Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported):  February 4, 2025 FRANKLIN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 001-09318 13-2670991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)                 One Franklin Parkway ,  San Mateo ,  CA 94403 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 650 ) 312-2000 Not Applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading symbol(s) Name of each exchange on which registered Common Stock, par value $0.10 per share BEN New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company     ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐   Item 5.07 Submission of Matters to a Vote of Security Holders. The annual meeting of stockholders (the "Annual Meeting") of Franklin Resources, Inc. (the "Company") was held on February 4, 2025. The matters voted upon at the Annual Meeting and the final voting results were as follows: 1. To elect 11 directors to the Board to hold office until the next annual meeting of stockholders or until that person’s successor is elected and qualified or until his or her earlier death, resignation, retirement, disqualification or removal. Each of the 11 nominees for director was elected, and the voting results are set forth below: Name of Director For Against Abstain Broker Non-Votes Mariann Byerwalter 419,007,983  6,194,478  124,428  35,843,694  Alexander S. Friedman 418,352,573  6,840,281  134,035  35,843,694  Gregory E. Johnson 421,869,374  2,989,860  467,655  35,843,694  Jennifer M. Johnson 422,909,685  2,280,615  136,589  35,843,694  Rupert H. Johnson, Jr. 422,920,212  2,275,872  130,805  35,843,694  John Y. Kim 417,204,293  7,962,313  160,283  35,843,694  Karen M. King 421,913,559  3,277,145  136,185  35,843,694  Anthony J. Noto 418,503,921  6,689,591  133,377  35,843,694  John W. Thiel 421,838,923  3,346,583  141,383  35,843,694  Seth H. Waugh 418,016,407  7,167,421  143,061  35,843,694  Geoffrey Y. Yang 407,504,468  17,506,193  316,228  35,843,694  2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2025. The appointment of PricewaterhouseCoopers LLP was ratified, and the voting results are set forth below: For Against Abstain 451,231,198  9,743,298  196,087  2 Item 9.01 Financial Statements and Exhibits. (d) Exhibits. The exhibits listed on the Exhibit Index are incorporated herein by reference. Exhibit Index Exhibit Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FRANKLIN RESOURCES, INC. Date: February 7, 2025 /s/ Thomas C. Merchant Thomas C. Merchant Executive Vice President and General Counsel 4