Marc Cohen of LPL Financial (LPLA) logs PSU vesting and new RSUs

Rhea-AI Filing Summary

LPL Financial Holdings Inc. Group Managing Director Marc Eliot Cohen reported equity award activity in Common Stock. On February 25, 2026, he acquired 537 shares upon vesting of performance stock units granted on February 25, 2023, which were earned at 81% of his target award based on relative total stockholder return.

He also acquired 1,403 restricted stock units, each representing one future share of Common Stock. These units vest in equal parts on February 25, 2027, February 25, 2028 and February 25, 2029, with shares issued shortly after each vesting date.

To satisfy tax obligations, 483 shares were disposed of at $318.47 per share through a tax-withholding transaction rather than an open-market sale. Following these transactions, his direct holdings consist of Common Stock and several tranches of restricted stock units, and 19 shares are held indirectly by his spouse.

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^*

Cohen Marc Eliot

(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)
	Group Managing Director

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		537(1)	A	$0	4,568.2114	D
Common Stock	02/25/2026		F		483	D	$318.47	4,085.2114	D
Common Stock	02/25/2026		A		1,403(2)	A	$0	5,488.2114(3)	D
Common Stock								19	I	Held by the Reporting Person's spouse

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) 3,206.2114 shares of Common Stock; (ii) 85 restricted stock units that vest in full on June 12, 2026; (iii) 278 restricted stock units that vest in full on February 25, 2027; (iv) 516 restricted stock units that vest ratably on each of February 25, 2027 and February 25, 2028; and (v) the restricted stock units reported on this Form 4.

Remarks:

The signatory is signing on behalf of Marc Cohen pursuant to a Power of Attorney dated December 11, 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).
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.

FAQ

What insider transactions did Marc Eliot Cohen report for LPLA on February 25, 2026?

Marc Eliot Cohen reported equity award activity in LPLA Common Stock. He acquired 537 shares from vesting performance stock units and 1,403 new restricted stock units, and 483 shares were disposed of to cover tax liabilities through share withholding.

How were Marc Eliot Cohen’s LPLA performance stock units determined and what percentage vested?

The performance stock units, granted February 25, 2023, were tied to LPL’s total stockholder return versus a comparator group over three years. Based on this relative performance, the units were earned at 81% of Cohen’s target award, yielding 537 vested shares.

What are the vesting terms of Marc Eliot Cohen’s new LPLA restricted stock units?

Cohen’s new restricted stock units vest ratably over three years. They will vest in equal installments on February 25, 2027, February 25, 2028, and February 25, 2029, with one share of LPLA Common Stock delivered for each vested unit after each date.

Was the 483-share LPLA disposition by Marc Eliot Cohen an open-market sale?

The 483-share disposition was for tax withholding, not an open-market sale. Shares were delivered at $318.47 per share to satisfy exercise price or tax liabilities associated with his equity awards, as described by the transaction code F and related explanation.

What LPLA equity holdings does Marc Eliot Cohen report after these Form 4 transactions?

After the reported transactions, Cohen’s holdings include Common Stock and several restricted stock unit grants with different vesting dates, including units vesting in 2026, 2027, 2028, and 2029. Additionally, 19 shares of LPLA Common Stock are held indirectly by his spouse.

How is relative total stockholder return used in Marc Eliot Cohen’s LPLA PSU award?

His performance stock units measure LPL’s total stockholder return against a predetermined comparator group over a three-year performance period ending February 14, 2026. This relative ranking determined that 81% of his target PSUs were earned and settled in shares.