LPL Financial (LPLA) CFO logs stock awards and 10b5-1 share sales

Rhea-AI Filing Summary

LPL Financial Holdings Inc. President and CFO Matthew J. Audette reported a mix of stock awards and sales. On February 25, 2026, he acquired 2,152 shares of common stock upon vesting of performance stock units granted in 2023, which were earned at 81% of his target based on relative total stockholder return, and received an additional 6,624 restricted stock units that vest between 2027 and 2029. That same day, 2,351 shares were disposed of to cover tax obligations at a price of $318.47 per share. On February 26, 2026, he executed four open-market sales totaling 1,581 shares at prices between $318.51 and $322.15 per share under a Rule 10b5-1 trading plan. Following these transactions, he directly owned 21,382 shares of common stock, plus the reported restricted stock units.

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

OMB APPROVAL

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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).

X

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^*

Audette Matthew J

(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)
	President and CFO

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		2,152(1)	A	$0	18,690	D
Common Stock	02/25/2026		F		2,351	D	$318.47	16,339	D
Common Stock	02/25/2026		A		6,624(2)	A	$0	22,963	D
Common Stock	02/26/2026		S(3)		348	D	$318.51(4)	22,615	D
Common Stock	02/26/2026		S(3)		274	D	$319.32(5)	22,341	D
Common Stock	02/26/2026		S(3)		506	D	$321.04(6)	21,835	D
Common Stock	02/26/2026		S(3)		453	D	$322.15(7)	21,382(8)	D

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. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 14, 2025.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $318.07 to $319.05, inclusive. The reporting person undertakes to provide to LPL Financial Holdings Inc., any security holder of LPL Financial Holdings Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4) to this Form 4.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $319.17 to $319.52, inclusive. The reporting person undertakes to provide to LPL Financial Holdings Inc., any security holder of LPL Financial Holdings Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (5) to this Form 4.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $320.70 to $321.37, inclusive. The reporting person undertakes to provide to LPL Financial Holdings Inc., any security holder of LPL Financial Holdings Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (6) to this Form 4.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $321.97 to $322.69, inclusive. The reporting person undertakes to provide to LPL Financial Holdings Inc., any security holder of LPL Financial Holdings Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (7) to this Form 4.

8. Consists of (i) 10,006 shares of Common Stock; (ii) 787 restricted stock units that vest in full on February 25, 2027; (iii) 3,965 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.

Remarks:

The signatory is signing on behalf of Matthew J. Audette pursuant to a Power of Attorney dated December 16, 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 stock transactions did LPLA executive Matthew Audette report?

Matthew Audette reported both stock awards and sales. He received performance and restricted stock units, disposed of shares for taxes, and sold 1,581 common shares in open-market trades, ending with 21,382 directly owned shares plus restricted stock units.

How many LPLA shares did Matthew Audette sell and at what prices?

Matthew Audette sold 1,581 LPL Financial common shares. The four open-market sales on February 26, 2026 occurred at weighted average prices between about $318.51 and $322.15 per share, according to detailed price ranges disclosed in the filing’s footnotes.

What stock awards did LPLA grant to Matthew Audette in this Form 4?

Audette acquired 2,152 shares from vesting performance stock units and 6,624 new restricted stock units. The PSUs were earned at 81% of his target award, while the RSUs are scheduled to vest between February 2027 and February 2029, subject to continued service.

How were LPLA performance stock units for Matthew Audette determined?

The performance stock units granted on February 25, 2023 were tied to LPL Financial’s total stockholder return versus a comparator group. Over a three-year performance period ending February 14, 2026, this relative performance resulted in 81% of Audette’s target PSUs being earned.

Why did Matthew Audette dispose of some LPLA shares on February 25, 2026?

On February 25, 2026, Audette disposed of 2,351 LPL Financial shares in a tax-withholding transaction. The filing states this covered tax liabilities by delivering shares, at a reported price of $318.47 per share, rather than representing an open-market sale.

Were Matthew Audette’s LPLA stock sales made under a trading plan?

Yes. The filing notes that the reported sales were executed under a Rule 10b5-1 trading plan. This plan was adopted by Matthew Audette on August 14, 2025, providing a pre-arranged framework for selling shares according to preset instructions.