X0306 4 2015-05-19 0000038777 FRANKLIN RESOURCES INC BEN 0001278555 LUSK JOHN M C/O FRANKLIN RESOURCES, INC. ONE FRANKLIN PARKWAY SAN MATEO CA 94403-1906 1 EVP-Investment Management Common Stock, par value $.10 2015-05-19 4 S 0 15000 51.6338 D 72258 I By Trust Common Stock, par value $.10 47501.4903 D Common Stock, par value $.10 1394.1781 I By 401(k) Since last filing, includes 1,446 shares previously reported by Reporting Person under direct shares. Revocable living trust for which Reporting Person and spouse are co-trustees with shared voting and investment power, for the benefit of Reporting Person and spouse. Reporting Person holds shares in the Franklin Templeton 401(k) Retirement Plan. Information is based on a plan statement as of April 15, 2015. /s/ John M. Lusk 2015-05-20