JONES LANG LASALLE INC

See Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2023, for a detailed discussion of our risk factors. Other than the additional risk factor noted below, there have been no material changes in our risk factors.

WITH RESPECT TO LOANS WE ORIGINATE AND SERVICE, WE FACE THE RISK OF POTENTIAL BREACHES OF REPRESENTATIONS AND WARRANTIES WHICH MAY HAVE A MATERIAL IMPACT ON OUR BUSINESS.

Our loan origination and servicing activities include participating in the Fannie Mae Delegated Underwriting and Servicing (DUS) and Freddie Mac Optigo loan programs, among others, which require us to provide representations and warranties regarding the loans we originate. These representations and warranties relate to various aspects such as the accuracy of information provided, compliance with underwriting and eligibility requirements, and adherence to program guidelines.

There is a risk that representations and warranties in connection with these programs may be breached, either inadvertently or due to unforeseen circumstances. Underlying reasons for such breaches may include inaccurate, incomplete or fraudulent information provided by borrowers or third parties, errors in documentation, changes in program guidelines, or changes in the regulatory environment.

If a breach of representations and warranties occurs in loans originated or serviced by us, we may be exposed to various risks, including: contractual obligations to repurchase loans (inclusive of the outstanding principal amount of the loan, accrued interest, and associated expenses) resulting in financial losses; obligations to indemnify for losses or, for loans originated under the DUS program, increase the loss-sharing; legal actions or regulatory or other penalties imposed by Fannie Mae, Freddie Mac, or other governing bodies that could result in reputational damage, financial penalties, increased compliance requirements, or restrictions on our ability to participate in future loan programs; and other outcomes that could result in financial losses or impairment of assets, impacting our financial performance, profitability, and cash flows.

Given the inherent risks associated with loan origination and servicing activities, particularly in highly-regulated programs such as Fannie Mae DUS and Freddie Mac Optigo, we maintain underwriting and due diligence processes, compliance procedures, and risk mitigation measures to minimize the likelihood of breaches, though such measures may not always be fully effective in mitigating all risks, especially in the case of breaches tied to the actions of borrowers or third parties, from whom recovery may be limited.

The following table provides information about our purchases of equity securities that are registered by us pursuant to Section 12 of the Exchange Act during the quarter ended June 30, 2024.

Item 5. Other Information

During the quarter ended June 30, 2024, none of the Company's directors or officers adopted orterminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of a Rule 10b5-1(c) trading arrangement or a non-Rule 10b5-1 trading arrangement as such terms are defined under Item 1 408(a) or Regulation S-K.

Departure of Certain Officers

On August 6, 2024, we announced the departure of Yishai Lerner, Co-CEO of JLL Technologies, from the Company. Effective October 2, 2024, Mr. Lerner’s employment with the Company will be terminated and Mr. Lerner will no longer serve as Co-CEO of JLL Technologies, as a member of the Global Executive Board, or as an officer or director of JLL Spark or any of its portfolio companies. A copy of Mr. Lerner’s separation agreement is attached as Exhibit 10.2.

The departure of Mr. Lerner is not the result of any disagreement with the Company on any matter related to its operations, policies, or practices.

Following Mr. Lerner’s departure from the Company, Mr. Mihir Shah, currently Co-CEO of JLL Technologies and JLL Spark, will serve as the CEO of JLL Technologies and JLL Spark.

Mr. Lerner’s departure does not impact the Company’s commitment to executing on its business plans for the JLL Technologies business, meeting customer needs, and driving sustainable growth and financial performance.