Form 4: Franklin Resources Director King Acquires Deferred Stock

Franklin Resources Director Karen King acquired 1,439.0756 units of deferred director's fees, increasing her beneficial ownership to 60,529.9517 units.

Summary

• Karen Matsushima King, a Director of Franklin Resources Inc. (BEN), acquired 1,439.0756 units of Deferred Director's Fees (FRI) on January 2, 2026.
• These fees are part of a hypothetical investment account under the 2006 Directors Deferred Compensation Plan, based on the performance of Franklin Resources, Inc.'s common stock, including reinvested dividends.
• The acquisition was valued at $23.8 per unit, corresponding to the underlying common stock price.
• Following this transaction, Ms. King beneficially owns a total of 60,529.9517 units of Deferred Director's Fees.
• The deferred compensation is payable in cash in substantially equal quarterly installments over ten years, commencing after the director's separation from service.
• The reporting person has the option to transfer the hypothetical investment account amount into an alternative investment account not based on Franklin Resources, Inc. stock performance.

Sentiment

Score: 6

Explanation: The filing reports a routine deferred compensation transaction for a director, which is a neutral event. The increase in beneficial ownership, even if deferred, can be seen as a minor positive for aligning director and shareholder interests.

Positives

• Director Karen King increased her beneficial ownership in the company through deferred compensation, aligning her interests with shareholders.
• The deferred compensation plan encourages long-term commitment from directors.

Risks

• The value of the deferred compensation is tied to the performance of Franklin Resources, Inc. common stock, meaning its value can fluctuate with market conditions.
• The payment of deferred fees is contingent upon the director's separation from service, introducing a timing uncertainty for the cash payout.

Future Outlook

The deferred compensation will be paid in cash over ten years in quarterly installments, beginning after the director's separation from service from Franklin Resources, Inc. and its subsidiaries. The director retains the option to transfer the investment to an alternative account not tied to the company's stock performance.

Industry Context

Deferred compensation plans for directors are a common practice in the financial services industry and publicly traded companies. They serve to align the interests of directors with long-term shareholder value by linking a portion of their compensation to the company's stock performance and deferring payment until after their service concludes. This practice is prevalent among asset management firms like Franklin Resources, Inc.

Comparison to Industry Standards

• The structure of the 2006 Directors Deferred Compensation Plan, which ties director compensation to company stock performance and defers payment, is consistent with best practices observed in major financial institutions and asset managers such as BlackRock, Vanguard, or T. Rowe Price. These firms often use similar mechanisms to incentivize long-term stewardship and align director interests with shareholder returns.
• The option for the reporting person to transfer the hypothetical investment account into an alternative investment account not based on the company's stock is also a standard feature in many deferred compensation plans, offering flexibility and risk management for the director.

Corporate Governance

Related Party Transactions

• This transaction represents a related party dealing as it involves the compensation of a director by the company, structured through the 2006 Directors Deferred Compensation Plan.

Stakeholder Impact

• Shareholders: The transaction aligns the director's long-term financial interests with the company's stock performance, potentially encouraging decisions that benefit shareholder value.
• Employees: No direct impact on employees is indicated by this filing.
• Customers: No direct impact on customers is indicated by this filing.
• Suppliers: No direct impact on suppliers is indicated by this filing.
• Creditors: No direct impact on creditors is indicated by this filing.

Next Steps

• The deferred compensation will be paid out in cash over ten years in quarterly installments following the director's separation from service.
• The director may choose to transfer the hypothetical investment account to an alternative investment not based on Franklin Resources, Inc. stock.

Key Dates

Recommendation

This Form 4 filing details a routine deferred compensation acquisition by a director. While it indicates continued alignment of director interests with the company's performance, it does not present new information regarding the company's operational results, strategic direction, or financial health that would warrant a change in an investment recommendation. It is a standard disclosure for insider transactions.

Keywords

Franklin Resources, BEN, Form 4, insider transaction, director compensation, deferred compensation, stock acquisition, corporate governance, investment management