Sec Form 4 Filing - Kalbaugh John Andrew @ LPL Financial Holdings Inc. - 2017-02-22

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Kalbaugh John Andrew
2. Issuer Name and Ticker or Trading Symbol
LPL Financial Holdings Inc. [ LPLA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
MD, Divisional President NSC
(Last) (First) (Middle)
C/O LPL FINANCIAL HOLDINGS INC., 75 STATE STREET, 22ND FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
02/22/2017
(Street)
BOSTON, MA02109
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/22/2017 F 345 D $ 40.16 25,893 ( 1 ) D
Common Stock 02/23/2017 M 30,000 A $ 25.5 55,893 D
Common Stock 02/23/2017 S 30,000 D $ 39.73 25,893 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to purchase Common Stock $ 25.5 02/23/2017 M 30,000 ( 2 ) 08/20/2017 Common Stock 30,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kalbaugh John Andrew
C/O LPL FINANCIAL HOLDINGS INC.
75 STATE STREET, 22ND FLOOR
BOSTON, MA02109
MD, Divisional President NSC
Signatures
/s/ Gregory M. Woods, attorney-in-fact 02/23/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Consists of (i) 5,684 shares of Common Stock; (ii) 675 restricted stock units that vest in full on February 24, 2017; (iii) 1,712 restricted stock units that vest ratably on March 6, 2017 and March 6, 2018; (iv) 1,541 restricted stock units that vest in full on March 6, 2018; (v) 8,290 restricted stock units that vest ratably on each of February 25, 2017, February 25, 2018 and February 25, 2019; (vi) 3,111 restricted stock units that vest in full on February 25, 2019; and (vii) 4,880 restricted stock units that vest ratably on each of June 13, 2017, June 13, 2018 and June 13, 2019.
( 2 )This option became exercisable in five installments, beginning on August 20, 2008, which was the first anniversary of the date on which it was granted. The option became fully vested on August 20, 2012.

Remarks:
The signatory is signing on behalf of John Andrew Kalbaugh pursuant to a Power of Attorney dated August 3, 2015.

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