Form 4: Franklin Resources Director Defers Compensation

Franklin Resources director Karen Matsushima King acquired deferred director's fees, increasing her beneficial ownership.

Summary

• Karen Matsushima King, a Director of Franklin Resources Inc. (BEN), acquired 109.4571 units of Deferred Director's Fees (FRI) on October 25, 2025.
• The acquisition was made at a price of $22.84 per unit.
• These fees represent a hypothetical investment account under the 2006 Directors Deferred Compensation Plan, mirroring the performance of Franklin Resources, Inc. stock, including reinvested dividends.
• Following this transaction, Ms. King beneficially owns 58,982.4162 units of Deferred Director's Fees.
• The underlying security for these deferred fees is Common Stock, par value $.10, with 109.4571 shares corresponding to the acquired units.
• Payments for these deferred fees will be made in cash, in substantially equal quarterly installments over ten years, commencing after the director's separation from service.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive. While a routine compensation event, it signifies continued alignment of a director's interests with the company's long-term performance, which is generally viewed favorably by investors.

Positives

• The acquisition of deferred director's fees aligns the director's long-term financial interests with the performance of Franklin Resources, Inc. stock.
• Increased beneficial ownership by a director can signal confidence in the company's future prospects.

Risks

• The value of the deferred compensation is tied to the performance of Franklin Resources, Inc. stock, meaning its value can fluctuate with market conditions.
• Payments are contingent upon the director's separation from service, introducing a time-based element to liquidity.

Future Outlook

Payments for the deferred director's fees will commence in substantially equal quarterly installments over ten years, beginning on the earlier of specific quarterly dates immediately following the director's separation from service from Franklin Resources, Inc. and its subsidiaries.

Industry Context

This transaction is a routine part of executive and director compensation structures in the financial services industry, often used to align long-term interests and retain key personnel. Deferred compensation plans are common mechanisms for directors to accumulate equity-linked benefits without immediate tax implications.

Comparison to Industry Standards

• Deferred compensation plans tied to company stock performance are a standard practice across publicly traded companies, including those in the asset management sector like Franklin Resources, Inc.
• The structure, which includes reinvested dividends and cash payouts post-separation, is consistent with typical director compensation schemes designed for long-term retention and alignment.

Related Party Transactions

• The transaction involves deferred director's fees under the 2006 Directors Deferred Compensation Plan, which is a pre-existing arrangement between the company and its directors.

Stakeholder Impact

• Shareholders: The deferred compensation plan aligns the director's financial incentives with shareholder value creation, as the value is tied to the company's stock performance.
• Director (Karen Matsushima King): Benefits from a long-term compensation structure that defers income and ties it to company performance.

Next Steps

• Payments of the deferred director's fees will begin after the director's separation from service, distributed quarterly over ten years.

Key Dates

Keywords

Franklin Resources, BEN, Form 4, Insider Transaction, Director Compensation, Deferred Compensation, Equity Ownership