Proxy Statement

1 2022 Proxy Statement . Proxy Statement and Notice of 2022 Annual Meeting of shareholders OUR VISION OUR VALUES. Our vision is to be a financial We put clients first. If we do what's right for services firm as unique as the our clients, the firm will do people we serve, transforming well and we'll all benefit. lives, businesses and communities through the We act with integrity. power of personal relationships We put others above self, and professional advice. and what's right above what's easy. We believe doing well and doing good aren't mutually exclusive. OUR MISSION We value independence. We respect autonomy, celebrate individuality and Our business is people and welcome diverse perspectives, their financial well-being.

2 While encouraging We are committed to helping collaboration and innovation. individuals, corporations and institutions achieve We think long term. We act responsibly, taking a their unique goals, while also conservative approach that developing and supporting translates into a strong, stable successful professionals, and firm for clients, advisors, helping our communities prosper. associates and shareholders . RAYMOND JAMES 2022 Proxy Statement . RAYMOND JAMES FINANCIAL, INC. 880 Carillon Parkway St. Petersburg, Florida 33716. (727) 567-1000. January 12, 2022. Dear Fellow Shareholder, I am pleased to invite you to our 2022 Annual Meeting of shareholders .

3 Despite ongoing challenges due to the COVID-19 pandemic, Raymond James once again achieved strong financial results in fiscal 2021. Due in large part to our diverse yet complementary businesses, we finished the year with record net revenues of $ billion and record net income of $ billion. Continuing our well-established track record of retention and recruiting of financial advisors, we reached record numbers of both financial advisors and client assets of $ trillion. Meanwhile, our investment banking success in both M&A and underwriting, and a record year for fixed income brokerage revenues due to high levels of client activity, helped us achieve record revenues in our Capital Markets segment.

4 Demonstrating our commitment to deploying excess capital, we completed three acquisitions during the year and announced the intention to acquire two additional firms. We believe these acquisitions satisfy our longstanding criteria of being a strong cultural fit, having a good strategic purpose and making financial sense for our shareholders . Moving forward, we are well-positioned with robust capital ratios and records for all of our key business metrics. Additionally, activity levels for financial advisor recruiting, investment banking and fixed income brokerage remain strong. However, we also understand there are uncertainties, including the pace of recovery from the initial shutdowns related to COVID-19, the continued effects of the pandemic, and economic policy.

5 Whatever potential challenges lie ahead, we believe our capital and liquidity provide balance sheet flexibility to not only withstand them but also to be opportunistic in these environments. I would be remiss not to note that Francis S. Bo Godbold, who has served on our Board of Directors since 1977, will not be re-nominated for election at the 2022 Annual Meeting of shareholders . One of Chairman Emeritus Tom James' earliest recruits in 1969, Bo's intellect and leadership have been instrumental to the growth and success of the firm. Like all public companies, we are facing growing pressure from Proxy advisors urging greater formal independence for public company boards, and Bo has been viewed as an insider for these purposes despite his independent industry expertise and resolute shareholder advocacy.

6 He has had a remarkable career, with professional achievements and community service recognitions far too long to list. He will continue to serve on the Raymond James Bank Board of Directors, but I speak for the entire Raymond James Financial Board of Directors in saying that his contributions and counsel will be greatly missed. Once again this year, we have determined that our Annual Meeting will be a virtual meeting, conducted solely via webcast. You will be able to participate in the virtual meeting online, vote your shares electronically, and submit live questions by visiting We are also making use of the SEC's notice and access rules, which allow companies to furnish Proxy materials to their shareholders over the Internet.

7 We believe that this process expedites affected shareholders ' receipt of our Proxy materials and lowers the costs and reduces the environmental impact of our Annual Meeting. Accordingly, we mailed to certain shareholders a Notice of Internet Availability of Proxy Materials ( Notice ). The 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 you can request paper copies of these materials if you so desire. On behalf of the Board of Directors and the management of Raymond James, I extend our appreciation for your continued support.

8 Yours sincerely, Paul C. Reilly Chairman and Chief Executive Officer Notice of 2022 Annual Meeting of shareholders DATE: Thursday, February 24, 2022. TIME: 4:30 (EST). PLACE: The meeting will be a virtual-only meeting, conducted exclusively via webcast at There will not be a physical location for the meeting, and you will not be able to attend the meeting in person. shareholders will be able to attend, vote, and submit questions (both before, and during a portion of, the meeting) virtually. AGENDA: The following proposals will be voted upon: 1. To elect the eleven (11) director nominees named in the Proxy Statement 2.

9 To hold an advisory vote on our executive compensation 3. To approve the following amendments to our Articles of Incorporation: A. Increase the number of authorized shares;. B. Restate or revise certain provisions governing the capital stock of the company; and C. Make certain updates and improvements 4. To ratify our independent registered public accounting firm for fiscal 2022. 5. To act on any other business that may properly come before the meeting RECORD DATE: December 22, 2021 ( Record Date ). Who Can Vote: shareholders of record on the Record Date Who Can Attend: All shareholders are invited to attend the Annual Meeting.

10 To attend the meeting at , you must enter the control number on your Notice of Internet Availability of Proxy Materials ( Notice ), Proxy card or voting instruction form. The virtual meeting room will open at 4:15 (EST). Date of Mailing: A Notice or the Proxy Statement , 2021 Annual Report to shareholders , and form of Proxy are first being sent to shareholders and participants in our Employee Stock Ownership Plan on or about January 12, 2022. Vote Recommendation: The Board of Directors recommends a vote FOR All Proposals Important Notice Regarding the Availability of The Proxy Statement , 2021 Annual Report to Proxy Materials for the Shareholder Meeting to shareholders and the form of Proxy card are be Held on February 24, 2022: available online at news-and-events/ shareholders -meeting.