RAYMOND JAMES FINANCIAL INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. __ )

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Who We Are

OUR VALUES

Letters from Leadership

Dear Fellow Shareholder,

I am pleased to invite you to our 2024 Annual Meeting of Shareholders, which will be held virtually, via webcast, on February 22, 2024, at 4:30 p.m. Eastern Standard Time (EST).

Despite the challenging environment this fiscal year, which included a regional banking crisis, heightened volatility, geopolitical turmoil and rapidly rising interest rates, Raymond James achieved record financial results, with annual net revenues of $11.6 billion and net income available to common shareholders of $1.7 billion. This strong performance, driven by record net revenues in the Private Client Group (PCG) and Bank segments, and record pre-tax income in PCG, highlights the resilience of our business model and reinforces the value of our diverse and complementary businesses.

As we previously reported, after 48 years as a director (including 40 as CEO), Tom James shared with us in December his decision to retire from the Board at the end of the annual meeting. I know that I speak for the whole firm when I say how deeply grateful we are for Tom’s tenure and the client-first culture he so thoughtfully and deliberately established. We are thankful that, even after his retirement, he will remain Chairman Emeritus and an active and visible presence in our offices.

We are once again delivering proxy materials to certain shareholders over the Internet. The Notice of Internet Availability of Proxy Materials (“Notice”) contains instructions on how to access our Proxy Statement, Annual Report and other soliciting materials, and on how to vote. The Notice also contains instructions on how to request paper copies of these materials if you so desire.

During the meeting, we will consider the proposals described in this Proxy Statement, and I will provide updates on our performance and progress on strategic initiatives. Your vote is very important to us. Whether or not you plan to participate in the virtual-only meeting directly, we ask that your shares be represented and voted.

On behalf of the Board of Directors and the management of Raymond James, I extend our appreciation for your continued support.

Yours sincerely,

Paul C. ReillyChair and Chief Executive Officer

Dear Fellow Shareholder,

On behalf of the Board of Raymond James, I would like to join Chief Executive Officer Paul Reilly in inviting you to our company’s Annual Meeting of Shareholders.

Fiscal 2023 has been a year of significant challenges, both in the U.S. and globally. While inflation has eased to some extent, it remains high relative to central bank targets, and the progress achieved has come at the cost of aggressive interest rate hikes by the Federal Reserve. Nonetheless, economic growth has defied most expectations by remaining strong through the fiscal fourth quarter ended September 2023. In the world of finance that Raymond James inhabits, we have seen several high-profile failures, from the implosion of cryptocurrency giant FTX early in fiscal 2023, to the collapse of Silicon Valley Bank and Signature Bank in March and the rescue of First Republic Bank in May.

Against this difficult backdrop, your company’s record performance is even more impressive — record revenue and earnings per share on both a GAAP and adjusted basis, driven primarily by record results in the Private Client Group. Such strong results speak to the quality not only of our senior management team, so ably led by Paul Reilly (now in his 14th year as CEO), but also of all our advisors and associates. It speaks to the soundness of our strategy and our core principles of client focus, conservatism and integrity. It speaks to our position in the market and the recognition among a growing number of high-quality professionals that Raymond James is the preferred employer and partner in our industry.

I have had the honor to serve as a director since 2014, but this has been my first year as your Lead Independent Director. Fortunately, I serve with nine other highly-talented independent directors and alongside Paul Reilly and Chairman Emeritus Tom James. Together we work diligently to position the company to continue to perform well in a wide variety of market and economic conditions.

Thank you for your investment in Raymond James and your continued confidence in us. I wish you all health and prosperity in the year ahead.

Yours sincerely,

Jeffrey N. EdwardsLead Independent Director

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Notice of 2024 Annual Meeting of Shareholders

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on February 22, 2024:The Proxy Statement, the 2023 Annual Report to Shareholders and the form of proxy card are available online at www.raymondjames.com/investor-relations/news-and-events/shareholders-meeting.

Whether or not you are able to attend the virtual Annual Meeting, please complete, sign and return your proxy card by mail, or vote via the Internet or the toll-free telephone number.

By Order of the Board of Directors,

Jonathan N. Santelli,

General Counsel and Secretary

Table of Contents

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