LPL Financial Holdings Inc.
LPL Financial Holdings Inc. (Form: 4, Received: 03/04/2014 19:08:15)
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 OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Thomas Lux
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)
EVP, CAO
(Last)          (First)          (Middle)

C/O LPL FINANCIAL HOLDINGS INC., 75 STATE STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

2/28/2014
(Street)

BOSTON, MA 02109
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   2/28/2014     M    4000   A $32.26   10213   D    
Common Stock   2/28/2014     S    4000   D $53.98   6213   D    
Common Stock   2/28/2014     M    2200   A $22.08   8413   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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   $32.26   2/28/2014     M         4000      (2) 2/9/2022   Common Stock   4000.0   $0   6843   D    
Option to purchase common stock   $22.08   2/28/2014     M         2200      (3) 9/14/2019   Common Stock   2200.0   $0   15300   D    

Explanation of Responses:
( 1)  Consists of (i) 3,992 shares of Common Stock; (ii) 1,566 restricted stock units that vest ratably on February 22, 2015, February 22, 2016 and February 22, 2017; (iii) 1,612 restricted stock units that vest in full on February 25, 2015; and (iv) 1,243 restricted stock units that vest ratably on February 24, 2015, February 24, 2016 and February 24, 2017.
( 2)  This option, representing a right to purchase 10,843 shares, becomes exercisable in five equal installments beginning on February 9, 2013, which was the first anniversary of the grant date. Of the remaining 6,843 shares, 337 shares have vested and are exercisable, and 6,506 shares shall become exercisable ratably on February 9, 2015, February 9, 2016 and February 9, 2017.
( 3)  This option, representing a right to purchase 20,000 shares, becomes exercisable in five equal installments beginning on September 14, 2010, which was the first anniversary of the grant date. Of the remaining 15,300 shares, 11,300 shares have vested and are exercisable, and 4,000 shares shall become exercisable on September 14, 2014.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Thomas Lux
C/O LPL FINANCIAL HOLDINGS INC.
75 STATE STREET
BOSTON, MA 02109


EVP, CAO

Signatures
/s/ Thomas Lux 3/4/2014
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.