Item 2.05 Costs Associated with Exit or Disposal Activities

On March 14, 2013, the Company agreed to sell its institutional fixed-income sales and trading business, which operates in the United States and in the United Kingdom, to Stifel Financial Corp. The Company expects to complete the transaction during the second quarter of 2013. Employees directly affected by the transaction have received notification and have either received and accepted offer letters or, in many cases, will be provided with severance payments. In addition, the Company expects to arrange for the sublease of its current lease for office space in Greenwich, CT to third parties (following a transitional period during which Stifel is expected to use the space) and to write down certain related leasehold improvements.

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In connection with the transaction, the Company expects that it will incur a total estimated pre-tax charge between $27 and $33 million within the newly formed Global Execution Services segment (as discussed in Item 7.01 below), broken down as follows:

• Employee severance and other employee benefit costs between $12 and $15 million;

• Asset write-down and loss related to Greenwich lease costs between $11 and $13 million; and

• Professional fees and contract termination costs between $4 and $5 million.

Of the above amount, it is expected that cash expenditures will be between $3 and $5 million. It is not expected that there will be any further material future cash expenditures associated with the transaction or the sublease of the Greenwich lease. Although the Company believes that these estimates are appropriate and reasonable based on available information, actual results could differ from these estimates.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Alan Lhota will cease to serve as Senior Managing Director, Co-Head of Institutional Fixed Income and will no longer be an employee of the Company or any of its subsidiaries upon the closing of the disposition of the Company's institutional fixed-income sales and trading business.

Item 7.01 Regulation FD Disclosure

In the first quarter of 2013, the Company will change its reporting segments from Market Making, Institutional Sales and Trading, Electronic Execution Services, and Corporate and Other to Market Making, Global Execution Services and Corporate and Other.

Market Making will consist of all global market making including Knight Link and the Company's activities as a Designated Market Maker at the NYSE. Global Execution Services will include Knight Direct, institutional research, sales and trading, Knight Hotspot FX, Knight BondPoint, reverse mortgage origination and asset management. Corporate and Other includes strategic investments primarily in financial services-related ventures, clearing and settlement activity, corporate overhead expenses and all other expenses that are not attributable to the other reporting segments.

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