Jefferies Financial Group Inc美股招股说明书(2026-04-24版)

Jefferies Financial Group Inc.5.125% SENIOR NOTES DUE 2031 Jefferies Financial Group Inc. is offering $1,100,000,000 aggregate principal amount of its 5.125% Senior Notes due 2031 (the “Notes”).Maturity– The Notes will mature on April28, 2031. Interest– We will pay interest on the Notes in cash semi-annually in arrears on April28 and October28 of each year, beginning October28,2026. Optional Redemption– We may redeem some or all of the Notes at any time at the applicable redemption price described in this prospectussupplement in the section entitled “Description of the Notes—Optional Redemption.” The Notes will be issued only in registered form in denominations of $2,000 and integral multiples of $1,000 in excess of $2,000. We intend to apply to list the Notes on the New York Stock Exchange (the “NYSE”), and we expect trading in the Notes on the NYSE tobegin within 30 days after the original issue date. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of thesesecurities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Anyrepresentation to the contrary is a criminal offense. Jefferies Financial Group Inc. may use this prospectus supplement in the initial sale of the Notes. In addition, Jefferies LLC or any othersubsidiary of Jefferies Financial Group Inc. may use this prospectus supplement in a market-making transaction of a Noteafter its initial sale.Unless Jefferies Financial Group Inc. or its agent informs the purchaser otherwise in the confirmation of sale, this prospectussupplement is being used in a market-making transaction. The underwriters expect to deliver the Notes in book-entry form only through The Depository Trust Company (“DTC”) and its direct orindirect participants, including for the accounts of Euroclear Bank SA/NV (“Euroclear”), as operator of the Euroclear System, andClearstream Banking S.A. (“Clearstream”), against payment therefor in immediately available funds in New York, New York on April28,2026, which is the third business day following the date of this prospectus supplement (this settlement cycle is referred to as “T+3”). UnderRule15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in onebusiness day unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the firstbusiness day preceding settlement will be required, by virtue of the fact that the Notes initially will settle in T+3, to specify an alternativesettlement cycle at the time of any such trade to prevent a failed settlement and should consult their own advisors. See “Underwriting.” Natixis TABLE OF CONTENTS You should rely only on the information contained in or incorporated by reference in this prospectussupplement and the accompanying prospectus. We have not authorized anyone to provide you with differentor additional information. We are not making an offer of these securities in any state where the offer is notpermitted. You should not assume that the information contained in this prospectus supplement or theaccompanying prospectus is accurate as of any date later than the date on the front of this prospectussupplement. IMPORTANT NOTICE ABOUT INFORMATION IN THIS PROSPECTUSSUPPLEMENT AND THE ACCOMPANYING PROSPECTUS This document is in two parts. The first part is the prospectus supplement, which describes the specific terms of theNotes being offered. The second part, the base prospectus, gives more general information, some of which may notapply to the Notes being offered. Generally, when we refer to the prospectus, we are referring to both partscombined, and when we refer to the accompanying prospectus, we are referring only to the base prospectus. If thedescription of the Notes varies between this prospectus supplement and the accompanying prospectus, you shouldrely on the information in this prospectus supplement. Capitalized terms used but not defined in this prospectussupplement have the meanings set forth in the accompanying prospectus. It is important for you to read and consider all of the information contained in this prospectus supplement and theaccompanying prospectus when making your investment decision. You should also read and consider theinformation in the documents we have referred you to in the sections entitled “Where You Can Find MoreInformation” and “Incorporation of Certain Information by Reference” in this prospectus supplement and theaccompanying prospectus. Notice to Prospective Investors in the European Economic Area Neither this prospectus supplement nor the accompanying prospectus is a prospectus for the purposes of Regulation(EU) 2017/1129 (the “Prospectus Regulation”). This prospectus supplement and the accompanying prospectus havebeen prepared on the basis that any offer of Notes in any Member State of the European Economic Area