X0306 4 2014-03-12 0000038777 FRANKLIN RESOURCES INC BEN 0001579871 Johnson Charles Endler C/O FRANKLIN RESOURCES, INC. ONE FRANKLIN PARKWAY SAN MATEO CA 94403 1 Common Stock, par value $.10 2014-03-12 4 A 0 2367 52.83 A 9241 D Common Stock, par value $.10 2013-12-16 5 G 0 E 514 A 6874 D Common Stock, par value $.10 2013-12-16 5 G 0 E 1542 A 52689 I As a Trustee for Minor Child Common Stock, par value $.10 1999800 I By Business Limited Partnership Shares represent a grant of common stock under Franklin Resources, Inc.'s 2002 Universal Stock Incentive Plan, as amended and restated. Reflects adjustment in connection with the 3-for-1 stock split of the common stock of Franklin Resources, Inc. in the form of a stock dividend distributed on July 25, 2013 to stockholders of record at the close of business on July 12, 2013. Not applicable. Shares held by Reporting Person as trustee for Reporting Person's minor children. Reporting Person disclaims beneficial ownership of such shares. Business limited partnership under control of Reporting Person. /s/ Maria Gray, Attorney-in-Fact 2014-03-13