Conference Call Information section, insert at end of second paragraph, second sentence: using access code 747484.

The updated release reads:

FRANKLIN RESOURCES, INC. ANNOUNCES THIRD QUARTER RESULTS

Franklin Resources, Inc. (the “Company”) [NYSE: BEN] today announced net income¹ of $256.4 million or $0.50 per diluted share for the quarter ended June 30, 2022, as compared to $349.6 million or $0.68 per diluted share for the previous quarter, and $438.4 million or $0.86 per diluted share for the quarter ended June 30, 2021. Operating income was $404.7 million for the quarter ended June 30, 2022, as compared to $463.0 million for the previous quarter and $478.1 million for the prior year. Results for the quarter ended June 30, 2022 include three months of Lexington Partners L.P.

As supplemental information, the Company is providing certain adjusted performance measures which are based on methodologies other than generally accepted accounting principles. Adjusted net income² was $416.0 million and adjusted diluted earnings per share² was $0.82 for the quarter ended June 30, 2022, as compared to $491.6 million and $0.96 for the previous quarter, and $493.7 million and $0.96 for the quarter ended June 30, 2021. Adjusted operating income² was $566.9 million for the quarter ended June 30, 2022, as compared to $576.6 million for the previous quarter and $601.2 million for the prior year.

“Financial markets were exceptionally volatile during the first half of 2022 with substantial drawdowns in both equities and fixed income markets, challenging investor sentiment and industry flows,” said Jenny Johnson, President and CEO of Franklin Resources, Inc. “While our assets under management and flows were impacted by these industry-wide pressures, we continued to benefit from a diversified mix of assets. As investors look to reposition their portfolios, we’ve seen interest in our alternative and multi-asset strategies which both experienced strong net inflows during the quarter. In addition, notwithstanding flow pressures in fixed income, investor interest remains robust across the asset class.

“We continue to make progress building our alternative asset business, which is less correlated to public markets. This quarter, we closed the acquisition of Lexington Partners, a global leader in secondary private equity and co-investments, and announced the acquisition of Alcentra, one of the largest European alternative credit managers. Pro forma for Alcentra’s AUM, our alternative credit AUM doubles to $77 billion and our aggregate alternative AUM increases to $263 billion, further diversifying our business into asset classes where we see growing client demand.

“Our quarterly financial results reflected the resilience of our business and the benefits of our efforts to further diversify our firm. We continue to maintain financial flexibility and expense discipline with a strong balance sheet.”

Total assets under management (“AUM”) were $1,379.8 billion at June 30, 2022, down $97.7 billion or 7% during the quarter due to $135.5 billion of net market change, distributions and other and $19.8 billion of long-term net outflows, partially offset by $57.2 billion from the acquisition of Lexington Partners and $0.4 billion of cash management net inflows.

Cash and cash equivalents and investments⁴ were $5.5 billion and, including the Company’s direct investments in consolidated investment products, were $6.4 billion at June 30, 2022. Total stockholders’ equity was $12.3 billion and the Company had 498.4 million shares of common stock outstanding at June 30, 2022. The Company repurchased 2.0 million shares of its common stock for a total cost of $51.0 million during the quarter ended June 30, 2022.

Conference Call Information

A written commentary on the results by Jenny Johnson, President and CEO; Matthew Nicholls, Executive Vice President, CFO and COO; and Adam Spector, Executive Vice President, Global Advisory Services and Head of Global Distribution will be available via investors.franklinresources.com today at approximately 8:30 a.m. Eastern Time.

Ms. Johnson and Messrs. Nicholls and Spector will also lead a live teleconference today at 11:00 a.m. Eastern Time to answer questions. Access to the teleconference will be available via investors.franklinresources.com or by dialing (844) 200-6205 in the U.S., (833) 950-0062 in Canada or (929) 526-1599 in other locations using access code 747484. A replay of the teleconference can also be accessed by calling (866) 813-9403 in the U.S. using access code 388697 through August 4, 2022, or via investors.franklinresources.com.

Analysts and investors are encouraged to review the Company’s recent filings with the U.S. Securities and Exchange Commission and to contact Investor Relations at (650) 312-4091 before the live teleconference for any clarifications or questions related to the earnings release or commentary.

AUM AND FLOWS

AUM BY ASSET CLASS

AUM BY SALES REGION

AUM AND FLOWS BY ASSET CLASS

Supplemental Non-GAAP Financial Measures

As supplemental information, we are providing performance measures for “adjusted operating income,” “adjusted operating margin,” “adjusted net income” and “adjusted diluted earnings per share,” each of which is based on methodologies other than generally accepted accounting principles (“non-GAAP measures”). Management believes these non-GAAP measures are useful indicators of our financial performance and may be helpful to investors in evaluating our relative performance against industry peers as these measures exclude the impact of consolidated investment products (“CIPs”) and mitigate the margin variability related to sales and distribution revenues and expenses across multiple distribution channels globally. These measures also exclude performance-based investment management fees which are fully passed through as compensation and benefits expense per the terms of certain acquisitions and have no impact on net income. These measures also exclude acquisition-related expenses, certain items which management considers to be nonrecurring, unrealized investment gains and losses included in investment and other income (losses), net, and the related income tax effect of these adjustments, as applicable. These measures also exclude the impact on compensation and benefits expense from arrangements which are offset in investment and other income (loss), net or net income (loss) attributable to noncontrolling interests.

“Adjusted operating income,” “adjusted operating margin,” “adjusted net income” and “adjusted diluted earnings per share” are defined below, followed by reconciliations of operating income, operating margin, net income attributable to Franklin Resources, Inc. and diluted earnings per share on a U.S. GAAP basis to these non-GAAP measures. Non-GAAP measures should not be considered in isolation from, or as substitutes for, any financial information prepared in accordance with U.S. GAAP, and may not be comparable to other similarly titled measures of other companies. Additional reconciling items may be added in the future to these non-GAAP measures if deemed appropriate.

Adjusted Operating Income

We define adjusted operating income as operating income adjusted to exclude the following:

• Elimination of operating revenues upon consolidation of investment products.

• Acquisition-related retention compensation.

• Impact on compensation and benefits expense from gains and losses on investments related to deferred compensation plans and seed investments, which is offset in investment and other income (losses), net.

• Other acquisition-related expenses including professional fees, technology costs and fair value adjustments related to contingent consideration assets and liabilities.

• Amortization and impairment of intangible assets, if any.

• Special termination benefits related to workforce optimization initiatives related to past acquisitions and specific initiatives announced by the Company.

• Impact on compensation and benefits expense related to minority interests in certain subsidiaries, which is offset in net income (loss) attributable to redeemable noncontrolling interests.

Adjusted Operating Margin

We calculate adjusted operating margin as adjusted operating income divided by adjusted operating revenues. We define adjusted operating revenues as operating revenues adjusted to exclude the following:

• Acquisition-related performance-based investment management fees which are passed through as compensation and benefits expense.

• Sales and distribution fees and a portion of investment management fees allocated to cover sales, distribution and marketing expenses paid to the financial advisers and other intermediaries who sell our funds on our behalf.

• Elimination of operating revenues upon consolidation of investment products.

Adjusted Net Income

We define adjusted net income as net income attributable to Franklin Resources, Inc. adjusted to exclude the following:

• Activities of CIPs, including investment and other income (losses), net, and income (loss) attributable to noncontrolling interests, net of revenues eliminated upon consolidation of investment products.

• Acquisition-related retention compensation.

• Other acquisition-related expenses including professional fees, technology costs and fair value adjustments related to contingent consideration assets and liabilities.

• Amortization and impairment of intangible assets, if any.

• Special termination benefits related to workforce optimization initiatives related to past acquisitions and specific initiatives announced by the Company.

• Net gains or losses on investments related to deferred compensation plans which are not offset by compensation and benefits expense.

• Unrealized investment gains and losses other than those that are offset by compensation and benefits expense.

• Interest expense for amortization of Legg Mason debt premium from acquisition-date fair value adjustment.

• Net compensation and benefits expense related to minority interests in certain subsidiaries not offset by net income (loss) attributable to redeemable noncontrolling interests.

• Net income tax expense of the above adjustments based on the respective blended rates applicable to the adjustments.

Adjusted Diluted Earnings Per Share

We define adjusted diluted earnings per share as diluted earnings per share adjusted to exclude the per share impacts of the adjustments applied to net income in calculating adjusted net income.

In calculating adjusted operating income, adjusted operating margin, adjusted net income and adjusted diluted earnings per share, we adjust for activities of CIPs because the impact of consolidated products is not considered reflective of the underlying results of our operations. We adjust for acquisition-related retention compensation, other acquisition-related expenses, amortization and impairment of intangible assets, if any, and interest expense for amortization of the Legg Mason debt premium to facilitate comparability of our operating results with the results of other asset management firms. We adjust for special termination benefits related to workforce optimization initiatives related to past acquisitions and specific initiatives announced by the Company because these items are deemed nonrecurring. In calculating adjusted net income and adjusted diluted earnings per share, we adjust for unrealized investment gains and losses included in investment and other income (losses), net, net compensation and benefits expense related to minority interests in certain subsidiaries not offset by net income (loss) attributable to redeemable noncontrolling interests because these items relate to profits interest shares and net gains or losses on investments related to deferred compensation plans which are not offset by compensation and benefits expense because these items primarily relate to seed and strategic investments which have been and are generally expected to be held long term.

The calculations of adjusted operating income, adjusted operating margin, adjusted net income and adjusted diluted earnings per share are as follows: