Royce & Associates (FC) reports 7.82% Franklin Covey stake on amended 13G

Rhea-AI Filing Summary

Royce & Associates, a New York corporation, reports beneficial ownership of Franklin Covey Co. common stock on an amended Schedule 13G. The firm holds 881,362 shares, representing 7.82% of the outstanding common stock, with sole voting and sole dispositive power over all reported shares.

The shares are held in investment management accounts of clients of Royce & Associates, LP, an indirect majority-owned subsidiary of Franklin Resources, Inc. Royce & Associates states the holdings are maintained in the ordinary course of business and disclaims any intent to change or influence control of Franklin Covey, as well as any pecuniary interest or group status with Franklin Resources affiliates or their principal shareholders.

Key Figures

Shares beneficially owned: 881,362 shares Percent of class: 7.82% Sole voting power: 881,362 shares +3 more

6 metrics

Shares beneficially owned 881,362 shares Common stock of Franklin Covey Co. reported by Royce & Associates

Percent of class 7.82% Portion of Franklin Covey Co. common stock class held

Sole voting power 881,362 shares Shares over which Royce & Associates has sole power to vote

Shared voting power 0 shares No reported shared power to vote Franklin Covey shares

Sole dispositive power 881,362 shares Shares over which Royce & Associates has sole power to dispose

Shared dispositive power 0 shares No reported shared power to dispose of Franklin Covey shares

Key Terms

beneficial owner, sole dispositive power, investment discretion, informational barriers, +2 more

6 terms

beneficial owner regulatory

"As a result, for purposes of Rule 13d 3 under the Act, RALP may be deemed to be the beneficial owner"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

sole dispositive power regulatory

"Sole Dispositive Power 881,362.00 8 | Shared Dispositive Power 0.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

investment discretion regulatory

"delegates to RALP investment discretion or voting power over the securities held"

informational barriers regulatory

"internal policies and procedures of RALP and FRI affiliates establish informational barriers"

Rule 13d 3 regulatory

"for purposes of Rule 13d 3 under the Act, RALP may be deemed to be the beneficial owner"

group regulatory

"RALP believes that it is not a "group" with FRI affiliates, the Principal Shareholders"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What percentage of Franklin Covey Co. (FC) does Royce & Associates report owning?

Royce & Associates reports beneficial ownership of 7.82% of Franklin Covey Co. common stock. This percentage is based on 881,362 shares held for investment management clients, with sole voting and dispositive power over these shares.

How many Franklin Covey Co. (FC) shares does Royce & Associates beneficially own?

Royce & Associates reports beneficial ownership of 881,362 shares of Franklin Covey Co. common stock. It has sole voting and sole dispositive power over all of these shares on behalf of its investment management clients.

Does Royce & Associates seek to influence control of Franklin Covey Co. (FC)?

Royce & Associates certifies the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Franklin Covey Co., nor in connection with any transaction having that purpose or effect.

Who actually owns the Franklin Covey Co. (FC) shares reported by Royce & Associates?

The reported 881,362 shares are beneficially owned by registered investment companies and other managed accounts that are investment management clients of Royce & Associates, LP. Royce & Associates disclaims any pecuniary interest in these securities.

Is Royce & Associates part of a group with Franklin Resources affiliates regarding Franklin Covey Co. (FC)?

Royce & Associates states it is not a group with Franklin Resources, its affiliates, principal shareholders, or their affiliates under Rule 13d-5, and that voting and investment powers are exercised independently with informational barriers in place.

What powers does Royce & Associates have over its Franklin Covey Co. (FC) holdings?

Royce & Associates reports sole power to vote or direct the vote and sole power to dispose or direct the disposition of 881,362 shares of Franklin Covey Co. common stock. It reports no shared voting or dispositive power.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Franklin Covey Co.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

353469109

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 353469109

1

Names of Reporting Persons

ROYCE & ASSOCIATES LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 881,362.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 881,362.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

881,362.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.82 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Franklin Covey Co.
(b)	Address of issuer's principal executive offices: 2200 W Parkway Blvd, Salt Lake City, UT, 84119
Item 2.
(a)	Name of person filing: ROYCE & ASSOCIATES LP
(b)	Address or principal business office or, if none, residence: One Madison Avenue, New York, NY 10010
(c)	Citizenship: New York Corporation
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 353469109
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 881362.00
(b)	Percent of class: 7.82 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 881362.00
	(ii) Shared power to vote or to direct the vote: 0.00
	(iii) Sole power to dispose or to direct the disposition of: 881362.00
	(iv) Shared power to dispose or to direct the disposition of: 0.00
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. Not Applicable
Item 9.	Notice of Dissolution of Group.
	Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

ROYCE & ASSOCIATES LP

Signature:	Daniel A. O'Byrne
Name/Title:	Vice President
Date:	07/29/2026

Exhibit Information

The securities reported herein are beneficially owned by one or more registered investment companies or other managed accounts that are investment management clients of Royce & Associates, LP ("RALP"), an indirect majority owned subsidiary of Franklin Resources, Inc.("FRI"). When an investment management contract (including a sub advisory agreement) delegates to RALP investment discretion or voting power over the securities held in the investment advisory accounts that are subject to that agreement, FRI treats RALP as having sole investment discretion or voting authority, as the case may be, unless the agreement specifies otherwise. Accordingly, RALP reports on Schedule 13G that it has sole investment discretion and voting authority over the securities covered by any such investment managementagreement, unless otherwise noted in this Item 4. As a result, for purposes of Rule 13d 3 under the Act, RALP may be deemed to be the beneficial owner of the securities reported in this Schedule 13G. Beneficial ownership by investment management subsidiaries and other affiliates of FRI is being reported in conformity with the guidelines articulated by the SEC staff in Release No. 3439538 (January 12, 1998) relating to organizations, such as FRI, where related entities exercise voting and investment powers over the securities being reported independently from eachother. The voting and investment powers held by RALP are exercised independently from FRI(RALP's parent holding company) and from all other investment management subsidiaries of FRI (FRI, its affiliates and investment management subsidiaries other than RALP are, collectively, "FRI affiliates"). Furthermore, internal policies and procedures of RALP and FRI affiliates establish informational barriers that prevent the flow between RALP and the FRI affiliates of information that relates to the voting and investment powers over the securities owned by their respective investment management clients. Consequently, RALP and the FRI affiliates report the securities over which they hold investment and voting power separately from each other for purposes of Section 13 of the Act. Charles B. Johnson and Rupert H. Johnson, Jr. (the "Principal Shareholders") may each own in excess of 10% of the outstanding common stock of FRI and are the principal stockholders of FRI (see FRI's Proxy Statement-Stock Ownership of Certain Beneficial Owners). However, because RALP exercises voting and investment powers on behalf of its investment management clients independently of FRI affiliates, beneficial ownership of the securities reported by RALP is not attributed to the Principal Shareholders. RALP disclaims any pecuniary interest in any of the securities reported in this Schedule 13G. In addition, the filing of this Schedule 13G on behalf of RALP should not be construed as an admission that it is, and it disclaims that it is, the beneficial owner, as defined in Rule 13d 3, of any of such securities. Furthermore, RALP believes that it is not a "group" with FRI affiliates, the Principal Shareholders, or their respective affiliates within the meaning of Rule 13d 5 under the Act and that none of them is otherwise required to attribute to any other the beneficial ownership of the securities held by such person or by any persons or entities for whom or for which RALP or the FRI affiliates provide investment management services.