LPL Financial (NASDAQ: LPLA) CEO gets stock awards, withholds shares for taxes

Rhea-AI Filing Summary

LPL Financial Holdings Inc. chief executive officer Richard Steinmeier reported equity compensation changes in Common Stock. On February 25, 2026, he acquired 2,255 shares at no cost from vesting performance stock units earned at 81% of his target award, and received a new grant of 10,526 restricted stock units, each representing one future share as they vest in 2027, 2028 and 2029.

On the same date, 2,619 shares were disposed of at $318.47 per share to cover tax obligations, a tax-withholding transaction rather than an open-market sale. After these transactions, he directly owned 8,962 shares and indirectly held 16,812.7 shares through a family trust where he and his spouse are co-trustees and sole beneficiaries.

SEC Form 4

FORM 4

UNITED 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

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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^*

Steinmeier Richard

(Last) (First) (Middle)

C/O LPL FINANCIAL HOLDINGS INC.

4707 EXECUTIVE DRIVE

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LPL Financial Holdings Inc. [ LPLA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/25/2026		A		2,255(1)	A	$0	11,581	D
Common Stock	02/25/2026		F		2,619	D	$318.47	8,962	D
Common Stock	02/25/2026		A		10,526(2)	A	$0	19,488(3)	D
Common Stock								16,812.7	I	Held by Trust(4)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of Common Stock received upon vesting of performance stock units ("PSUs") that were granted on February 25, 2023. The granted PSUs were eligible to become earned PSUs based on the Issuer's total stockholder return ("TSR") relative to the TSR of a predetermined comparator group over a three-year performance period ending February 14, 2026. Based on the Issuer's TSR relative to this peer group, PSUs were earned at 81% of the reporting person's target award.

2. These shares represent restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Common Stock on the applicable vesting date. These restricted stock units will vest ratably on each of February 25, 2027, February 25, 2028 and February 25, 2029. Vested shares will be issued to the reporting person as soon as practicable after the vesting date.

3. Consists of (i) 3,446 shares of Common Stock; (ii) 868 restricted stock units that vest in full on February 25, 2027; (iii) 4,648 restricted stock units that vest ratably on each of February 25, 2027 and February 25, 2028; and (iv) the restricted stock units reported on this Form 4.

4. The reporting person and his spouse are co-trustees of the trust and its sole beneficiaries. The reporting person remains the beneficial owner of, and retains his pecuniary interest in, the securities held by the trust.

Remarks:

The signatory is signing on behalf of Richard Steinmeier pursuant to a Power of Attorney dated December 17, 2024.

	/s/ Robert S. Hatfield III, attorney-in-fact	02/27/2026
	** Signature of Reporting Person	Date
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).
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FAQ

What insider transactions did LPLA CEO Richard Steinmeier report on February 25, 2026?

Richard Steinmeier reported stock awards and a tax-related share disposition. He received 2,255 shares from vested performance stock units and 10,526 new restricted stock units, while 2,619 shares were withheld at $318.47 each to satisfy tax obligations associated with his equity compensation.

How many LPLA shares did Richard Steinmeier acquire through awards and vesting?

Richard Steinmeier acquired equity primarily through compensation awards. He received 2,255 shares upon vesting of performance stock units and a separate grant of 10,526 restricted stock units, each designed to convert into one share of LPL Financial Holdings Inc. common stock as they vest over future years.

Were any of Richard Steinmeier’s LPLA share movements open‑market buys or sells?

The reported activity did not involve open‑market buying or selling. Shares were acquired through stock awards and vesting, while 2,619 shares were disposed of solely to pay tax liabilities via share withholding, a non‑market transaction typical for equity compensation events at public companies.

How do the new LPLA restricted stock units granted to Richard Steinmeier vest?

The new restricted stock units vest in scheduled installments. They will vest ratably on February 25, 2027, February 25, 2028, and February 25, 2029, with vested shares issued to Richard Steinmeier as soon as practicable after each vesting date, subject to typical continued‑service conditions.

What is the performance basis of the LPLA performance stock units that vested for Richard Steinmeier?

The performance stock units vested based on total shareholder return. They were granted February 25, 2023 and measured LPL’s total stockholder return versus a comparator group over a three‑year period ending February 14, 2026, ultimately earning 81% of Steinmeier’s original target PSU award.

How many LPLA shares does Richard Steinmeier hold directly and indirectly after these transactions?

Following the reported transactions, Richard Steinmeier directly held 8,962 shares of LPL Financial common stock. He also indirectly held 16,812.7 shares through a trust where he and his spouse serve as co‑trustees and are sole beneficiaries, retaining their pecuniary interest in those securities.

How are Richard Steinmeier’s LPLA trust‑held shares characterized in the Form 4 filing?

Trust‑held shares are reported as indirect ownership. The filing notes Steinmeier and his spouse are co‑trustees and sole beneficiaries, and that he remains the beneficial owner with pecuniary interest in the LPL Financial shares held by the trust, aligning economic exposure with his reported indirect holdings.