STOCK TITAN

Franklin Resources chair has 10.6K shares withheld

(Moderate)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FRANKLIN RESOURCES INC (BEN) Executive Chairman Gregory E. Johnson reported a disposition of 10,568 shares of common stock on August 31, 2026, at $34.15 per share to satisfy tax liability by withholding securities incident to the vesting of an equity award issued under Rule 16b-3. Following this transaction, he holds 2,676,986 shares directly, including 25,664 unvested restricted stock units. He also reports indirect holdings through a 401(k) plan, business and venture limited partnerships he controls, and shares held by his spouse and children, with beneficial ownership of certain family-related holdings disclaimed. No Rule 10b5-1 trading plan is reported.

Positive

  • None.

Negative

  • None.
Insider JOHNSON GREGORY E
Role Executive Chairman
Type Security Shares Price Value
Tax Withholding Common Stock, par value $.10 F1, F2 10,568 $34.15 $361K
holding Common Stock, par value $.10 F3 -- -- --
holding Common Stock, par value $.10 F4 -- -- --
holding Common Stock, par value $.10 F5 -- -- --
holding Common Stock, par value $.10 F6 -- -- --
holding Common Stock, par value $.10 F7 -- -- --
Holdings After Transaction: Common Stock, par value $.10 — 2,676,986 shares (Direct); Common Stock, par value $.10 — 7,960.318 shares (Indirect, By 401(k)); Common Stock, par value $.10 — 2,573,100 shares (Indirect, By Business Limited Partnership); Common Stock, par value $.10 — 254,959 shares (Indirect, By Children or As Trustee For Children); Common Stock, par value $.10 — 27,716 shares (Indirect, By Spouse); Common Stock, par value $.10 — 396,000 shares (Indirect, By Venture Limited Partnership)
Footnotes (7)
  1. F1. Reflects payment of tax liability by withholding securities incident to the vesting of a security issued in accordance with Rule 16b-3.
  2. F2. Of the amount of securities beneficially owned, 25,664 shares represent unvested restricted stock unit awards.
  3. F3. Reporting Person holds shares in the Franklin Templeton 401(k) Retirement Plan. Information is based on a plan statement as of July 10, 2026.
  4. F4. Business limited partnership under control of Reporting Person.
  5. F5. Shares held by Reporting Person's children or by Reporting Person as trustee for his children. Reporting Person disclaims beneficial ownership of such shares.
  6. F6. Shares held by Reporting Person's spouse. Reporting Person disclaims beneficial ownership of such shares.
  7. F7. Limited partnership under control of Reporting Person, and owned in part by irrevocable trusts for the benefit of Reporting Person's children. Reporting Person disclaims beneficial ownership of the children's trusts.
Shares withheld for tax 10,568 shares Common stock delivered or withheld on August 31, 2026 to pay tax liability
Per-share value for tax withholding $34.15 per share Value used for 10,568 shares withheld on August 31, 2026
Direct holdings after transaction 2,676,986 shares Common stock held directly by Gregory E. Johnson after August 31, 2026 event
Unvested restricted stock unit awards 25,664 shares Portion of directly owned securities representing unvested RSU awards
401(k) plan holdings 7,960.318 shares Shares held in Franklin Templeton 401(k) Retirement Plan based on statement as of July 10, 2026
Business limited partnership holdings 2,573,100 shares Indirect ownership through a business limited partnership under his control
Children-related holdings 254,959 shares Shares held by his children or by him as trustee for his children; beneficial ownership disclaimed
Spouse holdings 27,716 shares Shares held by his spouse; beneficial ownership disclaimed
Rule 16b-3 regulatory
"vesting of a security issued in accordance with Rule 16b-3"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
restricted stock unit awards financial
"25,664 shares represent unvested restricted stock unit awards"
Restricted stock unit awards are company promises to deliver a specific number of shares to employees or service providers in the future once conditions—such as staying with the company for a set time or meeting performance targets—are met. They matter to investors because when the promises convert into actual shares they increase the total share count and can reduce earnings per share, while also aligning recipients’ interests with stock performance much like deferred pay that turns into ownership if goals are met.
beneficial ownership financial
"Of the amount of securities beneficially owned, 25,664 shares represent"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
disclaims beneficial ownership financial
"Reporting Person disclaims beneficial ownership of such shares"
401(k) Retirement Plan financial
"holds shares in the Franklin Templeton 401(k) Retirement Plan"

FAQ

What did BEN Executive Chairman Gregory E. Johnson report on this Form 4?

He reported that 10,568 shares of Franklin Resources common stock were delivered or withheld on August 31, 2026 to pay tax liability related to the vesting of an equity award issued under Rule 16b-3.

At what price were the 10,568 BEN shares used for tax withholding?

The 10,568 shares were valued at $34.15 per share in connection with the payment of tax liability by withholding securities when the award vested on August 31, 2026.

How many BEN shares does Gregory E. Johnson hold directly after this transaction?

After the tax-withholding disposition, he holds 2,676,986 shares of Franklin Resources common stock directly, of which 25,664 shares represent unvested restricted stock unit awards.

What indirect holdings in BEN does Gregory E. Johnson report?

He reports indirect holdings of 7,960.318 shares in a 401(k) plan, 2,573,100 shares through a business limited partnership, 27,716 shares held by his spouse, 254,959 shares held by or for his children, and 396,000 shares through a venture limited partnership.

Was this BEN Form 4 transaction made under a Rule 10b5-1 trading plan?

No. The filing indicates the Rule 10b5-1 trading plan checkbox is not selected, and there is no footnote stating that the reported transaction was made under a Rule 10b5-1 plan.

What does the footnote say about the 10,568 BEN shares withheld?

The footnote states the transaction reflects payment of tax liability by withholding securities incident to the vesting of a security issued in accordance with Rule 16b-3, clarifying it was a tax-withholding event rather than an open-market sale.

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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*
JOHNSON GREGORY E

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

(Street)
SAN MATEO CALIFORNIA 94403-1906

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FRANKLIN TEMPLETON INC [ BEN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026
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
Common Stock, par value $.1008/31/2026F10,568(1)D$34.152,676,986(2)D
Common Stock, par value $.107,960.318IBy 401(k)(3)
Common Stock, par value $.102,573,100IBy Business Limited Partnership(4)
Common Stock, par value $.10254,959IBy Children or As Trustee For Children(5)
Common Stock, par value $.1027,716IBy Spouse(6)
Common Stock, par value $.10396,000IBy Venture Limited Partnership(7)
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
Explanation of Responses:
1. Reflects payment of tax liability by withholding securities incident to the vesting of a security issued in accordance with Rule 16b-3.
2. Of the amount of securities beneficially owned, 25,664 shares represent unvested restricted stock unit awards.
3. Reporting Person holds shares in the Franklin Templeton 401(k) Retirement Plan. Information is based on a plan statement as of July 10, 2026.
4. Business limited partnership under control of Reporting Person.
5. Shares held by Reporting Person's children or by Reporting Person as trustee for his children. Reporting Person disclaims beneficial ownership of such shares.
6. Shares held by Reporting Person's spouse. Reporting Person disclaims beneficial ownership of such shares.
7. Limited partnership under control of Reporting Person, and owned in part by irrevocable trusts for the benefit of Reporting Person's children. Reporting Person disclaims beneficial ownership of the children's trusts.
/s/ Virginia Rosas, Attorney-in-Fact09/02/2026
** 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)