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Deferred compensation award for Franklin Resources (BEN) board director

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

King Karen Matsushima reported acquisition or exercise transactions in this Form 4 filing.

Franklin Resources director Karen Matsushima King received a compensation-related award of deferred director’s fees tied to company stock. The award covers 83.7802 units of Deferred Director's Fees (FRI) valued at $29.84 per unit, linked to Franklin Resources common stock performance including reinvested dividends.

These deferred fees represent a hypothetical investment account payable in cash in substantially equal quarterly installments over ten years. Payments begin after the director’s separation from service, starting on the first January 20, April 20, July 20 or October 20 following separation and continuing on those dates thereafter. The award is exercisable based on an assumed separation timing and carries an expiration date of January 20, 2058.

Positive

  • None.

Negative

  • None.
Insider King Karen Matsushima
Role null
Type Security Shares Price Value
Grant/Award Deferred Director's Fees (FRI) 83.78 $29.84 $3K
Holdings After Transaction: Deferred Director's Fees (FRI) — 71,429.401 shares (Direct, null)
Footnotes (1)
  1. Not applicable. Exercisable and expiration dates assume the director's separation from service from Franklin Resources, Inc. and its subsidiaries occurs in the February following the director's 75th birthday. See footnote below. Expiration Date is 01/20/2058. Represents a hypothetical investment account calculation of deferred Franklin Resources, Inc.'s director's fees, under the 2006 Directors Deferred Compensation Plan, based upon the performance of Franklin Resources, Inc.'s stock (including reinvested dividends) payable in cash in substantially equal quarterly installments over ten years beginning on the earlier of the January 20, April 20, July 20 or October 20 immediately following the director's separation from service from Franklin Resources, Inc. and its subsidiaries and continuing on each January 20, April 20, July 20 and October 20 thereafter, except that if any such date is a Saturday, Sunday or holiday, then the quarterly installment shall be paid on the next business day. Reporting Person may transfer the hypothetical investment account amount into an alternative investment account not based on the performance of Franklin Resources, Inc. stock effective as of the first day of any calendar quarter.
Deferred fees granted 83.7802 units Deferred Director's Fees (FRI) granted on May 2, 2026
Reference price per unit $29.84 per unit Value used for the deferred director’s fees award
Deferred fees balance 71,429.4007 units Total Deferred Director's Fees (FRI) following transaction
Expiration date January 20, 2058 Expiration of the deferred director’s fees award
Underlying security Common Stock, par value $.10 Security used to measure hypothetical investment account performance
Deferred Director's Fees (FRI) financial
"Represents a hypothetical investment account calculation of deferred Franklin Resources, Inc.'s director's fees"
2006 Directors Deferred Compensation Plan financial
"under the 2006 Directors Deferred Compensation Plan, based upon the performance of Franklin Resources, Inc.'s stock"
hypothetical investment account financial
"Represents a hypothetical investment account calculation of deferred Franklin Resources, Inc.'s director's fees"
reinvested dividends financial
"based upon the performance of Franklin Resources, Inc.'s stock (including reinvested dividends) payable in cash"
Reinvested dividends are payouts a shareholder receives from a company that are automatically used to buy additional shares instead of being taken as cash. For investors this acts like planting dividends back into the portfolio so each future payout can come from a slightly larger holding, helping returns compound over time and showing the difference between income you spend today and total growth of your investment.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
King Karen Matsushima

(Last)(First)(Middle)
C/O FRANKLIN RESOURCES, INC.
ONE FRANKLIN PARKWAY

(Street)
SAN MATEO CALIFORNIA 94403

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FRANKLIN RESOURCES INC [ BEN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Director's Fees (FRI)(1)05/02/2026A83.780204/20/2048(2) (2)(3)Common Stock, par value $.1083.7802$29.8471,429.4007D(4)
Explanation of Responses:
1. Not applicable.
2. Exercisable and expiration dates assume the director's separation from service from Franklin Resources, Inc. and its subsidiaries occurs in the February following the director's 75th birthday. See footnote below.
3. Expiration Date is 01/20/2058.
4. Represents a hypothetical investment account calculation of deferred Franklin Resources, Inc.'s director's fees, under the 2006 Directors Deferred Compensation Plan, based upon the performance of Franklin Resources, Inc.'s stock (including reinvested dividends) payable in cash in substantially equal quarterly installments over ten years beginning on the earlier of the January 20, April 20, July 20 or October 20 immediately following the director's separation from service from Franklin Resources, Inc. and its subsidiaries and continuing on each January 20, April 20, July 20 and October 20 thereafter, except that if any such date is a Saturday, Sunday or holiday, then the quarterly installment shall be paid on the next business day. Reporting Person may transfer the hypothetical investment account amount into an alternative investment account not based on the performance of Franklin Resources, Inc. stock effective as of the first day of any calendar quarter.
/s/ Virginia Rosas, Attorney-in-Fact05/05/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Franklin Resources (BEN) report for Karen Matsushima King?

Franklin Resources reported that director Karen Matsushima King received 83.7802 units of Deferred Director's Fees (FRI). This grant is a compensation-related award linked to the performance of Franklin Resources’ stock, rather than an open-market share purchase or sale.

How is the Deferred Director's Fees (FRI) award for BEN’s director structured?

The Deferred Director's Fees (FRI) award functions as a hypothetical investment account based on Franklin Resources’ stock performance, including reinvested dividends. It is payable in cash, not stock, and is designed under the company’s 2006 Directors Deferred Compensation Plan.

When will the Franklin Resources (BEN) director receive cash payments from this deferred fees award?

Cash payments begin after the director’s separation from service. They start on the first January 20, April 20, July 20 or October 20 following separation and continue in substantially equal quarterly installments over ten years under the plan’s terms.

What is the size and value of the deferred fees granted to the Franklin Resources (BEN) director?

The grant covers 83.7802 units of Deferred Director's Fees (FRI) with a reference value of $29.84 per unit. Following this award, the director’s deferred fees balance reported for this security totals 71,429.4007 units, reflecting accumulated deferred compensation.

What is the expiration date of the Franklin Resources (BEN) deferred director’s fees award?

The deferred director’s fees award carries an expiration date of January 20, 2058. Exercisability and timing in the plan assume separation from service occurs in the February following the director’s 75th birthday, consistent with the plan’s stated assumptions.