o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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•	Earnings per share ("EPS") increased 35% year-over-year to $0.58, up 9% sequentially.

◦	This included $0.16 of EPS benefit from:

▪	$0.12 EPS benefit from management tax planning initiatives related to prior periods.

▪	$0.04 EPS benefit from account termination fees related to an institutional client that was acquired by a bank with its own broker-dealer and departed.

◦	Net Income increased 27% year-over-year to $52 million, up 9% sequentially.

•	Total Brokerage and Advisory Assets increased 9% year-over-year to $502 billion, up 3% sequentially.

•	Net new advisory assets grew at an annualized rate of 8%, or $4.1 billion.

◦	Excluding the impact of an institutional client that was acquired, Total Brokerage and Advisory Assets would have been $505 billion and net new advisory assets would have grown at an annualized rate of 10% or $4.7 billion.

•	Gross Profit** increased 2% year-over-year to $347 million, up 1% sequentially.

•	EBITDA** increased 10% year-over-year to $120 million, down 9% sequentially.

◦	EBITDA as a percentage of Gross Profit was 34.6%.

◦	Core G&A** increased 3% year-over-year to $175 million, up 4% sequentially.

•	Reduced 2016 Core G&A outlook range to $700 to $705 million, from $705 to $715 million

•	Established 2017 Core G&A outlook range of $710 to $725 million

•	Lowered 2016 target Credit Agreement Net Leverage ratio to 3.25 to 3.5 times, from 4 times

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•	S&P 500 index ended the quarter at 2,168, up 3% sequentially. The S&P 500 index averaged 2,162 during the quarter, up 4% sequentially.

•	Federal Funds Daily Effective Rate ("FFER") averaged 39 bps during the quarter, up 2 bps sequentially.

•	Total brokerage and advisory assets were $502 billion*, up 3% sequentially.

•	Net new advisory assets were $4.1 billion*, translating to an 8% annualized growth rate.

•	Advisor headcount decreased by 8* and the production retention rate was 95.2%*.

•	*These results include the impact of an institutional client that was acquired. Excluding such impact:

◦	Total brokerage and advisory assets would have been $505 billion.

◦	Net new advisory assets would have been $4.7 billion, translating to a 10% annualized growth rate.

◦	Advisor headcount increase would have been 88, and production retention would have been 96.8%.

•	Gross profit increased 1% sequentially. The increase was primarily due to conference revenues and account termination fees generated by an institutional client that was acquired.

•	Commissions decreased 3% sequentially. The decline was driven by lower sales commissions consistent with lower volatility versus Q2, partially offset by higher trailing commissions from higher average assets.

•	Advisory fees were down slightly sequentially. The decline was driven by an $11 million non-recurring benefit in Q2 2016. Excluding this item, advisory fees increased 3% sequentially.

•	Asset-based fees were up slightly sequentially. Sponsor revenues were up 1% while cash sweep revenues were flat as higher interest rates mostly offset the wind down of an insured cash account anchor bank contract in our insured cash account program.

•	Transaction and fee revenues increased 6% sequentially. This was primarily due to conference revenues and account termination fees from an institutional client that was acquired.

•	Core G&A expenses increased 4% sequentially. This was driven by investments in technology and DOL implementation-related expenses, as well as a non-recurring bonus for non-executive employees in lieu of annual merit increases.

•	Promotional expenses increased 23% sequentially due to higher conference expenses.

•	Management tax planning initiatives resulted in lowering the Company's tax rate to 24% in Q3. This was primarily driven by tax benefits related to the Company's past technology spend which created a benefit from prior periods' taxes of $11 million. Excluding such prior period benefits, the Q3 tax rate would have been 40%.

•	The Company did not conduct share repurchases during the quarter.

•	For the third quarter, dividends were $22 million, paid on August 25, 2016. For the fourth quarter, the Company's Board of Directors has declared a 25 cent quarterly dividend to be paid on November 30, 2016 to shareholders of record as of November 16, 2016.

•	Capital expenditures were $41 million, up $5 million sequentially. The majority of the Q3 expenditure was for technology as well as the construction of the Company's Carolinas campus.

•	Credit Agreement Net Leverage Ratio was 3.57x, down 0.09x from the prior quarter. Cash available for corporate use was $530 million as of quarter-end. After applying $300 million to Credit Agreement Net Debt, this left an additional $230 million of cash, which if applied to the debt, would further reduce the Credit Agreement Net Leverage Ratio to 3.14x.

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(a)	The Company's Revolving Credit Facility has a borrowing capacity of $400 million

(b)	The Company's Term Loan B Credit Facilities have a LIBOR floor of 75 basis points

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(1)	The information presented on pages 9-17 includes non-GAAP financial measures and operational and performance metrics. For more information on non-GAAP measures, please see the section titled “Non-GAAP Financial Measures” on page 3.

(2)	GDC, or gross dealer concessions, a financial measure, is equal to the sum of Commission and Advisory revenues.

(3)	Cash sweep revenue consists of fees from the Company’s cash sweep program, specifically a money market sweep vehicle involving money market fund providers and two insured bank deposit sweep vehicles (see FNs 15, 16, and 17). Cash sweep revenues are a component of asset-based revenues and are derived from the Company’s Condensed Consolidated Statements of Income.

(4)	Other asset-based revenues consists of the Company’s sponsorship programs with financial product manufacturers and omnibus processing and networking services, but not including fees from cash sweep programs. Other asset-based revenues are a component of asset-based revenues and are derived from the Company’s Condensed Consolidated Statements of Income.

(5)	Other consists of interest income as well as other revenues, as presented on the Company’s Condensed Consolidated Statements of Income.

(6)	Gross Profit is a non-GAAP measure. Please see a description of Gross Profit under “Non-GAAP Financial Measures” on page 3 of this release for additional information.

(8)	Regulatory charges consist of items that the Company’s management relates to the resolution of regulatory issues (including remediation, restitution, and fines).

(9)	Promotional expenses include costs related to hosting of advisor conferences, business development costs related to recruiting, such as transition assistance, and amortization related to forgivable loans issued to advisors.

(10)	Employee share-based compensation expense represents share-based compensation for equity awards granted to employees, officers, and directors. Such awards are measured based on the grant date fair value and recognized over the requisite service period of the individual awards, which generally equals the vesting period.

(11)	Primarily includes acquisition and integration costs resulting from various acquisitions and organizational restructuring and conversion costs. Beginning in Q1 2016, these items are included in Core G&A expenses (see FN 7).

(12)	Brokerage assets is a component of Total Brokerage and Advisory Assets (see FN 14) and consists of assets serviced by advisors licensed with the Company’s broker-dealer subsidiary LPL Financial LLC (“LPL Financial”) that are custodied, networked, and non-networked, and reflect market movement in addition to new assets, inclusive of new business development and net of attrition.

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(13)	Advisory Assets is a component of Total Brokerage and Advisory Assets (see FN 14) and consists of advisory assets under management on the Company’s corporate advisory platform (see FN 21) and Hybrid RIA assets in advisory accounts custodied at the Company (see FN 22).

(14)	End of period Total Brokerage and Advisory Assets are comprised of assets that are custodied, networked, and non-networked, and reflect market movement in addition to new assets, inclusive of new business development and net of attrition. End of period Insured Cash Account, Deposit Cash Account and Money Market Account Balances are also included in Total Brokerage and Advisory Assets.

(15)	Insured Cash Account Balances represents advisors’ clients’ accounts balances in one of the Company's two insured bank deposit sweep vehicles at the end of the reporting period. These accounts are available to individuals, trusts (where beneficiaries are natural persons), and sole proprietorships, and these assets are included in Total Brokerage and Advisory Assets (see FN 14).

(16)	Deposit Cash Account Balances represents advisors’ clients’ accounts balances in one of the Company’s two  insured bank deposit sweep vehicles at the end of the reporting period. These accounts are available only to advisory individual retirement accounts (IRAs), and these assets are included in Total Brokerage and Advisory Assets (see FN 14)

(17)	Money Market Account Cash Balances represents advisors’ clients’ accounts balances in money market fund providers at the end of the reporting period. These assets are included in Total Brokerage and Advisory Assets (see FN 14).

(18)	Represents the sum of Insured Cash Account Balances, Deposit Cash Account Balances, and Money Market Account Cash Balances, which together comprise end of period assets in the Company’s cash sweep program. These assets are included in Total Brokerage and Advisory Assets (see FN 14).

(19)	Net New Advisory Assets consist of total inflows of funds deposited into new advisory accounts and additional funds deposited into existing advisory accounts that are custodied in the Company's fee-based advisory platforms and total outflows from all closed and existing advisory accounts custodied on such platforms during the period.

(20)	Annualized growth is calculated by dividing Net New Advisory Assets (see FN 19) by the prior quarter end of period advisory assets and multiplying by four.

(21)

Total Corporate Assets represents the sum of total brokerage assets serviced by advisors who are licensed with LPL Financial but not associated with Hybrid RIAs (see FN 22); and total advisory assets managed on LPL Financial's corporate advisory platform by advisors who are registered investment advisory representatives of LPL Financial. Total Corporate Assets are custodied, networked, and non-networked with the Company, and reflect market movement in addition to new assets, inclusive of new business development and net of attrition.

(22)

The Company serves independent RIAs that conduct their advisory business through separate entities (“Hybrid RIAs”) operating pursuant to the Investment Advisers Act of 1940 or through their respective states' investment advisory licensing rules, rather than through LPL Financial. Advisors associated with Hybrid RIAs pay fees to access the Company’s Hybrid RIA platform for an integrated offering of technology, clearing, compliance, and custody services to Hybrid RIAs. Most financial advisors associated with Hybrid RIAs carry their brokerage license with LPL Financial, although some financial advisors associated with Hybrid RIAs do not carry a brokerage license through LPL Financial. Total Hybrid Platform Assets consist of assets managed or serviced by advisors associated with a Hybrid RIA firm that are custodied, networked, and non-networked with the Company, and reflect market movement in addition to new assets, inclusive of new business development and net of attrition. This measure does not include assets managed by Hybrid RIAs that are custodied with a third-party custodian.

(23)

Total Brokerage and Advisory Retirement Assets are a component of Total Brokerage and Advisory Assets (see FN 14), and consist of retirement plan assets held in advisory and brokerage accounts that are custodied, networked, and non-networked at the Company, and reflect market movement in addition to new assets, inclusive of new business development and net of attrition. This measure does not include additional retirement plan assets serviced by advisors through either LPL Financial or Hybrid RIAs, which the Company currently estimates at approximately $129 billion.

(24)	With respect to the applicable cash sweep vehicle (Insured Cash Account, Deposit Cash Account and/or Money Market Account), reflects the average fee yield over the period, as calculated by dividing total fee revenue received from such vehicle by the average end of day balance level during the quarter in such vehicle.

(25)	The Company's production payout ratio is calculated as commission and advisory expenses, divided by GDC (see FN 2).

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(26)	Non-GDC Sensitive Payout, a statistical or operating measure, includes share-based compensation expense from equity awards granted to advisors and financial institutions (see FN 28) and mark-to-market gains or losses on amounts designated by advisors as deferred.

(27)	Credit Agreement EBITDA is a non-GAAP measure. Please see a description of Credit Agreement EBITDA under “Non-GAAP Financial Measures” on page 4 of this release for additional information.

(28)	Advisor share-based compensation expense represents share-based compensation for the stock options and warrants awarded to advisors and financial institutions based on the fair value of the awards at each reporting period.

(29)	Other represents items that are adjustable in accordance with the Credit Agreement to calculate Credit Agreement EBITDA, including employee severance costs, employee signing costs, employee retention or completion bonuses, and other non-recurring costs.

(30)	Consists of cash unrestricted by the Credit Agreement and other regulations available for operating, investing, and financing uses.

(31)	Parent refers to LPL Holdings, Inc., a direct subsidiary of the Company, which is the Borrower under the Credit Agreement.

(32)	Under the Credit Agreement, management calculates Credit Agreement EBITDA for a four-quarter period at the end of each fiscal quarter, and in so doing may make further adjustments to prior quarters.

(33)	Credit Agreement Net Leverage Ratio is calculated in accordance with the Credit Agreement, which includes a maximum of $300 million of cash available for corporate use.

(34)	Custom Clearing Service subscribers are financial advisors who are affiliated and licensed with insurance companies that receive customized clearing services, advisory platforms, and technology solutions from the Company.

(35)	A simple average advisor count is used to calculate "per advisor" metrics by taking the average advisor count from the current period and sequential period. The calculation uses the average advisor count at the beginning and the end of period, and excludes Custom Clearing Service subscribers (see FN 34).

(36)

Transition assistance consists of payments to newly recruited advisors and financial institutions to assist in the transition process. Smaller advisor practices receive payments that are charged to earnings in the current period, whereas larger advisor practices and financial institutions typically receive transition assistance in the form of forgivable loans or recoverable advances that are generally amortized into earnings over a period of three to five years. Transition assistance loan amortization represents the amortizable amount of forgivable loans or recoverable advances that are charged to earnings in the period presented.

(37)	Based on annualized advisory revenues divided by corporate advisory assets at the prior quarter's end (corporate advisory assets is defined as total Advisory Assets (see FN 13) less Hybrid Platform Advisory Assets (see FN 22)).

(38)

Represents annualized operating expenses for the period, excluding production-related expense, divided by Total Brokerage and Advisory Assets (see FN 14) for the period. Production-related expense includes commissions and advisory expense and brokerage, clearing and exchange expense.  For purposes of this metric, operating expenses includes include Core G&A (see FN 7), Regulatory (see FN 8), Promotional (see FN 9), Employee Share Based Compensation (see FN 10), Other Historical Adjustments (see FN 11), Depreciation & Amortization, and Amortization of Intangibles.

(39)	Reflects retention of commission and advisory revenues, calculated by deducting the prior year production of the annualized year-to-date attrition rate, over the prior year total production.

(40)	Attachment revenue is comprised of asset-based revenues (including revenue from cash sweep programs), transaction and fee revenue, and other revenue. Attachment rate, excluding cash sweep revenue, is calculated as attachment revenue (less revenue from cash sweep programs) over total commission and advisory revenues for the quarter.

(41)

Recurring Revenue Rate refers to the percentage of total net revenue that was recurring revenue for the quarter. The Company tracks recurring revenue, a characterization of net revenue and a statistical measure, which management defines to include revenues from asset-based fees, advisory fees, trailing commissions, cash sweep programs, and certain other fees that are based upon accounts and advisors. Because certain recurring revenues are associated with asset balances, they will fluctuate depending on the market values and current interest rates. Accordingly, recurring revenue can be negatively impacted by adverse external market conditions. However, management believes that recurring revenue is meaningful despite these fluctuations because it is not dependent upon transaction volumes or other activity-based revenues, which are more difficult to predict, particularly in declining or volatile markets.

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(42)	Capital allocation per share equals the amount of capital allocated for share repurchases and cash dividends divided by the diluted weighted-average shares outstanding.