FRANKLIN RESOURCES INC — Director's Dealing 2018

Nov 6, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN RESOURCES INC (BEN)
CIK: 0000038777
Period of Report: 2018-11-02

Reporting Person: Plafker Jed A. (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-11-02	Common Stock, par value $.10	A	35831	$30.70	Acquired	92199.786	Direct
2018-11-02	Common Stock, par value $.10	A	20046	—	Acquired	112245.786	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.10	508.4872	Indirect

Footnotes

F1: On November 3, 2015, November 1, 2016, November 3, 2017 and December 11, 2017 the Reporting Person was granted certain restricted stock units subject to vesting over a three-year period based upon satisfaction of certain performance criteria. On November 2, 2018, the Issuer's Compensation Committee certified that certain performance criteria with respect to the Issuer's fiscal year ended September 30, 2018 were achieved, and therefore the amount of shares reported in Column 4 are scheduled to vest on November 30, 2018.

F2: Not applicable.

F3: Of the amount of securities beneficially owned, 76,025 shares represent unvested restricted stock awards (which excludes the unvested restricted stock units scheduled to vest on November 30, 2018 as reported in Footnote 1).

F4: Reporting Person holds shares in the Franklin Templeton 401(k) Retirement Plan. Information is based on a plan statement as of September 30, 2018.