FRANKLIN RESOURCES INC — Director's Dealing 2015

Nov 2, 2015

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN RESOURCES INC (BEN)
CIK: 0000038777
Period of Report: 2015-09-30

Reporting Person: JOHNSON JENNIFER M (Co-President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-15	Common Stock, par value $.10	G	1285	—	Acquired	159269	Indirect
2014-12-15	Common Stock, par value $.10	G	1285	—	Disposed	1448118.1082	Direct
2015-08-26	Common Stock, par value $.10	G	710	—	Acquired	1448118.1082	Direct
2015-08-26	Common Stock, par value $.10	G	3550	—	Acquired	159269	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.10	1661.1817	Indirect
Common Stock, par value $.10	2610000	Indirect
Common Stock, par value $.10	15000	Indirect
Common Stock, par value $.10	198000	Indirect

Footnotes

F1: Not applicable.

F2: Shares held by Reporting Person as trustee for Reporting Person's minor children. Reporting Person disclaims beneficial ownership of such shares.

F3: Reporting Person holds shares in the Franklin Templeton 401(k) Retirement Plan. Information is based on a plan statement as of September 30, 2015.

F4: Business limited partnership under control of Reporting Person.

F5: Business trust for the benefit of Reporting Person and Reporting Person's children.

F6: Limited partnership under control 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.