STOCK TITAN

Franklin Resources CEO has 116K shares withheld for tax

CEO Jennifer M. Johnson reported tax-related share withholding tied to equity vesting and detailed substantial direct and indirect holdings in BEN.

(Very High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FRANKLIN RESOURCES INC (BEN) reported that Chief Executive Officer and director Jennifer M. Johnson had 116,053 shares of common stock withheld on August 31, 2026 to pay tax liability related to the vesting of an equity award issued in accordance with Rule 16b-3, at a value of $34.15 per share. After this tax-withholding disposition, she directly held 3,437,981.0046 shares, including 522,126 unvested restricted stock units. She also reported indirect holdings of 2,739.1276 shares through the Franklin Templeton 401(k) Retirement Plan, 2,637,700 shares through a business limited partnership under her control, 605,929 shares held by or for her children for which she disclaims beneficial ownership, and 216,900 shares through a venture limited partnership in which she has a beneficial interest but disclaims beneficial ownership of portions held in children’s trusts.

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Insider JOHNSON JENNIFER M
Role Chief Executive Officer
Type Security Shares Price Value
Tax Withholding Common Stock, par value $.10 F1, F2 116,053 $34.15 $3.96M
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 -- -- --
Holdings After Transaction: Common Stock, par value $.10 — 3,437,981.0046 shares (Direct); Common Stock, par value $.10 — 2,739.1276 shares (Indirect, By 401(k)); Common Stock, par value $.10 — 2,637,700 shares (Indirect, By Business Limited Partnership); Common Stock, par value $.10 — 605,929 shares (Indirect, By Children or As Trustee For Children); Common Stock, par value $.10 — 216,900 shares (Indirect, By Venture Limited Partnership)
Footnotes (6)
  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, 522,126 shares represent unvested restricted stock units.
  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 her children. Reporting Person disclaims beneficial ownership of such shares.
  6. F6. Limited partnership for the benefit 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 liability 116,053 shares Common stock withheld on August 31, 2026 to pay tax liability on vesting of an equity award
Per-share value used for withholding $34.15 per share Value applied to the 116,053 shares withheld on August 31, 2026
Direct holdings after transaction 3,437,981.0046 shares Directly held Franklin Resources common stock after August 31, 2026 withholding
Unvested restricted stock units 522,126 shares Portion of directly beneficially owned securities that are unvested RSUs
401(k) plan holdings 2,739.1276 shares Indirect holdings in the Franklin Templeton 401(k) Retirement Plan based on a July 10, 2026 statement
Business limited partnership holdings 2,637,700 shares Indirect holdings through a business limited partnership under her control
Children-related holdings (disclaimed) 605,929 shares Shares held by her children or by her as trustee for her children, beneficial ownership disclaimed
Venture limited partnership holdings 216,900 shares Indirect holdings through a venture limited partnership benefiting her and children; portions in children’s trusts 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 units financial
"522,126 shares represent unvested restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
beneficial ownership financial
"Of the amount of securities beneficially owned, 522,126 shares"
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.
401(k) Retirement Plan financial
"holds shares in the Franklin Templeton 401(k) Retirement Plan"
tax liability financial
"payment of tax liability by withholding securities incident"

FAQ

What transaction did BEN CEO Jennifer M. Johnson report on August 31, 2026?

She reported that 116,053 shares of Franklin Resources common stock were withheld on August 31, 2026 to pay tax liability incident to the vesting of an equity award issued in accordance with Rule 16b-3.

How many BEN shares does Jennifer M. Johnson hold directly after the reported transaction?

Following the August 31, 2026 tax-withholding disposition, Jennifer M. Johnson directly held 3,437,981.0046 shares of Franklin Resources common stock, including 522,126 shares that represent unvested restricted stock units.

What indirect BEN holdings does Jennifer M. Johnson report through retirement and partnership accounts?

She reports 2,739.1276 shares in the Franklin Templeton 401(k) Retirement Plan, 2,637,700 shares through a business limited partnership under her control, and 216,900 shares through a venture limited partnership that benefits her and her children.

Were Jennifer M. Johnson’s BEN transactions reported under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not affirmed, and the footnotes describe the August 31, 2026 event as shares withheld to satisfy tax liability on vesting, not as trades under a pre-arranged trading plan.

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Learn about SEC filing dates
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 JENNIFER M

(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)
Chief Executive Officer
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 $.1008/31/2026F116,053(1)D$34.153,437,981.0046(2)D
Common Stock, par value $.102,739.1276IBy 401(k)(3)
Common Stock, par value $.102,637,700IBy Business Limited Partnership(4)
Common Stock, par value $.10605,929IBy Children or As Trustee For Children(5)
Common Stock, par value $.10216,900IBy Venture Limited Partnership(6)
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, 522,126 shares represent unvested restricted stock units.
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 her children. Reporting Person disclaims beneficial ownership of such shares.
6. Limited partnership for the benefit 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)