Via EDGAR (Correspondence)
December 22, 2016
Mr. Gus Rodriguez
Accounting Branch Chief
Office of Financial Services
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
RE: | Stifel Financial Corp. |
Form10-K for the Fiscal Year Ended December 31, 2015
Filed March 1, 2016
Form8-K dated November 2, 2016
FileNo. 001-09305
Dear Mr. Rodriguez:
This letter sets forth Stifel Financial Corp.’s (the “Company,” “we,” “us” or similar terms) responses to the comments by the staff (the “Staff”) of the Commission contained in the Staff’s letter dated December 15, 2016 related to the Company’s disclosures in its Form8-K filed on November 2, 2016.
For your convenience, the text of the Staff’s comments is set forth in italics below, followed in each case by our response.
Form8-K filed February 23, 2016
Exhibit 99.1
1. | In this earnings release you presentnon-GAAP measures for net revenues, compensation ratio, non-compensation ratio,pre-tax operating margin, net income, earnings per diluted common share and earnings per diluted common share available to common shareholders. Please revise future filings to include a reconciliation to the most comparable GAAP measure for eachnon-GAAP measure presented as required by Item 10(e)(1)(i)(B) of RegulationS-K. It appears that you only reconciled thenon-GAAP net income. Please also disclose the reasons the acquisition-related expenses are not representative of the costs of running youron-going business. |
Response:
Please be advised that, starting with the earnings release for the three month period ended December 31, 2016, the Company will include a reconciliation to the most comparable GAAP measure for eachnon-GAAP measure presented. In addition, the Company will disclose the reasons the acquisition-related expenses are not representative of the costs of running itson-going business, starting with the earnings release for the three month period ended December 31, 2016.
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2. | Please disclose how your GAAP andnon-GAAPpre-tax operating margin ratios are calculated and reconcile each measure used to calculate these percentages. |
Response:
Please be advised that, starting with the earnings release for the three month period ended December 31, 2016, the Company will disclose how GAAP andnon-GAAPpre-tax operating margin ratios are calculated and reconcile each measure used to calculate these percentages.
3. | Please revise future disclosure to include the comparable GAAP compensation ratio andnon-compensation ratio in your narrative on page 3. In addition, please clarify if thenon-GAAP ratios are calculated usingnon-GAAP revenue. |
Response:
Please be advised that, starting with the earnings release for the three month period ended December 31, 2016, the Company will revise its disclosure to include comparable GAAP compensation andnon-compensation ratios, when applicable. Please be advised that the Company’snon-GAAP ratios are calculated usingnon-GAAP net revenues.
4. | Please confirm that in future filings you will no longer present any historicalnon-GAAP EPS amounts that exclude duplicative expenses. |
Response:
Please be advised that the Company will no longer exclude duplicative expenses in its historicalnon-GAAP EPS.
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If you have any questions or comments regarding the above information, please do not hesitate to contact me at (314)342-2228.
Sincerely, |
/s/ James M. Zemlyak |
James M. Zemlyak |
President and Chief Financial Officer |
(Principal Financial Officer) |
cc: | Ronald J. Kruszewski,Chairman and Chief Executive Officer |
David M. Minnick,Senior Vice President and General Counsel
Mark P. Fisher,Senior Vice President and General Counsel
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