STIFEL FINANCIAL CORP — Director's Dealing 2012

Feb 16, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STIFEL FINANCIAL CORP (SF)
CIK: 0000720672
Period of Report: 2012-02-14

Reporting Person: KRUSZEWSKI RONALD J (Director, CHIEF EXECUTIVE OFFICER)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-14	Phantom Stock Units	$0	A	40984	Acquired		Common Stock (40984)	Direct
2012-02-14	Phantom Stock Units	$0	A	10246	Acquired		Common Stock (10246)	Direct
2012-02-14	Phantom Stock Units	$0	A	10245	Acquired		Common Stock (10245)	Direct
2012-02-14	Phantom Stock Units	$0	A	2561	Acquired		Common Stock (2561)	Direct
2012-02-14	Phantom Stock Units	$0	A	54645	Acquired		Common Stock (54645)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	856654	Direct
Common Stock	1500	Indirect
Common Stock	3000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Option to Buy)	$3.87	2013-02-10	Common Stock (90000)	90000	Direct

Footnotes

F1: Phantom Stock Units are fully vested, and will be converted to common stock on December 1, 2012.

F2: No expiration date for these Units.

F3: Units vest 100% five years from the grant date.

F4: Units vest in 20% increments over a five year period.

F5: Units vest in equal yearly increments over a ten year period. This vesting may be accelerated based on the Company's performance.

F6: Options vest in 20% increments on 2/10/04, 2/10/05, 2/10/06, 2/10/07 and 2/10/08.