OFFERED NATIONWIDE BY THE NEW JERSEY HIGHER … · “Open an account with just $250 – or $25 if...

Investor HandbookDecember 31, 2018

Franklin Templeton 529 College Savings PlanOFFERED NATIONWIDE BY THE NEW JERSEY HIGHER EDUCATION STUDENT ASSISTANCE AUTHORIT Y

For Account Owners Investing in the New Jersey Better Educational Savings Trust (NJBEST) Program through a Financial Advisor

1

SUPPLEMENT DATED DECEMBER 31, 2019 TO THE FRANKLIN TEMPLETON 529 COLLEGE SAVINGS PLAN INVESTOR HANDBOOK DATED DECEMBER 31, 2018, AS

PREVIOUSLY SUPPLEMENTED ON JANUARY 14, 2019, AND MARCH 1, 2019 (“INVESTOR HANDBOOK”)

This supplement updates the Investor Handbook. You should review this information carefully and keep it together with your current copy of the Investor Handbook. Any information in the Investor Handbook that is inconsistent with the information provided in this Supplement is superseded by the information in this Supplement. Where applicable, the headings below reference the section and page number of the Investor Handbook that is being updated. 1. Effective February 3, 2020, the initial sales charge for Class A Trust Shares of certain Age-Based

Allocation Trust Portfolios will be reduced as follows:

Reduced from 5.50% to 3.75%: Franklin Age-Based Conservative Allocation Age 9 - 10 Years Portfolio Franklin Aged-Based Conservative Allocation Age 11 - 12 Years Portfolio Franklin Age-Based Conservative Allocation Age 13 - 14 Years Portfolio Franklin Age-Based Conservative Allocation Age 15 - 16 Years Portfolio Franklin Age-Based Moderate Allocation Age 13 - 14 Years Portfolio Franklin Age-Based Moderate Allocation Age 15 - 16 Years Portfolio Franklin Age-Based Moderate Allocation Age 17 - 18 Years Portfolio Franklin Age-Based Moderate Allocation Age 19+ Years Portfolio Franklin Age-Based Growth Allocation Age 17 - 18 Years Portfolio Franklin Age-Based Growth Allocation Age 19+ Years Portfolio

Reduced from 5.50% to 2.25%: Franklin Age-Based Conservative Allocation Age 17 - 18 Years Portfolio Franklin Age-Based Conservative Allocation Age 19+ Years Portfolio

2. In the subsection captioned “Key Features – Contribution Requirement and Contribution Limit” on

page 6 of the Investor Handbook, the first sentence is revised to read as follows:

“Open an account with just $250 – or $25 if you elect to participate in our monthly automatic investing option.”

3. The following subsection is added on page 12 of the Investor Handbook after the subsection captioned

“Opening, Maintaining and Contributing to an Account – Community Property Laws: Suspicious or Abusive Transactions

HESAA and the Program Manager reserve the right to close any Account or to limit contributions to, or withdrawals from, any Account, if either of them, in its sole discretion, suspects or determines that the Account is being used for purposes that may be in contravention or circumvention of applicable laws or for purposes other than savings for the Qualified Higher Education Expenses of the Beneficiary of the Account.

4. Effective January 1, 2020, the Fees and Expense Charts on pages 43-48 of the Investor Handbook are replaced with the following:

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FEES AND EXPENSES CHARTS

CLASS A Annual Asset-Based Fees Additional Investor Expenses

Investment Option

Estimated Underlying

Fund Expenses1

Program

Management Fee

Annual Sales Fee

Estimated

Total Annual Asset-Based

Fees2

Maximum

Initial Sales Charge3

Maximum

Deferred Sales Charge4

OBJECTIVE-BASED ASSET ALLOCATIONS

Franklin Founding Funds 529 Portfolio 0.69% 0.25% 0.25% 1.19% 5.50% None Franklin Corefolio® 529 Portfolio 0.71% 0.25% 0.25% 1.21% 5.50% None Franklin Growth Allocation 529 Portfolio 0.64% 0.25% 0.25% 1.14% 5.50% None Franklin Growth & Income Allocation 529 Portfolio 0.55% 0.25% 0.25% 1.05% 5.50% None Franklin Income Allocation 529 Portfolio 0.49% 0.25% 0.25% 0.99% 3.75% None

AGE-BASED ALLOCATIONS

Franklin Age-Based Growth Allocations Newborn–4 Years 0.64% 0.25% 0.25% 1.14% 5.50% None Age 5–8 Years 0.63% 0.25% 0.25% 1.13% 5.50% None Age 9–10 Years 0.59% 0.25% 0.25% 1.09% 5.50% None Age 11–12 Years 0.57% 0.25% 0.25% 1.07% 5.50% None Age 13–14 Years 0.55% 0.25% 0.25% 1.05% 5.50% None Age 15–16 Years 0.52% 0.25% 0.25% 1.02% 5.50% None Age 17–18 Years 0.50% 0.25% 0.25% 1.00% 5.50% None Age 19+ Years 0.48% 0.25% 0.25% 0.98% 5.50% None

Franklin Age-Based Moderate Allocations Newborn–4 Years 0.59% 0.25% 0.25% 1.09% 5.50% None Age 5–8 Years 0.57% 0.25% 0.25% 1.07% 5.50% None Age 9–10 Years 0.55% 0.25% 0.25% 1.05% 5.50% None Age 11–12 Years 0.52% 0.25% 0.25% 1.02% 5.50% None Age 13–14 Years 0.50% 0.25% 0.25% 1.00% 5.50% None Age 15–16 Years 0.48% 0.25% 0.25% 0.98% 5.50% None Age 17–18 Years 0.49% 0.25% 0.25% 0.99% 5.50% None Age 19+ Years 0.44% 0.25% 0.25% 0.94% 5.50% None

Franklin Age-Based Conservative Allocations Newborn–4 Years 0.55% 0.25% 0.25% 1.05% 5.50% None Age 5–8 Years 0.52% 0.25% 0.25% 1.02% 5.50% None Age 9–10 Years 0.50% 0.25% 0.25% 1.00% 5.50% None Age 11–12 Years 0.48% 0.25% 0.25% 0.98% 5.50% None Age 13–14 Years 0.49% 0.25% 0.25% 0.99% 5.50% None Age 15–16 Years 0.44% 0.25% 0.25% 0.94% 5.50% None Age 17–18 Years 0.41% 0.25% 0.25% 0.91% 5.50% None Age 19+ Years 0.38% 0.25% 0.25% 0.88% 5.50% None

INDIVIDUAL PORTFOLIOS

Global Style Franklin Mutual Global Discovery Fund 529 Portfolio 0.99%

0.25%

0.25% 1.49%

5.50%

None

Templeton Growth 529 Portfolio 0.81% 0.25% 0.25% 1.31% 5.50% None Growth Style

Franklin Growth 529 Portfolio 0.57% 0.25% 0.25% 1.07% 5.50% None Franklin Small-Mid Cap Growth 529 Portfolio 0.62%

0.25%

0.25% 1.12%

5.50%

None

Value Style Franklin Mutual Shares 529 Portfolio 0.78% 0.25% 0.25% 1.28% 5.50% None

International Income Style Templeton Global Bond 529 Portfolio 0.62% 0.25% 0.25% 1.12% 3.75% None

Income Style Franklin Income 529 Portfolio 0.47% 0.25% 0.25% 0.97% 3.75% None Franklin U.S. Government Money 529 Portfolio5

0.35%5

0.00%

0.00%

0.35%5

0.00%

None

Index Style

3


Investment Option


Fund Expenses1

Program

Management Fee

Annual Sales Fee

Estimated


Fees2

Maximum


Maximum


S&P 500 Index 529 Portfolio 0.04% 0.25% 0.25% 0.54% 5.50% None CLASS C Annual Asset-Based Fees Additional Investor Expenses

Investment Option Estimated Underlying

Fund Expenses1

Program

Management Fee

Annual Sales Fee6


Fees2

Maximum


Maximum



Franklin Founding Funds 529 Portfolio 0.69% 0.25% 1.00% 1.94% None 1.00% Franklin Corefolio® 529 Portfolio 0.71% 0.25% 1.00% 1.96% None 1.00% Franklin Growth Allocation 529 Portfolio 0.64% 0.25% 1.00% 1.89% None 1.00% Franklin Growth & Income Allocation 529 Portfolio 0.55% 0.25% 1.00% 1.80% None 1.00% Franklin Income Allocation 529 Portfolio 0.49% 0.25% 1.00% 1.74% None 1.00%


Franklin Age-Based Growth Allocations Newborn–4 Years 0.64% 0.25% 1.00% 1.89% None 1.00% Age 5–8 Years 0.63% 0.25% 1.00% 1.88% None 1.00% Age 9–10 Years 0.59% 0.25% 1.00% 1.84% None 1.00% Age 11–12 Years 0.57% 0.25% 1.00% 1.82% None 1.00% Age 13–14 Years 0.55% 0.25% 1.00% 1.80% None 1.00% Age 15–16 Years 0.52% 0.25% 1.00% 1.77% None 1.00% Age 17–18 Years 0.50% 0.25% 1.00% 1.75% None 1.00% Age 19+ Years 0.48% 0.25% 1.00% 1.73% None 1.00%

Franklin Age-Based Moderate Allocations Newborn–4 Years 0.59% 0.25% 1.00% 1.84% None 1.00% Age 5–8 Years 0.57% 0.25% 1.00% 1.82% None 1.00% Age 9–10 Years 0.55% 0.25% 1.00% 1.80% None 1.00% Age 11–12 Years 0.52% 0.25% 1.00% 1.77% None 1.00% Age 13–14 Years 0.50% 0.25% 1.00% 1.75% None 1.00% Age 15–16 Years 0.48% 0.25% 1.00% 1.73% None 1.00% Age 17–18 Years 0.49% 0.25% 1.00% 1.74% None 1.00% Age 19+ Years 0.44% 0.25% 1.00% 1.69% None 1.00%

Franklin Age-Based Conservative Allocations Newborn–4 Years 0.55% 0.25% 1.00% 1.80% None 1.00% Age 5–8 Years 0.52% 0.25% 1.00% 1.77% None 1.00% Age 9–10 Years 0.50% 0.25% 1.00% 1.75% None 1.00% Age 11–12 Years 0.48% 0.25% 1.00% 1.73% None 1.00% Age 13–14 Years 0.49% 0.25% 1.00% 1.74% None 1.00% Age 15–16 Years 0.44% 0.25% 1.00% 1.69% None 1.00% Age 17–18 Years 0.41% 0.25% 1.00% 1.66% None 1.00% Age 19+ Years 0.38% 0.25% 1.00% 1.63% None 1.00%


Global Style Franklin Mutual Global Discovery Fund 529 Portfolio

0.99% 0.25% 1.00% 2.24% None 1.00%

Templeton Growth 529 Portfolio 0.81% 0.25% 1.00% 2.06% None 1.00% Growth Style

Franklin Growth 529 Portfolio 0.57% 0.25% 1.00% 1.82% None 1.00% Franklin Small-Mid Cap Growth 529 Portfolio

0.62% 0.25% 1.00% 1.87% None 1.00%

Value Style Franklin Mutual Shares 529 Portfolio 0.78% 0.25% 1.00% 2.03% None 1.00%

International Income Style Templeton Global Bond 529 Portfolio 0.62% 0.25% 1.00% 1.87% None 1.00%

Income Style

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CLASS C Annual Asset-Based Fees Additional Investor Expenses Investment Option Estimated

Underlying Fund

Expenses1

Program

Management Fee

Annual Sales Fee6


Fees2

Maximum


Maximum


Franklin Income 529 Portfolio 0.47% 0.25% 1.00% 1.72% None 1.00% Franklin U.S. Government Money 529 Portfolio5

0.35% 0.00%5 0.00% 0.35%5 None None

Index Style S&P 500 Index 529 Portfolio 0.04% 0.25% 1.00% 1.29% None 1.00%

ADVISOR CLASS Annual Asset-Based Fees Additional Investor Expenses Investment Option Estimated

Underlying Fund

Expenses1

Program

Management Fee

Annual Sales Fee


Fees2

Maximum


Maximum


OBJECTIVE-BASED ASSET ALLOCATIONS Franklin Founding Funds 529 Portfolio 0.69% 0.25% 0.00% 0.94% None None Franklin Corefolio® 529 Portfolio 0.71% 0.25% 0.00% 0.96% None None Franklin Growth Allocation 529 Portfolio 0.64% 0.25% 0.00% 0.89% None None Franklin Growth & Income Allocation 529 Portfolio

0.55% 0.25% 0.00% 0.80% None None

Franklin Income Allocation 529 Portfolio 0.49% 0.25% 0.00% 0.74% None None AGE-BASED ALLOCATIONS

Franklin Age-Based Growth Allocations

Newborn–4 Years 0.64% 0.25% 0.00% 0.89% None None Age 5–8 Years 0.63% 0.25% 0.00% 0.88% None None Age 9–10 Years 0.59% 0.25% 0.00% 0.84% None None Age 11–12 Years 0.57% 0.25% 0.00% 0.82% None None Age 13–14 Years 0.55% 0.25% 0.00% 0.80% None None Age 15–16 Years 0.52% 0.25% 0.00% 0.77% None None Age 17–18 Years 0.50% 0.25% 0.00% 0.75% None None Age 19+ Years 0.48% 0.25% 0.00% 0.73% None None

Franklin Age-Based Moderate Allocations Newborn–4 Years 0.59% 0.25% None 0.84% None None Age 5–8 Years 0.57% 0.25% None 0.82% None None Age 9–10 Years 0.55% 0.25% None 0.80% None None Age 11–12 Years 0.52% 0.25% None 0.77% None None Age 13–14 Years 0.50% 0.25% None 0.75% None None Age 15–16 Years 0.48% 0.25% None 0.73% None None Age 17–18 Years 0.49% 0.25% None 0.74% None None Age 19+ Years 0.44% 0.25% None 0.69% None None

Franklin Age-Based Conservative Allocations Newborn–4 Years 0.55% 0.25% None 0.80% None None Age 5–8 Years 0.52% 0.25% None 0.77% None None Age 9–10 Years 0.50% 0.25% None 0.75% None None Age 11–12 Years 0.48% 0.25% None 0.73% None None Age 13–14 Years 0.49% 0.25% None 0.74% None None Age 15–16 Years 0.44% 0.25% None 0.69% None None Age 17–18 Years 0.41% 0.25% None 0.66% None None Age 19+ Years 0.38% 0.25% None 0.63% None None

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1. Based on most recent fiscal annual or semiannual period reported upon in the applicable Underlying Fund’s most recent financial

statements that were publicly available by August 31, 2019, and for Investment Options invested in multiple Underlying Funds, based on a weighted average of each Underlying Fund’s expense ratio, in accordance with the Investment Option’s average monthly asset allocation among the applicable Underlying Funds for the 6-month period ended September 30, 2019. Underlying Fund expenses will vary and in some cases have been, and may from time to time be, reduced by fee and expense waivers or reimbursements, which may be ended at any time, increasing future expenses.

2. This total is assessed against assets over the course of the year and does not include sales charges or account maintenance fees. No account maintenance fee is currently in effect. Refer to the table below that shows the total assumed costs of a $10,000 investment over various periods of time.

3. See table entitled “Contribution Impact on Initial Sales Charges under Class A” below. 4. For Class A Trust Shares, there is a contingent deferred sales charge that applies to aggregate investments of $1 million or more.

See “Fees and Expenses – Class A.” The contingent deferred sales charge for Class C Trust Shares applies to Class C Trust Shares redeemed in connection with a withdrawal during the first 12 months after the investment.

5. The Program Management Fee has been reduced from 0.25% to 0.00% for the Franklin U.S. Government Money 529 Portfolio since its inception date of October 8, 2014; the Program Management Fee may be increased at any time, which would increase future expenses. “Total Annual Asset Based Fees” for the Franklin U.S. Government Money 529 Portfolio reflects the reduced Program Management Fee in effect as of the date of this Investor Handbook. The expenses of the Underlying Fund of the Franklin U.S. Government Money 529 Portfolio were 0.35% for the period from June 30, 2019 to the date of this Investor Handbook; such waivers and reimbursements may be reduced or ended at any time. Although no deferred sales charge is payable with respect to Trust Shares originally purchased in the Franklin U.S. Government Money 529 Portfolio upon a withdrawal from the Franklin U.S. Government Money 529 Portfolio, a deferred sales charge may be payable upon a withdrawal involving a redemption of Trust Shares in the Franklin U.S. Government Money 529 Portfolio acquired through an exchange from another Trust Portfolio, or upon a withdrawal involving a redemption of Trust Shares that were acquired, directly or indirectly, in exchange for Trust Shares originally purchased with contributions to the Franklin U.S. Government Money 529 Portfolio. See the discussion under “Class C” on page 43.

6. After 10 years from the applicable purchase, these Trust Shares convert to Class A Trust Shares, and the Annual Sales Fee declines accordingly.

_____________________________________________________________________

5. Effective February 3, 2020, the Fees and Expense Charts on pages 43-48 of the Investor Handbook will be replaced with the following:

FEES AND EXPENSES CHARTS


Investment Option


Fund Expenses1

Program

Management Fee

Annual Sales Fee

Estimated


Fees2

Maximum


Maximum





0.99% 0.25% None 1.24% None None

Templeton Growth 529 Portfolio 0.81% 0.25% None 1.06% None None Growth Style

Franklin Growth 529 Portfolio 0.57% 0.25% None 0.82% None None Franklin Small-Mid Cap Growth 529 Portfolio

0.62% 0.25% None 0.87% None None

Value Style Franklin Mutual Shares 529 Portfolio 0.78% 0.25% None 1.03% None None

International Income Style Templeton Global Bond 529 Portfolio 0.62% 0.25% None 0.87% None None

Income Style Franklin Income 529 Portfolio 0.47% 0.25% None 0.72% None None

Index Style

S&P 500 Index 529 Portfolio 0.04% 0.25% None 0.29% None None

6


Investment Option


Fund Expenses1

Program

Management Fee

Annual Sales Fee

Estimated


Fees2

Maximum


Maximum


Franklin Founding Funds 529 Portfolio 0.69% 0.25% 0.25% 1.19% 5.50% None Franklin Corefolio® 529 Portfolio 0.71% 0.25% 0.25% 1.21% 5.50% None Franklin Growth Allocation 529 Portfolio 0.64% 0.25% 0.25% 1.14% 5.50% None Franklin Growth & Income Allocation 529 Portfolio 0.55% 0.25% 0.25% 1.05% 5.50% None Franklin Income Allocation 529 Portfolio 0.49% 0.25% 0.25% 0.99% 3.75% None


Franklin Age-Based Growth Allocations Newborn–4 Years 0.64% 0.25% 0.25% 1.14% 5.50% None Age 5–8 Years 0.63% 0.25% 0.25% 1.13% 5.50% None Age 9–10 Years 0.59% 0.25% 0.25% 1.09% 5.50% None Age 11–12 Years 0.57% 0.25% 0.25% 1.07% 5.50% None Age 13–14 Years 0.55% 0.25% 0.25% 1.05% 5.50% None Age 15–16 Years 0.52% 0.25% 0.25% 1.02% 5.50% None Age 17–18 Years 0.50% 0.25% 0.25% 1.00% 3.75% None Age 19+ Years 0.48% 0.25% 0.25% 0.98% 3.75% None

Franklin Age-Based Moderate Allocations Newborn–4 Years 0.59% 0.25% 0.25% 1.09% 5.50% None Age 5–8 Years 0.57% 0.25% 0.25% 1.07% 5.50% None Age 9–10 Years 0.55% 0.25% 0.25% 1.05% 5.50% None Age 11–12 Years 0.52% 0.25% 0.25% 1.02% 5.50% None Age 13–14 Years 0.50% 0.25% 0.25% 1.00% 3.75% None Age 15–16 Years 0.48% 0.25% 0.25% 0.98% 3.75% None Age 17–18 Years 0.49% 0.25% 0.25% 0.99% 3.75% None Age 19+ Years 0.44% 0.25% 0.25% 0.94% 3.75% None

Franklin Age-Based Conservative Allocations Newborn–4 Years 0.55% 0.25% 0.25% 1.05% 5.50% None Age 5–8 Years 0.52% 0.25% 0.25% 1.02% 5.50% None Age 9–10 Years 0.50% 0.25% 0.25% 1.00% 3.75% None Age 11–12 Years 0.48% 0.25% 0.25% 0.98% 3.75% None Age 13–14 Years 0.49% 0.25% 0.25% 0.99% 3.75% None Age 15–16 Years 0.44% 0.25% 0.25% 0.94% 3.75% None Age 17–18 Years 0.41% 0.25% 0.25% 0.91% 2.25% None Age 19+ Years 0.38% 0.25% 0.25% 0.88% 2.25% None


Global Style Franklin Mutual Global Discovery Fund 529 Portfolio 0.99%

0.25%

0.25% 1.49%

5.50%

None

Templeton Growth 529 Portfolio 0.81% 0.25% 0.25% 1.31% 5.50% None Growth Style

Franklin Growth 529 Portfolio 0.57% 0.25% 0.25% 1.07% 5.50% None Franklin Small-Mid Cap Growth 529 Portfolio 0.62%

0.25%

0.25% 1.12%

5.50%

None

Value Style Franklin Mutual Shares 529 Portfolio 0.78% 0.25% 0.25% 1.28% 5.50% None

International Income Style Templeton Global Bond 529 Portfolio 0.62% 0.25% 0.25% 1.12% 3.75% None

Income Style Franklin Income 529 Portfolio 0.47% 0.25% 0.25% 0.97% 3.75% None Franklin U.S. Government Money 529 Portfolio5

0.35%5

0.00%

0.00%

0.35%5

0.00%

None

Index Style S&P 500 Index 529 Portfolio 0.04% 0.25% 0.25% 0.54% 5.50% None

7

CLASS C Annual Asset-Based Fees Additional Investor Expenses Investment Option Estimated

Underlying Fund

Expenses1

Program

Management Fee

Annual Sales Fee6


Fees2

Maximum


Maximum



Franklin Founding Funds 529 Portfolio 0.69% 0.25% 1.00% 1.94% None 1.00% Franklin Corefolio® 529 Portfolio 0.71% 0.25% 1.00% 1.96% None 1.00% Franklin Growth Allocation 529 Portfolio 0.64% 0.25% 1.00% 1.89% None 1.00% Franklin Growth & Income Allocation 529 Portfolio 0.55% 0.25% 1.00% 1.80% None 1.00% Franklin Income Allocation 529 Portfolio 0.49% 0.25% 1.00% 1.74% None 1.00%


Franklin Age-Based Growth Allocations Newborn–4 Years 0.64% 0.25% 1.00% 1.89% None 1.00% Age 5–8 Years 0.63% 0.25% 1.00% 1.88% None 1.00% Age 9–10 Years 0.59% 0.25% 1.00% 1.84% None 1.00% Age 11–12 Years 0.57% 0.25% 1.00% 1.82% None 1.00% Age 13–14 Years 0.55% 0.25% 1.00% 1.80% None 1.00% Age 15–16 Years 0.52% 0.25% 1.00% 1.77% None 1.00% Age 17–18 Years 0.50% 0.25% 1.00% 1.75% None 1.00% Age 19+ Years 0.48% 0.25% 1.00% 1.73% None 1.00%

Franklin Age-Based Moderate Allocations Newborn–4 Years 0.59% 0.25% 1.00% 1.84% None 1.00% Age 5–8 Years 0.57% 0.25% 1.00% 1.82% None 1.00% Age 9–10 Years 0.55% 0.25% 1.00% 1.80% None 1.00% Age 11–12 Years 0.52% 0.25% 1.00% 1.77% None 1.00% Age 13–14 Years 0.50% 0.25% 1.00% 1.75% None 1.00% Age 15–16 Years 0.48% 0.25% 1.00% 1.73% None 1.00% Age 17–18 Years 0.49% 0.25% 1.00% 1.74% None 1.00% Age 19+ Years 0.44% 0.25% 1.00% 1.69% None 1.00%

Franklin Age-Based Conservative Allocations Newborn–4 Years 0.55% 0.25% 1.00% 1.80% None 1.00% Age 5–8 Years 0.52% 0.25% 1.00% 1.77% None 1.00% Age 9–10 Years 0.50% 0.25% 1.00% 1.75% None 1.00% Age 11–12 Years 0.48% 0.25% 1.00% 1.73% None 1.00% Age 13–14 Years 0.49% 0.25% 1.00% 1.74% None 1.00% Age 15–16 Years 0.44% 0.25% 1.00% 1.69% None 1.00% Age 17–18 Years 0.41% 0.25% 1.00% 1.66% None 1.00% Age 19+ Years 0.38% 0.25% 1.00% 1.63% None 1.00%



0.99% 0.25% 1.00% 2.24% None 1.00%

Templeton Growth 529 Portfolio 0.81% 0.25% 1.00% 2.06% None 1.00% Growth Style

Franklin Growth 529 Portfolio 0.57% 0.25% 1.00% 1.82% None 1.00% Franklin Small-Mid Cap Growth 529 Portfolio

0.62% 0.25% 1.00% 1.87% None 1.00%

Value Style Franklin Mutual Shares 529 Portfolio 0.78% 0.25% 1.00% 2.03% None 1.00%

International Income Style Templeton Global Bond 529 Portfolio 0.62% 0.25% 1.00% 1.87% None 1.00%

Income Style

Franklin Income 529 Portfolio 0.47% 0.25% 1.00% 1.72% None 1.00% Franklin U.S. Government Money 529 Portfolio5

0.35% 0.00%5 0.00% 0.35%5 None None

Index Style S&P 500 Index 529 Portfolio 0.04% 0.25% 1.00% 1.29% None 1.00%

8

1. Based on most recent fiscal annual or semiannual period reported upon in the applicable Underlying Fund’s most recent financial

statements that were publicly available by August 31, 2019, and for Investment Options invested in multiple Underlying Funds,

ADVISOR CLASS Annual Asset-Based Fees Additional Investor Expenses Investment Option Estimated

Underlying Fund

Expenses1

Program

Management Fee

Annual Sales Fee


Fees2

Maximum


Maximum


OBJECTIVE-BASED ASSET ALLOCATIONS Franklin Founding Funds 529 Portfolio 0.69% 0.25% 0.00% 0.94% None None Franklin Corefolio® 529 Portfolio 0.71% 0.25% 0.00% 0.96% None None Franklin Growth Allocation 529 Portfolio 0.64% 0.25% 0.00% 0.89% None None Franklin Growth & Income Allocation 529 Portfolio

0.55% 0.25% 0.00% 0.80% None None

Franklin Income Allocation 529 Portfolio 0.49% 0.25% 0.00% 0.74% None None AGE-BASED ALLOCATIONS

Franklin Age-Based Growth Allocations

Newborn–4 Years 0.64% 0.25% 0.00% 0.89% None None Age 5–8 Years 0.63% 0.25% 0.00% 0.88% None None Age 9–10 Years 0.59% 0.25% 0.00% 0.84% None None Age 11–12 Years 0.57% 0.25% 0.00% 0.82% None None Age 13–14 Years 0.55% 0.25% 0.00% 0.80% None None Age 15–16 Years 0.52% 0.25% 0.00% 0.77% None None Age 17–18 Years 0.50% 0.25% 0.00% 0.75% None None Age 19+ Years 0.48% 0.25% 0.00% 0.73% None None

Franklin Age-Based Moderate Allocations Newborn–4 Years 0.59% 0.25% None 0.84% None None Age 5–8 Years 0.57% 0.25% None 0.82% None None Age 9–10 Years 0.55% 0.25% None 0.80% None None Age 11–12 Years 0.52% 0.25% None 0.77% None None Age 13–14 Years 0.50% 0.25% None 0.75% None None Age 15–16 Years 0.48% 0.25% None 0.73% None None Age 17–18 Years 0.49% 0.25% None 0.74% None None Age 19+ Years 0.44% 0.25% None 0.69% None None

Franklin Age-Based Conservative Allocations Newborn–4 Years 0.55% 0.25% None 0.80% None None Age 5–8 Years 0.52% 0.25% None 0.77% None None Age 9–10 Years 0.50% 0.25% None 0.75% None None Age 11–12 Years 0.48% 0.25% None 0.73% None None Age 13–14 Years 0.49% 0.25% None 0.74% None None Age 15–16 Years 0.44% 0.25% None 0.69% None None Age 17–18 Years 0.41% 0.25% None 0.66% None None Age 19+ Years 0.38% 0.25% None 0.63% None None



0.99% 0.25% None 1.24% None None

Templeton Growth 529 Portfolio 0.81% 0.25% None 1.06% None None Growth Style

Franklin Growth 529 Portfolio 0.57% 0.25% None 0.82% None None Franklin Small-Mid Cap Growth 529 Portfolio

0.62% 0.25% None 0.87% None None

Value Style Franklin Mutual Shares 529 Portfolio 0.78% 0.25% None 1.03% None None

International Income Style Templeton Global Bond 529 Portfolio 0.62% 0.25% None 0.87% None None

Income Style Franklin Income 529 Portfolio 0.47% 0.25% None 0.72% None None

Index Style

S&P 500 Index 529 Portfolio 0.04% 0.25% None 0.29% None None

9

based on a weighted average of each Underlying Fund’s expense ratio, in accordance with the Investment Option’s average monthly asset allocation among the applicable Underlying Funds for the 6-month period ended September 30, 2019. Underlying Fund expenses will vary and in some cases have been, and may from time to time be, reduced by fee and expense waivers or reimbursements, which may be ended at any time, increasing future expenses.

2. This total is assessed against assets over the course of the year and does not include sales charges or account maintenance fees. No account maintenance fee is currently in effect. Refer to the table below that shows the total assumed costs of a $10,000 investment over various periods of time.

3. See table entitled “Contribution Impact on Initial Sales Charges under Class A” below. 4. For Class A Trust Shares, there is a contingent deferred sales charge that applies to aggregate investments of $1 million or more.

See “Fees and Expenses – Class A.” The contingent deferred sales charge for Class C Trust Shares applies to Class C Trust Shares redeemed in connection with a withdrawal during the first 12 months after the investment.

5. The Program Management Fee has been reduced from 0.25% to 0.00% for the Franklin U.S. Government Money 529 Portfolio since its inception date of October 8, 2014; the Program Management Fee may be increased at any time, which would increase future expenses. “Total Annual Asset Based Fees” for the Franklin U.S. Government Money 529 Portfolio reflects the reduced Program Management Fee in effect as of the date of this Investor Handbook. The expenses of the Underlying Fund of the Franklin U.S. Government Money 529 Portfolio were 0.35% for the period from June 30, 2019 to the date of this Investor Handbook; such waivers and reimbursements may be reduced or ended at any time. Although no deferred sales charge is payable with respect to Trust Shares originally purchased in the Franklin U.S. Government Money 529 Portfolio upon a withdrawal from the Franklin U.S. Government Money 529 Portfolio, a deferred sales charge may be payable upon a withdrawal involving a redemption of Trust Shares in the Franklin U.S. Government Money 529 Portfolio acquired through an exchange from another Trust Portfolio, or upon a withdrawal involving a redemption of Trust Shares that were acquired, directly or indirectly, in exchange for Trust Shares originally purchased with contributions to the Franklin U.S. Government Money 529 Portfolio. See the discussion under “Class C” on page 43.

6. After 10 years from the applicable purchase, these Trust Shares convert to Class A Trust Shares, and the Annual Sales Fee declines accordingly.

________________________________________________________________________

6. Effective January 1, 2020, the text beginning below the chart on page 48 of the Investor Handbook, and the Approximate Cost of a $10,000 Investment in Dollars for Trust Share Classes and Periods Shown tables on pages 49-52 of the Investor Handbook, are replaced with the following:

The following table compares the approximate cost of investing in the different classes within the Plan over different periods of time. Your actual cost may be higher or lower. The table is based on the following assumptions:

A $10,000 investment invested for the time periods shown. A 5% annually compounded rate of return on the net amount invested throughout the period.

The proceeds of all Trust Shares that are assumed to be redeemed for the purpose of a distribution at the

end of the period shown are used for qualified higher education expenses (the table does not consider the impact of any potential state or federal taxes on the redemption).

Total annual asset-based fees remain the same as those shown in the tables above.

The investor pays the maximum applicable initial sales charge (without regard to possible breakpoints or

waivers or any contingent deferred sales charges) in Class A, pays the annual sales fee in Class A (without regard to any waiver) and pays any contingent deferred sales charges applicable to Trust Shares invested for the applicable periods in Class C.

In the case of the Franklin U. S. Government Money 529 Portfolio, the annual costs assume the

continuation of the reduced Program Management Fee described in footnote 4; however, such Program Management Fee may be increased at any time, which would increase the applicable annual costs.

10

APPROXIMATE COST OF A $10,000 INVESTMENT IN DOLLARS FOR TRUST SHARE CLASSES AND PERIODS SHOWN1 One Year Three Years Investment Option A C2 C3 Advisor A C2 C3 Advisor


Franklin Founding Funds 529 Portfolio $664 $297 $197 $96 $906 $608 $608 $299 Franklin Corefolio® 529 Portfolio $667 $299 $199 $98 $913 $616 $616 $306 Franklin Growth Allocation 529 Portfolio $660 $292 $192 $91 $892 $594 $594 $284 Franklin Growth & Income Allocation 529 Portfolio $651 $283 $183 $81 $865 $565 $565 $255 Franklin Income Allocation 529 Portfolio $472 $276 $176 $75 $677 $547 $547 $235


Franklin Age-Based Growth Allocations Newborn–4 Years $660 $292 $192 $91 $893 $594 $594 $284 Age 5–8 Years $658 $290 $190 $89 $888 $590 $590 $279 Age 9–10 Years $655 $287 $187 $86 $878 $579 $579 $268 Age 11–12 Years $653 $285 $185 $83 $871 $571 $571 $261 Age 13–14 Years $651 $282 $182 $81 $864 $565 $565 $254 Age 15–16 Years $649 $280 $180 $79 $858 $559 $559 $247 Age 17–18 Years $647 $278 $178 $77 $852 $552 $552 $241 Age 19+ Years $645 $276 $176 $75 $846 $546 $546 $234

Franklin Age-Based Moderate Allocations Newborn–4 Years $655 $287 $187 $86 $878 $579 $579 $269 Age 5–8 Years $653 $285 $185 $83 $871 $571 $571 $261 Age 9–10 Years $651 $282 $182 $81 $865 $565 $565 $254 Age 11–12 Years $649 $280 $180 $79 $858 $558 $558 $247 Age 13–14 Years $647 $278 $178 $77 $852 $552 $552 $241 Age 15–16 Years $645 $276 $176 $75 $845 $545 $545 $234 Age 17–18 Years $645 $277 $177 $75 $847 $547 $547 $235 Age 19+ Years $641 $272 $172 $71 $834 $534 $534 $222

Franklin Age-Based Conservative Allocations Newborn–4 Years $651 $283 $183 $81 $865 $565 $565 $255 Age 5–8 Years $649 $280 $180 $79 $858 $558 $558 $247 Age 9–10 Years $647 $278 $178 $77 $852 $552 $552 $241 Age 11–12 Years $645 $276 $176 $75 $845 $545 $545 $234 Age 13–14 Years $645 $277 $177 $75 $847 $547 $547 $235 Age 15–16 Years $641 $272 $172 $71 $834 $534 $534 $222 Age 17–18 Years $638 $269 $169 $68 $825 $524 $524 $212 Age 19+ Years $635 $266 $166 $65 $816 $515 $515 $202


Global Style Franklin Mutual Global Discovery 529 Portfolio $693 $327 $227

$126 $995 $700 $700 $393

Templeton Growth 529 Portfolio $676 $309 $209 $108 $942 $646 $646 $337 Growth Style

Franklin Growth 529 Portfolio $653 $285 $185 $84 $872 $573 $573 $262 Franklin Small-Mid Cap Growth 529 Portfolio $658 $290 $190

$89 $886 $588 $588 $278

Value Style Franklin Mutual Shares 529 Portfolio $673 $306 $206 $105 $934 $637 $637 $328

International Income Style Templeton Global Bond 529 Portfolio $485 $290 $190 $89 $718 $588 $588 $278

Income Style Franklin Income 529 Portfolio $470 $275 $175 $74 $672 $542 $542 $230 Franklin U.S. Government 529 Portfolio4 $36 $136 $36

$113 $113 $113

Index Style S&P 500 Index 529 Portfolio $602 $231 $131 $30 $714 $409 $409 $93

11

Investment Option A C2 C3 Advisor A C2 C3 Advisor

1. Includes estimated underlying expenses, which are based on the most recent fiscal annual or semiannual period reported upon in

the applicable Underlying Fund’s most recent financial statements that were publicly available by August 31, 2019, and for Investment Options invested in multiple Underlying Funds, are based on a weighted average of each Underlying Fund’s expense ratio, in accordance with the Investment Option’s average monthly asset allocation among the applicable Underlying Funds for the six-month period ended September 30, 2019. Underlying Fund expenses will vary and in some cases have been, and may from

Five Years Ten Years

OBJECTIVE-BASED ASSET ALLOCATIONS Franklin Founding Funds 529 Portfolio $1,167 $1,045 $1,045 $518 $1,910 $2,261 $2,261 $1,151 Franklin Corefolio® 529 Portfolio $1,179 $1,058 $1,058 $532 $1,937 $2,287 $2,287 $1,180 Franklin Growth Allocation 529 Portfolio $1,143 $1,021 $1,021 $493 $1,859 $2,211 $2,211 $1,095 Franklin Growth & Income Allocation 529 Portfolio $1,096 $973 $973 $443 $1,759 $2,113 $2,113 $986 Franklin Income Allocation 529 Portfolio $900 $942 $942 $409 $1,538 $2,047 $2,047 $914


Franklin Age-Based Growth Allocations Newborn–4 Years $1,143 $1,022 $1,022 $493 $1,861 $2,212 $2,212 $1,097 Age 5–8 Years $1,136 $1,014 $1,014 $485 $1,844 $2,196 $2,196 $1,079 Age 9–10 Years $1,118 $996 $996 $466 $1,807 $2,159 $2,159 $1,038 Age 11–12 Years $1,106 $983 $983 $453 $1,780 $2,133 $2,133 $1,009 Age 13–14 Years $1,095 $973 $973 $442 $1,757 $2,111 $2,111 $985 Age 15–16 Years $1,084 $962 $962 $430 $1,734 $2,089 $2,089 $959 Age 17–18 Years $1,073 $950 $950 $418 $1,710 $2,065 $2,065 $934 Age 19+ Years $1,063 $940 $940 $407 $1,688 $2,044 $2,044 $909

Franklin Age-Based Moderate Allocations Newborn–4 Years $1,119 $996 $996 $467 $1,808 $2,160 $2,160 $1,039 Age 5–8 Years $1,106 $983 $983 $453 $1,780 $2,133 $2,133 $1,009 Age 9–10 Years $1,096 $973 $973 $442 $1,758 $2,112 $2,112 $985 Age 11–12 Years $1,084 $961 $961 $430 $1,733 $2,088 $2,088 $959 Age 13–14 Years $1,074 $951 $951 $419 $1,711 $2,066 $2,066 $934 Age 15–16 Years $1,063 $939 $939 $407 $1,687 $2,042 $2,042 $908 Age 17–18 Years $1,065 $942 $942 $410 $1,693 $2,048 $2,048 $914 Age 19+ Years $1,044 $920 $920 $387 $1,646 $2,002 $2,002 $864

Franklin Age-Based Conservative Allocations Newborn–4 Years $1,096 $973 $973 $443 $1,759 $2,113 $2,113 $986 Age 5–8 Years $1,084 $961 $961 $430 $1,733 $2,088 $2,088 $959 Age 9–10 Years $1,074 $951 $951 $419 $1,711 $2,066 $2,066 $934 Age 11–12 Years $1,063 $939 $939 $407 $1,687 $2,043 $2,043 $908 Age 13–14 Years $1,065 $942 $942 $410 $1,693 $2,048 $2,048 $914 Age 15–16 Years $1,044 $920 $920 $386 $1,646 $2,002 $2,002 $863 Age 17–18 Years $1,027 $903 $903 $369 $1,610 $1,967 $1,967 $825 Age 19+ Years $1,012 $887 $887 $352 $1,576 $1,935 $1,935 $788


Global Style Franklin Mutual Global Discovery 529 Portfolio $1,318 $1,200 $1,200 $681 $2,232 $2,575 $2,575 $1,500 Templeton Growth 529 Portfolio $1,229 $1,108 $1,108 $585 $2,042 $2,390 $2,390 $1,294

Growth Style Franklin Growth 529 Portfolio $1,108 $985 $985 $455 $1,784 $2,137 $2,137 $1,014 Franklin Small-Mid Cap Growth 529 Portfolio $1,133 $1,011 $1,011 $482 $1,838 $2,190 $2,190 $1,073

Value Style Franklin Mutual Shares 529 Portfolio $1,214 $1,093 $1,093 $569 $2,010 $2,358 $2,358 $1,259

International Income Style Templeton Global Bond 529 Portfolio $969 $1,011 $1,011 $482 $1,687 $2,190 $2,190 $1,073

Income Style Franklin Income 529 Portfolio $891 $933 $933 $401 $1,520 $2,030 $2,030 $894 Franklin U.S. Government 529 Portfolio4 $197 $197 $197 $443 $443 $443

Index Style S&P 500 Index 529 Portfolio $835 $708 $708 $163 $1,190 $1,556 $1,556 $368

12

time to time be, reduced by fee and expense waivers or reimbursements, which may be ended at any time, increasing future expenses.

2. Assumes redemption at the end of the period. 3. Assumes no redemption at the end of the period. 4. Cost estimates for the Franklin U.S. Government Money 529 Portfolio do not include a Program Management Fee, since that fee

is not in effect for the Franklin U.S. Government Money 529 Portfolio as of the date of this Investor Handbook; the Program Management Fee may be imposed in whole or in part at any time in the future, which would increase future expenses. The above expenses shown for the Franklin U.S. Government Money 529 Portfolio reflect expense and fee waivers or reimbursements in effect as of the date of this Investor Handbook that have reduced the Underlying Fund expenses and that may be reduced or eliminated at any time.

7. Effective February 3, 2020, the Approximate Cost of a $10,000 Investment in Dollars for Trust Share

Classes and Periods Shown tables on pages 49-52 of the Investor Handbook, will be replaced with the following:

APPROXIMATE COST OF A $10,000 INVESTMENT IN DOLLARS FOR TRUST SHARE CLASSES AND PERIODS SHOWN1

One Year Three Years Investment Option A C2 C3 Advisor A C2 C3 Advisor

OBJECTIVE-BASED ASSET ALLOCATIONS Franklin Founding Funds 529 Portfolio $664 $297 $197 $96 $906 $608 $608 $299 Franklin Corefolio® 529 Portfolio $667 $299 $199 $98 $913 $616 $616 $306 Franklin Growth Allocation 529 Portfolio $660 $292 $192 $91 $892 $594 $594 $284 Franklin Growth & Income Allocation 529 Portfolio $651 $283 $183 $81 $865 $565 $565 $255 Franklin Income Allocation 529 Portfolio $472 $276 $176 $75 $677 $547 $547 $235

AGE-BASED ALLOCATIONS Franklin Age-Based Growth Allocations

Newborn–4 Years $660 $292 $192 $91 $893 $594 $594 $284 Age 5–8 Years $658 $290 $190 $89 $888 $590 $590 $279 Age 9–10 Years $655 $287 $187 $86 $878 $579 $579 $268 Age 11–12 Years $653 $285 $185 $83 $871 $571 $571 $261 Age 13–14 Years $651 $282 $182 $81 $864 $565 $565 $254 Age 15–16 Years $649 $280 $180 $79 $858 $559 $559 $247 Age 17–18 Years $473 $278 $178 $77 $682 $552 $552 $241 Age 19+ Years $471 $276 $176 $75 $676 $546 $546 $234

Franklin Age-Based Moderate Allocations Newborn–4 Years $655 $287 $187 $86 $878 $579 $579 $269 Age 5–8 Years $653 $285 $185 $83 $871 $571 $571 $261 Age 9–10 Years $651 $282 $182 $81 $865 $565 $565 $254 Age 11–12 Years $649 $280 $180 $79 $858 $558 $558 $247 Age 13–14 Years $474 $278 $178 $77 $683 $552 $552 $241 Age 15–16 Years $471 $276 $176 $75 $676 $545 $545 $234 Age 17–18 Years $472 $277 $177 $75 $677 $547 $547 $235 Age 19+ Years $468 $272 $172 $71 $665 $534 $534 $222

Franklin Age-Based Conservative Allocations Newborn–4 Years $651 $283 $183 $81 $865 $565 $565 $255 Age 5–8 Years $649 $280 $180 $79 $858 $558 $558 $247 Age 9–10 Years $473 $278 $178 $77 $682 $552 $552 $241 Age 11–12 Years $471 $276 $176 $75 $676 $545 $545 $234 Age 13–14 Years $472 $277 $177 $75 $677 $547 $547 $235 Age 15–16 Years $468 $272 $172 $71 $665 $534 $534 $222 Age 17–18 Years $316 $269 $169 $68 $509 $524 $524 $212 Age 19+ Years $313 $266 $166 $65 $500 $515 $515 $202

INDIVIDUAL PORTFOLIOS Global Style

Franklin Mutual Global Discovery 529 Portfolio $693 $327 $227

$126 $995 $700 $700 $393

Templeton Growth 529 Portfolio $676 $309 $209 $108 $942 $646 $646 $337 Growth Style

Franklin Growth 529 Portfolio $653 $285 $185 $84 $872 $573 $573 $262 Franklin Small-Mid Cap Growth 529 $658 $290 $190 $886 $588 $588 $278

13

One Year Three Years Investment Option A C2 C3 Advisor A C2 C3 Advisor Portfolio $89

Value Style Franklin Mutual Shares 529 Portfolio $673 $306 $206

$105 $934 $637 $637

$328

International Income Style Templeton Global Bond 529 Portfolio $485 $290 $190

$89 $718 $588 $588

$278

Income Style Franklin Income 529 Portfolio $470 $275 $175 $74 $672 $542 $542 $230 Franklin U.S. Government 529 Portfolio4 $36 $136 $36

$113 $113 $113

Index Style S&P 500 Index 529 Portfolio $602 $231 $131 $30 $714 $409 $409 $93

Investment Option A C2 C3 Advisor A C2 C3 Advisor Five Years Ten Years

OBJECTIVE-BASED ASSET ALLOCATIONS Franklin Founding Funds 529 Portfolio $1,167 $1,045 $1,045 $518 $1,910 $2,261 $2,261 $1,151 Franklin Corefolio® 529 Portfolio $1,179 $1,058 $1,058 $532 $1,937 $2,287 $2,287 $1,180 Franklin Growth Allocation 529 Portfolio $1,143 $1,021 $1,021 $493 $1,859 $2,211 $2,211 $1,095 Franklin Growth & Income Allocation 529 Portfolio $1,096 $973 $973 $443 $1,759 $2,113 $2,113 $986 Franklin Income Allocation 529 Portfolio $900 $942 $942 $409 $1,538 $2,047 $2,047 $914


Franklin Age-Based Growth Allocations Newborn–4 Years $1,143 $1,022 $1,022 $493 $1,861 $2,212 $2,212 $1,097 Age 5–8 Years $1,136 $1,014 $1,014 $485 $1,844 $2,196 $2,196 $1,079 Age 9–10 Years $1,118 $996 $996 $466 $1,807 $2,159 $2,159 $1,038 Age 11–12 Years $1,106 $983 $983 $453 $1,780 $2,133 $2,133 $1,009 Age 13–14 Years $1,095 $973 $973 $442 $1,757 $2,111 $2,111 $985 Age 15–16 Years $1,084 $962 $962 $430 $1,734 $2,089 $2,089 $959 Age 17–18 Years $908 $950 $950 $418 $1,557 $2,065 $2,065 $934 Age 19+ Years $898 $940 $940 $407 $1,534 $2,044 $2,044 $909

Franklin Age-Based Moderate Allocations Newborn–4 Years $1,119 $996 $996 $467 $1,808 $2,160 $2,160 $1,039 Age 5–8 Years $1,106 $983 $983 $453 $1,780 $2,133 $2,133 $1,009 Age 9–10 Years $1,096 $973 $973 $442 $1,758 $2,112 $2,112 $985 Age 11–12 Years $1,084 $961 $961 $430 $1,733 $2,088 $2,088 $959 Age 13–14 Years $909 $951 $951 $419 $1,558 $2,066 $2,066 $934 Age 15–16 Years $897 $939 $939 $407 $1,533 $2,042 $2,042 $908 Age 17–18 Years $900 $942 $942 $410 $1,539 $2,048 $2,048 $914 Age 19+ Years $878 $920 $920 $387 $1,491 $2,002 $2,002 $864

Franklin Age-Based Conservative Allocations Newborn–4 Years $1,096 $973 $973 $443 $1,759 $2,113 $2,113 $986 Age 5–8 Years $1,084 $961 $961 $430 $1,733 $2,088 $2,088 $959 Age 9–10 Years $908 $951 $951 $419 $1,557 $2,066 $2,066 $934 Age 11–12 Years $897 $939 $939 $407 $1,533 $2,043 $2,043 $908 Age 13–14 Years $900 $942 $942 $410 $1,539 $2,048 $2,048 $914 Age 15–16 Years $878 $920 $920 $386 $1,491 $2,002 $2,002 $863 Age 17–18 Years $719 $903 $903 $369 $1,321 $1,967 $1,967 $825 Age 19+ Years $702 $887 $887 $352 $1,287 $1,935 $1,935 $788


Global Style Franklin Mutual Global Discovery 529 Portfolio $1,318 $1,200 $1,200 $681 $2,232 $2,575 $2,575 $1,500 Templeton Growth 529 Portfolio $1,229 $1,108 $1,108 $585 $2,042 $2,390 $2,390 $1,294

Growth Style Franklin Growth 529 Portfolio $1,108 $985 $985 $455 $1,784 $2,137 $2,137 $1,014 Franklin Small-Mid Cap Growth 529 Portfolio $1,133 $1,011 $1,011 $482 $1,838 $2,190 $2,190 $1,073

Value Style

14

1. Includes estimated underlying expenses, which are based on the most recent fiscal annual or semiannual period reported upon in

the applicable Underlying Fund’s most recent financial statements that were publicly available by August 31, 2019, and for Investment Options invested in multiple Underlying Funds, are based on a weighted average of each Underlying Fund’s expense ratio, in accordance with the Investment Option’s average monthly asset allocation among the applicable Underlying Funds for the six-month period ended September 30, 2019. Underlying Fund expenses will vary and in some cases have been, and may from time to time be, reduced by fee and expense waivers or reimbursements, which may be ended at any time, increasing future expenses.

2. Assumes redemption at the end of the period. 3. Assumes no redemption at the end of the period. 4. Cost estimates for the Franklin U.S. Government Money 529 Portfolio do not include a Program Management Fee, since that fee

is not in effect for the Franklin U.S. Government Money 529 Portfolio as of the date of this Investor Handbook; the Program Management Fee may be imposed in whole or in part at any time in the future, which would increase future expenses. The above expenses shown for the Franklin U.S. Government Money 529 Portfolio reflect expense and fee waivers or reimbursements in effect as of the date of this Investor Handbook that have reduced the Underlying Fund expenses and that may be reduced or eliminated at any time.

8. Effective January 1, 2020, the first paragraph of the subsection captioned “Fees and Expenses – Class

A” on page 52 of the Investor Handbook is replaced with the following: Class A If you select Class A and you open your account through a Financial Advisor, generally you will pay a sales charge at the time of your contribution (the “initial sales charge”). As detailed in the overview chart above, the maximum amount of the initial sales charge is 5.50% for all of the Investment Options, except that a maximum initial sales charge of 3.75% applies to the Franklin Income Allocation 529 Portfolio, the Franklin Income 529 Portfolio and the Templeton Global Bond 529 Portfolio, and no sales charge currently applies to the Franklin U.S. Government Money 529 Portfolio. The Franklin U.S. Government Money 529 Portfolio does not currently charge an initial sales charge nor does it currently assess an annual sales fee; the Program Management Fee is currently waived for the Trust Portfolio. Lower initial sales charges apply for larger purchases in the case of all Investment Options under Class A, as shown in the table below. The initial sales charge is included in the price that you pay for the Trust Shares you acquire when you make your contribution. The initial sales charge is paid to FTDI, which in turn compensates Financial Advisors as described below under “Fees Payable by FTDI to Financial Advisors.” 9. Effective February 3, 2020, the first paragraph of the subsection captioned “Fees and Expenses –

Class A” on page 52 of the Investor Handbook will be replaced with the following: Class A If you select Class A and you open your account through a Financial Advisor, generally you will pay a sales charge at the time of your contribution (the “initial sales charge”). As detailed in the overview chart above, the maximum amount of the initial sales charge is 5.50% for all of the Investment Options, except that a maximum initial sales charge of 3.75% applies to the Franklin Income Allocation 529 Portfolio, the Franklin Income 529 Portfolio and the Templeton Global Bond 529 Portfolio, Franklin Age-Based Conservative Allocation Age 9 - 10 Years Portfolio, Franklin Aged-Based Conservative Allocation Age 11 - 12 Years Portfolio, Franklin Age-

Franklin Mutual Shares 529 Portfolio $1,214 $1,093 $1,093 $569 $2,010 $2,358 $2,358 $1,259 International Income Style

Templeton Global Bond 529 Portfolio $969 $1,011 $1,011 $482 $1,687 $2,190 $2,190 $1,073 Income Style

Franklin Income 529 Portfolio $891 $933 $933 $401 $1,520 $2,030 $2,030 $894 Franklin U.S. Government 529 Portfolio4 $197 $197 $197 $443 $443 $443

Index Style S&P 500 Index 529 Portfolio $835 $708 $708 $163 $1,190 $1,556 $1,556 $368

15

Based Conservative Allocation Age 13 - 14 Years Portfolio, Franklin Age-Based Conservative Allocation Age 15 - 16 Years Portfolio, Franklin Age-Based Moderate Allocation Age 13 - 14 Years Portfolio, Franklin Age-Based Moderate Allocation Age 15 - 16 Years Portfolio, Franklin Age-Based Moderate Allocation Age 17 - 18 Years Portfolio, Franklin Age-Based Moderate Allocation Age 19+ Years Portfolio, Franklin Age-Based Growth Allocation Age 17 - 18 Years Portfolio and Franklin Age-Based Growth Allocation Age 19+ Years Portfolio, a maximum sales charge of 2.25% applies to the Franklin Age-Based Conservative Allocation Age 17 - 18 Years Portfolio and Franklin Age-Based Conservative Allocation Age 19+ Years Portfolio, and no sales charge currently applies to the Franklin U.S. Government Money 529 Portfolio. The Franklin U.S. Government Money 529 Portfolio does not currently charge an initial sales charge nor does it currently assess an annual sales fee; the Program Management Fee is currently waived for the Trust Portfolio. Lower initial sales charges apply for larger purchases in the case of all Investment Options under Class A, as shown in the table below. The initial sales charge is included in the price that you pay for the Trust Shares you acquire when you make your contribution. The initial sales charge is paid to FTDI, which in turn compensates Financial Advisors as described below under “Fees Payable by FTDI to Financial Advisors.” 10. Effective January 1, 2020, the table captioned “Contribution Impact on Initial Sales Charges under

Class A” on page 53 of the Investor Handbook is replaced with the following: Contribution Impact on Initial Sales Charges under Class A

Franklin Income Allocation 529 Portfolio, Franklin Income 529 Portfolio and Templeton Global Bond 529 Portfolio

when you invest this amount

the sales charge makes up this % of the offering

price¹

which equals this % of your

net investment¹ Under $100,000 3.75 3.90 $100,000 but under $250,000 3.25 3.36 $250,000 but under $500,0002 2.25 2.30 $500,000 but under $1 million2 0.00 0.00 $1 million and above2 0.00 0.00

All Other Trust Portfolios, except for the Franklin U.S. Government Money 529 Portfolio



price¹


net investment¹ Under $50,000 5.50 5.82 $50,000 but under $100,000 4.50 4.71 $100,000 but under $250,000 3.50 3.63 $250,000 but under $500,0002 2.50 2.56 $500,000 but under $1 million2 2.00 2.04 $1 million and above2 0.00 0.00

1. The dollar amount of the sales charge is the difference between the offering price of the Trust Shares purchased (which factors in

the applicable sales charge in this table) and the net asset value of those Trust Shares. Since the offering price is calculated to two decimal places using standard rounding criteria, the number of Trust Shares purchased and the dollar amount of the sales charge as a percentage of the offering price and of your net investment may be higher or lower depending on whether there was a downward or upward rounding.

2. Amounts in excess of Maximum Contribution Limit applicable only in connection with exercise of Cumulative Quantity Discounts

for Accounts with different Beneficiaries. See "Cumulative Quantity Discounts and Reduced Initial Sales Charges for Trust Shares Purchased Under Class A."

16

11. Effective February 3, 2020, the table captioned “Contribution Impact on Initial Sales Charges

under Class A” on page 53 of the Investor Handbook will be replaced with the following: Contribution Impact on Initial Sales Charges under Class A

Franklin Age-Based Conservative Allocation Age 17 - 18 Years Portfolio, Franklin Age-Based Conservative Allocation Age 19+ Years Portfolio



price¹



Franklin Age-Based Conservative Allocation Age 9 - 10 Years Portfolio, Franklin Aged-Based

Conservative Allocation Age 11 - 12 Years Portfolio, Franklin Age-Based Conservative Allocation Age 13 - 14 Years Portfolio, Franklin Age-Based Conservative Allocation Age 15 - 16 Years Portfolio, Franklin Age-Based Moderate Allocation Age 13 - 14 Years Portfolio, Franklin

Age-Based Moderate Allocation Age 15 - 16 Years Portfolio, Franklin Age-Based Moderate Allocation Age 17 - 18 Years Portfolio, Franklin Age-Based Moderate Allocation Age 19+ Years

Portfolio, Franklin Age-Based Growth Allocation Age 17 - 18 Years Portfolio, Franklin Age-Based Growth Allocation Age 19+ Years Portfolio, Franklin Income Allocation 529 Portfolio,

Franklin Income 529 Portfolio and Templeton Global Bond 529 Portfolio



price¹



All Other Trust Portfolios, except for the Franklin U.S. Government Money 529 Portfolio



price¹


net investment¹ Under $50,000 5.50 5.82 $50,000 but under $100,000 4.50 4.71 $100,000 but under $250,000 3.50 3.63 $250,000 but under $500,0002 2.50 2.56 $500,000 but under $1 million2 2.00 2.04 $1 million and above2 0.00 0.00

1. The dollar amount of the sales charge is the difference between the offering price of the Trust Shares purchased (which factors in

the applicable sales charge in this table) and the net asset value of those Trust Shares. Since the offering price is calculated to two decimal places using standard rounding criteria, the number of Trust Shares purchased and the dollar amount of the sales charge as a percentage of the offering price and of your net investment may be higher or lower depending on whether there was a downward or upward rounding.

17

2. Amounts in excess of Maximum Contribution Limit applicable only in connection with exercise of Cumulative Quantity Discounts for Accounts with different Beneficiaries. See "Cumulative Quantity Discounts and Reduced Initial Sales Charges for Trust Shares Purchased Under Class A."

12. Effective January 1, 2020, in the subsection captioned “Fees and Expenses – Fees Payable to FTDI

to Financial Advisors”, the table captioned “Financial Advisor Compensation – Class A” on page 57 of the Investor Handbook is replaced with the following:

Financial Advisor Compensation – Class A

Selling Commission1 Ongoing Sales Fee2

Amount Contributed

Franklin Income Allocation 529

Portfolio, Franklin Income 529 Portfolio and

Templeton Global Bond 529

Portfolio Less than $50,000 3.50 0.25% $50,000 but under $100,000 3.50 0.25% $100,000 but under $250,000 3.00 0.25% $250,000 but under $500,0003 2.25 0.25% $500,000 but under $1 million3 up to 1.00% 0.25% $1 million and above3 up to 1.00%4 0.25%4 Selling Commission1 Ongoing Sales

Fee2

Amount Contributed

All Other Trust Portfolios

(except Franklin U.S. Government

Money 529 Portfolio)

All Trust Portfolios (except

Franklin U.S. Government Money 529 Portfolio)

Less than $50,000 5.00% 0.25% $50,000 but under $100,000 4.00% 0.25% $100,000 but under $250,000 3.00% 0.25% $250,000 but under $500,0003 2.25% 0.25% $500,000 but under $1 million3 1.75% 0.25% $1 million and above3 up to 1.00%4 0.25%4

1. Based upon the amount contributed (does not apply to Franklin U.S. Government Money 529 Portfolio). 2. Based on the average daily net assets in the Account (does not apply to Franklin U.S. Government Money 529 Portfolio). 3. Amounts in excess of Maximum Contribution Limit applicable only in connection with exercise of Cumulative Quantity Discounts

to Accounts with different Beneficiaries. 4. For purchases above $1,000,000 additional breakpoints may apply and a 1% contingent deferred sales charge may apply if shares

are redeemed within 18 months. For a full schedule, please call (866) 362-1597. 13. Effective February 3, 2020, in the subsection captioned “Fees and Expenses – Fees Payable to FTDI

to Financial Advisors”, the table captioned “Financial Advisor Compensation – Class A” on page 57 of the Investor Handbook will be replaced with the following:

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Financial Advisor Compensation – Class A

Selling Commission1 Ongoing Sales Fee2

Amount Contributed

Franklin Age-Based Conservative Allocation Age 17 - 18 Years Portfolio, Franklin Age-Based Conservative Allocation Age 19+ Years Portfolio

Franklin Age-Based Conservative Allocation

Age 9 - 10 Years Portfolio, Franklin Aged-Based

Conservative Allocation Age 11 - 12 Years

Portfolio, Franklin Age-Based Conservative

Allocation Age 13 - 14 Years Portfolio, Franklin Age-Based Conservative

Allocation Age 15 - 16 Years Portfolio, Franklin

Age-Based Moderate Allocation Age 13 - 14

Years Portfolio, Franklin Age-Based Moderate Allocation Age 15 - 16

Years Portfolio, Franklin Age-Based Moderate Allocation Age 17 - 18

Years Portfolio, Franklin Age-Based Moderate

Allocation Age 19+ Years Portfolio, Franklin Age-

Based Growth Allocation Age 17 - 18 Years

Portfolio, Franklin Age-Based Growth Allocation Age 19+ Years Portfolio,

Franklin Income Allocation 529 Portfolio, Franklin

Income 529 Portfolio and Templeton Global Bond

529 Portfolio Less than $50,000 2.00 3.50 0.25% $50,000 but under $100,000 2.00 3.50 0.25% $100,000 but under $250,000 1.75 3.00 0.25% $250,000 but under $500,0003 1.25 2.25 0.25% $500,000 but under $1 million3 up to 1.00% up to 1.00% 0.25% $1 million and above3 up to 1.00%4 up to 1.00%4 0.25%4 Selling Commission1 Ongoing Sales Fee2

Amount Contributed

All Other Trust Portfolios (except Franklin U.S.

Government Money 529 Portfolio)

All Trust Portfolios (except Franklin U.S. Government Money

529 Portfolio) Less than $50,000 5.00% 0.25% $50,000 but under $100,000 4.00% 0.25% $100,000 but under $250,000 3.00% 0.25% $250,000 but under $500,0003 2.25% 0.25% $500,000 but under $1 million3 1.75% 0.25% $1 million and above3 up to 1.00%4 0.25%4

1. Based upon the amount contributed (does not apply to Franklin U.S. Government Money 529 Portfolio).

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2. Based on the average daily net assets in the Account (does not apply to Franklin U.S. Government Money 529 Portfolio). 3. Amounts in excess of Maximum Contribution Limit applicable only in connection with exercise of Cumulative Quantity Discounts

to Accounts with different Beneficiaries. 4. For purchases above $1,000,000 additional breakpoints may apply and a 1% contingent deferred sales charge may apply if shares

are redeemed within 18 months. For a full schedule, please call (866) 362-1597. 14. The subsection captioned “Risk Factors – Specific Investment Risks” on pages 25-38 of the Investor

Handbook is replaced in its entirety with the following: Specific Investment Risks Set forth below are certain specific investment risks associated with the current investments of the Trust Portfolios established for contributions received under the respective Investment Options and for certain ETFs that are permitted investments under the Investment Policy. The information contained under this caption "Specific Investment Risks" relating to the investment risks of Trust Portfolios invested in mutual funds or ETFs has been summarized for inclusion herein by the Program Manager from the most current prospectus available for the applicable Underlying Fund or ETF as of the date this Investor Handbook was printed. Neither HESAA nor the Program Manager has independently verified the information contained in any such mutual fund prospectus and no representation is made by HESAA or the Program Manager as to its accuracy or completeness. Brief descriptions of the specific investment risks identified for each Trust Portfolio are included under "Risk Factors – Specific Investment Risks – Types of Investment Risk." Certain further information concerning the Underlying Funds is set forth in Appendix C. A. Portfolio Risks Type 1 Investment Options: Objective-Based Asset Allocations Franklin Founding Funds 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: market, developing markets, smaller and midsize companies, derivative instruments, merger arbitrage securities and distressed companies, liquidity, management, high-yield debt securities, interest rate, foreign securities, prepayment, focus, credit, income, equity-linked notes, value style investing, and regional focus. Franklin Corefolio® 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: market, developing markets, growth style investing, focus, smaller and midsize companies, value style investing, foreign securities, regional focus, derivative instruments, merger arbitrage securities and distressed companies, liquidity, and management.

Franklin Growth Allocation 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, market, focus, growth style investing, value style investing, foreign securities, regional focus, concentration, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, merger arbitrage securities and

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distressed companies, liquidity, management, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Growth & Income Allocation 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Income Allocation 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, emerging markets, extension, floating rate corporate investments, Ginnie Maes, focus, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, and sovereign debt securities. Type 2 Investment Options: Age-Based Allocations

The risk and reward profiles of the Age-Based Investment Portfolios vary with the age of the Beneficiary, with the risk and return potential expected to be the highest at the youngest age and the lowest when the Beneficiary's age is 19 and above. The asset allocation in the Age-Based Investment Portfolios is based on the age of the Beneficiary and on the assumption that the assets in the Account will be used to pay for the qualified higher education costs of the Beneficiary during a time period in which individuals of the Beneficiary's age normally attend college. If your Beneficiary attends college during an earlier or later time period than that in which individuals of your Beneficiary's age normally attend college, the asset allocation of amounts invested for your Beneficiary in the Age-Based Investment Portfolios may not be appropriate for your Beneficiary. Franklin Age-Based Growth Allocation – Newborn-4 Years 529 Portfolio (prior to March 5, 2019, the Franklin Age-Based Growth Allocation Newborn–8 Years 529 Portfolio) This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector,

21

issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, market, focus, growth style investing, value style investing, foreign securities, regional focus, concentration, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, merger arbitrage securities and distressed companies, liquidity, management, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Growth Allocation – Age 5-8 Years 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Growth Allocation – Age 9-10 Years 529 Portfolio (prior to March 5, 2019, the Franklin Age-Based Growth Allocation Age 9-12 Years 529 Portfolio) This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Growth Allocation – Age 10-11 Years 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income,

22

inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Growth Allocation – Age 13 -14 Years 529 Portfolio (prior to March 5, 2019, the Franklin Age-Based Growth Allocation Age 13-16 Years 529 Portfolio) This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Growth Allocation – Age 15-16 Years 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Growth Allocation – Age 17-18 Years 529 Portfolio (prior to March 5, 2019, the Franklin Age-Based Growth Allocation Age 17+ 529 Portfolio) This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income,

23

inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Growth Allocation – Age 19+ Years 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Moderate Allocation – Newborn-4 Years 529 Portfolio (prior to March 5, 2019, the Franklin Age-Based Moderate Allocation Newborn-8 Years 529 Portfolio) This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Moderate Allocation – Age 5-8 Years 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities

24

and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Moderate Allocation – Age 9-10 Years 529 Portfolio (prior to March 5, 2019, the Franklin Age-Based Moderate Allocation Age 9-12 Years 529 Portfolio) This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Moderate Allocation – Age 11-12 Years 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Moderate Allocation – Age 13-14 Years 529 Portfolio (prior to March 5, 2019, the Franklin Age-Based Moderate Allocation Age 13-16 Years 529 Portfolio) This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities

25

and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Moderate Allocation – Age 15-16 Years 529 Portfolio This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, dividend-oriented companies, emerging markets, extension, floating rate corporate investments, focus, Ginnie Maes, growth style investing, value style investing, high-yield debt securities, impairment of collateral, income, inflation, interest rate, liquidity, market, marketplace loans, master/feeder structure, merger arbitrage securities and distressed companies, mortgage dollar rolls, mortgage and asset-backed securities, non-diversification, portfolio turnover, prepayment, regional, regional focus, repurchase agreements, variable rate securities, management, U.S. government securities, foreign securities, sovereign debt securities, smaller companies, midsize companies, smaller and midsize companies, and utilities industry. Franklin Age-Based Moderate Allocation – Age 17-18 Years 529 Portfolio (prior to March 5, 2019, the Franklin Age-Based Moderate Allocation Age 17+ Years 529 Portfolio) This portfolio is subject to the investment risks of the Underlying Funds in which its assets may be invested, including the following main investment risks of such Underlying Funds: asset class, authorized participant concentration, concentration, cyber security, equity securities, index-related, information technology sector, issuer, large-capitalization companies, market trading, operational, passive investment, risk of investing in the United States, securities lending, tracking error, cash position, concentration, collateralized debt obligations (CDOs), credit, currency management strategies, derivative instruments, developing market countries, emerging markets, extension, floating rate corporate investments, Ginnie Maes, focus, high-yield debt securiti

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