Franklin Resources (NYSE: BEN) discloses 28.8% Clarion Class I ownership in updated filing

Rhea-AI Filing Summary

Franklin Resources, Inc. filed an amended ownership report showing beneficial ownership of 30,781,546 Class I shares of Clarion Partners Real Estate Income Fund Inc., representing 28.8% of that share class based on 106,988,904 shares outstanding as of May 27, 2026.

The filing attributes 6,682,751 Class I shares to a Franklin corporate account and 24,098,795 shares to fiduciary accounts managed by its investment management subsidiaries, including Franklin Advisers, Inc. Recent activity includes multiple private purchases from the issuer in March–May 2026 at prices around $11.33–$11.40 per share and redemptions of 1,760,563 Class I shares in April 2026.

Franklin states the shares are held for investment and to facilitate commercial real estate acquisitions and may be increased or decreased over time depending on market conditions, the issuer’s performance, and other factors. The filing also notes that key individuals and entities disclaim pecuniary interest and do not view themselves as a group for regulatory purposes.

Insights

Equity ownership and governance analyst

Franklin reports a large, primarily investment-driven 28.8% stake with ongoing trading activity.

Franklin Resources and affiliates report beneficial ownership of 30,781,546 Class I shares, or 28.8%, of Clarion Partners Real Estate Income Fund Inc.. The position is split between a corporate account and fiduciary client accounts overseen by subsidiaries like Franklin Advisers, Inc..

The filing details recent private purchases from the issuer in March–May 2026 around $11.33–$11.40 per share, alongside April redemptions of over 1.7 million Class I shares at $11.36. This pattern reflects active position management rather than a static holding.

Franklin describes its purpose as investment and supporting the issuer’s commercial real estate acquisitions, while reserving flexibility to change its stake as conditions evolve. The filing also explains disaggregated reporting and disclaimers of pecuniary interest, which help clarify how voting and investment powers are allocated across related entities.

Key Figures

Beneficial ownership: 30,781,546 Class I shares Ownership percentage: 28.8% of Class I shares Shares outstanding: 106,988,904 Class I shares +5 more

8 metrics

Beneficial ownership 30,781,546 Class I shares Franklin Resources and affiliates’ beneficial holdings

Ownership percentage 28.8% of Class I shares Based on 106,988,904 Class I shares outstanding as of May 27, 2026

Shares outstanding 106,988,904 Class I shares Shares outstanding as of May 27, 2026

Corporate account holding 6,682,751 Class I shares Held in Franklin Resources, Inc. corporate account

Fiduciary accounts holding 24,098,795 Class I shares Held for fiduciary accounts managed by investment subsidiaries

Initial acquisition cost $74,352,346 Purchase price for 6,682,751 shares, including $50,000,000 from Legg Mason, Inc.

Additional acquisition cost $285,226,423 Purchase price for 24,098,795 shares for fiduciary accounts

April 20, 2026 redemption 1,672,535 Class I shares at $11.36 Redeemed by Franklin Resources corporate account

Key Terms

beneficial owner, sole voting power, sole dispositive power, Investment Company Act of 1940, +2 more

6 terms

beneficial owner financial

"The Principal Shareholders may be deemed to be, for purposes of Rule 13d-3 under the Act, the beneficial owners of the Shares."

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

sole voting power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power 30,781,546.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

sole dispositive power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: | 9 | Sole Dispositive Power 30,191,544.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Investment Company Act of 1940 regulatory

"including investment companies registered under the Investment Company Act of 1940 and other managed accounts"

A U.S. federal law that sets the rulebook for pooled investment vehicles such as mutual funds, exchange-traded funds and similar money managers, requiring them to register with regulators, disclose holdings and fees, limit conflicts of interest, and follow governance standards. It matters to investors because these protections and transparency rules act like a referee and scoreboard, helping people compare funds, trust that managers follow fair practices, and spot hidden costs or risks.

Rule 13d-3 regulatory

"may be deemed to beneficially own the Shares for which such investment management subsidiaries are the investment adviser for purposes of Rule 13d-3 , as amended"

Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.

Schedule 13G regulatory

"If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 33)

CLARION PARTNERS REAL ESTATE INCOME FUND INC.

(Name of Issuer)

CLASS I SHARES OF COMMON STOCK $.001 PAR VALUE PER SHARE

(Title of Class of Securities)

180567406

(CUSIP Number)

Thomas C. Merchant
One Franklin Parkway,
San Mateo, CA, 94403
800-632-2350

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/27/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 180567406

1

Name of reporting person

Franklin Resources, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 30,781,546.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 30,191,544.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

30,781,546.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

28.8 %

14

Type of Reporting Person (See Instructions)

CO, HC

Comment for Type of Reporting Person:

1. Consists of 6,682,751 Class I Shares of Common Stock held in a Franklin Resources, Inc. corporate account and 24,098,795 held for the benefit of fiduciary accounts managed by Franklin Resources Inc.'s investment management subsidiaries, including funds managed by Franklin Advisers, Inc. 2. Percentage represents the current beneficial ownership percentage that Franklin Resources, Inc. and its investment management subsidiaries may be deemed to beneficially own based upon 106,988,904 Class I Shares of Common Stock outstanding as of May 27, 2026. Class I Shares of Common Stock were initially transferred to Franklin Resources, Inc. for no consideration from Legg Mason, Inc. on March 12, 2021.

SCHEDULE 13D

CUSIP Number(s): 180567406

1

Name of reporting person

Charles B. Johnson

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN, HC

SCHEDULE 13D

CUSIP Number(s): 180567406

1

Name of reporting person

Rupert H. Johnson, Jr.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN, HC

SCHEDULE 13D

CUSIP Number(s): 180567406

1

Name of reporting person

Franklin Advisers, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 20,052,693.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 20,052,693.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

20,052,693.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.7 %

14

Type of Reporting Person (See Instructions)

CO, IA

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: CLASS I SHARES OF COMMON STOCK $.001 PAR VALUE PER SHARE
(b)	Name of Issuer: CLARION PARTNERS REAL ESTATE INCOME FUND INC.
(c)	Address of Issuer's Principal Executive Offices: 620 8th Avenue, 47th Floor, New York, NEW YORK , 10018.
Item 2.	Identity and Background
(a)	This Schedule 13D is being filed by Franklin Resources, Inc., a Delaware corporation ("FRI"), Charles B. Johnson ("C. Johnson"), Rupert H. Johnson, Jr. ("R. Johnson, Jr."), and Franklin Advisers, Inc., a California corporation ("FAV", and together with FRI, C. Johnson and R. Johnson, Jr., the "Reporting Persons"). FAV is a direct wholly-owned subsidiary of FRI. C. Johnson and R. Johnson, Jr. are the principal stockholders of FRI. R. Johnson, Jr. is also the Vice Chairman of FRI and C. Johnson is an Executive Consultant to FRI. C. Johnson and R. Johnson, Jr. are citizens of the United States.
(b)	The address of the principal business office of each of the Reporting Persons is One Franklin Parkway, San Mateo, California 94403-1906. The directors and principal executive officers of FRI and FAV, their present principal occupations, citizenship and business addresses are listed on Exhibit C.
(c)	The principal business of FRI is to act as a holding company for various subsidiaries engaged in the investment management and related services business. The principal business of FAV is investment management. The principal occupation of each of C. Johnson and R. Johnson, Jr. are listed on Exhibit C.
(d)	During the last five years, none of the Reporting Persons, and to the best knowledge of the Reporting Persons, none of the persons listed on Exhibit C, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	During the last five years, none of the Reporting Persons, and to the best knowledge of the Reporting Persons, none of the persons listed on Exhibit C, was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Franklin Resources, Inc.: Delaware Charles B. Johnson and Rupert H. Johnson, Jr.: USA Franklin Advisers, Inc.: California
Item 3.	Source and Amount of Funds or Other Consideration
	The Reporting Persons have invested in the Issuer as follows: 6,682,751 Shares were acquired for a purchase price of $74,352,346 inclusive of $50,000,000 paid by Legg Mason, Inc. (now a subsidiary of FRI), from FRI's and Legg Mason, Inc.'s working capital; and 24,098,795 Shares were acquired for a purchase price of $285,226,423 for the benefit of fiduciary accounts managed by FRI's investment management subsidiaries from their working capital, including funds managed by FAV. As of April 16, 2025 93,329 Class S Shares of Common Stock of the Issuer, 5,232 Class T Shares of Common Stock of the Issuer, and 5,251 Class D Shares of Common Stock of the Issuer were transferred for no consideration from Legg Mason, Inc. to FRI. C. Johnson and R. Johnson, Jr. do not own directly any shares of the Issuer. On December 4 and 5, 2025, FRI transferred 1,755,926.251 Shares from its corporate account to Clarion Partners Real Estate Income International Access Fund, a series of Franklin Templeton Private Markets Fund, for total consideration of $20,000,000. On April 16, 2026, 88,028 Class I Shares were redeemed by FRI for its corporate account at a per share price of $11.36 and FRI purchased from its corporate account 88,106 Class S Shares at a per share price of $11.35 to maintain capitalization and liquidity in Class S Shares on account of an investor rebalancing its holdings from Class S Shares. On April 20, 2026, 1,672,535 Class I Shares were redeemed by FRI for its corporate account at a per share price of $11.36.
Item 4.	Purpose of Transaction
	FRI and its investment management subsidiaries, including FAV, acquired the Shares for investment and to facilitate the acquisition of the Issuer's commercial real estate investments. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of the Shares at prices that would make the purchase or sale of the Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of the Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable. Other factors that may affect the Reporting Persons' investment in the Shares include, without limitation, the Issuer's financial position, results, prospects and strategic direction, actions taken by the Issuer's portfolio managers, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions. Except as described above, none of FRI and its investment management subsidiaries, and none of any of the other Reporting Persons covered by this Schedule 13D, currently has any plans or proposals that relate to or would result in any of the actions described in paragraphs (a) through (j) of the instructions to Item 4 of Schedule 13D, or any present plans or intentions to acquire or dispose of any securities of the Issuer. The Reporting Persons may at any time review, reconsider and change their position and/or change their purpose and/or develop such plans or proposals.
Item 5.	Interest in Securities of the Issuer
(a)	30,781,546 or 28.8%
(b)	Sole power to vote or to direct the vote of the Shares: Franklin Resources, Inc.: 6,682,751 Charles B. Johnson: 0 Rupert H. Johnson, Jr.: 0 Franklin Advisers, Inc.: 20,052,693 Fiduciary Trust Company International: 2,681,326 Fiduciary Trust International of California: 1,116,861 Fiduciary Trust International of the South: 60,010 Fiduciary Trust Co International of Pennsylvania: 47,735 Fiduciary Trust International LLC: 140,170 Shared power to vote or to direct the vote of the Shares: 0 Sole power to dispose or to direct the disposition of the Shares: Franklin Resources, Inc.: 6,682,751 Charles B. Johnson: 0 Rupert H. Johnson, Jr.: 0 Franklin Advisers, Inc.: 20,052,693 Fiduciary Trust Company International: 2,850,586 Fiduciary Trust International of California: 357,599 Fiduciary Trust International of the South: 60,010 Fiduciary Trust Co International of Pennsylvania: 47,735 Fiduciary Trust International LLC: 140,170 Shared power to dispose or to direct the disposition of the Shares: 0
(c)	The purchases of Shares described below were made directly from the Issuer in private non-exchange traded transactions: Date of Transactions Number of Shares Price Per Share in USD 3/30/2026 901 11.37 3/31/2026 1,322,751 11.34 3/31/2026 24 11.37 4/9/2026 881 11.35 4/14/2026 22,006 11.36 4/17/2026 264 11.36 4/20/2026 11,682 11.35 4/20/2026 13,652 11.37 4/20/2026 2,358 11.33 4/20/2026 593 11.36 4/22/2026 17,605 11.36 4/24/2026 880 11.37 4/28/2026 4,394 11.38 4/30/2026 526 11.40 5/1/2026 1,323,919 11.33 5/4/2026 20,030 11.33 5/15/2026 441 11.34 5/18/2026 17,568 11.35 5/27/2026 1,100 11.36 In addition to the foregoing transactions, on April 16, 2026, 88,028 Class I Shares were redeemed by FRI for its corporate account at a per share price of $11.36 and FRI purchased from its corporate account 88,106 Class S Shares at a per share price of $11.35 to maintain capitalization and liquidity in Class S Shares on account of an investor rebalancing its holdings from Class S Shares. On April 20, 2026, 1,672,535 Class I Shares were redeemed by FRI for its corporate account at a per share price of $11.36.
(d)	The clients of FRI's investment management subsidiaries, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or power to direct the receipt of dividends from, and the proceeds from the sale of, the securities reported herein. Franklin Income Fund, a series of Franklin Custodian Funds, an investment company registered under the Investment Company Act of 1940, has an interest in 7,867,833 shares, or 7.4%, of the class of securities reported herein.
(e)	Not Applicable
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Not Applicable
Item 7.	Material to be Filed as Exhibits.
	Exhibit A: Joint Filing Agreement Exhibit B: Item 5 Ownership Exhibit C: Principal Executive Officers and Directors of FRI and FAV (incorporated by reference to Schedule 13D/A No. 24 filed on October 14, 2025) EXHIBIT A: JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other of the attached statement on Schedule 13D and to all amendments to such statement and that such statement and all amendments to such statement are made on behalf of each of them. IN WITNESS WHEREOF, the undersigned have executed this agreement on the date of the signing of this filing. Franklin Resources, Inc. Charles B. Johnson Rupert H. Johnson, Jr. Franklin Advisers, Inc. By:/s/THOMAS C. MANDIA Thomas C. Mandia Assistant Secretary of Franklin Resources, Inc. Attorney in Fact for Charles B. Johnson pursuant to Power of Attorney attached to this Schedule 13D Attorney in Fact for Rupert H. Johnson, Jr. pursuant to Power of Attorney attached to this Schedule 13D Assistant Secretary of Franklin Advisers, Inc. Acknowledgment Franklin Custodian Funds on behalf of Franklin Income Fund By:/s/TARA GORMEL Tara Gormel Vice President and Assistant Secretary of Franklin Custodian Funds Exhibit B: Item 5 Ownership FRI is filing this report for itself and its affiliates, except as set forth herein. FRI and its investment management subsidiaries may be deemed to beneficially own the Shares for which such investment management subsidiaries are the investment adviser for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Act"). In addition, FAV may be deemed to beneficially own the Shares in its capacity as the investment adviser to Franklin Income Fund, a series of Franklin Custodian Funds, an investment company registered under the Investment Company Act of 1940 ("Franklin Income Fund"), pursuant to an investment management contract that grants investment and/or voting power to FAV. When an investment management contract (including a sub-advisory agreement) delegates to FAV investment discretion or voting power over the securities held in the investment advisory accounts that are subject to that agreement, FRI treats FAV as having sole investment discretion or voting authority, as the case may be, unless the agreement specifies otherwise. Beneficial ownership by FRI and its affiliates is being reported herein in conformity with the guidelines articulated by the SEC staff in Release No. 34-39538 (January 12, 1998) (the "1998 Release ") relating to organizations, such as FRI, where related entities exercise voting and investment powers over the securities being reported independently from each other. The voting and investment powers held by each of FRI's affiliates whose ownership of securities is disaggregated from that of FRI in accordance with the 1998 Release ("FRI Disaggregated Affiliates") are exercised independently from FRI and from all other investment management subsidiaries of FRI (FRI, its affiliates and the investment management subsidiaries of FRI other than FRI Disaggregated Affiliates are collectively, "FRI Aggregated Affiliates"). Furthermore, internal policies and procedures of, on the one hand, FRI Disaggregated Affiliates, and, on the other hand, FRI, establish informational barriers that prevent the flow among, on the one hand, FRI Disaggregated Affiliates (including preventing the flow between such entities), and, on the other hand, the FRI Aggregated Affiliates, of information that relates to the voting and investment powers over the securities owned by their respective investment management clients. Consequently, FRI Disaggregated Affiliates report the securities over which they hold investment and voting power separately from the FRI Aggregated Affiliates for purposes of Section 13 of the Act. C. Johnson and R. Johnson, Jr. (the "Principal Shareholders") may each own in excess of 10% of FRI's outstanding common stock and are the principal stockholders of FRI (see FRI's Proxy Statement-Stock Ownership of Certain Beneficial Owners). The Principal Shareholders may be deemed to be, for purposes of Rule 13d-3 under the Act, the beneficial owners of the Shares. FRI, FAV, and the Principal Shareholders disclaim any pecuniary interest in any of the Shares. In addition, the filing of the Schedule 13D on behalf of FRI and the Principal Shareholders should not be construed as an admission that any of them is, and each disclaims that it or he is, the beneficial owner, as defined in Rule 13d-3, of any of the Shares. FRI, FAV, and the Principal Shareholders believe that they are not a "group" within the meaning of Rule 13d-5 under the Act and that they are not otherwise required to attribute to each other the beneficial ownership of the Shares held by any of them.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Franklin Resources, Inc.

Signature:	/s/THOMAS C. MANDIA
Name/Title:	Thomas C. Mandia, Assistant Secretary of Franklin Resources, Inc.
Date:	05/28/2026

Charles B. Johnson

Signature:	/s/THOMAS C. MANDIA
Name/Title:	Attorney in Fact for Charles B. Johnson pursuant to Power of Attorney attached to this Schedule 13G
Date:	05/28/2026

Rupert H. Johnson, Jr.

Signature:	/s/THOMAS C. MANDIA
Name/Title:	Attorney in Fact for Rupert H. Johnson, Jr. pursuant to Power of Attorney attached to this Schedule13G
Date:	05/28/2026

Franklin Advisers, Inc.

Signature:	/s/THOMAS C. MANDIA
Name/Title:	Thomas C. Mandia, Assistant Secretary of Franklin Advisers, Inc.
Date:	05/28/2026

Comments accompanying signature:

LIMITED POWER OF ATTORNEY FOR SECTION 13 AND 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Alison E. Baur, Thomas C. Mandia, Beth McAuley O'Malley, Thomas C. Merchant, Kimberly H. Novotny, Virginia E. Rosas and Navid J. Tofigh each acting individually, as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: 1. prepare, execute, acknowledge, deliver and file Forms ID, Schedules 13D and 13G, and Forms 3, 4 and 5 (including any amendments thereto and any related documentation) with the United States Securities and Exchange Commission and any national securities exchanges relating to Franklin Resources, Inc. (FRI) and/or any registered closed-end company to which an affiliate of FRI is an investment adviser (each, a Reporting Entity), as considered necessary or advisable under Regulation S-T and Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the Exchange Act); and 2. seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the securities of any Reporting Entity from any person, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and 3. perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. The undersigned acknowledges that: 1. this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information; 2. any documents prepared and/or executed by any such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; 3. none of FRI, any Reporting Entity nor any of such attorneys-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and 4. this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation, the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney, and indemnifies each of the foregoing attorneys-in-fact against any loss of any nature whatsoever arising in connection therewith. This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 11th day of December, 2023. /s/CHARLES B. JOHNSON Signature Charles B. Johnson Print Name LIMITED POWER OF ATTORNEY FOR SECTION 13 AND 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Alison E. Baur, Thomas C. Mandia, Beth McAuley O'Malley, Thomas C. Merchant, Kimberly H. Novotny, Virginia E. Rosas and Navid J. Tofigh each acting individually, as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: 1. prepare, execute, acknowledge, deliver and file Forms ID, Schedules 13D and 13G, and Forms 3, 4 and 5 (including any amendments thereto and any related documentation) with the United States Securities and Exchange Commission and any national securities exchanges relating to Franklin Resources, Inc. (FRI) and/or any registered closed-end company to which an affiliate of FRI is an investment adviser (each, a Reporting Entity), as considered necessary or advisable under Regulation S-T and Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the Exchange Act); and 2. seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the securities of any Reporting Entity from any person, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and 3. perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. The undersigned acknowledges that: 1. this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information; 2. any documents prepared and/or executed by any such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; 3. none of FRI, any Reporting Entity nor any of such attorneys-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and 4. this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation, the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney, and indemnifies each of the foregoing attorneys-in-fact against any loss of any nature whatsoever arising in connection therewith. This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 11th day of December, 2023. /s/RUPERT H. JOHNSON, JR. Signature Rupert H. Johnson, Jr. Print Name

FAQ

How large is Franklin Resources’ stake in Clarion Partners Real Estate Income Fund (BEN)?

Franklin Resources and affiliates report beneficial ownership of 30,781,546 Class I shares, equal to 28.8% of that class. This percentage is calculated using 106,988,904 Class I shares outstanding as of May 27, 2026, as disclosed in the filing.

How are Franklin Resources’ Clarion Class I shares held according to the filing?

The filing states 6,682,751 Class I shares are held in a Franklin Resources corporate account, while 24,098,795 shares are held for fiduciary accounts managed by its investment management subsidiaries, including funds managed by Franklin Advisers, Inc.

What recent transactions did Franklin Resources report in Clarion Class I shares?

Franklin reports several private purchases from the issuer between March 30 and May 27, 2026, at about $11.33–$11.40 per share. It also notes April 2026 redemptions totaling over 1.7 million Class I shares at $11.36 per share.

What is Franklin Advisers, Inc.’s role in the Clarion share ownership?

Franklin Advisers, Inc. is identified as an investment management subsidiary with 20,052,693 Class I shares under sole voting and dispositive power. It may be deemed a beneficial owner in its capacity as adviser to accounts such as Franklin Income Fund.

What purpose does Franklin Resources give for holding Clarion’s shares?

Franklin Resources says the shares were acquired for investment and to facilitate the issuer’s commercial real estate acquisitions. The filing notes the position could be increased or decreased as market conditions, the issuer’s situation, and other factors change.

Do Franklin’s principal shareholders personally own Clarion shares according to the filing?

The filing states Charles B. Johnson and Rupert H. Johnson, Jr. each report 0 shares directly. It explains they may be deemed beneficial owners through their Franklin holdings, but Franklin, Franklin Advisers and these individuals disclaim pecuniary interest in the reported shares.