigroup Global Markets Limited toll-free at 1-800-831-9146, or by email at [email protected]; or Natixis at 1-866-425-1819, or by email at [email protected]; or SMBC Bank International plc at +44 (0)20 4507
1000, or by email at [email protected]; or Société Générale at +33 (0)1 42 13 32 16, or by email at [email protected].