Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 1)*
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Franklin Resources, Inc. (Name of Issuer) |
Common Stock, $0.10 par value (Title of Class of Securities) |
354613101 (CUSIP Number) |
06/30/2026 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 354613101 |
| 1 | Names of Reporting Persons
Power Corporation of Canada | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CANADA (FEDERAL LEVEL)
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
25,340,031.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.99 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
HC, CO |
Comment for Type of Reporting Person: (1) Represents 25,340,031 shares of Common Stock, par value $0.10 per share (the "Common Shares"), of Franklin Resources, Inc. (the "Issuer") owned directly by PAFI, LLC, an indirect wholly owned subsidiary of Great-West Lifeco Inc. and indirect subsidiary of Power Corporation of Canada. (2) Power Corporation of Canada may be deemed to have shared voting and dispositive power over the 25,340,031 Common Shares owned directly by PAFI, LLC. (3) The percentage reported in this Schedule 13G is based on the sum of (i) 508,076,910 Common Shares outstanding as of July 22, 2026 according to the Issuer's Form 10-Q filed with the Securities and Exchange Commission on July 31, 2026 and (ii) 25,340,031 Common Shares owned directly by PAFI, LLC on and following June 30, 2026 and reported in this Schedule 13G.
SCHEDULE 13G
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| CUSIP No. | 354613101 |
| 1 | Names of Reporting Persons
Great-West Lifeco Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CANADA (FEDERAL LEVEL)
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
25,340,031.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.99 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
HC, CO |
Comment for Type of Reporting Person: (1) Represents 25,340,031 Common Shares of the Issuer owned directly by PAFI, LLC, an indirect wholly owned subsidiary of Great-West Lifeco Inc. and subsidiary of Power Corporation of Canada. (2) Great-West Lifeco Inc., a subsidiary of Power Corporation of Canada, may be deemed to have shared voting and dispositive power over the 25,340,031 Common Shares owned directly by PAFI, LLC. (3) The percentage reported in this Schedule 13G is based on the sum of (i) 508,076,910 Common Shares outstanding as of July 22, 2026 according to the Issuer's Form 10-Q filed with the Securities and Exchange Commission on July 31, 2026 and (ii) 25,340,031 Common Shares owned directly by PAFI, LLC on and following June 30, 2026 and reported in this Schedule 13G.
SCHEDULE 13G
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| CUSIP No. | 354613101 |
| 1 | Names of Reporting Persons
PAFI, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
COLORADO
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
25,340,031.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.99 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: (1) Represents 25,340,031 Common Shares of the Issuer owned directly by PAFI, LLC, an indirect wholly owned subsidiary of Great-West Lifeco Inc. and subsidiary of Power Corporation of Canada. (2) PAFI, LLC may be deemed to have shared voting and dispositive power over the 25,340,031 Common Shares it owns directly. (3) The percentage reported in this Schedule 13G is based on the sum of (i) 508,076,910 Common Shares outstanding as of July 22, 2026 according to the Issuer's Form 10-Q filed with the Securities and Exchange Commission on July 31, 2026 and (ii) 25,340,031 Common Shares owned directly by PAFI, LLC on and following June 30, 2026 and reported in this Schedule 13G.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Franklin Resources, Inc. | |
| (b) | Address of issuer's principal executive offices:
One Franklin Parkway, San Mateo, CA 94403 | |
| Item 2. | ||
| (a) | Name of person filing:
This Schedule 13G is filed by Power Corporation of Canada, Great-West Lifeco Inc. and PAFI, LLC (collectively, the "Reporting Persons") with respect to the Common Shares of the Issuer. The Desmarais Family Residuary Trust (the "Trust"), which was created on October 8, 2013 under the Last Will and Testament of Paul G. Desmarais, may be deemed to control the Reporting Persons. As of the date hereof, the trustees of the Trust are Paul Desmarais, Jr., Andre Desmarais, Sophie Desmarais, Gary A. Doer and Gregory Flemming. Decisions with respect to voting the shares of the Reporting Persons controlled by the Trust are determined (subject to the rights of Paul Desmarais, Jr. and Andre Desmarais to direct the sale or pledge of up to 13,581,200 and 14,000,000 of the subordinate voting shares of Power Corporation of Canada) by a majority of the trustees, excluding Sophie Desmarais; provided that if there is no such majority, Paul Desmarais, Jr. and Andre Desmarais, acting together, may make such decisions. The Trust was formed under the laws of Quebec and has its address at 759 Square Victoria, Montreal (Quebec), Canada H2Y 2J7. In accordance with Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release") this filing reflects the securities beneficially owned by the Reporting Persons. The filing does not reflect securities beneficially owned, if any, by other any subsidiaries of the Reporting Persons whose ownership of securities is disaggregated from that of the Reporting Persons in accordance with the Release. | |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of each Reporting Person is as follows: Power Corporation of Canada 751 Victoria Square, Montreal, Quebec, Canada H2Y2J3. Great-West Lifeco Inc. 100 Osborne Street North Winnipeg, Manitoba, Canada R3C 3A5 PAFI, LLC 8515 E. Orchard Road Greenwood Village, CO 80111 | |
| (c) | Citizenship:
Power Corporation of Canada and Great-West Lifeco Inc. are organized under the laws of Canada. PAFI, LLC is organized under the laws of the State of Colorado. | |
| (d) | Title of class of securities:
Common Stock, $0.10 par value | |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
The information required by Item 4(a) - (c) is set forth in Rows (5) - (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. | |
| (b) | Percent of class:
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
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| (ii) Shared power to vote or to direct the vote:
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| (iii) Sole power to dispose or to direct the disposition of:
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| (iv) Shared power to dispose or to direct the disposition of:
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| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
No persons other than those set forth herein are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock of Franklin Resources, Inc. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See attached Exhibit 99.1. | ||
| Item 8. | Identification and Classification of Members of the Group. | |
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
Due to the relationships between them, the Reporting Persons may be deemed to constitute a "group" with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934. | ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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