UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number
811-22338
(Exact name of registrant as specified in charter)
100 International Drive, Baltimore, MD, 21202
(Address of principal executive offices) (Zip code)
Marc A. De Oliveira
Franklin Templeton
100 First Stamford Place
Stamford, CT 06902
(Name and address of agent for service)
Registrant’s telephone number, including area code:
877-6LM-FUND/656-3863
Date of fiscal year end: December 31
Date of reporting period:
ITEM 1. | REPORT TO STOCKHOLDERS. |
The Semi-Annual Report to Stockholders is filed herewith.
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Semi-Annual Shareholder Report |
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Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*,†
|
Class A
|
$
|
|
* | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. |
† | Annualized. |
Total Net Assets
|
$
|
Total Number of Portfolio Holdings*
|
|
Portfolio Turnover Rate
|
|
* | Does not include derivatives, except purchased options, if any. |
* | Does not include derivatives, except purchased options, if any. |
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WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND?
|
Additional information is available on
|
|
• prospectus • proxy voting information • financial information • holdings • tax information
|
BrandywineGLOBAL - Small Cap Value Fund | PAGE 1 | 7028-STSR-0824 |
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Semi-Annual Shareholder Report |
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Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*,†
|
Class C
|
$
|
|
* | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. |
† | Annualized. |
Total Net Assets
|
$
|
Total Number of Portfolio Holdings*
|
|
Portfolio Turnover Rate
|
|
* | Does not include derivatives, except purchased options, if any. |
* | Does not include derivatives, except purchased options, if any. |
![]() |
WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND?
|
Additional information is available on
|
|
• prospectus • proxy voting information • financial information • holdings • tax information
|
BrandywineGLOBAL - Small Cap Value Fund | PAGE 1 | 7029-STSR-0824 |
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Semi-Annual Shareholder Report |
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Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*,†
|
Class R
|
$
|
|
* | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. |
† | Annualized. |
Total Net Assets
|
$
|
Total Number of Portfolio Holdings*
|
|
Portfolio Turnover Rate
|
|
* | Does not include derivatives, except purchased options, if any. |
* | Does not include derivatives, except purchased options, if any. |
![]() |
WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND?
|
Additional information is available on
|
|
• prospectus • proxy voting information • financial information • holdings • tax information
|
BrandywineGLOBAL - Small Cap Value Fund | PAGE 1 | 7035-STSR-0824 |
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Semi-Annual Shareholder Report |
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Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*,†
|
Class I
|
$
|
|
* | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. |
† | Annualized. |
Total Net Assets
|
$
|
Total Number of Portfolio Holdings*
|
|
Portfolio Turnover Rate
|
|
* | Does not include derivatives, except purchased options, if any. |
* | Does not include derivatives, except purchased options, if any. |
![]() |
WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND?
|
Additional information is available on
|
|
• prospectus • proxy voting information • financial information • holdings • tax information
|
BrandywineGLOBAL - Small Cap Value Fund | PAGE 1 | 7030-STSR-0824 |
|
![]() |
|
|
||
Semi-Annual Shareholder Report |
|
||
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Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*,†
|
Class IS
|
$
|
|
* | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. |
† | Annualized. |
Total Net Assets
|
$
|
Total Number of Portfolio Holdings*
|
|
Portfolio Turnover Rate
|
|
* | Does not include derivatives, except purchased options, if any. |
* | Does not include derivatives, except purchased options, if any. |
![]() |
WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND?
|
Additional information is available on
|
|
• prospectus • proxy voting information • financial information • holdings • tax information
|
BrandywineGLOBAL - Small Cap Value Fund | PAGE 1 | 7031-STSR-0824 |
ITEM 2. | CODE OF ETHICS. |
Not applicable.
ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
Not applicable.
ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
Not applicable.
ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
Not applicable.
ITEM 6. | SCHEDULE OF INVESTMENTS. |
(a) | Please see schedule of investments contained in the Financial Statements and Financial Highlights included under Item 7 of this Form N-CSR. |
(b) | Not applicable. |
ITEM 7. | FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
1
| |
5
| |
7
| |
8
| |
9
| |
14
| |
23
| |
23
| |
23
| |
24
|
Security
|
|
|
|
Shares
|
Value
|
Common
Stocks — 98.4% | |||||
Communication
Services — 2.2% | |||||
Entertainment
— 2.2% | |||||
Vivid
Seats Inc., Class A Shares |
|
73,270
|
$421,302
*
| ||
| |||||
Consumer
Discretionary — 6.4% | |||||
Household
Durables — 1.4% | |||||
Mohawk
Industries Inc. |
|
2,480
|
281,703
*
| ||
Leisure
Products — 2.0% | |||||
Polaris
Inc. |
|
4,940
|
386,852
| ||
Specialty
Retail — 3.0% | |||||
Designer
Brands Inc., Class A Shares |
|
19,890
|
135,849
| ||
Sally
Beauty Holdings Inc. |
|
14,740
|
158,160
*
| ||
Signet
Jewelers Ltd. |
|
3,290
|
294,718
| ||
Total
Specialty Retail |
|
|
588,727
| ||
| |||||
Total
Consumer Discretionary |
1,257,282
| ||||
Consumer
Staples — 2.4% | |||||
Beverages
— 1.3% | |||||
Boston
Beer Co. Inc., Class A Shares |
|
790
|
240,990
*
| ||
Personal
Care Products — 1.1% | |||||
Oddity
Tech Ltd., Class A Shares |
|
5,620
|
220,641
*
| ||
| |||||
Total
Consumer Staples |
461,631
| ||||
Energy
— 11.4% | |||||
Energy
Equipment & Services — 7.0% | |||||
Atlas
Energy Solutions Inc. |
|
21,910
|
436,666
| ||
Cactus
Inc., Class A Shares |
|
6,980
|
368,125
| ||
RPC
Inc. |
|
46,910
|
293,188
| ||
Weatherford
International PLC |
|
2,160
|
264,492
*
| ||
Total
Energy Equipment & Services |
|
|
1,362,471
| ||
Oil,
Gas & Consumable Fuels — 4.4% | |||||
CNX
Resources Corp. |
|
16,090
|
390,987
*
| ||
Comstock
Resources Inc. |
|
24,540
|
254,725
| ||
Vital
Energy Inc. |
|
4,560
|
204,379
*
| ||
Total
Oil, Gas & Consumable Fuels |
|
|
850,091
| ||
| |||||
Total
Energy |
2,212,562
| ||||
Financials
— 26.5% | |||||
Banks
— 11.9% | |||||
Associated
Banc-Corp. |
|
20,340
|
430,191
| ||
Banc
of California Inc. |
|
29,190
|
373,048
| ||
ConnectOne
Bancorp Inc. |
|
19,190
|
362,499
| ||
Hope
Bancorp Inc. |
|
36,540
|
392,440
|
Security
|
|
|
|
Shares
|
Value
|
| |||||
Banks
— continued | |||||
Texas
Capital Bancshares Inc. |
|
6,390
|
$390,685
*
| ||
WaFd
Inc. |
|
13,210
|
377,542
| ||
Total
Banks |
|
|
2,326,405
| ||
Capital
Markets — 2.1% | |||||
Invesco
Ltd. |
|
11,210
|
167,702
| ||
New
Mountain Finance Corp. |
|
19,550
|
239,292
| ||
Total
Capital Markets |
|
|
406,994
| ||
Consumer
Finance — 5.7% | |||||
Encore
Capital Group Inc. |
|
4,240
|
176,935
*
| ||
NerdWallet
Inc., Class A Shares |
|
31,514
|
460,104
*
| ||
SLM
Corp. |
|
22,330
|
464,241
| ||
Total
Consumer Finance |
|
|
1,101,280
| ||
Financial
Services — 4.1% | |||||
loanDepot
Inc., Class A Shares |
|
127,630
|
210,589
*
| ||
Sezzle
Inc. |
|
2,210
|
194,966
*
| ||
TFS
Financial Corp.
|
|
30,880
|
389,706
| ||
Total
Financial Services |
|
|
795,261
| ||
Mortgage
Real Estate Investment Trusts (REITs) — 2.7% | |||||
New
York Mortgage Trust Inc. |
|
42,600
|
248,784
| ||
Two
Harbors Investment Corp. |
|
21,020
|
277,674
| ||
Total
Mortgage Real Estate Investment Trusts (REITs) |
|
|
526,458
| ||
| |||||
Total
Financials |
5,156,398
| ||||
Health
Care — 9.2% | |||||
Biotechnology
— 1.5% | |||||
Catalyst
Pharmaceuticals Inc. |
|
18,970
|
293,845
*
| ||
Health
Care Equipment & Supplies — 1.0% | |||||
Globus
Medical Inc., Class A Shares |
|
2,903
|
198,827
*
| ||
Health
Care Providers & Services — 2.1% | |||||
PetIQ
Inc. |
|
18,820
|
415,169
*
| ||
Pharmaceuticals
— 4.6% | |||||
Amphastar
Pharmaceuticals Inc. |
|
5,050
|
202,000
*
| ||
ANI
Pharmaceuticals Inc. |
|
4,700
|
299,296
*
| ||
Collegium
Pharmaceutical Inc. |
|
6,359
|
204,760
*
| ||
Pacira
BioSciences Inc. |
|
6,580
|
188,254
*
| ||
Total
Pharmaceuticals |
|
|
894,310
| ||
| |||||
Total
Health Care |
1,802,151
| ||||
Industrials
— 17.6% | |||||
Aerospace
& Defense — 1.9% | |||||
Mercury
Systems Inc. |
|
14,040
|
378,939
*
|
Security
|
|
|
|
Shares
|
Value
|
| |||||
Building
Products — 3.5% | |||||
Hayward
Holdings Inc. |
|
25,910
|
$318,693
*
| ||
JELD-WEN
Holding Inc. |
|
26,910
|
362,478
*
| ||
Total
Building Products |
|
|
681,171
| ||
Commercial
Services & Supplies — 1.5% | |||||
ACV
Auctions Inc., Class A Shares |
|
16,220
|
296,015
*
| ||
Machinery
— 1.4% | |||||
Manitowoc
Co. Inc. |
|
22,910
|
264,152
*
| ||
Passenger
Airlines — 4.2% | |||||
Alaska
Air Group Inc. |
|
11,290
|
456,116
*
| ||
Allegiant
Travel Co. |
|
7,194
|
361,355
| ||
Total
Passenger Airlines |
|
|
817,471
| ||
Professional
Services — 3.6% | |||||
First
Advantage Corp. |
|
27,345
|
439,434
| ||
Upwork
Inc. |
|
23,760
|
255,420
*
| ||
Total
Professional Services |
|
|
694,854
| ||
Trading
Companies & Distributors — 1.5% | |||||
Air
Lease Corp. |
|
6,220
|
295,637
| ||
| |||||
Total
Industrials |
3,428,239
| ||||
Information
Technology — 8.0% | |||||
Electronic
Equipment, Instruments & Components — 4.5% | |||||
Knowles
Corp.
|
|
18,960
|
327,250
*
| ||
Methode
Electronics Inc. |
|
30,677
|
317,507
| ||
Rogers
Corp. |
|
1,878
|
226,505
*
| ||
Total
Electronic Equipment, Instruments & Components |
|
|
871,262
| ||
Semiconductors
& Semiconductor Equipment — 3.5% | |||||
Cohu
Inc. |
|
7,770
|
257,187
*
| ||
Ichor
Holdings Ltd. |
|
10,170
|
392,053
*
| ||
SolarEdge
Technologies Inc. |
|
1,330
|
33,596
*
| ||
Total
Semiconductors & Semiconductor Equipment |
|
|
682,836
| ||
| |||||
Total
Information Technology |
1,554,098
| ||||
Materials
— 3.0% | |||||
Chemicals
— 1.0% | |||||
FMC
Corp. |
|
3,480
|
200,274
| ||
Containers
& Packaging — 2.0% | |||||
Sealed
Air Corp. |
|
10,910
|
379,559
| ||
| |||||
Total
Materials |
579,833
|
Security
|
|
|
|
Shares
|
Value
|
| |||||
Real
Estate — 5.8% | |||||
Hotel
& Resort REITs — 3.8% | |||||
Sunstone
Hotel Investors Inc. |
|
39,460
|
$412,751
| ||
Xenia
Hotels & Resorts Inc. |
|
23,390
|
335,179
| ||
Total
Hotel & Resort REITs |
|
|
747,930
| ||
Office
REITs — 1.1% | |||||
Equity
Commonwealth |
|
10,890
|
211,266
*
| ||
Real
Estate Management & Development — 0.9% | |||||
Howard
Hughes Holdings Inc. |
|
2,770
|
179,552
*
| ||
| |||||
Total
Real Estate |
1,138,748
| ||||
Utilities
— 5.9% | |||||
Electric
Utilities — 1.4% | |||||
Portland
General Electric Co. |
|
6,270
|
271,115
| ||
Gas
Utilities — 1.4% | |||||
Chesapeake
Utilities Corp. |
|
2,550
|
270,810
| ||
Multi-Utilities
— 3.1% | |||||
Black
Hills Corp. |
|
6,070
|
330,086
| ||
Northwestern
Energy Group Inc. |
|
5,660
|
283,453
| ||
Total
Multi-Utilities |
|
|
613,539
| ||
| |||||
Total
Utilities |
1,155,464
| ||||
Total
Investments before Short-Term Investments (Cost — $18,309,704) |
19,167,708
| ||||
|
|
Rate
|
|
|
|
Short-Term
Investments — 1.5% | |||||
Western
Asset Premier Institutional U.S. Treasury Reserves,
Premium
Shares (Cost — $284,188)
|
5.235%
|
|
284,188
|
284,188
(a)(b)
| |
Total
Investments — 99.9% (Cost — $18,593,892) |
19,451,896
| ||||
Other
Assets in Excess of Liabilities — 0.1% |
24,285
| ||||
Total
Net Assets — 100.0% |
$19,476,181
|
*
|
Non-income
producing security. |
(a)
|
Rate
shown is one-day yield as of the end of the reporting period.
|
(b)
|
In
this instance, as defined in the Investment Company Act of 1940, an “Affiliated
Company”
represents Fund
ownership
of at least 5% of the outstanding voting securities of an issuer, or a company which is under common
ownership
or control with the Fund. At June 30, 2024, the total market value of investments in Affiliated
Companies
was $284,188 and the cost was $284,188 (Note
8). |
Assets:
|
|
Investments
in unaffiliated securities, at value (Cost — $18,309,704) |
$19,167,708
|
Investments
in affiliated securities, at value (Cost — $284,188) |
284,188
|
Dividends
receivable from unaffiliated investments |
25,889
|
Receivable
from investment manager |
6,245
|
Dividends
receivable from affiliated investments |
1,555
|
Receivable
for Fund shares sold |
155
|
Prepaid
expenses |
30,293
|
Total
Assets |
19,516,033
|
Liabilities:
|
|
Fund
accounting fees payable |
19,184
|
Audit
and tax fees payable |
15,067
|
Shareholder
reports payable |
4,625
|
Trustees’
fees payable |
510
|
Service
and/or distribution fees payable |
413
|
Accrued
expenses |
53
|
Total
Liabilities |
39,852
|
Total
Net Assets |
$19,476,181
|
Net
Assets: |
|
Par
value (Note
7) |
$17
|
Paid-in
capital in excess of par value |
17,554,540
|
Total
distributable earnings (loss)
|
1,921,624
|
Total
Net Assets |
$19,476,181
|
Net
Assets: |
|
Class
A |
$1,346,509
|
Class
C |
$97,062
|
Class
R |
$142,684
|
Class
I |
$39,731
|
Class
IS |
$17,850,195
|
Shares
Outstanding: |
|
Class
A |
120,249
|
Class
C |
8,723
|
Class
R |
12,751
|
Class
I |
3,536
|
Class
IS |
1,588,793
|
Net
Asset Value: |
|
Class
A (and
redemption price) |
$11.20
|
Class
C*
|
$11.13
|
Class
R (and
redemption price) |
$11.19
|
Class
I (and
redemption price) |
$11.24
|
Class
IS (and
redemption price) |
$11.24
|
Maximum
Public Offering Price Per Share: |
|
Class
A (based on maximum initial sales charge of 5.50%) |
$11.85
|
*
|
Redemption
price per share is NAV of Class C shares reduced by a 1.00% CDSC if shares are redeemed within
one
year from purchase payment (Note 2).
|
Investment
Income: |
|
Dividends
from unaffiliated investments |
$141,359
|
Dividends
from affiliated investments |
14,803
|
Total
Investment Income |
156,162
|
Expenses:
|
|
Investment
management fee (Note
2) |
79,572
|
Registration
fees |
47,355
|
Fund
accounting fees |
28,790
|
Audit
and tax fees |
14,817
|
Legal
fees |
14,548
|
Shareholder
reports |
4,130
|
Service
and/or distribution fees
(Notes 2 and 5)
|
2,526
|
Transfer
agent fees (Notes 2 and 5) |
862
|
Trustees’
fees |
836
|
Commitment
fees (Note
9) |
90
|
Insurance
|
63
|
Custody
fees |
30
|
Miscellaneous
expenses |
2,925
|
Total
Expenses |
196,544
|
Less:
Fee waivers and/or expense reimbursements (Notes
2 and 5) |
(103,983
) |
Net
Expenses |
92,561
|
Net
Investment Income |
63,601
|
Realized
and Unrealized Gain (Loss) on Investments (Notes
1 and 3): | |
Net
Realized Gain From Unaffiliated Investment Transactions
|
638,754
|
Change
in Net Unrealized Appreciation (Depreciation) From Unaffiliated
Investments
|
(1,685,252
) |
Net
Loss on Investments
|
(1,046,498
) |
Decrease
in Net Assets From Operations |
$(982,897
) |
For
the Six Months Ended June 30, 2024 (unaudited)
and
the Year Ended December 31, 2023 |
2024
|
2023
|
Operations:
|
|
|
Net
investment income
|
$63,601
|
$257,915
|
Net
realized gain (loss)
|
638,754
|
(510,309
) |
Change
in net unrealized appreciation (depreciation)
|
(1,685,252
) |
3,560,303
|
Increase
(Decrease) in Net Assets From Operations |
(982,897
) |
3,307,909
|
Distributions
to Shareholders From (Notes
1 and 6): |
|
|
Total
distributable earnings |
—
|
(329,002
) |
Decrease
in Net Assets From Distributions to Shareholders |
—
|
(329,002
) |
Fund
Share Transactions (Note
7): |
|
|
Net
proceeds from sale of shares
|
439,261
|
2,317,952
|
Reinvestment
of distributions |
—
|
328,508
|
Cost
of shares repurchased
|
(322,479
) |
(945,757
) |
Increase
in Net Assets From Fund Share Transactions |
116,782
|
1,700,703
|
Increase
(Decrease) in Net Assets |
(866,115
) |
4,679,610
|
Net
Assets: |
|
|
Beginning
of period |
20,342,296
|
15,662,686
|
End
of period |
$19,476,181
|
$20,342,296
|
For
a share of each class of beneficial interest outstanding throughout each year ended December 31,
unless
otherwise noted: | |||
Class
A Shares1
|
20242
|
2023
|
20223
|
Net
asset value, beginning of period |
$11.79
|
$9.94
|
$10.00
|
Income
(loss) from operations: | |||
Net
investment income |
0.02
|
0.22
|
0.04
|
Net
realized and unrealized gain (loss) |
(0.61
) |
1.82
|
(0.02
) |
Total
income (loss) from operations |
(0.59)
|
2.04
|
0.02
|
Less
distributions from: |
|
|
|
Net
investment income |
—
|
(0.19
) |
(0.08
) |
Total
distributions
|
—
|
(0.19
) |
(0.08
) |
Net
asset value, end of period |
$11.20
|
$11.79
|
$9.94
|
Total
return4
|
(5.00
)% |
20.45
% |
0.28
% |
Net
assets, end of period (000s)
|
$1,347
|
$1,485
|
$36
|
Ratios
to average net assets: | |||
Gross
expenses |
2.29
%5
|
2.85
%6
|
4.22
%5,7
|
Net
expenses8,9
|
1.25
5
|
1.25
|
1.25
5
|
Net
investment income |
0.33
5
|
2.11
|
1.20
5
|
Portfolio
turnover rate |
25
% |
73
% |
21
%10
|
1
|
Per
share amounts have been calculated using the average shares method. |
2
|
For
the six months ended June 30, 2024 (unaudited). |
3
|
For
the period August 31, 2022 (inception date) to December 31, 2022. |
4
|
Performance
figures, exclusive of sales charges, may reflect compensating balance arrangements, fee waivers
and/or
expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or
expense
reimbursements, the total return would have been lower. Past performance is no guarantee of future
results.
Total returns for periods of less than one year are not annualized. |
5
|
Annualized.
|
6
|
Ratio
includes 0.73% of non-recurring offering costs related to the inception of the Fund. |
7
|
Ratio
includes 1.75% of non-recurring organizational and offering costs related to the inception of the Fund. |
8
|
As
a result of an expense limitation arrangement, the ratio of total annual fund operating expenses, other than
interest,
brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired
fund
fees and expenses, to average net assets of Class A shares did not exceed 1.25%. This expense limitation
arrangement
cannot be terminated prior to December 31, 2025 without the Board of Trustees’ consent. In addition,
the
manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management
fee
payable in connection with any investment in an affiliated money market fund.
|
9
|
Reflects
fee waivers and/or expense reimbursements. |
10
|
Excludes
securities received as a result of a contribution in-kind. |
For
a share of each class of beneficial interest outstanding throughout each year ended December 31,
unless
otherwise noted: | |||
Class
C Shares1
|
20242
|
2023
|
20223
|
Net
asset value, beginning of period |
$11.75
|
$9.93
|
$10.00
|
Income
(loss) from operations: | |||
Net
investment income (loss) |
(0.02
) |
0.08
|
0.01
|
Net
realized and unrealized gain (loss) |
(0.60
) |
1.91
|
(0.01
) |
Total
income (loss) from operations |
(0.62)
|
1.99
|
0.00
4
|
Less
distributions from: |
|
|
|
Net
investment income |
—
|
(0.17
) |
(0.07
) |
Total
distributions
|
—
|
(0.17
) |
(0.07
) |
Net
asset value, end of period |
$11.13
|
$11.75
|
$9.93
|
Total
return5
|
(5.28
)% |
20.08
% |
(0.03
)% |
Net
assets, end of period (000s)
|
$97
|
$94
|
$5
|
Ratios
to average net assets: | |||
Gross
expenses |
3.10
%6
|
3.74
%7,8
|
5.40
%6,9
|
Net
expenses10,11
|
1.87
6
|
1.71
8
|
2.00
6
|
Net
investment income (loss) |
(0.30
)6
|
0.74
|
0.25
6
|
Portfolio
turnover rate |
25
% |
73
% |
21
%12
|
1
|
Per
share amounts have been calculated using the average shares method. |
2
|
For
the six months ended June 30, 2024 (unaudited). |
3
|
For
the period August 31, 2022 (inception date) to December 31, 2022. |
4
|
Amount
represents less than $0.005 or greater than $(0.005) per share. |
5
|
Performance
figures, exclusive of CDSC, may reflect compensating balance arrangements, fee waivers and/or
expense
reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense
reimbursements,
the total return would have been lower. Past performance is no guarantee of future results. Total
returns
for periods of less than one year are not annualized. |
6
|
Annualized.
|
7
|
Ratio
includes 0.73% of non-recurring offering costs related to the inception of the Fund. |
8
|
Reflects
recapture of fees waived and/or expenses reimbursed from prior fiscal years. |
9
|
Ratio
includes 1.73% of non-recurring organizational and offering costs related to the inception of the Fund. |
10
|
As
a result of an expense limitation arrangement, the ratio of total annual fund operating expenses, other than
interest,
brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired
fund
fees and expenses, to average net assets of Class C shares did not exceed 2.00%. This expense limitation
arrangement
cannot be terminated prior to December 31, 2025 without the Board of Trustees’ consent. In addition,
the
manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management
fee
payable in connection with any investment in an affiliated money market fund. |
11
|
Reflects
fee waivers and/or expense reimbursements. |
12
|
Excludes
securities received as a result of a contribution in-kind. |
For
a share of each class of beneficial interest outstanding throughout each year ended December 31,
unless
otherwise noted: | |||
Class
R Shares1
|
20242
|
2023
|
20223
|
Net
asset value, beginning of period |
$11.79
|
$9.93
|
$10.00
|
Income
(loss) from operations: | |||
Net
investment income |
0.00
|
0.10
|
0.02
|
Net
realized and unrealized gain (loss) |
(0.60
) |
1.89
|
(0.01
) |
Total
income (loss) from operations |
(0.60)
|
1.99
|
0.01
|
Less
distributions from: |
|
|
|
Net
investment income |
—
|
(0.13
) |
(0.08
) |
Total
distributions
|
—
|
(0.13
) |
(0.08
) |
Net
asset value, end of period |
$11.19
|
$11.79
|
$9.93
|
Total
return4
|
(5.09
)% |
20.15
% |
0.11
% |
Net
assets, end of period (000s)
|
$143
|
$6
|
$5
|
Ratios
to average net assets: | |||
Gross
expenses |
2.53
%5
|
3.28
%6,7
|
4.90
%5,8
|
Net
expenses9,10
|
1.48
5
|
1.46
7
|
1.60
5
|
Net
investment income |
0.09
5
|
0.92
|
0.65
5
|
Portfolio
turnover rate |
25
% |
73
% |
21
%11
|
1
|
Per
share amounts have been calculated using the average shares method. |
2
|
For
the six months ended June 30, 2024 (unaudited). |
3
|
For
the period August 31, 2022 (inception date) to December 31, 2022. |
4
|
Performance
figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements.
In
the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total
return
would have been lower. Past performance is no guarantee of future results. Total returns for periods of less
than
one year are not annualized. |
5
|
Annualized.
|
6
|
Ratio
includes 0.73% of non-recurring offering costs related to the inception of the Fund. |
7
|
Reflects
recapture of fees waived and/or expenses reimbursed from prior fiscal years. |
8
|
Ratio
includes 1.73% of non-recurring organizational and offering costs related to the inception of the Fund. |
9
|
As
a result of an expense limitation arrangement, the ratio of total annual fund operating expenses, other than
interest,
brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired
fund
fees and expenses, to average net assets of Class R shares did not exceed 1.60%. This expense limitation
arrangement
cannot be terminated prior to December 31, 2025 without the Board of Trustees’ consent. In addition,
the
manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management
fee
payable in connection with any investment in an affiliated money market fund. |
10
|
Reflects
fee waivers and/or expense reimbursements. |
11
|
Excludes
securities received as a result of a contribution in-kind. |
For
a share of each class of beneficial interest outstanding throughout each year ended December 31,
unless
otherwise noted: | |||
Class
I Shares1
|
20242
|
2023
|
20223
|
Net
asset value, beginning of period |
$11.81
|
$9.94
|
$10.00
|
Income
(loss) from operations: | |||
Net
investment income |
0.02
|
0.15
|
0.04
|
Net
realized and unrealized gain (loss) |
(0.59
) |
1.89
|
(0.01
) |
Total
income (loss) from operations |
(0.57)
|
2.04
|
0.03
|
Less
distributions from: |
|
|
|
Net
investment income |
—
|
(0.17
) |
(0.09
) |
Total
distributions
|
—
|
(0.17
) |
(0.09
) |
Net
asset value, end of period |
$11.24
|
$11.81
|
$9.94
|
Total
return4
|
(4.91
)% |
20.66
% |
0.29
% |
Net
assets, end of period (000s)
|
$40
|
$6
|
$5
|
Ratios
to average net assets: | |||
Gross
expenses |
2.13
%5
|
2.67
%6
|
4.40
%5,7
|
Net
expenses8,9
|
1.00
5
|
1.00
|
1.00
5
|
Net
investment income |
0.41
5
|
1.43
|
1.25
5
|
Portfolio
turnover rate |
25
% |
73
% |
21
%10
|
1
|
Per
share amounts have been calculated using the average shares method. |
2
|
For
the six months ended June 30, 2024 (unaudited). |
3
|
For
the period August 31, 2022 (inception date) to December 31, 2022. |
4
|
Performance
figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements.
In
the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total
return
would have been lower. Past performance is no guarantee of future results. Total returns for periods of less
than
one year are not annualized. |
5
|
Annualized.
|
6
|
Ratio
includes 0.73% of non-recurring offering costs related to the inception of the Fund. |
7
|
Ratio
includes 1.73% of non-recurring organizational and offering costs related to the inception of the Fund. |
8
|
As
a result of an expense limitation arrangement, the ratio of total annual fund operating expenses, other than
interest,
brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired
fund
fees and expenses, to average net assets of Class I shares did not exceed 1.00%. This expense limitation
arrangement
cannot be terminated prior to December 31, 2025 without the Board of Trustees’ consent. In addition,
the
manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management
fee
payable in connection with any investment in an affiliated money market fund. |
9
|
Reflects
fee waivers and/or expense reimbursements. |
10
|
Excludes
securities received as a result of a contribution in-kind. |
For
a share of each class of beneficial interest outstanding throughout each year ended December 31,
unless
otherwise noted: | |||
Class
IS Shares1
|
20242
|
2023
|
20223
|
Net
asset value, beginning of period |
$11.80
|
$9.94
|
$10.00
|
Income
(loss) from operations: | |||
Net
investment income |
0.04
|
0.16
|
0.05
|
Net
realized and unrealized gain (loss) |
(0.60
) |
1.90
|
(0.02
) |
Total
income (loss) from operations |
(0.56)
|
2.06
|
0.03
|
Less
distributions from: |
|
|
|
Net
investment income |
—
|
(0.20
) |
(0.09
) |
Total
distributions
|
—
|
(0.20
) |
(0.09
) |
Net
asset value, end of period |
$11.24
|
$11.80
|
$9.94
|
Total
return4
|
(4.83
)% |
20.93
% |
0.30
% |
Net
assets, end of period (000s)
|
$17,850
|
$18,751
|
$15,612
|
Ratios
to average net assets: | |||
Gross
expenses |
1.94
%5
|
2.42
%6
|
3.87
%5,7
|
Net
expenses8,9
|
0.90
5
|
0.90
|
0.90
5
|
Net
investment income |
0.67
5
|
1.47
|
1.35
5
|
Portfolio
turnover rate |
25
% |
73
% |
21
%10
|
1
|
Per
share amounts have been calculated using the average shares method. |
2
|
For
the six months ended June 30, 2024 (unaudited). |
3
|
For
the period August 31, 2022 (inception date) to December 31, 2022. |
4
|
Performance
figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements.
In
the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total
return
would have been lower. Past performance is no guarantee of future results. Total returns for periods of less
than
one year are not annualized. |
5
|
Annualized.
|
6
|
Ratio
includes 0.73% of non-recurring offering costs related to the inception of the Fund. |
7
|
Ratio
includes 1.72% of non-recurring organizational and offering costs related to the inception of the Fund. |
8
|
As
a result of an expense limitation arrangement, the ratio of total annual fund operating expenses, other than
interest,
brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired
fund
fees and expenses, to average net assets of Class IS shares did not exceed 0.90%. In addition, the ratio of
total
annual fund operating expenses for Class IS shares did not exceed the ratio of total annual fund operating
expenses
for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31,
2025
without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management
fee
to an extent sufficient to offset the net management fee payable in connection with any investment in an
affiliated
money market fund.
|
9
|
Reflects
fee waivers and/or expense reimbursements. |
10
|
Excludes
securities received as a result of a contribution in-kind. |
ASSETS
| ||||
Description
|
Quoted
Prices
(Level
1) |
Other
Significant
Observable
Inputs
(Level
2) |
Significant
Unobservable
Inputs
(Level
3) |
Total
|
Common
Stocks† |
$19,167,708
|
—
|
—
|
$19,167,708
|
Short-Term
Investments† |
284,188
|
—
|
—
|
284,188
|
Total
Investments |
$19,451,896
|
—
|
—
|
$19,451,896
|
†
|
See
Schedule of Investments for additional detailed categorizations. |
Average
Daily Net Assets |
Annual
Rate |
First
$1 billion |
0.800
% |
Next
$2 billion |
0.750
|
Over
$3 billion |
0.700
|
|
Class
A |
Class
C |
Class
R |
Class
I |
Class
IS |
Expires
December 31, 2025 |
$256
|
$49
|
$49
|
$57
|
$154,009
|
Expires
December 31, 2026 |
6,431
|
474
|
81
|
202
|
256,297
|
Expires
December 31, 2027 |
7,534
|
508
|
482
|
145
|
94,977
|
Total
fee waivers/expense reimbursements
subject
to recapture |
$14,221
|
$1,031
|
$612
|
$404
|
$505,283
|
|
Class
A |
Sales
charges |
$570
|
CDSCs
|
—
|
Purchases
|
$5,411,891
|
Sales
|
4,930,414
|
|
Cost
|
Gross
Unrealized
Appreciation
|
Gross
Unrealized
Depreciation
|
Net
Unrealized
Appreciation
|
Securities
|
$18,593,892
|
$2,126,886
|
$(1,268,882)
|
$858,004
|
|
Service
and/or
Distribution
Fees |
Transfer
Agent
Fees
|
Class
A |
$1,807
|
$735
|
Class
C |
488
†
|
73
|
Class
R |
231
†
|
14
|
Class
I |
—
|
12
|
Class
IS |
—
|
28
|
Total
|
$2,526
|
$862
|
†
|
Amount
shown is exclusive of expense reimbursements. For the six months
ended June 30, 2024, the service
and/or
distribution fees reimbursed amounted to $90 and $2 for Class C and Class R shares, respectively. |
|
Waivers/Expense
Reimbursements
|
Class
A |
$7,552
|
Class
C |
599
|
Class
R |
485
|
Class
I |
145
|
Class
IS |
95,202
|
Total
|
$103,983
|
|
Six
Months Ended
June
30, 2024 |
Year
Ended
December
31, 2023 |
Net
Investment Income: |
|
|
Class
A |
—
|
$15,288
|
Class
C |
—
|
1,077
|
Class
R |
—
|
67
|
Class
I |
—
|
105
|
Class
IS |
—
|
312,465
|
Total
|
—
|
$329,002
|
|
Six Months
Ended
June 30,
2024 |
Year Ended
December
31, 2023 | ||
|
Shares
|
Amount
|
Shares
|
Amount
|
Class
A |
|
|
|
|
Shares
sold |
21,940
|
$251,244
|
200,245
|
$2,216,248
|
Shares
issued on reinvestment |
—
|
—
|
1,336
|
15,031
|
Shares
repurchased |
(27,669
) |
(320,022
) |
(79,205
) |
(823,582
) |
Net
increase (decrease) |
(5,729
) |
$(68,778
) |
122,376
|
$1,407,697
|
|
Six Months
Ended
June 30,
2024 |
Year Ended
December
31, 2023 | ||
|
Shares
|
Amount
|
Shares
|
Amount
|
Class
C |
|
|
|
|
Shares
sold |
691
|
$7,947
|
8,731
|
$91,672
|
Shares
issued on reinvestment |
—
|
—
|
89
|
994
|
Shares
repurchased |
—
|
—
|
(1,288
) |
(14,226
) |
Net
increase |
691
|
$7,947
|
7,532
|
$78,440
|
Class
R |
|
|
|
|
Shares
sold |
12,459
|
$145,070
|
3
|
$30
|
Shares
issued on reinvestment |
—
|
—
|
—
|
—
|
Shares
repurchased |
(211
) |
(2,457
) |
—
|
—
|
Net
increase |
12,248
|
$142,613
|
3
|
$30
|
Class
I |
|
|
|
|
Shares
sold |
3,036
|
$35,000
|
904
|
$10,002
|
Shares
issued on reinvestment |
—
|
—
|
2
|
18
|
Shares
repurchased |
—
|
—
|
(906
) |
(9,511
) |
Net
increase |
3,036
|
$35,000
|
—
|
$509
|
Class
IS |
|
|
|
|
Shares
sold |
—
|
—
|
—
|
—
|
Shares
issued on reinvestment |
—
|
—
|
27,810
|
$312,465
|
Shares
repurchased |
—
|
—
|
(9,356
) |
(98,438
) |
Net
increase |
—
|
—
|
18,454
|
$214,027
|
|
Affiliate
Value at
December 31, 2023
|
Purchased
|
Sold
| ||
Cost
|
Shares
|
Proceeds
|
Shares
| ||
Western
Asset
Premier
Institutional
U.S.
Treasury
Reserves,
Premium
Shares |
$937,957
|
$2,114,899
|
2,114,899
|
$2,768,668
|
2,768,668
|
(cont’d)
|
Realized
Gain (Loss)
|
Dividend
Income
|
Net Increase
(Decrease)
in
Unrealized
Appreciation
(Depreciation)
|
Affiliate
Value at
June 30,
2024
|
Western
Asset Premier
Institutional
U.S.
Treasury
Reserves,
Premium
Shares |
—
|
$14,803
|
—
|
$284,188
|
ITEM 8. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
ITEM 9. | PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
ITEM 10. | REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
ITEM 11. | STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
ITEM 12. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 13. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 14. | PURCHASES OF SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
Not applicable.
ITEM 15. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
Not applicable.
ITEM 16. | CONTROLS AND PROCEDURES. |
(a) | The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934. |
(b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting. |
ITEM 17. | DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 18. | RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION. |
(a) | Not applicable. |
(b) | Not applicable. |
ITEM 19. | EXHIBITS. |
(a) (1) Not applicable. | |
Exhibit 99.CODE ETH | |
(a) (2) Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto. | |
Exhibit 99.CERT | |
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto. | |
Exhibit 99.906CERT |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this Report to be signed on its behalf by the undersigned, there unto duly authorized.
Legg Mason Global Asset Management Trust
By: | /s/ Jane Trust | |
Jane Trust | ||
Chief Executive Officer | ||
Date: | August 20, 2024 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ Jane Trust | |
Jane Trust | ||
Chief Executive Officer | ||
Date: | August 20, 2024 |
By: | /s/ Christopher Berarducci | |
Christopher Berarducci | ||
Principal Financial Officer | ||
Date: | August 20, 2024 |