Western Asset HIO posts 7.05% NAV return, high-yield focus
Western Asset High Income Opportunity Fund Inc. (HIO) reports a total return of 7.05% based on net asset value (NAV) and 5.53% based on its NYSE market price for the year ended September 30, 2025, versus 7.41% for its benchmark, the Bloomberg U.S. Corporate High Yield – 2% Issuer Cap Index. The Fund focuses on high current income by investing at least 80% of net assets in high-yield bonds and up to 20% in equity-like securities, using an actively managed, credit-intensive approach.
During the year, HIO distributed $0.43 per share, of which $0.10 is classified as return of capital for tax purposes. NAV declined from $4.23 to $4.08, while the market price ended at $3.84, implying a discount to NAV. Net assets were about $388 million, with major sector exposures in consumer discretionary (16.9%), energy (16.7%), communication services (16.3%), industrials (11.6%) and financials (9.1%).
Management added high-yield corporates in basic industry, energy and transportation, modestly increased CLOs and bank loans, and reduced emerging markets exposure. Credit quality was concentrated around investment-grade, BB and single-B securities, and duration ran longer than the benchmark. Currency forwards and credit default swaps contributed positively, while some liability-management issuers and select emerging market sovereign and local positions detracted.
Positive
- None.
Negative
- None.
Insights
HIO delivered solid income and mid‑single‑digit market returns with modest benchmark lag.
HIO generated a
The portfolio stayed heavily invested in high-yield bonds, with notable allocations to consumer discretionary, energy and communication services. Management shifted toward single‑B credits and maintained meaningful exposure to BB and investment‑grade names, resulting in roughly
The Fund paid
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-07920
Western Asset High Income Opportunity Fund Inc.
(Exact name of registrant as specified in charter)
One Madison Avenue, 17th Floor, New York, NY 10010
(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: 1-888-777-0102
Date of fiscal year end: September 30
Date of reporting period: September 30, 2025
| ITEM 1. | REPORT TO STOCKHOLDERS |
(a)

HIGH INCOME
OPPORTUNITY FUND
INC. (HIO)

In seeking to fulfill its investment objectives, the Fund invests, under normal market conditions, at least 80% of its net assets in high-yield securities and up to 20% in common stock equivalents, including options, warrants and rights.
|
Letter from the president
|
III
|
|
Fund overview
|
1
|
|
Fund at a glance
|
6
|
|
Fund performance
|
7
|
|
Schedule of investments
|
9
|
|
Statement of assets and liabilities
|
29
|
|
Statement of operations
|
30
|
|
Statements of changes in net assets
|
31
|
|
Financial highlights
|
32
|
|
Notes to financial statements
|
33
|
|
Report of independent registered public accounting firm
|
47
|
|
Board approval of management and subadvisory agreements
|
48
|
|
Additional information
|
55
|
|
Annual chief executive officer and principal financial officer certifications
|
61
|
|
Other shareholder communications regarding accounting matters
|
62
|
|
Summary of information regarding the Fund
|
63
|
|
Dividend reinvestment plan
|
75
|
|
Important tax information
|
77
|
II

President and Chief Executive Officer
III
1
2
|
Performance Snapshot as of September 30, 2025
|
|
|
Price Per Share
|
12-Month
Total Return**
|
|
$4.08 (NAV)
|
7.05
%†
|
|
$3.84 (Market Price)
|
5.53
%‡
|
3
4
5
6
|
Net Asset Value
|
|
|
Average annual total returns1
|
|
|
Twelve Months Ended 9/30/25
|
7.05
%
|
|
Five Years Ended 9/30/25
|
3.63
|
|
Ten Years Ended 9/30/25
|
4.96
|
|
Cumulative total returns1
|
|
|
9/30/15 through 9/30/25
|
62.19
%
|
|
Market Price
|
|
|
Average annual total returns2
|
|
|
Twelve Months Ended 9/30/25
|
5.53
%
|
|
Five Years Ended 9/30/25
|
4.50
|
|
Ten Years Ended 9/30/25
|
6.62
|
|
Cumulative total returns2
|
|
|
9/30/15 through 9/30/25
|
89.80
%
|
|
1
|
Assumes the reinvestment of all distributions, including returns of capital, if any,
at net asset value.
|
|
2
|
Assumes the reinvestment of all distributions, including returns of capital, if any,
in additional shares in
accordance with the Fund’s Dividend Reinvestment Plan.
|
7
8
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
Corporate Bonds & Notes — 82.3%
|
|||||
|
Communication Services — 15.1%
|
|||||
|
Diversified Telecommunication Services — 2.3%
|
|||||
|
Altice Financing SA, Senior Secured Notes
|
5.000%
|
1/15/28
|
1,050,000
|
$817,267
(a)
|
|
|
Altice Financing SA, Senior Secured Notes
|
5.750%
|
8/15/29
|
4,690,000
|
3,533,141
(a)
|
|
|
Altice France Holding SA, Senior Secured
Notes
|
8.000%
|
5/15/27
|
720,000
EUR
|
306,851
*(b)(c)
|
|
|
Altice France Holding SA, Senior Secured
Notes
|
10.500%
|
5/15/27
|
2,770,000
|
1,004,617
*(a)(b)
|
|
|
Altice France Holding SA, Senior Secured
Notes
|
6.000%
|
2/15/28
|
1,230,000
|
445,496
*(a)(b)
|
|
|
Altice France SA, Senior Secured Notes
|
5.125%
|
7/15/29
|
750,000
|
644,288
(a)
|
|
|
Altice France SA, Senior Secured Notes
|
5.500%
|
10/15/29
|
1,890,000
|
1,644,180
(a)
|
|
|
Level 3 Financing Inc., Senior Secured Notes
|
6.875%
|
6/30/33
|
430,000
|
438,606
(a)
|
|
|
Total Diversified Telecommunication Services
|
8,834,446
|
||||
|
Entertainment — 1.3%
|
|||||
|
Banijay Entertainment SAS, Senior Secured
Notes
|
8.125%
|
5/1/29
|
1,830,000
|
1,902,192
(a)
|
|
|
Warnermedia Holdings Inc., Senior Notes
|
4.279%
|
3/15/32
|
651,000
|
597,292
|
|
|
Warnermedia Holdings Inc., Senior Notes
|
5.050%
|
3/15/42
|
3,040,000
|
2,428,793
|
|
|
Total Entertainment
|
4,928,277
|
||||
|
Media — 7.8%
|
|||||
|
AMC Networks Inc., Senior Secured Notes
|
10.250%
|
1/15/29
|
700,000
|
738,238
(a)
|
|
|
CCO Holdings LLC/CCO Holdings Capital
Corp., Senior Notes
|
4.500%
|
5/1/32
|
1,360,000
|
1,238,540
|
|
|
CCO Holdings LLC/CCO Holdings Capital
Corp., Senior Notes
|
4.250%
|
1/15/34
|
4,810,000
|
4,161,554
(a)
|
|
|
Charter Communications Operating LLC/
Charter Communications Operating Capital
Corp., Senior Secured Notes
|
3.850%
|
4/1/61
|
8,520,000
|
5,314,451
|
|
|
Clear Channel Outdoor Holdings Inc., Senior
Secured Notes
|
7.125%
|
2/15/31
|
840,000
|
868,889
(a)
|
|
|
DirecTV Financing LLC, Senior Secured Notes
|
8.875%
|
2/1/30
|
450,000
|
445,037
(a)
|
|
|
DirecTV Financing LLC/DirecTV Financing
Co-Obligor Inc., Senior Secured Notes
|
10.000%
|
2/15/31
|
1,260,000
|
1,259,095
(a)
|
|
|
DISH DBS Corp., Senior Notes
|
5.125%
|
6/1/29
|
2,768,000
|
2,369,449
|
|
|
DISH Network Corp., Senior Secured Notes
|
11.750%
|
11/15/27
|
1,200,000
|
1,270,892
(a)
|
|
|
EchoStar Corp., Senior Secured Notes
|
10.750%
|
11/30/29
|
3,795,850
|
4,179,041
|
|
|
EchoStar Corp., Senior Secured Notes
(6.750% Cash or 6.750% PIK)
|
6.750%
|
11/30/30
|
2,111,367
|
2,178,350
(d)
|
|
|
EW Scripps Co., Senior Secured Notes
|
9.875%
|
8/15/30
|
870,000
|
817,420
(a)
|
|
9
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
Media — continued
|
|||||
|
Getty Images Inc., Senior Secured Notes
|
11.250%
|
2/21/30
|
120,000
|
$114,704
(a)
|
|
|
Gray Media Inc., Secured Notes
|
9.625%
|
7/15/32
|
650,000
|
664,634
(a)
|
|
|
iHeartCommunications Inc., Senior Secured
Notes
|
9.125%
|
5/1/29
|
760,000
|
686,384
(a)
|
|
|
Univision Communications Inc., Senior
Secured Notes
|
9.375%
|
8/1/32
|
660,000
|
703,895
(a)
|
|
|
Virgin Media Vendor Financing Notes III DAC,
Senior Secured Notes
|
4.875%
|
7/15/28
|
2,000,000
GBP
|
2,630,379
(a)
|
|
|
VZ Secured Financing BV, Senior Secured
Notes
|
5.000%
|
1/15/32
|
680,000
|
615,681
(a)
|
|
|
Total Media
|
30,256,633
|
||||
|
Wireless Telecommunication Services — 3.7%
|
|||||
|
CSC Holdings LLC, Senior Notes
|
11.750%
|
1/31/29
|
1,550,000
|
1,304,432
(a)
|
|
|
CSC Holdings LLC, Senior Notes
|
4.125%
|
12/1/30
|
2,080,000
|
1,363,783
(a)
|
|
|
CSC Holdings LLC, Senior Notes
|
4.625%
|
12/1/30
|
1,410,000
|
495,977
(a)
|
|
|
CSC Holdings LLC, Senior Notes
|
4.500%
|
11/15/31
|
5,670,000
|
3,691,966
(a)
|
|
|
Sprint Capital Corp., Senior Notes
|
8.750%
|
3/15/32
|
5,910,000
|
7,201,891
|
|
|
Vmed O2 UK Financing I PLC, Senior Secured
Notes
|
4.750%
|
7/15/31
|
500,000
|
470,936
(a)
|
|
|
Total Wireless Telecommunication Services
|
14,528,985
|
||||
|
|
|||||
|
Total Communication Services
|
58,548,341
|
||||
|
Consumer Discretionary — 13.9%
|
|||||
|
Automobile Components — 2.3%
|
|||||
|
Adient Global Holdings Ltd., Senior Notes
|
7.500%
|
2/15/33
|
490,000
|
507,755
(a)
|
|
|
American Axle & Manufacturing Inc., Senior
Notes
|
7.750%
|
10/15/33
|
1,610,000
|
1,623,557
(a)(e)
|
|
|
Clarios Global LP/Clarios US Finance Co.,
Senior Secured Notes
|
6.750%
|
2/15/30
|
980,000
|
1,013,129
(a)
|
|
|
JB Poindexter & Co. Inc., Senior Notes
|
8.750%
|
12/15/31
|
1,870,000
|
1,960,888
(a)
|
|
|
ZF North America Capital Inc., Senior Notes
|
6.750%
|
4/23/30
|
1,220,000
|
1,191,482
(a)
|
|
|
ZF North America Capital Inc., Senior Notes
|
7.500%
|
3/24/31
|
970,000
|
964,002
(a)
|
|
|
ZF North America Capital Inc., Senior Notes
|
6.875%
|
4/23/32
|
1,710,000
|
1,638,345
(a)
|
|
|
Total Automobile Components
|
8,899,158
|
||||
|
Automobiles — 1.0%
|
|||||
|
Nissan Motor Co. Ltd., Senior Notes
|
4.810%
|
9/17/30
|
1,040,000
|
980,392
(a)
|
|
|
PM General Purchaser LLC, Senior Secured
Notes
|
9.500%
|
10/1/28
|
3,320,000
|
2,880,100
(a)
|
|
|
Total Automobiles
|
3,860,492
|
||||
|
Diversified Consumer Services — 0.3%
|
|||||
|
Service Corp. International, Senior Notes
|
7.500%
|
4/1/27
|
1,095,000
|
1,137,519
|
|
10
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Hotels, Restaurants & Leisure — 7.5%
|
|||||
|
Carnival Corp., Senior Notes
|
6.125%
|
2/15/33
|
980,000
|
$1,005,153
(a)
|
|
|
Carnival PLC, Senior Notes
|
1.000%
|
10/28/29
|
5,780,000
EUR
|
6,155,621
|
|
|
Full House Resorts Inc., Senior Secured
Notes
|
8.250%
|
2/15/28
|
3,300,000
|
3,065,729
(a)
|
|
|
Melco Resorts Finance Ltd., Senior Notes
|
5.375%
|
12/4/29
|
1,367,000
|
1,346,752
(a)
|
|
|
Melco Resorts Finance Ltd., Senior Notes
|
6.500%
|
9/24/33
|
420,000
|
421,382
(a)
|
|
|
NCL Corp. Ltd., Senior Notes
|
7.750%
|
2/15/29
|
1,871,000
|
1,993,229
(a)
|
|
|
NCL Finance Ltd., Senior Notes
|
6.125%
|
3/15/28
|
1,810,000
|
1,850,738
(a)
|
|
|
Pinnacle Bidco PLC, Senior Secured Notes
|
10.000%
|
10/11/28
|
900,000
GBP
|
1,277,317
(a)
|
|
|
Rivers Enterprise Lender LLC/Rivers
Enterprise Lender Corp., Senior Secured
Notes
|
6.250%
|
10/15/30
|
1,450,000
|
1,463,835
(a)(e)
|
|
|
Viking Cruises Ltd., Senior Notes
|
7.000%
|
2/15/29
|
3,000,000
|
3,017,139
(a)
|
|
|
Viking Ocean Cruises Ship VII Ltd., Senior
Secured Notes
|
5.625%
|
2/15/29
|
2,550,000
|
2,549,579
(a)
|
|
|
VOC Escrow Ltd., Senior Secured Notes
|
5.000%
|
2/15/28
|
140,000
|
139,722
(a)
|
|
|
Wynn Macau Ltd., Senior Notes
|
5.625%
|
8/26/28
|
1,970,000
|
1,969,318
(a)
|
|
|
Wynn Macau Ltd., Senior Notes
|
5.125%
|
12/15/29
|
1,054,000
|
1,034,923
(a)
|
|
|
Wynn Resorts Finance LLC/Wynn Resorts
Capital Corp., Senior Notes
|
7.125%
|
2/15/31
|
1,730,000
|
1,863,505
(a)
|
|
|
Total Hotels, Restaurants & Leisure
|
29,153,942
|
||||
|
Household Durables — 0.4%
|
|||||
|
Dream Finders Homes Inc., Senior Notes
|
6.875%
|
9/15/30
|
1,080,000
|
1,087,441
(a)
|
|
|
Newell Brands Inc., Senior Notes
|
8.500%
|
6/1/28
|
530,000
|
561,925
(a)
|
|
|
Total Household Durables
|
1,649,366
|
||||
|
Specialty Retail — 2.1%
|
|||||
|
Global Auto Holdings Ltd./AAG FH UK Ltd.,
Senior Notes
|
11.500%
|
8/15/29
|
2,000,000
|
2,111,720
(a)
|
|
|
Global Auto Holdings Ltd./AAG FH UK Ltd.,
Senior Notes
|
8.750%
|
1/15/32
|
780,000
|
759,151
(a)
|
|
|
Michaels Cos. Inc., Senior Notes
|
7.875%
|
5/1/29
|
720,000
|
604,800
(a)
|
|
|
Michaels Cos. Inc., Senior Secured Notes
|
5.250%
|
5/1/28
|
1,770,000
|
1,637,974
(a)
|
|
|
Sally Holdings LLC/Sally Capital Inc., Senior
Notes
|
6.750%
|
3/1/32
|
1,700,000
|
1,769,589
|
|
|
Upbound Group Inc., Senior Notes
|
6.375%
|
2/15/29
|
1,380,000
|
1,363,873
(a)
|
|
|
Total Specialty Retail
|
8,247,107
|
||||
|
Textiles, Apparel & Luxury Goods — 0.3%
|
|||||
|
Saks Global Enterprises LLC, Second Out
Senior Secured Notes
|
11.000%
|
12/15/29
|
1,648,000
|
856,960
(a)
|
|
11
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Textiles, Apparel & Luxury Goods — continued
|
|||||
|
Saks Global Enterprises LLC, Third Out Senior
Secured Notes
|
11.000%
|
12/15/29
|
61,800
|
$22,557
(a)
|
|
|
Total Textiles, Apparel & Luxury Goods
|
879,517
|
||||
|
|
|||||
|
Total Consumer Discretionary
|
53,827,101
|
||||
|
Energy — 16.7%
|
|||||
|
Energy Equipment & Services — 1.1%
|
|||||
|
Nabors Industries Inc., Senior Notes
|
8.875%
|
8/15/31
|
880,000
|
820,222
(a)
|
|
|
Noble Finance II LLC, Senior Notes
|
8.000%
|
4/15/30
|
850,000
|
880,433
(a)
|
|
|
Shelf Drilling Holdings Ltd., Senior Secured
Notes
|
9.625%
|
4/15/29
|
1,510,000
|
1,584,985
(a)
|
|
|
WBI Operating LLC, Senior Notes
|
6.500%
|
10/15/33
|
1,010,000
|
1,010,000
(a)(e)
|
|
|
Total Energy Equipment & Services
|
4,295,640
|
||||
|
Oil, Gas & Consumable Fuels — 15.6%
|
|||||
|
Blue Racer Midstream LLC/Blue Racer
Finance Corp., Senior Notes
|
7.250%
|
7/15/32
|
500,000
|
526,207
(a)
|
|
|
Chord Energy Corp., Senior Notes
|
6.000%
|
10/1/30
|
750,000
|
745,247
(a)
|
|
|
Chord Energy Corp., Senior Notes
|
6.750%
|
3/15/33
|
1,840,000
|
1,865,417
(a)
|
|
|
Crescent Energy Finance LLC, Senior Notes
|
7.375%
|
1/15/33
|
2,530,000
|
2,465,395
(a)
|
|
|
Crescent Energy Finance LLC, Senior Notes
|
8.375%
|
1/15/34
|
1,430,000
|
1,450,117
(a)
|
|
|
Ecopetrol SA, Senior Notes
|
5.875%
|
5/28/45
|
4,110,000
|
3,146,464
|
|
|
Energy Transfer LP, Junior Subordinated
Notes (6.625% to 2/15/28 then 3 mo. USD
LIBOR + 4.155%)
|
6.625%
|
2/15/28
|
1,910,000
|
1,908,976
(f)(g)
|
|
|
Howard Midstream Energy Partners LLC,
Senior Notes
|
6.625%
|
1/15/34
|
880,000
|
897,776
(a)
|
|
|
Kinder Morgan Inc., Senior Notes
|
7.750%
|
1/15/32
|
6,920,000
|
8,051,098
|
|
|
New Generation Gas Gathering LLC, Senior
Secured Notes (3 mo. Term SOFR + 5.750%)
|
10.051%
|
9/30/29
|
889,189
|
875,851
(a)(g)(h)(i)
|
|
|
NGPL PipeCo LLC, Senior Notes
|
7.768%
|
12/15/37
|
1,520,000
|
1,759,358
(a)
|
|
|
Northern Oil & Gas Inc., Senior Notes
|
7.875%
|
10/15/33
|
1,200,000
|
1,196,002
(a)(e)
|
|
|
Occidental Petroleum Corp., Senior Notes
|
6.200%
|
3/15/40
|
1,070,000
|
1,088,277
|
|
|
Permian Resources Operating LLC, Senior
Notes
|
6.250%
|
2/1/33
|
1,940,000
|
1,977,578
(a)
|
|
|
Petrobras Global Finance BV, Senior Notes
|
6.750%
|
1/27/41
|
4,370,000
|
4,428,811
|
|
|
Petroleos del Peru SA, Senior Notes
|
4.750%
|
6/19/32
|
1,500,000
|
1,305,652
(a)
|
|
|
Petroleos Mexicanos, Senior Notes
|
6.500%
|
6/2/41
|
1,000,000
|
876,542
|
|
|
Range Resources Corp., Senior Notes
|
8.250%
|
1/15/29
|
620,000
|
635,017
|
|
|
Rockies Express Pipeline LLC, Senior Notes
|
6.750%
|
3/15/33
|
320,000
|
334,421
(a)
|
|
|
Rockies Express Pipeline LLC, Senior Notes
|
6.875%
|
4/15/40
|
1,140,000
|
1,174,096
(a)
|
|
12
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Oil, Gas & Consumable Fuels — continued
|
|||||
|
Summit Midstream Holdings LLC, Senior
Secured Notes
|
8.625%
|
10/31/29
|
410,000
|
$412,342
(a)
|
|
|
Sunoco LP, Junior Subordinated Notes
(7.875% to 9/18/30 then 5 year Treasury
Constant Maturity Rate + 4.230%)
|
7.875%
|
9/18/30
|
1,971,000
|
2,003,236
(a)(f)(g)
|
|
|
Sunoco LP, Senior Notes
|
5.625%
|
3/15/31
|
970,000
|
963,451
(a)
|
|
|
Venture Global LNG Inc., Junior Subordinated
Notes (9.000% to 9/30/29 then 5 year
Treasury Constant Maturity Rate + 5.440%)
|
9.000%
|
9/30/29
|
2,610,000
|
2,588,545
(a)(f)(g)
|
|
|
Venture Global LNG Inc., Senior Secured
Notes
|
7.000%
|
1/15/30
|
390,000
|
403,841
(a)
|
|
|
Venture Global LNG Inc., Senior Secured
Notes
|
9.875%
|
2/1/32
|
3,260,000
|
3,551,275
(a)
|
|
|
Venture Global Plaquemines LNG LLC, Senior
Secured Notes
|
7.750%
|
5/1/35
|
640,000
|
722,773
(a)
|
|
|
Venture Global Plaquemines LNG LLC, Senior
Secured Notes
|
6.750%
|
1/15/36
|
410,000
|
435,749
(a)
|
|
|
Vermilion Energy Inc., Senior Notes
|
6.875%
|
5/1/30
|
730,000
|
713,133
(a)
|
|
|
Vermilion Energy Inc., Senior Notes
|
7.250%
|
2/15/33
|
680,000
|
643,216
(a)
|
|
|
Western Midstream Operating LP, Senior
Notes
|
4.050%
|
2/1/30
|
340,000
|
331,987
|
|
|
Western Midstream Operating LP, Senior
Notes
|
5.300%
|
3/1/48
|
1,070,000
|
931,883
|
|
|
Western Midstream Operating LP, Senior
Notes
|
5.250%
|
2/1/50
|
6,410,000
|
5,583,749
|
|
|
Williams Cos. Inc., Senior Notes
|
7.500%
|
1/15/31
|
620,000
|
702,947
|
|
|
Williams Cos. Inc., Senior Notes
|
5.750%
|
6/24/44
|
3,190,000
|
3,230,076
|
|
|
YPF SA, Senior Notes
|
6.950%
|
7/21/27
|
530,000
|
527,070
(a)
|
|
|
Total Oil, Gas & Consumable Fuels
|
60,453,575
|
||||
|
|
|||||
|
Total Energy
|
64,749,215
|
||||
|
Financials — 7.9%
|
|||||
|
Banks — 2.1%
|
|||||
|
BNP Paribas SA, Junior Subordinated Notes
(7.750% to 8/16/29 then 5 year Treasury
Constant Maturity Rate + 4.899%)
|
7.750%
|
8/16/29
|
1,470,000
|
1,560,775
(a)(f)(g)
|
|
|
HSBC Holdings PLC, Subordinated Notes
(8.113% to 11/3/32 then SOFR + 4.250%)
|
8.113%
|
11/3/33
|
1,440,000
|
1,689,339
(g)
|
|
|
Intesa Sanpaolo SpA, Subordinated Notes
|
5.710%
|
1/15/26
|
2,800,000
|
2,806,302
(a)
|
|
13
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Banks — continued
|
|||||
|
Lloyds Banking Group PLC, Junior
Subordinated Notes (8.000% to 3/27/30 then
5 year Treasury Constant Maturity Rate +
3.913%)
|
8.000%
|
9/27/29
|
1,840,000
|
$1,992,648
(f)(g)
|
|
|
Total Banks
|
8,049,064
|
||||
|
Capital Markets — 1.1%
|
|||||
|
B3 SA - Brasil Bolsa Balcao, Senior Notes
|
4.125%
|
9/20/31
|
1,000,000
|
939,435
(c)
|
|
|
Credit Suisse AG AT1 Claim
|
—
|
—
|
10,560,000
|
0
*(h)(i)(j)
|
|
|
StoneX Escrow Issuer LLC, Secured Notes
|
6.875%
|
7/15/32
|
660,000
|
679,877
(a)
|
|
|
StoneX Group Inc., Secured Notes
|
7.875%
|
3/1/31
|
640,000
|
673,554
(a)
|
|
|
UBS Group AG, Junior Subordinated Notes
(9.250% to 11/13/28 then 5 year Treasury
Constant Maturity Rate + 4.745%)
|
9.250%
|
11/13/28
|
2,010,000
|
2,222,445
(a)(f)(g)
|
|
|
Total Capital Markets
|
4,515,311
|
||||
|
Financial Services — 3.0%
|
|||||
|
Boost Newco Borrower LLC/GTCR W Dutch
Finance Sub BV, Senior Secured Notes
|
8.500%
|
1/15/31
|
1,160,000
GBP
|
1,681,992
(a)
|
|
|
Burford Capital Global Finance LLC, Senior
Notes
|
9.250%
|
7/1/31
|
2,000,000
|
2,127,632
(a)
|
|
|
Capstone Borrower Inc., Senior Secured
Notes
|
8.000%
|
6/15/30
|
410,000
|
429,266
(a)
|
|
|
Jane Street Group/JSG Finance Inc., Senior
Secured Notes
|
7.125%
|
4/30/31
|
2,640,000
|
2,771,148
(a)
|
|
|
Rocket Cos. Inc., Senior Notes
|
6.125%
|
8/1/30
|
1,030,000
|
1,057,867
(a)
|
|
|
SGUS LLC, Senior Secured Notes
|
11.000%
|
12/15/29
|
706,018
|
672,606
(a)
|
|
|
VFH Parent LLC/Valor Co-Issuer Inc., Senior
Secured Notes
|
7.500%
|
6/15/31
|
780,000
|
807,233
(a)
|
|
|
VistaJet Malta Finance PLC/Vista
Management Holding Inc., Senior Notes
|
7.875%
|
5/1/27
|
770,000
|
782,684
(a)
|
|
|
VistaJet Malta Finance PLC/Vista
Management Holding Inc., Senior Notes
|
9.500%
|
6/1/28
|
380,000
|
395,948
(a)
|
|
|
VistaJet Malta Finance PLC/Vista
Management Holding Inc., Senior Notes
|
6.375%
|
2/1/30
|
880,000
|
858,470
(a)
|
|
|
Total Financial Services
|
11,584,846
|
||||
|
Insurance — 0.7%
|
|||||
|
Acrisure LLC/Acrisure Finance Inc., Senior
Secured Notes
|
6.750%
|
7/1/32
|
370,000
|
381,286
(a)
|
|
|
APH Somerset Investor 2 LLC/APH2 Somerset
Investor 2 LLC/APH3 Somerset Investor 2
LLC, Senior Notes
|
7.875%
|
11/1/29
|
1,150,000
|
1,201,118
(a)
|
|
14
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Insurance — continued
|
|||||
|
MetLife Capital Trust IV, Junior Subordinated
Notes
|
7.875%
|
12/15/37
|
1,010,000
|
$1,131,332
(a)
|
|
|
Total Insurance
|
2,713,736
|
||||
|
Mortgage Real Estate Investment Trusts (REITs) — 1.0%
|
|||||
|
Apollo Commercial Real Estate Finance Inc.,
Senior Secured Notes
|
4.625%
|
6/15/29
|
750,000
|
721,359
(a)
|
|
|
Arbor Realty SR Inc., Senior Notes
|
7.875%
|
7/15/30
|
1,330,000
|
1,398,990
(a)
|
|
|
Starwood Property Trust Inc., Senior Notes
|
7.250%
|
4/1/29
|
780,000
|
820,010
(a)
|
|
|
Starwood Property Trust Inc., Senior Notes
|
6.000%
|
4/15/30
|
1,060,000
|
1,076,970
(a)
|
|
|
Total Mortgage Real Estate Investment Trusts (REITs)
|
4,017,329
|
||||
|
|
|||||
|
Total Financials
|
30,880,286
|
||||
|
Health Care — 7.2%
|
|||||
|
Health Care Providers & Services — 4.6%
|
|||||
|
CHS/Community Health Systems Inc.,
Secured Notes
|
6.875%
|
4/15/29
|
1,790,000
|
1,424,697
(a)
|
|
|
CHS/Community Health Systems Inc., Senior
Secured Notes
|
6.000%
|
1/15/29
|
250,000
|
242,893
(a)
|
|
|
CHS/Community Health Systems Inc., Senior
Secured Notes
|
4.750%
|
2/15/31
|
2,440,000
|
2,111,718
(a)
|
|
|
CHS/Community Health Systems Inc., Senior
Secured Notes
|
10.875%
|
1/15/32
|
2,540,000
|
2,693,281
(a)
|
|
|
CHS/Community Health Systems Inc., Senior
Secured Notes
|
9.750%
|
1/15/34
|
1,460,000
|
1,497,595
(a)
|
|
|
HCA Inc., Senior Notes
|
7.500%
|
11/15/95
|
6,265,000
|
6,980,577
|
|
|
LifePoint Health Inc., Senior Secured Notes
|
9.875%
|
8/15/30
|
1,720,000
|
1,864,803
(a)
|
|
|
Sotera Health Holdings LLC, Senior Secured
Notes
|
7.375%
|
6/1/31
|
990,000
|
1,040,755
(a)
|
|
|
Total Health Care Providers & Services
|
17,856,319
|
||||
|
Pharmaceuticals — 2.6%
|
|||||
|
1261229 BC Ltd., Senior Secured Notes
|
10.000%
|
4/15/32
|
1,990,000
|
2,041,426
(a)
|
|
|
Bausch Health Americas Inc., Senior Notes
|
8.500%
|
1/31/27
|
10,000
|
9,909
(a)
|
|
|
Bausch Health Cos. Inc., Senior Notes
|
6.250%
|
2/15/29
|
210,000
|
164,162
(a)
|
|
|
Bausch Health Cos. Inc., Senior Secured
Notes
|
4.875%
|
6/1/28
|
2,770,000
|
2,481,574
(a)
|
|
|
Par Pharmaceutical Inc., Escrow
|
—
|
—
|
70,000
|
0
*(h)(i)(j)
|
|
|
Teva Pharmaceutical Finance Netherlands III
BV, Senior Notes
|
5.125%
|
5/9/29
|
880,000
|
885,467
|
|
|
Teva Pharmaceutical Finance Netherlands III
BV, Senior Notes
|
8.125%
|
9/15/31
|
1,150,000
|
1,316,311
|
|
15
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Pharmaceuticals — continued
|
|||||
|
Teva Pharmaceutical Finance Netherlands III
BV, Senior Notes
|
6.000%
|
12/1/32
|
1,420,000
|
$1,479,940
|
|
|
Teva Pharmaceutical Finance Netherlands III
BV, Senior Notes
|
4.100%
|
10/1/46
|
2,550,000
|
1,905,309
|
|
|
Total Pharmaceuticals
|
10,284,098
|
||||
|
|
|||||
|
Total Health Care
|
28,140,417
|
||||
|
Industrials — 10.4%
|
|||||
|
Aerospace & Defense — 1.6%
|
|||||
|
Axon Enterprise Inc., Senior Notes
|
6.125%
|
3/15/30
|
380,000
|
391,220
(a)
|
|
|
Axon Enterprise Inc., Senior Notes
|
6.250%
|
3/15/33
|
190,000
|
196,041
(a)
|
|
|
Bombardier Inc., Senior Notes
|
7.500%
|
2/1/29
|
2,990,000
|
3,120,496
(a)
|
|
|
Bombardier Inc., Senior Notes
|
7.250%
|
7/1/31
|
500,000
|
530,641
(a)
|
|
|
Bombardier Inc., Senior Notes
|
7.000%
|
6/1/32
|
80,000
|
83,715
(a)
|
|
|
TransDigm Inc., Senior Secured Notes
|
7.125%
|
12/1/31
|
875,000
|
913,797
(a)
|
|
|
TransDigm Inc., Senior Secured Notes
|
6.625%
|
3/1/32
|
1,020,000
|
1,051,411
(a)
|
|
|
Total Aerospace & Defense
|
6,287,321
|
||||
|
Building Products — 0.6%
|
|||||
|
Masterbrand Inc., Senior Notes
|
7.000%
|
7/15/32
|
500,000
|
517,380
(a)
|
|
|
Quikrete Holdings Inc., Senior Secured Notes
|
6.375%
|
3/1/32
|
1,700,000
|
1,762,261
(a)
|
|
|
Total Building Products
|
2,279,641
|
||||
|
Commercial Services & Supplies — 3.4%
|
|||||
|
CoreCivic Inc., Senior Notes
|
4.750%
|
10/15/27
|
280,000
|
276,661
|
|
|
CoreCivic Inc., Senior Notes
|
8.250%
|
4/15/29
|
3,330,000
|
3,520,549
|
|
|
GEO Group Inc., Senior Notes
|
10.250%
|
4/15/31
|
3,160,000
|
3,478,980
|
|
|
GEO Group Inc., Senior Secured Notes
|
8.625%
|
4/15/29
|
1,210,000
|
1,281,820
|
|
|
GFL Environmental Inc., Senior Notes
|
6.750%
|
1/15/31
|
950,000
|
995,287
(a)
|
|
|
RB Global Holdings Inc., Senior Notes
|
7.750%
|
3/15/31
|
1,250,000
|
1,308,941
(a)
|
|
|
RR Donnelley & Sons Co., Secured Notes
|
10.875%
|
8/1/29
|
630,000
|
628,927
(a)
|
|
|
RR Donnelley & Sons Co., Senior Secured
Notes
|
9.500%
|
8/1/29
|
1,840,000
|
1,887,454
(a)
|
|
|
Total Commercial Services & Supplies
|
13,378,619
|
||||
|
Construction & Engineering — 0.8%
|
|||||
|
Arcosa Inc., Senior Notes
|
6.875%
|
8/15/32
|
620,000
|
648,097
(a)
|
|
|
Tutor Perini Corp., Senior Notes
|
11.875%
|
4/30/29
|
2,070,000
|
2,320,225
(a)
|
|
|
Total Construction & Engineering
|
2,968,322
|
||||
|
Ground Transportation — 0.8%
|
|||||
|
Carriage Purchaser Inc., Senior Notes
|
7.875%
|
10/15/29
|
2,020,000
|
1,889,827
(a)
|
|
|
XPO Inc., Senior Notes
|
7.125%
|
2/1/32
|
1,000,000
|
1,052,598
(a)
|
|
|
Total Ground Transportation
|
2,942,425
|
||||
16
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Machinery — 0.6%
|
|||||
|
Park-Ohio Industries Inc., Senior Secured
Notes
|
8.500%
|
8/1/30
|
1,090,000
|
$1,130,951
(a)
|
|
|
Titan International Inc., Senior Secured Notes
|
7.000%
|
4/30/28
|
1,420,000
|
1,422,893
|
|
|
Total Machinery
|
2,553,844
|
||||
|
Passenger Airlines — 2.0%
|
|||||
|
American Airlines Inc., Senior Secured Notes
|
7.250%
|
2/15/28
|
3,670,000
|
3,762,814
(a)
|
|
|
American Airlines Inc., Senior Secured Notes
|
8.500%
|
5/15/29
|
1,980,000
|
2,066,680
(a)
|
|
|
JetBlue Airways Corp./JetBlue Loyalty LP,
Senior Secured Notes
|
9.875%
|
9/20/31
|
1,180,000
|
1,197,850
(a)
|
|
|
Spirit Loyalty Cayman Ltd./Spirit IP Cayman
Ltd., Senior Secured Notes
|
11.000%
|
3/12/30
|
1,539,044
|
655,048
*(a)(b)
|
|
|
Total Passenger Airlines
|
7,682,392
|
||||
|
Trading Companies & Distributors — 0.6%
|
|||||
|
Herc Holdings Inc., Senior Notes
|
7.000%
|
6/15/30
|
560,000
|
582,143
(a)
|
|
|
Herc Holdings Inc., Senior Notes
|
7.250%
|
6/15/33
|
710,000
|
741,735
(a)
|
|
|
United Rentals North America Inc., Senior
Notes
|
5.500%
|
5/15/27
|
116,000
|
116,101
|
|
|
United Rentals North America Inc., Senior
Notes
|
6.125%
|
3/15/34
|
1,000,000
|
1,041,073
(a)
|
|
|
Total Trading Companies & Distributors
|
2,481,052
|
||||
|
|
|||||
|
Total Industrials
|
40,573,616
|
||||
|
Information Technology — 4.0%
|
|||||
|
Communications Equipment — 1.6%
|
|||||
|
CommScope LLC, Senior Notes
|
7.125%
|
7/1/28
|
190,000
|
190,860
(a)
|
|
|
CommScope LLC, Senior Secured Notes
|
9.500%
|
12/15/31
|
1,110,000
|
1,149,656
(a)
|
|
|
Connect Finco SARL/Connect US Finco LLC,
Senior Secured Notes
|
9.000%
|
9/15/29
|
3,490,000
|
3,673,765
(a)
|
|
|
Viasat Inc., Senior Notes
|
7.500%
|
5/30/31
|
1,400,000
|
1,315,510
(a)
|
|
|
Total Communications Equipment
|
6,329,791
|
||||
|
Electronic Equipment, Instruments & Components — 0.5%
|
|||||
|
EquipmentShare.com Inc., Senior Secured
Notes
|
8.000%
|
3/15/33
|
1,760,000
|
1,882,579
(a)
|
|
|
IT Services — 0.6%
|
|||||
|
CoreWeave Inc., Senior Notes
|
9.250%
|
6/1/30
|
480,000
|
496,322
(a)
|
|
|
CoreWeave Inc., Senior Notes
|
9.000%
|
2/1/31
|
880,000
|
902,993
(a)
|
|
|
Shift4 Payments LLC/Shift4 Payments
Finance Sub Inc., Senior Notes
|
6.750%
|
8/15/32
|
800,000
|
827,685
(a)
|
|
|
Total IT Services
|
2,227,000
|
||||
|
Semiconductors & Semiconductor Equipment — 0.3%
|
|||||
|
Qnity Electronics Inc., Senior Notes
|
6.250%
|
8/15/33
|
1,120,000
|
1,145,128
(a)
|
|
17
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Software — 0.8%
|
|||||
|
Cloud Software Group Inc., Senior Secured
Notes
|
8.250%
|
6/30/32
|
1,870,000
|
$1,985,675
(a)
|
|
|
Cloud Software Group Inc., Senior Secured
Notes
|
6.625%
|
8/15/33
|
680,000
|
692,913
(a)
|
|
|
Gen Digital Inc., Senior Notes
|
6.250%
|
4/1/33
|
560,000
|
573,092
(a)
|
|
|
Total Software
|
3,251,680
|
||||
|
Technology Hardware, Storage & Peripherals — 0.2%
|
|||||
|
Diebold Nixdorf Inc., Senior Secured Notes
|
7.750%
|
3/31/30
|
610,000
|
644,992
(a)
|
|
|
|
|||||
|
Total Information Technology
|
15,481,170
|
||||
|
Materials — 3.1%
|
|||||
|
Chemicals — 0.4%
|
|||||
|
Cerdia Finanz GmbH, Senior Secured Notes
|
9.375%
|
10/3/31
|
1,320,000
|
1,400,850
(a)
|
|
|
Containers & Packaging — 0.6%
|
|||||
|
ARD Finance SA, Senior Secured Notes
(6.500% Cash or 7.250% PIK)
|
6.500%
|
6/30/27
|
1,374,482
|
41,235
(a)(d)
|
|
|
Ardagh Metal Packaging Finance USA LLC/
Ardagh Metal Packaging Finance PLC, Senior
Notes
|
4.000%
|
9/1/29
|
1,170,000
|
1,083,796
(a)
|
|
|
Ardagh Packaging Finance PLC/Ardagh
Holdings USA Inc., Euronext Dublin, Senior
Notes
|
5.250%
|
8/15/27
|
1,578,000
|
608,540
(a)
|
|
|
Ardagh Packaging Finance PLC/Ardagh
Holdings USA Inc., Senior Notes
|
5.250%
|
8/15/27
|
1,510,000
|
582,316
(a)
|
|
|
Total Containers & Packaging
|
2,315,887
|
||||
|
Metals & Mining — 2.1%
|
|||||
|
Capstone Copper Corp., Senior Notes
|
6.750%
|
3/31/33
|
650,000
|
670,078
(a)
|
|
|
First Quantum Minerals Ltd., Secured Notes
|
9.375%
|
3/1/29
|
920,000
|
976,189
(a)
|
|
|
First Quantum Minerals Ltd., Senior Notes
|
8.625%
|
6/1/31
|
2,120,000
|
2,230,268
(a)
|
|
|
First Quantum Minerals Ltd., Senior Notes
|
8.000%
|
3/1/33
|
3,410,000
|
3,604,734
(a)
|
|
|
First Quantum Minerals Ltd., Senior Notes
|
7.250%
|
2/15/34
|
790,000
|
817,348
(a)
|
|
|
Total Metals & Mining
|
8,298,617
|
||||
|
|
|||||
|
Total Materials
|
12,015,354
|
||||
|
Real Estate — 2.3%
|
|||||
|
Diversified REITs — 0.4%
|
|||||
|
MPT Operating Partnership LP/MPT Finance
Corp., Senior Notes
|
5.000%
|
10/15/27
|
1,020,000
|
989,102
|
|
|
MPT Operating Partnership LP/MPT Finance
Corp., Senior Secured Notes
|
8.500%
|
2/15/32
|
460,000
|
489,130
(a)
|
|
|
Total Diversified REITs
|
1,478,232
|
||||
18
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Health Care REITs — 0.3%
|
|||||
|
Diversified Healthcare Trust, Senior Notes
|
4.375%
|
3/1/31
|
240,000
|
$212,223
|
|
|
Diversified Healthcare Trust, Senior Secured
Notes
|
7.250%
|
10/15/30
|
800,000
|
814,064
(a)
|
|
|
Total Health Care REITs
|
1,026,287
|
||||
|
Hotel & Resort REITs — 0.5%
|
|||||
|
Service Properties Trust, Senior Notes
|
8.875%
|
6/15/32
|
2,030,000
|
2,043,183
|
|
|
Real Estate Management & Development — 0.4%
|
|||||
|
Add Hero Holdings Ltd., Senior Secured
Notes (7.500% Cash or 8.500% PIK)
|
8.500%
|
9/30/29
|
306,082
|
18,365
(c)(d)
|
|
|
Add Hero Holdings Ltd., Senior Secured
Notes (8.000% Cash or 9.000% PIK)
|
9.000%
|
9/30/30
|
248,681
|
4,974
(c)(d)
|
|
|
Add Hero Holdings Ltd., Senior Secured
Notes (8.800% Cash or 9.800% PIK)
|
9.800%
|
9/30/31
|
327,014
|
6,540
(c)(d)
|
|
|
China Aoyuan Group Ltd., Senior Notes, Step
bond (0.000% to 9/30/31 then 1.000%)
|
0.000%
|
3/30/2173
|
450,290
|
3,377
(c)(f)
|
|
|
China Aoyuan Group Ltd., Senior Secured
Notes (5.500% PIK)
|
5.500%
|
9/30/31
|
122,116
|
2,137
(c)(d)
|
|
|
Country Garden Holdings Co. Ltd., Senior
Secured Notes
|
—
|
1/27/24
|
2,016,000
|
171,360
*(c)(k)
|
|
|
Cushman & Wakefield US Borrower LLC,
Senior Secured Notes
|
8.875%
|
9/1/31
|
420,000
|
448,607
(a)
|
|
|
Five Point Operating Co. LP, Senior Notes
|
8.000%
|
10/1/30
|
1,050,000
|
1,066,166
(a)
|
|
|
Total Real Estate Management & Development
|
1,721,526
|
||||
|
Specialized REITs — 0.7%
|
|||||
|
Iron Mountain Inc., Senior Notes
|
7.000%
|
2/15/29
|
540,000
|
556,900
(a)
|
|
|
Millrose Properties Inc., Senior Notes
|
6.375%
|
8/1/30
|
1,520,000
|
1,546,995
(a)
|
|
|
Millrose Properties Inc., Senior Notes
|
6.250%
|
9/15/32
|
440,000
|
441,425
(a)
|
|
|
Total Specialized REITs
|
2,545,320
|
||||
|
|
|||||
|
Total Real Estate
|
8,814,548
|
||||
|
Utilities — 1.7%
|
|||||
|
Electric Utilities — 1.4%
|
|||||
|
Alpha Generation LLC, Senior Notes
|
6.750%
|
10/15/32
|
940,000
|
971,020
(a)
|
|
|
NRG Energy Inc., Senior Notes
|
6.000%
|
1/15/36
|
2,090,000
|
2,091,606
(a)(e)
|
|
|
Vistra Operations Co. LLC, Senior Notes
|
7.750%
|
10/15/31
|
920,000
|
974,204
(a)
|
|
|
Vistra Operations Co. LLC, Senior Notes
|
6.875%
|
4/15/32
|
1,410,000
|
1,475,716
(a)
|
|
|
Total Electric Utilities
|
5,512,546
|
||||
|
Independent Power and Renewable Electricity Producers — 0.3%
|
|||||
|
Lightning Power LLC, Senior Secured Notes
|
7.250%
|
8/15/32
|
940,000
|
995,875
(a)
|
|
|
|
|||||
|
Total Utilities
|
6,508,421
|
||||
|
Total Corporate Bonds & Notes (Cost — $300,871,594)
|
319,538,469
|
||||
19
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Senior Loans — 8.3%
|
|||||
|
Communication Services — 1.1%
|
|||||
|
Interactive Media & Services — 0.4%
|
|||||
|
X Corp., Term Loan B1 (3 mo. Term SOFR +
6.650%)
|
10.958%
|
10/26/29
|
228,823
|
$224,787
(g)(l)(m)
|
|
|
X Corp., Term Loan B3
|
9.500%
|
10/26/29
|
1,310,000
|
1,315,915
(l)(m)
|
|
|
Total Interactive Media & Services
|
1,540,702
|
||||
|
Media — 0.7%
|
|||||
|
Diamond Sports Net LLC, First Lien Exit Term
Loan (15.000% PIK)
|
15.000%
|
1/2/28
|
1,675,829
|
1,445,402
(d)(l)(m)
|
|
|
iHeartCommunications Inc., Refinanced Term
Loan B (1 mo. Term SOFR + 5.889%)
|
10.129%
|
5/1/29
|
1,357,740
|
1,189,720
(g)(l)(m)
|
|
|
Total Media
|
2,635,122
|
||||
|
|
|||||
|
Total Communication Services
|
4,175,824
|
||||
|
Consumer Discretionary — 2.7%
|
|||||
|
Automobile Components — 0.6%
|
|||||
|
ABC Technologies Inc., Term Loan B
|
—
|
1/2/40
|
1,290,000
|
1,241,625
(h)(n)
|
|
|
Clarios Global LP, 2024 Term Loan B (1 mo.
Term SOFR + 2.500%)
|
6.663%
|
5/6/30
|
992,500
|
994,207
(g)(l)(m)
|
|
|
First Brands Group LLC, 2022 Incremental
Term Loan (3 mo. Term SOFR + 5.262%)
|
9.570%
|
3/30/27
|
740,700
|
269,893
(g)(l)(m)
|
|
|
Total Automobile Components
|
2,505,725
|
||||
|
Diversified Consumer Services — 0.5%
|
|||||
|
Prime Security Services Borrower LLC, Term
Loan B1 (6 mo. Term SOFR + 2.000%)
|
6.129%
|
10/13/30
|
990,019
|
988,712
(g)(l)(m)
|
|
|
WW International Inc., Take-Back Term Loan
(3 mo. Term SOFR + 6.800%)
|
10.803%
|
6/25/30
|
1,248,802
|
1,142,654
(g)(l)(m)
|
|
|
Total Diversified Consumer Services
|
2,131,366
|
||||
|
Hotels, Restaurants & Leisure — 1.3%
|
|||||
|
1011778 BC Unlimited Liability Co., Term
Loan B6 (1 mo. Term SOFR + 1.750%)
|
5.913%
|
9/20/30
|
987,500
|
985,441
(g)(l)(m)
|
|
|
Caesars Entertainment Inc., Incremental Term
Loan B1 (1 mo. Term SOFR + 2.250%)
|
6.413%
|
2/6/31
|
2,003,168
|
2,001,085
(g)(l)(m)
|
|
|
Fertitta Entertainment LLC, Initial Term Loan
B (1 mo. Term SOFR + 3.250%)
|
7.413%
|
1/27/29
|
1,227,736
|
1,227,355
(g)(l)(m)
|
|
|
Station Casinos LLC, Term Loan Facility B (1
mo. Term SOFR + 2.000%)
|
6.163%
|
3/14/31
|
738,750
|
739,555
(g)(l)(m)
|
|
|
Total Hotels, Restaurants & Leisure
|
4,953,436
|
||||
20
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Specialty Retail — 0.3%
|
|||||
|
Petco Health and Wellness Co. Inc., First Lien
Initial Term Loan (3 mo. Term SOFR + 3.512%)
|
7.513%
|
3/3/28
|
1,020,000
|
$995,826
(g)(l)(m)(n)
|
|
|
|
|||||
|
Total Consumer Discretionary
|
10,586,353
|
||||
|
Consumer Staples — 0.3%
|
|||||
|
Beverages — 0.3%
|
|||||
|
Triton Water Holdings Inc., 2025 Refinancing
Term Loan (3 mo. Term SOFR + 2.250%)
|
6.252%
|
3/31/28
|
1,227,902
|
1,229,081
(g)(l)(m)
|
|
|
|
|||||
|
Financials — 0.8%
|
|||||
|
Banks — 0.2%
|
|||||
|
Ascensus Group Holdings Inc., 2024 Term
Loan B (1 mo. Term SOFR + 3.000%)
|
7.163%
|
8/2/28
|
589,010
|
589,255
(g)(l)(m)
|
|
|
Consumer Finance — 0.1%
|
|||||
|
Blackhawk Network Holdings Inc., Term Loan
B (1 mo. Term SOFR + 4.000%)
|
8.163%
|
3/12/29
|
464,143
|
466,500
(g)(l)(m)
|
|
|
Financial Services — 0.5%
|
|||||
|
Boost Newco Borrower LLC, Term Loan B2 (3
mo. Term SOFR + 2.000%)
|
6.002%
|
1/31/31
|
992,512
|
995,098
(g)(l)(m)
|
|
|
Nexus Buyer LLC, Amendment No. 10 Term
Loan (1 mo. Term SOFR + 4.000%)
|
8.163%
|
7/31/31
|
250,000
|
250,314
(g)(l)(m)
|
|
|
Nexus Buyer LLC, Amendment No. 9
Refinancing Term Loan (1 mo. Term SOFR +
3.500%)
|
7.663%
|
7/31/31
|
693,022
|
692,173
(g)(l)(m)
|
|
|
Total Financial Services
|
1,937,585
|
||||
|
|
|||||
|
Total Financials
|
2,993,340
|
||||
|
Health Care — 1.2%
|
|||||
|
Health Care Equipment & Supplies — 0.6%
|
|||||
|
Medline Borrower LP, 2028 Refinancing Term
Loan (1 mo. Term SOFR + 2.000%)
|
6.163%
|
10/23/28
|
2,091,893
|
2,093,974
(g)(l)(m)
|
|
|
Health Care Providers & Services — 0.6%
|
|||||
|
LifePoint Health Inc., Term Loan B (3 mo.
Term SOFR + 3.750%)
|
8.068%
|
5/16/31
|
2,475,047
|
2,473,636
(g)(l)(m)
|
|
|
|
|||||
|
Total Health Care
|
4,567,610
|
||||
|
Industrials — 1.2%
|
|||||
|
Aerospace & Defense — 0.2%
|
|||||
|
TransDigm Inc., Term Loan J (3 mo. Term
SOFR + 2.500%)
|
6.502%
|
2/28/31
|
985,031
|
985,657
(g)(l)(m)
|
|
|
Building Products — 0.3%
|
|||||
|
ACProducts Holdings Inc., Initial Term Loan (3
mo. Term SOFR + 4.512%)
|
8.513%
|
5/17/28
|
392,821
|
330,103
(g)(l)(m)
|
|
21
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Building Products — continued
|
|||||
|
Quikrete Holdings Inc., Term Loan B3 (1 mo.
Term SOFR + 2.250%)
|
6.413%
|
2/10/32
|
895,500
|
$895,956
(g)(l)(m)
|
|
|
Total Building Products
|
1,226,059
|
||||
|
Machinery — 0.3%
|
|||||
|
TK Elevator Midco Gmbh, USD Term Loan B (3
mo. Term SOFR + 3.000%)
|
7.197%
|
4/30/30
|
982,631
|
986,183
(g)(l)(m)
|
|
|
Passenger Airlines — 0.4%
|
|||||
|
United Airlines Inc., Term Loan B (3 mo. Term
SOFR + 2.000%)
|
6.196%
|
2/22/31
|
1,388,701
|
1,394,777
(g)(l)(m)
|
|
|
|
|||||
|
Total Industrials
|
4,592,676
|
||||
|
Information Technology — 1.0%
|
|||||
|
Software — 1.0%
|
|||||
|
Modena Buyer LLC, Initial Term Loan (3 mo.
Term SOFR + 4.500%)
|
8.808%
|
7/1/31
|
794,000
|
785,211
(g)(l)(m)
|
|
|
Red Planet Borrower LLC, Initial Term Loan (1
mo. Term SOFR + 4.000%)
|
8.163%
|
9/8/32
|
900,000
|
877,500
(g)(l)(m)
|
|
|
X.Ai Corp., Initial Term Loan
|
12.500%
|
6/30/28
|
2,244,375
|
2,332,141
(l)(m)
|
|
|
Total Software
|
3,994,852
|
||||
|
Technology Hardware, Storage & Peripherals — 0.0%††
|
|||||
|
Vericast Corp., 2024 Extended Term Loan (3
mo. Term SOFR + 7.750%)
|
11.622%
|
6/16/26
|
32,308
|
31,446
(g)(l)(m)
|
|
|
|
|||||
|
Total Information Technology
|
4,026,298
|
||||
|
Total Senior Loans (Cost — $32,658,857)
|
32,171,182
|
||||
|
Asset-Backed Securities — 7.0%
|
|||||
|
720 East CLO Ltd., 2025-7A E (3 mo. Term
SOFR + 4.750%)
|
9.031%
|
4/20/37
|
390,000
|
390,672
(a)(g)
|
|
|
AGL CLO Ltd., 2022-17A ER (3 mo. Term SOFR
+ 4.650%)
|
8.975%
|
1/21/35
|
1,240,000
|
1,192,717
(a)(g)
|
|
|
AGL CLO Ltd., 2025-44A E (3 mo. Term SOFR
+ 4.750%)
|
8.703%
|
10/22/37
|
745,000
|
747,606
(a)(g)
|
|
|
AMMC CLO Ltd., 2021-24A DR (3 mo. Term
SOFR + 2.950%)
|
7.275%
|
1/20/35
|
480,000
|
482,990
(a)(g)
|
|
|
Apex Credit CLO LLC, 2021-2A CR (3 mo. Term
SOFR + 3.750%)
|
7.982%
|
10/20/34
|
500,000
|
505,729
(a)(g)
|
|
|
Apex Credit CLO Ltd., 2019-2A ERR (3 mo.
Term SOFR + 7.670%)
|
11.988%
|
1/25/38
|
820,000
|
823,884
(a)(g)
|
|
|
Apidos Loan Fund Ltd., 2024-1A D1R (3 mo.
Term SOFR + 2.700%)
|
6.827%
|
10/25/38
|
610,000
|
609,966
(a)(g)
|
|
|
Balboa Bay Loan Funding Ltd., 2023-1A ERR
(3 mo. Term SOFR + 5.400%)
|
9.725%
|
4/20/36
|
980,000
|
982,511
(a)(g)
|
|
22
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
Asset-Backed Securities — continued
|
|||||
|
Bear Mountain Park CLO Ltd., 2022-1A ER (3
mo. Term SOFR + 5.950%)
|
10.268%
|
7/15/37
|
770,000
|
$777,731
(a)(g)
|
|
|
Black Diamond CLO Ltd., 2021-1A CR (3 mo.
Term SOFR + 3.900%)
|
8.219%
|
11/22/34
|
770,000
|
771,846
(a)(g)
|
|
|
CarVal CLO Ltd., 2024-3A E (3 mo. Term SOFR
+ 6.350%)
|
10.675%
|
10/20/37
|
1,020,000
|
1,046,041
(a)(g)
|
|
|
CIFC Funding Ltd., 2022-2A ER (3 mo. Term
SOFR + 4.750%)
|
9.075%
|
4/19/35
|
300,000
|
299,257
(a)(g)
|
|
|
Clover CLO LLC, 2021-3A DR (3 mo. Term
SOFR + 2.550%)
|
6.868%
|
1/25/35
|
480,000
|
481,191
(a)(g)
|
|
|
Fort Greene Park CLO LLC, 2025-2A ER (3 mo.
Term SOFR + 4.400%)
|
8.732%
|
4/22/34
|
1,080,000
|
1,069,448
(a)(g)
|
|
|
Galaxy CLO Ltd., 2018-25A D1RR (3 mo. Term
SOFR + 2.700%)
|
6.960%
|
4/25/36
|
510,000
|
510,601
(a)(g)
|
|
|
GoldenTree Loan Management US CLO Ltd.,
2017-1A ER3 (3 mo. Term SOFR + 4.500%)
|
8.825%
|
4/20/34
|
470,000
|
468,006
(a)(g)
|
|
|
GoldenTree Loan Management US CLO Ltd.,
2019-6A ER2 (3 mo. Term SOFR + 4.500%)
|
8.825%
|
4/20/35
|
280,000
|
275,839
(a)(g)
|
|
|
GoldenTree Loan Management US CLO Ltd.,
2022-16A DRR (3 mo. Term SOFR + 2.400%)
|
6.725%
|
1/20/38
|
1,260,000
|
1,253,775
(a)(g)
|
|
|
Golub Capital Partners CLO Ltd., 2024-76A E
(3 mo. Term SOFR + 5.750%)
|
10.068%
|
10/25/37
|
300,000
|
304,597
(a)(g)
|
|
|
Greywolf CLO Ltd., 2019-1A CR2 (3 mo. Term
SOFR + 3.500%)
|
7.780%
|
4/17/34
|
390,000
|
394,052
(a)(g)
|
|
|
Invesco CLO Ltd., 2021-3A DR (3 mo. Term
SOFR + 3.100%)
|
7.253%
|
10/22/34
|
530,000
|
530,000
(a)(g)
|
|
|
Jamestown CLO Ltd., 2016-9A CR3 (3 mo.
Term SOFR + 3.250%)
|
7.506%
|
7/25/34
|
550,000
|
551,416
(a)(g)
|
|
|
Magnetite Ltd., 2019-24A ER (3 mo. Term
SOFR + 6.400%)
|
10.718%
|
4/15/35
|
200,000
|
201,932
(a)(g)
|
|
|
Magnetite Ltd., 2020-26A ER2 (3 mo. Term
SOFR + 4.700%)
|
9.018%
|
1/25/38
|
1,050,000
|
1,044,036
(a)(g)
|
|
|
Magnetite Ltd., 2022-32A ER (3 mo. Term
SOFR + 4.600%)
|
8.782%
|
10/15/37
|
820,000
|
819,847
(a)(g)
|
|
|
MidOcean Credit CLO LLC, 2025-18A E (3 mo.
Term SOFR + 5.400%)
|
9.718%
|
10/18/35
|
910,000
|
906,276
(a)(g)
|
|
|
Mountain View CLO Ltd., 2022-1A DR (3 mo.
Term SOFR + 4.190%)
|
8.508%
|
4/15/34
|
530,000
|
534,437
(a)(g)
|
|
|
Mountain View CLO Ltd., 2025-1A D1 (3 mo.
Term SOFR + 3.400%)
|
7.228%
|
10/17/38
|
540,000
|
544,631
(a)(g)
|
|
23
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
Asset-Backed Securities — continued
|
|||||
|
Nassau Ltd., 2021-IA DR (3 mo. Term SOFR +
3.600%)
|
7.918%
|
8/26/34
|
970,000
|
$967,595
(a)(g)
|
|
|
Ocean Trails CLO Ltd., 2020-10A ER (3 mo.
Term SOFR + 7.832%)
|
12.149%
|
10/15/34
|
1,000,000
|
1,003,800
(a)(g)
|
|
|
Ocean Trails CLO Ltd., 2022-12A ER (3 mo.
Term SOFR + 7.500%)
|
11.825%
|
7/20/35
|
600,000
|
603,794
(a)(g)
|
|
|
OCP CLO Ltd., 2023-26A ER (3 mo. Term SOFR
+ 4.450%)
|
8.772%
|
4/17/37
|
600,000
|
589,851
(a)(g)
|
|
|
OHA Credit Funding Ltd., 2022-11A D1R (3
mo. Term SOFR + 2.850%)
|
7.175%
|
7/19/37
|
220,000
|
221,326
(a)(g)
|
|
|
Palmer Square CLO Ltd., 2022-3A D1R (3 mo.
Term SOFR + 2.950%)
|
7.275%
|
7/20/37
|
310,000
|
312,334
(a)(g)
|
|
|
Palmer Square Loan Funding Ltd., 2024-1A D
(3 mo. Term SOFR + 4.900%)
|
9.218%
|
10/15/32
|
550,000
|
543,563
(a)(g)
|
|
|
Peace Park CLO Ltd., 2021-1A ER (3 mo. Term
SOFR + 4.900%)
|
9.060%
|
10/20/38
|
520,000
|
520,020
(a)(g)
|
|
|
RAD CLO Ltd., 2023-21A D1R (3 mo. Term
SOFR + 2.600%)
|
6.918%
|
1/25/37
|
1,140,000
|
1,145,700
(a)(g)
|
|
|
RR Ltd., 2021-18A DR (3 mo. Term SOFR +
4.900%)
|
9.140%
|
7/15/40
|
800,000
|
809,955
(a)(g)
|
|
|
Trestles CLO Ltd., 2025-8A E (3 mo. Term
SOFR + 5.500%)
|
9.797%
|
6/11/35
|
390,000
|
396,006
(a)(g)
|
|
|
Trinitas CLO Ltd., 2024-27A D1 (3 mo. Term
SOFR + 4.300%)
|
8.629%
|
4/18/37
|
280,000
|
285,048
(a)(g)
|
|
|
Voya CLO Ltd., 2020-3A D1RR (3 mo. Term
SOFR + 2.700%)
|
7.025%
|
1/20/38
|
970,000
|
978,119
(a)(g)
|
|
|
Warwick Capital CLO Ltd., 2024-3A D (3 mo.
Term SOFR + 4.500%)
|
8.825%
|
4/20/37
|
140,000
|
140,885
(a)(g)
|
|
|
|
|||||
|
Total Asset-Backed Securities (Cost — $27,030,676)
|
27,039,030
|
||||
|
Sovereign Bonds — 1.3%
|
|||||
|
Angola — 0.4%
|
|||||
|
Angolan Government International Bond,
Senior Notes
|
8.000%
|
11/26/29
|
1,600,000
|
1,562,871
(a)
|
|
|
Argentina — 0.5%
|
|||||
|
Provincia de Buenos Aires, Senior Notes
|
6.625%
|
9/1/37
|
345,522
|
202,562
(a)
|
|
|
Provincia de Cordoba, Senior Notes
|
6.990%
|
6/1/27
|
1,360,000
|
1,330,845
(a)
|
|
|
Provincia de Cordoba, Senior Notes
|
6.875%
|
2/1/29
|
340,000
|
314,500
(a)
|
|
|
Total Argentina
|
1,847,907
|
||||
24
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
|||||
|
Bahamas — 0.4%
|
|||||
|
Bahamas Government International Bond,
Senior Notes
|
6.950%
|
11/20/29
|
1,630,000
|
$1,650,294
(a)
|
|
|
|
|||||
|
Total Sovereign Bonds (Cost — $4,154,448)
|
5,061,072
|
||||
|
|
|
|
|
Shares
|
|
|
Preferred Stocks — 0.4%
|
|||||
|
Financials — 0.4%
|
|||||
|
Mortgage Real Estate Investment Trusts (REITs) — 0.4%
|
|||||
|
AGNC Investment Corp., Non Voting Shares
(3 mo. Term SOFR + 4.959%)
|
9.276%
|
|
32,708
|
829,475
(g)
|
|
|
Chimera Investment Corp., Non Voting Shares
(3 mo. Term SOFR + 5.005%)
|
8.981%
|
|
10,320
|
238,392
(g)
|
|
|
MFA Financial Inc., Non Voting Shares (3 mo.
Term SOFR + 5.607%)
|
9.583%
|
|
18,881
|
450,689
(g)
|
|
|
|
|||||
|
Total Preferred Stocks (Cost — $1,521,861)
|
1,518,556
|
||||
|
|
|
|
Maturity
Date
|
Face
Amount†
|
|
|
Convertible Bonds & Notes — 0.2%
|
|||||
|
Communication Services — 0.1%
|
|||||
|
Media — 0.1%
|
|||||
|
EchoStar Corp., Senior Secured Notes
(3.875% Cash or 3.875% PIK)
|
3.875%
|
11/30/30
|
160,068
|
394,166
(d)
|
|
|
|
|||||
|
Consumer Discretionary — 0.1%
|
|||||
|
Hotels, Restaurants & Leisure — 0.1%
|
|||||
|
NCL Corp. Ltd., Senior Notes
|
1.125%
|
2/15/27
|
250,000
|
256,500
|
|
|
|
|||||
|
Industrials — 0.0%††
|
|||||
|
Aerospace & Defense — 0.0%††
|
|||||
|
AeroVironment Inc., Senior Notes
|
0.000%
|
7/15/30
|
52,000
|
64,558
|
|
|
|
|||||
|
Real Estate — 0.0%††
|
|||||
|
Real Estate Management & Development — 0.0%††
|
|||||
|
China Aoyuan Group Ltd., Senior Notes
|
0.000%
|
9/30/28
|
40,243
|
1,811
(c)
|
|
|
|
|||||
|
Total Convertible Bonds & Notes (Cost — $486,724)
|
717,035
|
||||
|
|
|
|
|
Shares
|
|
|
Common Stocks — 0.2%
|
|||||
|
Consumer Discretionary — 0.2%
|
|||||
|
Diversified Consumer Services — 0.2%
|
|||||
|
WW International Inc.
|
|
24,439
|
668,651
*
|
||
25
|
Security
|
|
|
|
Shares
|
Value
|
|
|
|||||
|
Industrials — 0.0%††
|
|||||
|
Passenger Airlines — 0.0%††
|
|||||
|
Spirit Airlines LLC
|
|
346
|
$131
*(h)(o)
|
||
|
Spirit Aviation Holdings Inc.
|
|
59,529
|
22,621
*
|
||
|
|
|||||
|
Total Industrials
|
22,752
|
||||
|
Real Estate — 0.0%††
|
|||||
|
Real Estate Management & Development — 0.0%††
|
|||||
|
China Aoyuan Group Ltd.
|
|
112,573
|
1,664
*(h)
|
||
|
|
|||||
|
Total Common Stocks (Cost — $1,253,845)
|
693,067
|
||||
|
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
|
|
Collateralized Mortgage Obligations(p) — 0.1%
|
|||||
|
LHOME Mortgage Trust, 2025-RTL1 M1 (Cost
— $529,997)
|
7.023%
|
1/25/40
|
530,000
|
536,635
(a)(g)
|
|
|
|
|
|
Expiration
Date
|
Warrants
|
|
|
Warrants — 0.0%††
|
|||||
|
Industrials — 0.0%††
|
|||||
|
Passenger Airlines — 0.0%††
|
|||||
|
Spirit Airlines LLC (Cost — $514,884)
|
|
3/12/30
|
42,296
|
16,073
*(h)(o)
|
|
|
Total Investments before Short-Term Investments (Cost — $369,022,886)
|
387,291,119
|
||||
|
|
|
Rate
|
|
Shares
|
|
|
Short-Term Investments — 1.8%
|
|||||
|
Western Asset Premier Institutional
Government Reserves, Premium Shares
(Cost — $6,960,217)
|
4.101%
|
|
6,960,217
|
6,960,217
(q)(r)
|
|
|
Total Investments — 101.6% (Cost — $375,983,103)
|
394,251,336
|
||||
|
Liabilities in Excess of Other Assets — (1.6)%
|
(6,253,185
)
|
||||
|
Total Net Assets — 100.0%
|
$387,998,151
|
||||
26
|
†
|
Face amount denominated in U.S. dollars, unless otherwise noted.
|
|
††
|
Represents less than 0.1%.
|
|
*
|
Non-income producing security.
|
|
(a)
|
Security is exempt from registration under Rule 144A of the Securities Act of 1933.
This security may be resold in
transactions that are exempt from registration, normally to qualified institutional
buyers. This security has been
deemed liquid pursuant to guidelines approved by the Board of Directors.
|
|
(b)
|
The coupon payment on this security is currently in default as of September 30, 2025.
|
|
(c)
|
Security is exempt from registration under Regulation S of the Securities Act of 1933.
Regulation S applies to
securities offerings that are made outside of the United States and do not involve
direct selling efforts in the
United States. This security has been deemed liquid pursuant to guidelines approved
by the Board of Directors.
|
|
(d)
|
Payment-in-kind security for which the issuer has the option at each interest payment
date of making interest
payments in cash or additional securities.
|
|
(e)
|
Securities traded on a when-issued or delayed delivery basis.
|
|
(f)
|
Security has no maturity date. The date shown represents the next call date.
|
|
(g)
|
Variable rate security. Interest rate disclosed is as of the most recent information
available. Certain variable rate
securities are not based on a published reference rate and spread but are determined
by the issuer or agent and
are based on current market conditions. These securities do not indicate a reference
rate and spread in their
description above.
|
|
(h)
|
Security is fair valued in accordance with procedures approved by the Board of Directors (Note 1).
|
|
(i)
|
Security is valued using significant unobservable inputs (Note 1).
|
|
(j)
|
Value is less than $1.
|
|
(k)
|
The maturity principal is currently in default as of September 30, 2025.
|
|
(l)
|
Interest rates disclosed represent the effective rates on senior loans. Ranges in
interest rates are attributable to
multiple contracts under the same loan.
|
|
(m)
|
Senior loans may be considered restricted in that the Fund ordinarily is contractually
obligated to receive approval
from the agent bank and/or borrower prior to the disposition of a senior loan.
|
|
(n)
|
All or a portion of this loan has not settled as of September 30, 2025. Interest rates
are not effective until
settlement date. Interest rates shown, if any, are for the settled portion of the
loan.
|
|
(o)
|
Restricted security (Note 8).
|
|
(p)
|
Collateralized mortgage obligations are secured by an underlying pool of mortgages
or mortgage pass-through
certificates that are structured to direct payments on underlying collateral to different
series or classes of the
obligations. The interest rate may change positively or inversely in relation to one
or more interest rates, financial
indices or other financial indicators and may be subject to an upper and/or lower
limit.
|
|
(q)
|
Rate shown is one-day yield as of the end of the reporting period.
|
|
(r)
|
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 September 30, 2025, the total market value
of investments in Affiliated
Companies was $6,960,217 and the cost was $6,960,217 (Note 7).
|
27
|
Abbreviation(s) used in this schedule:
|
||
|
CLO
|
—
|
Collateralized Loan Obligation
|
|
DAC
|
—
|
Designated Activity Company
|
|
EUR
|
—
|
Euro
|
|
GBP
|
—
|
British Pound
|
|
LIBOR
|
—
|
London Interbank Offered Rate
|
|
PIK
|
—
|
Payment-In-Kind
|
|
SOFR
|
—
|
Secured Overnight Financing Rate
|
|
USD
|
—
|
United States Dollar
|
|
CENTRALLY CLEARED CREDIT DEFAULT SWAPS ON CREDIT INDICES — SELL PROTECTION1
|
||||||
|
Reference Entity
|
Notional
Amount2
|
Termination
Date
|
Periodic
Payments
Received by
the Fund†
|
Market
Value3
|
Upfront
Premiums
Paid
(Received)
|
Unrealized
Appreciation
|
|
Markit CDX.NA.HY.45 Index
|
$3,774,000
|
12/20/30
|
5.000% quarterly
|
$291,472
|
$286,871
|
$4,601
|
|
1
|
If the Fund is a seller of protection and a credit event occurs, as defined under
the terms of that particular swap
agreement, the Fund will either (i) pay to the buyer of protection an amount equal
to the notional amount of the
swap and take delivery of the referenced obligation or underlying securities comprising
the referenced index or (ii)
pay a net settlement amount in the form of cash or securities equal to the notional
amount of the swap less the
recovery value of the referenced obligation or underlying securities comprising the
referenced index.
|
|
2
|
The maximum potential amount the Fund could be required to pay as a seller of credit
protection or receive as a
buyer of credit protection if a credit event occurs as defined under the terms of
that particular swap agreement.
|
|
3
|
The quoted market prices and resulting values for credit default swap agreements on
asset-backed securities and
credit indices serve as an indicator of the current status of the payment/performance
risk and represent the
likelihood of an expected loss (or profit) for the credit derivative had the notional
amount of the swap agreement
been closed/sold as of the period end. Decreasing market values (sell protection)
or increasing market values (buy
protection), when compared to the notional amount of the swap, represent a deterioration
of the referenced
entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under
the terms of the agreement.
|
|
†
|
Percentage shown is an annual percentage rate.
|
28
|
Assets:
|
|
|
Investments in unaffiliated securities, at value (Cost — $369,022,886)
|
$387,291,119
|
|
Investments in affiliated securities, at value (Cost — $6,960,217)
|
6,960,217
|
|
Foreign currency, at value (Cost — $248,710)
|
218,605
|
|
Cash
|
62,820
|
|
Interest receivable
|
6,323,312
|
|
Deposits with brokers for centrally cleared swap contracts
|
279,860
|
|
Receivable for securities sold
|
187,340
|
|
Receivable from brokers — net variation margin on centrally cleared swap contracts
|
17,137
|
|
Dividends receivable from affiliated investments
|
8,486
|
|
Principal paydown receivable
|
2,910
|
|
Prepaid expenses
|
11,680
|
|
Total Assets
|
401,363,486
|
|
Liabilities:
|
|
|
Payable for securities purchased
|
9,512,340
|
|
Distributions payable
|
3,376,022
|
|
Investment management fee payable
|
239,580
|
|
Directors’ fees payable
|
3,257
|
|
Accrued expenses
|
234,136
|
|
Total Liabilities
|
13,365,335
|
|
Total Net Assets
|
$387,998,151
|
|
Net Assets:
|
|
|
Par value ($0.001 par value; 95,099,215 shares issued and outstanding; 500,000,000
shares
authorized)
|
$95,099
|
|
Paid-in capital in excess of par value
|
573,868,411
|
|
Total distributable earnings (loss)
|
(185,965,359
)
|
|
Total Net Assets
|
$387,998,151
|
|
Shares Outstanding
|
95,099,215
|
|
Net Asset Value
|
$4.08
|
29
|
Investment Income:
|
|
|
Interest
|
$32,906,113
|
|
Dividends from affiliated investments
|
157,904
|
|
Dividends from unaffiliated investments
|
117,904
|
|
Total Investment Income
|
33,181,921
|
|
Expenses:
|
|
|
Investment management fee (Note 2)
|
3,111,057
|
|
Legal fees
|
171,660
|
|
Shareholder reports
|
167,293
|
|
Directors’ fees
|
148,967
|
|
Transfer agent fees
|
69,494
|
|
Audit and tax fees
|
57,065
|
|
Stock exchange listing fees
|
48,704
|
|
Fund accounting fees
|
20,156
|
|
Insurance
|
2,336
|
|
Custody fees
|
2,115
|
|
Miscellaneous expenses
|
9,868
|
|
Total Expenses
|
3,808,715
|
|
Less: Fee waivers and/or expense reimbursements (Note 2)
|
(198,341
)
|
|
Net Expenses
|
3,610,374
|
|
Net Investment Income
|
29,571,547
|
|
Realized and Unrealized Gain (Loss) on Investments, Swap Contracts, Forward Foreign
Currency
Contracts and Foreign Currency Transactions (Notes 1, 3 and 4):
|
|
|
Net Realized Gain From:
|
|
|
Investment transactions in unaffiliated securities
|
5,406,776
|
|
Swap contracts
|
105,270
|
|
Forward foreign currency contracts
|
247,503
|
|
Foreign currency transactions
|
10,165
|
|
Net Realized Gain
|
5,769,714
|
|
Change in Net Unrealized Appreciation (Depreciation) From:
|
|
|
Investments in unaffiliated securities
|
(9,213,737
)
|
|
Swap contracts
|
4,601
|
|
Foreign currencies
|
30,077
|
|
Change in Net Unrealized Appreciation (Depreciation)
|
(9,179,059
)
|
|
Net Loss on Investments, Swap Contracts, Forward Foreign Currency Contracts and
Foreign Currency Transactions
|
(3,409,345
)
|
|
Increase in Net Assets From Operations
|
$26,162,202
|
30
|
For the Years Ended September 30,
|
2025
|
2024
|
|
Operations:
|
|
|
|
Net investment income
|
$29,571,547
|
$32,431,857
|
|
Net realized gain (loss)
|
5,769,714
|
(5,069,467
)
|
|
Change in net unrealized appreciation (depreciation)
|
(9,179,059
)
|
20,685,749
|
|
Increase in Net Assets From Operations
|
26,162,202
|
48,048,139
|
|
Distributions to Shareholders From (Note 1):
|
|
|
|
Total distributable earnings
|
(30,601,323
)
|
(32,786,512
)
|
|
Return of capital
|
(9,910,943
)
|
(7,725,754
)
|
|
Decrease in Net Assets From Distributions to Shareholders
|
(40,512,266
)
|
(40,512,266
)
|
|
Increase (Decrease) in Net Assets
|
(14,350,064
)
|
7,535,873
|
|
Net Assets:
|
|
|
|
Beginning of year
|
402,348,215
|
394,812,342
|
|
End of year
|
$387,998,151
|
$402,348,215
|
31
|
For a share of capital stock outstanding throughout each year ended September 30:
|
|||||
|
|
20251
|
20241
|
20231
|
20221
|
20211
|
|
Net asset value, beginning of year
|
$4.23
|
$4.15
|
$4.22
|
$5.45
|
$5.27
|
|
Income (loss) from operations:
|
|||||
|
Net investment income
|
0.31
|
0.34
|
0.35
|
0.33
|
0.32
|
|
Net realized and unrealized gain (loss)
|
(0.03
)
|
0.17
|
(0.05
)
|
(1.20
)
|
0.22
|
|
Total income (loss) from operations
|
0.28
|
0.51
|
0.30
|
(0.87)
|
0.54
|
|
Less distributions from:
|
|
|
|
|
|
|
Net investment income
|
(0.33
)
|
(0.35
)
|
(0.32
)
|
(0.33
)
|
(0.30
)
|
|
Return of capital
|
(0.10
)
|
(0.08
)
|
(0.05
)
|
(0.03
)
|
(0.07
)
|
|
Total distributions
|
(0.43
)
|
(0.43
)
|
(0.37
)
|
(0.36
)
|
(0.37
)
|
|
Anti-dilutive impact of tender offer
|
—
|
—
|
—
|
—
|
0.01
2
|
|
Net asset value, end of year
|
$4.08
|
$4.23
|
$4.15
|
$4.22
|
$5.45
|
|
Market price, end of year
|
$3.84
|
$4.05
|
$3.64
|
$3.68
|
$5.19
|
|
Total return, based on NAV3,4
|
7.05
%
|
12.87
%
|
7.12
%
|
(16.60
)%
|
10.73
%
|
|
Total return, based on Market Price5
|
5.53
%
|
24.11
%
|
8.67
%
|
(23.16
)%
|
13.92
%
|
|
Net assets, end of year (millions)
|
$388
|
$402
|
$395
|
$401
|
$518
|
|
Ratios to average net assets:
|
|||||
|
Gross expenses
|
0.98
%
|
0.95
%
|
0.94
%
|
0.93
%
|
0.91
%
|
|
Net expenses6,7
|
0.93
|
0.93
|
0.94
|
0.93
|
0.89
|
|
Net investment income
|
7.60
|
8.16
|
8.19
|
6.66
|
5.82
|
|
Portfolio turnover rate
|
63
%
|
45
%
|
39
%
|
79
%
|
46
%
|
|
1
|
Per share amounts have been calculated using the average shares method.
|
|
2
|
The tender offer was completed at a price of $5.37 for 31,699,738 shares and $170,227,593
for the year ended
September 30, 2021.
|
|
3
|
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.
|
|
4
|
The total return calculation assumes that distributions are reinvested at NAV. Past
performance is no guarantee of
future results.
|
|
5
|
The total return calculation assumes that distributions are reinvested in accordance with the Fund’s dividend
reinvestment plan. Past performance is no guarantee of future results.
|
|
6
|
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.
|
|
7
|
Reflects fee waivers and/or expense reimbursements.
|
32
33
34
|
ASSETS
|
||||
|
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|
Long-Term Investments†:
|
|
|
|
|
|
Corporate Bonds & Notes:
|
|
|
|
|
|
Energy
|
—
|
$63,873,364
|
$875,851
|
$64,749,215
|
|
Financials
|
—
|
30,880,286
|
0
*
|
30,880,286
|
|
Health Care
|
—
|
28,140,417
|
0
*
|
28,140,417
|
|
Other Corporate Bonds &
Notes
|
—
|
195,768,551
|
—
|
195,768,551
|
|
Senior Loans
|
—
|
32,171,182
|
—
|
32,171,182
|
|
Asset-Backed Securities
|
—
|
27,039,030
|
—
|
27,039,030
|
|
Sovereign Bonds
|
—
|
5,061,072
|
—
|
5,061,072
|
|
Preferred Stocks
|
$1,518,556
|
—
|
—
|
1,518,556
|
|
Convertible Bonds & Notes
|
—
|
717,035
|
—
|
717,035
|
|
Common Stocks:
|
|
|
|
|
|
Consumer Discretionary
|
668,651
|
—
|
—
|
668,651
|
|
Industrials
|
22,621
|
131
|
—
|
22,752
|
|
Real Estate
|
—
|
1,664
|
—
|
1,664
|
|
Collateralized Mortgage
Obligations
|
—
|
536,635
|
—
|
536,635
|
|
Warrants
|
—
|
16,073
|
—
|
16,073
|
|
Total Long-Term Investments
|
2,209,828
|
384,205,440
|
875,851
|
387,291,119
|
|
Short-Term Investments†
|
6,960,217
|
—
|
—
|
6,960,217
|
|
Total Investments
|
$9,170,045
|
$384,205,440
|
$875,851
|
$394,251,336
|
|
Other Financial Instruments:
|
|
|
|
|
|
Centrally Cleared Credit
Default Swaps on Credit
Indices — Sell Protection††
|
—
|
$4,601
|
—
|
$4,601
|
|
Total
|
$9,170,045
|
$384,210,041
|
$875,851
|
$394,255,937
|
35
|
†
|
See Schedule of Investments for additional detailed categorizations.
|
|
*
|
Amount represents less than $1.
|
|
††
|
Reflects the unrealized appreciation (depreciation) of the instruments.
|
36
37
38
39
40
41
42
|
Purchases
|
$242,869,287
|
|
Sales
|
246,258,373
|
|
|
Cost/Premiums
Paid (Received)
|
Gross
Unrealized
Appreciation
|
Gross
Unrealized
Depreciation
|
Net
Unrealized
Appreciation
|
|
Securities
|
$378,844,918
|
$30,075,305
|
$(14,668,887)
|
$15,406,418
|
|
Swap contracts
|
286,871
|
4,601
|
—
|
4,601
|
|
ASSET DERIVATIVES1
|
|
|
|
Credit
Risk
|
|
Centrally cleared swap contracts2
|
$4,601
|
|
1
|
Generally, the balance sheet location for asset derivatives is receivables/net unrealized
appreciation and for
liability derivatives is payables/net unrealized depreciation.
|
|
2
|
Includes cumulative unrealized appreciation (depreciation) of centrally cleared swap
contracts as reported in the
Schedule of Investments. Only net variation margin is reported within the receivables
and/or payables on the
Statement of Assets and Liabilities.
|
|
AMOUNT OF NET REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED
|
|||
|
|
Foreign
Exchange Risk
|
Credit
Risk
|
Total
|
|
Swap contracts
|
—
|
$105,270
|
$105,270
|
|
Forward foreign currency contracts
|
$247,503
|
—
|
247,503
|
|
Total
|
$247,503
|
$105,270
|
$352,773
|
43
|
CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
|
|
|
|
Credit
Risk
|
|
Swap contracts
|
$4,601
|
|
|
Average Market
Value*
|
|
Forward foreign currency contracts (to buy)†
|
$722,334
|
|
Forward foreign currency contracts (to sell)†
|
1,090,815
|
|
|
Average Notional
Balance**
|
|
Credit default swap contracts (buy protection)†
|
$290,769
|
|
Credit default swap contracts (sell protection)
|
3,366,538
|
|
*
|
Based on the average of the market values at each month-end during the period.
|
|
†
|
At September 30, 2025, there were no open positions held in this derivative.
|
|
**
|
Based on the average of the notional amounts at each month-end during the period.
|
|
Record Date
|
Payable Date
|
Amount
|
|
9/23/2025
|
10/1/2025
|
$0.0355
|
|
10/24/2025
|
11/3/2025
|
$0.0355
|
|
11/20/2025
|
12/1/2025
|
$0.0355
|
|
12/23/2025
|
12/31/2025
|
$0.0355
|
|
1/23/2026
|
1/30/2026
|
$0.0355
|
|
2/20/2026
|
2/27/2026
|
$0.0355
|
44
|
|
Affiliate
Value at
September 30, 2024
|
Purchased
|
Sold
|
||
|
Cost
|
Shares
|
Proceeds
|
Shares
|
||
|
Western Asset
Premier
Institutional
Government
Reserves, Premium
Shares
|
$2,743,704
|
$120,464,506
|
120,464,506
|
$116,247,993
|
116,247,993
|
|
(cont’d)
|
Realized
Gain (Loss)
|
Dividend
Income
|
Net Increase
(Decrease) in
Unrealized
Appreciation
(Depreciation)
|
Affiliate
Value at
September 30,
2025
|
|
Western Asset Premier
Institutional
Government Reserves,
Premium Shares
|
—
|
$157,904
|
—
|
$6,960,217
|
|
Security
|
Number of
Shares/
Warrants
|
Acquisition
Date
|
Cost
|
Fair Value
at 9/30/2025
|
Value Per
Share/Warrant
|
Percent of
Net Assets
|
|
Spirit Airlines LLC,
Common Shares
|
346
|
3/25
|
$4,212
|
$131
|
$0.38
|
0.00
%(a)
|
|
Spirit Airlines LLC,
Warrants
|
42,296
|
3/25
|
514,884
|
16,073
|
0.38
|
0.00
(a)
|
|
Total
|
|
|
$519,096
|
$16,204
|
|
0.00
%(a)
|
|
(a)
|
Amount represents less than 0.005%.
|
45
|
|
2025
|
2024
|
|
Distributions paid from:
|
|
|
|
Ordinary income
|
$30,601,323
|
$32,786,512
|
|
Tax return of capital
|
9,910,943
|
7,725,754
|
|
Total distributions paid
|
$40,512,266
|
$40,512,266
|
|
Deferred capital losses*
|
$(197,973,658)
|
|
Other book/tax temporary differences(a)
|
(3,376,023)
|
|
Unrealized appreciation (depreciation)(b)
|
15,384,322
|
|
Total distributable earnings (loss) — net
|
$(185,965,359)
|
|
*
|
These capital losses have been deferred in the current year as either short-term or
long-term losses. The losses
will be deemed to occur on the first day of the next taxable year in the same character
as they were originally
deferred and will be available to offset future taxable capital gains.
|
|
(a)
|
Other book/tax temporary differences are attributable due to dividends payable.
|
|
(b)
|
The difference between book-basis and tax-basis unrealized appreciation (depreciation)
is attributable to the tax
deferral of losses on wash sales, the difference between book and tax amortization
methods for premium on
fixed income securities; book/tax differences in the accrual of interest income on
securities in default and other
book/tax basis adjustments.
|
46
November 20, 2025
47
48
49
50
51
52
53
54
|
Independent Directors†
|
|
|
Robert D. Agdern
|
|
|
Year of birth
|
1950
|
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit, Compensation and
Pricing and Valuation Committees, and Compliance Liaison,
Class I
|
|
Term of office1 and year service began
|
Since 2015
|
|
Principal occupation(s) during the past five years
|
Member of the Advisory Committee of the Dispute Resolution
Research Center at the Kellogg Graduate School of Business,
Northwestern University (2002 to 2016); formerly, Deputy
General Counsel responsible for western hemisphere matters
for BP PLC (1999 to 2001); Associate General Counsel at Amoco
Corporation responsible for corporate, chemical, and refining
and marketing matters and special assignments (1993 to 1998)
(Amoco merged with British Petroleum in 1998 forming BP PLC)
|
|
Number of portfolios in fund complex2 overseen by Director
(including the Fund)
|
21
|
|
Other board memberships held by Director during the past five
years
|
None
|
|
Carol L. Colman
|
|
|
Year of birth
|
1946
|
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit and Compensation
Committees, and Chair of Pricing and Valuation Committee,
Class I
|
|
Term of office1 and year service began
|
Since 2007
|
|
Principal occupation(s) during the past five years
|
President, Colman Consulting Company (consulting)
|
|
Number of portfolios in fund complex2 overseen by Director
(including the Fund)
|
21
|
|
Other board memberships held by Director during the past five
years
|
None
|
55
|
Independent Directors† (cont’d)
|
|
|
Anthony Grillo
|
|
|
Year of birth
|
1955
|
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit, Compensation and
Pricing and Valuation Committees, Class I
|
|
Term of office1 and year service began
|
Since 2024
|
|
Principal occupation(s) during the past five years
|
Retired; Founder, Managing Director and Partner of American
Securities Opportunity Funds (private equity and credit firm)
(2006 to 2018); formerly, Senior Managing Director of Evercore
Partners Inc. (investment banking) (2001 to 2004); Senior
Managing Director of Joseph Littlejohn & Levy, Inc. (private
equity firm) (1999 to 2001); Senior Managing Director of The
Blackstone Group L.P. (private equity and credit firm) (1991 to
1999)
|
|
Number of portfolios in fund complex2 overseen by Director
(including the Fund)
|
21
|
|
Other board memberships held by Director during the past five
years
|
Director of Littelfuse, Inc. (electronics manufacturing) (since
1991); formerly, Director of Oaktree Acquisition Corp. II (2020
to 2022); Director of Oaktree Acquisition Corp. (2019 to 2021)
|
|
Eileen A. Kamerick
|
|
|
Year of birth
|
1958
|
|
Position(s) held with Fund1
|
Chair (since November 15, 2024) and Member of Nominating,
Compensation, Pricing and Valuation and Audit Committees,
Class III
|
|
Term of office1 and year service began
|
Since 2013
|
|
Principal occupation(s) during the past five years
|
Chief Executive Officer, The Governance Partners, LLC
(consulting firm) (since 2015); National Association of Corporate
Directors Board Leadership Fellow (since 2016, with Directorship
Certification since 2019) and NACD 2022 Directorship 100
honoree; Adjunct Professor, Georgetown University Law Center
(since 2021); Adjunct Professor, The University of Chicago Law
School (since 2018); Adjunct Professor, University of Iowa
College of Law (since 2007); formerly, Chief Financial Officer,
Press Ganey Associates (health care informatics company) (2012
to 2014); Managing Director and Chief Financial Officer,
Houlihan Lokey (international investment bank) and President,
Houlihan Lokey Foundation (2010 to 2012)
|
|
Number of portfolios in fund complex2 overseen by Director
(including the Fund)
|
21
|
|
Other board memberships held by Director during the past five
years
|
Director, VALIC Company I (since October 2022); Director of ACV
Auctions Inc. (since 2021); Director of Associated Banc-Corp
(financial services company) (since 2007); formerly, Director of
Hochschild Mining plc (precious metals company) (2016
to 2023); formerly Trustee of AIG Funds and Anchor Series Trust
(2018 to 2021)
|
56
|
Independent Directors† (cont’d)
|
|
|
Nisha Kumar
|
|
|
Year of birth
|
1970
|
|
Position(s) held with Fund1
|
Director and Member of Nominating, Compensation and Pricing
and Valuation Committees, and Chair of Audit Committee,
Class III
|
|
Term of office1 and year service began
|
Since 2019
|
|
Principal occupation(s) during the past five years
|
Formerly, Managing Director and the Chief Financial Officer and
Chief Compliance Officer of Greenbriar Equity Group, LP (2011
to 2021); formerly, Chief Financial Officer and Chief
Administrative Officer of Rent the Runway, Inc. (2011); Executive
Vice President and Chief Financial Officer of AOL LLC, a
subsidiary of Time Warner Inc. (2007 to 2009); Member of the
Council on Foreign Relations
|
|
Number of portfolios in fund complex2 overseen by Director
(including the Fund)
|
21
|
|
Other board memberships held by Director during the past five
years
|
Director of Stonepeak-Plus Infrastructure Fund LP (since 2025);
Director of Birkenstock Holding plc (since 2023); Director of The
India Fund, Inc. (since 2016); formerly, Director of Aberdeen
Income Credit Strategies Fund (2017 to 2018); and Director of
The Asia Tigers Fund, Inc. (2016 to 2018)
|
|
Peter Mason
|
|
|
Year of birth
|
1959
|
|
Position(s) held with Fund1
|
Director and Member of Audit, Nominating and Pricing and
Valuation Committees, and Chair of Compensation Committee,
Class II
|
|
Term of office1 and year service began
|
Since 2024
|
|
Principal occupation(s) during the past five years
|
Arbitrator and Mediator (self-employed) (since 2021); formerly,
Global General Counsel of UNICEF (intergovernmental
organization) (1998 to 2021)
|
|
Number of portfolios in fund complex2 overseen by Director
(including the Fund)
|
21
|
|
Other board memberships held by Director during the past five
years
|
Chairman of University of Sydney USA Foundation (since 2020);
Director of the Radio Workshop US, Inc. (since 2023)
|
57
|
Independent Directors† (cont’d)
|
|
|
Hillary A. Sale
|
|
|
Year of birth
|
1961
|
|
Position(s) held with Fund1
|
Director and Member of Audit, Compensation and Pricing and
Valuation Committees, and Chair of Nominating Committee,
Class II
|
|
Term of office1 and year service began
|
Since 2024
|
|
Principal occupation(s) during the past five years
|
Agnes Williams Sesquicentennial Professor of Leadership and
Corporate Governance, Georgetown Law; and Professor of
Management, McDonough School of Business (since 2018);
formerly, Associate Dean for Strategy, Georgetown Law (2020
to 2023); National Association of Corporate Directors Board
Faculty Member (since 2021); formerly, a Member of the Board
of Governors of FINRA (2016 to 2022)
|
|
Number of portfolios in fund complex2 overseen by Director
(including the Fund)
|
21
|
|
Other board memberships held by Director during the past five
years
|
Director of CBOE U.S. Securities Exchanges, CBOE Futures
Exchange, and CBOE SEF, Director (since 2022); Advisory Board
Member of Foundation Press (academic book publisher)
(since 2019); Chair of DirectWomen Board Institute (since 2019);
formerly, Member of DirectWomen Board (nonprofit) (2007
to 2022)
|
|
Interested Director and Officer
|
|
|
Jane Trust, CFA3
|
|
|
Year of birth
|
1962
|
|
Position(s) held with Fund1
|
Director, President and Chief Executive Officer, Class II
|
|
Term of office1 and year service began
|
Since 2015
|
|
Principal occupation(s) during the past five years
|
Senior Vice President, Fund Board Management, Franklin
Templeton (since 2020); Officer and/or Trustee/Director of 118
funds associated with FTFA or its affiliates (since 2015); Trustee
of Putnam Family of Funds consisting of 105 portfolios; President
and Chief Executive Officer of FTFA (since 2015); formerly, Senior
Managing Director (2018 to 2020) and Managing Director (2016
to 2018) of Legg Mason & Co., LLC (“Legg Mason & Co.”); and
Senior Vice President of FTFA (2015)
|
|
Number of portfolios in fund complex2 overseen by Director
(including the Fund)
|
Trustee/Director of Franklin Templeton funds consisting of 118
portfolios; Trustee of Putnam Family of Funds consisting of 105
portfolios
|
|
Other board memberships held by Director during the past five
years
|
None
|
58
|
Additional Officers
|
|
|
Fred Jensen
|
|
|
Franklin Templeton
One Madison Avenue, 17th Floor, New York, NY 10010
|
|
|
Year of birth
|
1963
|
|
Position(s) held with Fund1
|
Chief Compliance Officer
|
|
Term of office1 and year service began
|
Since 2020
|
|
Principal occupation(s) during the past five years
|
Director - Global Compliance of Franklin Templeton (since 2020);
Managing Director of Legg Mason & Co. (2006 to 2020); Director
of Compliance, Legg Mason Office of the Chief Compliance
Officer (2006 to 2020); formerly, Chief Compliance Officer of
Legg Mason Global Asset Allocation (prior to 2014); Chief
Compliance Officer of Legg Mason Private Portfolio Group (prior
to 2013); formerly, Chief Compliance Officer of The Reserve
Funds (investment adviser, funds and broker-dealer) (2004) and
Ambac Financial Group (investment adviser, funds and broker-
dealer) (2000 to 2003)
|
|
Marc A. De Oliveira
|
|
|
Franklin Templeton
100 First Stamford Place, 6th Floor, Stamford, CT 06902
|
|
|
Year of birth
|
1971
|
|
Position(s) held with Fund1
|
Secretary and Chief Legal Officer
|
|
Term of office1 and year service began
|
Since 2023
|
|
Principal occupation(s) during the past five years
|
Associate General Counsel of Franklin Templeton (since 2020);
Secretary and Chief Legal Officer (since 2020) and Assistant
Secretary of certain funds in the Franklin Templeton fund
complex (since 2006); formerly, Managing Director (2016
to 2020) and Associate General Counsel of Legg Mason & Co.
(2005 to 2020)
|
|
Thomas C. Mandia
|
|
|
Franklin Templeton
100 First Stamford Place, 6th Floor, Stamford, CT 06902
|
|
|
Year of birth
|
1962
|
|
Position(s) held with Fund1
|
Senior Vice President
|
|
Term of office1 and year service began
|
Since 2022
|
|
Principal occupation(s) during the past five years
|
Senior Associate General Counsel to Franklin Templeton
(since 2020); Senior Vice President (since 2020) and Assistant
Secretary of certain funds in the Franklin Templeton fund
complex (since 2006); Secretary of FTFA (since 2006); Secretary
of LMAS (since 2002) and LMFAM (formerly registered
investment advisers) (since 2013); formerly, Managing Director
and Deputy General Counsel of Legg Mason & Co. (2005
to 2020)
|
59
|
Additional Officers (cont’d)
|
|
|
Christopher Berarducci
|
|
|
Franklin Templeton
One Madison Avenue, 17th Floor, New York, NY 10010
|
|
|
Year of birth
|
1974
|
|
Position(s) held with Fund1
|
Treasurer and Principal Financial Officer
|
|
Term of office1 and year service began
|
Since 2019
|
|
Principal occupation(s) during the past five years
|
Vice President, Fund Administration and Reporting, Franklin
Templeton (since 2020); Treasurer (since 2010) and Principal
Financial Officer (since 2019) of certain funds associated with
Legg Mason & Co. or its affiliates; formerly, Managing
Director (2020), Director (2015 to 2020), and Vice President (2011
to 2015) of Legg Mason & Co.
|
|
Jeanne M. Kelly
|
|
|
Franklin Templeton
One Madison Avenue, 17th Floor, New York, NY 10010
|
|
|
Year of birth
|
1951
|
|
Position(s) held with Fund1
|
Senior Vice President
|
|
Term of office1 and year service began
|
Since 2007
|
|
Principal occupation(s) during the past five years
|
U.S. Fund Board Team Manager, Franklin Templeton (since 2020);
Senior Vice President of certain funds associated with Legg
Mason & Co. or its affiliates (since 2007); Senior Vice President
of FTFA (since 2006); President and Chief Executive Officer of
LMAS and LMFAM (since 2015); formerly, Managing Director of
Legg Mason & Co. (2005 to 2020); and Senior Vice President of
LMFAM (2013 to 2015)
|
60
61
Franklin Resources Inc.
Compliance Department
One Madison Avenue, 17th Floor
New York, NY 10010
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
|
|
Pursuant to:
|
Amount Reported
|
|
Qualified Net Interest Income (QII)
|
§871(k)(1)(C)
|
$15,694,518
|
|
Qualified Business Income Dividends Earned
|
§199A
|
$89,321
|
|
Section 163(j) Interest Earned
|
§163(j)
|
$30,680,134
|
77
President and Chief Executive
Officer
Treasurer and Principal Financial
Officer
Chief Compliance Officer
Secretary and Chief Legal Officer
Senior Vice President
Senior Vice President
17th Floor
New York, NY 10010
P.O. Box 43006
Providence, RI 02940-3078
public accounting firm
Baltimore, MD
900 G Street NW
Washington, DC 20001
Exchange Symbol
Your Privacy and the Security of Your Personal Information is Very Important to Us
One Madison Avenue
17th Floor
New York, NY 10010
P.O. Box 43006
Providence, RI 02940-3078
(b) Not applicable
| ITEM 2. | CODE OF ETHICS. |
(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer.
(c) N/A
(d) N/A
(f) Pursuant to Item 19(a) (1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.
| ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
The Board of Directors of the Registrant has determined that Eileen A. Kamerick and Nisha Kumar, possess the technical attributes identified in Item 3 to Form N-CSR to qualify as an “audit committee financial experts,” and has designated Eileen A. Kamerick and Nisha Kumar, as the Audit Committee’s financial experts. Eileen A. Kamerick and Nisha Kumar are an “independent” Trustee pursuant to paragraph (a)(2) of Item 3 to Form N-CSR.
Under applicable securities laws, a person determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification. The designation or identification of a person as an audit committee financial expert does not affect the duties, obligations, or liability of any other member of the audit committee or board of directors.
| ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
(a) Audit Fees. The aggregate fees billed in the last two fiscal years ending September 30, 2024 and September 30, 2025 (the “Reporting Periods”) for professional services rendered by the Registrant’s principal accountant (the “Auditor”) for the audit of the Registrant’s annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $52,540 in September 30, 2024 and $53,065 in September 30, 2025.
(b) Audit-Related Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the Registrant’s financial statements were $0 in September 30, 2024 and $0 in September 30, 2025.
(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning (“Tax Services”) were $10,000 in September 30, 2024 and $10,000 in September 30, 2025. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.
There were no fees billed for tax services by the Auditors to the Registrant’s investment manager and any entity controlling, controlled by, or under common control with the investment manager that provides ongoing services to the Registrant (“Service Affiliates”) during the Reporting Periods that required pre-approval by the Audit Committee.
d) All Other Fees. The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor to the Registrant, other than the services reported in paragraphs (a) through (c) of this item, were $0 in September 30, 2024 and $0 in September 30, 2025.
There were no other non-audit services rendered by the Auditor to the Service Affiliates requiring pre-approval by the Audit Committee in the Reporting Periods.
(e) Audit Committee’s pre–approval policies and procedures described in paragraph (c) (7) of Rule 2-01 of Regulation S-X.
(1) The Charter for the Audit Committee (the “Committee”) of the Board of each registered investment company (the “Fund”) advised by the Registrant’s investment manager or one of their affiliates (each, an “Adviser”) requires that the Committee shall approve (a) all audit and permissible non-audit services to be provided to the Fund and (b) all permissible non-audit services to be provided by the Fund’s independent auditors to the Adviser and any service providers controlling, controlled by or under common control with the Adviser that provide ongoing services to the Fund (“Covered Service Providers”) if the engagement relates directly to the operations and financial reporting of the Fund. The Committee may implement policies and procedures by which such services are approved other than by the full Committee.
The Committee shall not approve non-audit services that the Committee believes may impair the independence of the auditors. As of the date of the approval of this Audit Committee Charter, permissible non-audit services include any professional services (including tax services), that are not prohibited services as described below, provided to the Fund by the independent auditors, other than those provided to the Fund in connection with an audit or a review of the financial statements of the Fund. Permissible non-audit services may not include: (i) bookkeeping or other services related to the accounting records or financial statements of the Fund; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions or human resources; (vii) broker or dealer, investment adviser or investment banking services; (viii) legal services and expert services unrelated to the audit; and (ix) any other service the Public Company Accounting Oversight Board determines, by regulation, is impermissible.
Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, the Adviser and the Covered Service Providers constitutes not more than 5% of the total amount of revenues paid to the independent auditors during the fiscal year in which the permissible non-audit services are provided to (a) the Fund, (b) the Adviser and (c) any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund during the fiscal year in which the services are provided that would have to be approved by the Committee; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit.
(2) None of the services described in paragraphs (b) through (d) of this Item were performed in reliance on paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not applicable.
(g) Non-audit fees billed by the Auditor for services rendered to the Registrant and the Service Affiliates during the reporting period were $334,889 in September 30, 2024 and $344,935 in September 30, 2025.
(h) Yes. The Registrant’s Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Auditor’s independence. All services provided by the Auditor to the Registrant or to the Service Affiliates, which were required to be pre-approved, were pre-approved as required.
(i) Not applicable.
(j) Not applicable.
| ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
| a) | Registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)58(A) of the Exchange Act. The Audit Committee consists of the following Board members: |
Robert D. Agdern
Carol L. Colman
Anthony Grillo*
Eileen A. Kamerick
Nisha Kumar
Peter Mason*
Hillary A. Sale*
* Effective November 15, 2024, Ms. Sale and Messrs. Grillo and Mason became members of the Audit Committee.
| b) | Not applicable |
| ITEM 6. | SCHEDULE OF INVESTMENTS. |
| (a) | Please see schedule of investments contained in the Financial Statements and Financial Highlights included under Item 1 of this Form N-CSR. |
| (b) | Not applicable. |
| ITEM 7. | FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 8. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 9. | PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 10. | REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 11. | STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT. |
The information is disclosed as part of the Financial Statements included in Item 1 of this Form N-CSR, as applicable.
| ITEM 12. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Western Asset Management Company, LLC Proxy Voting Policies and Procedures
| NOTE |
The policy below relating to proxy voting and corporate actions is a global policy for Western Asset Management Company, LLC (“Western Asset” or the “Firm”) and all Western Asset affiliates, including Western Asset Management Company Limited (“Western Asset Limited”), Western Asset Management Company Ltd (“Western Asset Japan”) and Western Asset Management Company Pte. Ltd. (“Western Asset Singapore”), as applicable. As compliance with the policy is monitored by Western Asset, the policy has been adopted from the US Compliance Manual and all defined terms are those defined in the US Compliance Manual rather than the compliance manual of any other Western Asset affiliate.
| BACKGROUND |
An investment adviser is required to adopt and implement policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with fiduciary duties and Rule 206(4)-6 under the Investment Advisers Act of 1940 (“Advisers Act”). The authority to vote the proxies of our clients is established through investment management agreements or comparable documents. In addition to SEC requirements governing advisers, long-standing fiduciary standards and responsibilities have been established for ERISA accounts. Unless a manager of ERISA assets has been expressly precluded from voting proxies, the Department of Labor has determined that the responsibility for these votes lies with the investment manager.
| POLICY |
As a fixed income only manager, the occasion to vote proxies is very rare, for instance, when fixed income securities are converted into equity by their terms or in connection with a bankruptcy or corporate workout. However, the Firm has adopted and implemented policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with our fiduciary duties and Rule 206(4)-6 under the Advisers Act. In addition to SEC requirements governing advisers, our proxy voting policies reflect the long-standing fiduciary standards and responsibilities for ERISA accounts. Unless a manager of ERISA assets has been expressly precluded from voting proxies, the Department of Labor has determined that the responsibility for these votes lies with the investment manager.
While the guidelines included in the procedures are intended to provide a benchmark for voting standards, each vote is ultimately cast on a case-by-case basis, taking into consideration the Firm’s contractual obligations to our clients and all other relevant facts and circumstances at the time of the vote (such that these guidelines may be overridden to the extent the Firm deems appropriate).
In exercising its voting authority, Western Asset will not consult or enter into agreements with officers, directors or employees of Franklin Resources (Franklin Resources includes Franklin Resources, Inc. and organizations operating as Franklin Resources) or any of its affiliates (other than Western Asset affiliated companies) regarding the voting of any securities owned by its clients.
| PROCEDURES |
Responsibility and Oversight
The Legal & Compliance Group is responsible for administering and overseeing the proxy voting process. The gathering of proxies is coordinated through the Corporate Actions team of the Investment Operations Group (“Corporate Actions”). Research analysts and portfolio managers are responsible for determining appropriate voting positions on each proxy utilizing any applicable guidelines contained in these procedures.
Client Authority
The Investment Management Agreement for each client is reviewed at account start-up for proxy voting instructions. If an agreement is silent on proxy voting, but contains an overall delegation of discretionary authority or if the account represents assets of an ERISA plan, Western Asset will assume responsibility for proxy voting. The Portfolio Compliance Group maintains a matrix of proxy voting authority.
Proxy Gathering
Registered owners of record, client custodians, client banks and trustees (“Proxy Recipients”) that receive proxy materials on behalf of clients should forward them to Corporate Actions. Proxy Recipients for new clients (or, if Western Asset becomes aware that the applicable Proxy Recipient for an existing client has changed, the Proxy Recipient for the existing client) are notified at start-up of appropriate routing to Corporate Actions of proxy materials received and reminded of their responsibility to forward all proxy materials on a timely basis. If Western Asset personnel other than Corporate Actions receive proxy materials, they should promptly forward the materials to Corporate Actions.
Proxy Voting
Once proxy materials are received by Corporate Actions, they are forwarded to the Portfolio Compliance Group for coordination and the following actions:
Proxies are reviewed to determine accounts impacted.
Impacted accounts are checked to confirm Western Asset voting authority.
Where appropriate, the Regulatory Affairs Group reviews the issues presented to determine any material conflicts of interest. (See Conflicts of Interest section of these procedures for further information on determining material conflicts of interest.)
If a material conflict of interest exists, (i) to the extent reasonably practicable and permitted by applicable law, the client is promptly notified, the conflict is disclosed and Western Asset obtains the client’s proxy voting instructions, and (ii) to the extent that it is not reasonably practicable or permitted by applicable law to notify the client and obtain such instructions (e.g., the client is a mutual fund or other commingled vehicle or is an ERISA plan client), Western Asset seeks voting instructions from an independent third party.
The Portfolio Compliance Group provides proxy material to the appropriate research analyst or portfolio manager to obtain their recommended vote. Research analysts and portfolio managers determine votes on a case-by-case basis taking into account the voting guidelines contained in these procedures. For avoidance of doubt, depending on the best interest of each individual client, Western Asset may vote the same proxy differently for different clients. The analyst’s or portfolio manager’s basis for their decision is documented and maintained by the Portfolio Compliance Group.
Portfolio Compliance Group votes the proxy pursuant to the instructions received in (d) or (e) and returns the voted proxy as indicated in the proxy materials.
| Timing |
Western Asset’s Legal and Compliance Department personnel act in such a manner to ensure that, absent special circumstances, the proxy gathering and proxy voting steps noted above can be completed before the applicable deadline for returning proxy votes.
| Recordkeeping |
Western Asset maintains records of proxies voted pursuant to Rule 204-2 of the Advisers Act and ERISA DOL Bulletin 94-2. These records include:
| · | A copy of Western Asset’s proxy voting policies and procedures. | |
| · | Copies of proxy statements received with respect to securities in client accounts. | |
| · | A copy of any document created by Western Asset that was material to making a decision how to vote proxies. | |
| · | Each written client request for proxy voting records and Western Asset’s written response to both verbal and written client requests. |
A proxy log including:
| 1. | Issuer name; |
| 2. | Exchange ticker symbol of the issuer’s shares to be voted; |
| 3. | Committee on Uniform Securities Identification Procedures (“CUSIP”) number for the shares to be voted; |
| 4. | A brief identification of the matter voted on; |
| 5. | Whether the matter was proposed by the issuer or by a shareholder of the issuer; |
| 6. | Whether a vote was cast on the matter; |
| 7. | A record of how the vote was cast; |
| 8. | Whether the vote was cast for or against the recommendation of the issuer’s management team; |
| 9. | Funds are required to categorize their votes so that investors can focus on the topics they find important. Categories include, for example, votes related to director elections, extraordinary transactions, say-on-pay, shareholder rights and defenses, and the environment or climate, among others; and |
| 10. | Funds are required to disclose the number of shares voted or instructed to be cast, as well as the number of shares loaned but not recalled and, therefore, not voted by the fund. |
Records are maintained in an easily accessible place for a period of not less than five (5) years with the first two (2) years in Western Asset’s offices.
| Disclosure |
Western Asset’s proxy policies and procedures are described in the Firm’s Form ADV Part 2A. Clients are provided with a copy of these policies and procedures upon request. In addition, clients may receive reports on how their proxies have been voted, upon request.
Conflicts of Interest
All proxies that potentially present conflicts of interest are reviewed by the Regulatory Affairs Group for a materiality assessment. Issues to be reviewed include, but are not limited to:
| 1. | Whether Western Asset (or, to the extent required to be considered by applicable law, its affiliates) manages assets for the company or an employee group of the company or otherwise has an interest in the company; |
| 2. | Whether Western Asset or an officer or director of Western Asset or the applicable portfolio manager or analyst responsible for recommending the proxy vote (together, “Voting Persons”) is a close relative of or has a personal or business relationship with an executive, director or person who is a candidate for director of the company or is a participant in a proxy contest; and |
| 3. | Whether there is any other business or personal relationship where a Voting Person has a personal interest in the outcome of the matter before shareholders. |
Voting Guidelines
Western Asset’s substantive voting decisions are based on the particular facts and circumstances of each proxy vote and are evaluated by the designated research analyst or portfolio manager. The examples outlined below are meant as guidelines to aid in the decision making process.
Situations can arise in which more than one Western Asset client invests in instruments of the same issuer or in which a single client may invest in instruments of the same issuer but in multiple accounts or strategies. Multiple clients or the same client in multiple accounts or strategies may have different investment objectives, investment styles, or investment professionals involved in making decisions. While there may be differences, votes are always cast in the best interests of the client and the investment objectives agreed with Western Asset. As a result, there may be circumstances where Western Asset casts different votes on behalf of different clients or on behalf of the same client with multiple accounts or strategies.
Guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals which have been approved and are recommended by a company’s board of directors; Part II deals with proposals submitted by shareholders for inclusion in proxy statements; Part III addresses issues relating to voting shares of investment companies; and Part IV addresses unique considerations pertaining to foreign issuers.
| I. | Board Approved Proposals |
The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself that have been approved and recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies, Western Asset generally votes in support of decisions reached by independent boards of directors. More specific guidelines related to certain board-approved proposals are as follows:
| 1. | Matters relating to the Board of Directors |
Western Asset votes proxies for the election of the company’s nominees for directors and for board-approved proposals on other matters relating to the board of directors with the following exceptions:
| a. | Votes are withheld for the entire board of directors if the board does not have a majority of independent directors or the board does not have nominating, audit and compensation committees composed solely of independent directors. |
| b. | Votes are withheld for any nominee for director who is considered an independent director by the company and who has received compensation from the company other than for service as a director. |
| c. | Votes are withheld for any nominee for director who attends less than 75% of board and committee meetings without valid reasons for absences. |
| d. | Votes are cast on a case-by-case basis in contested elections of directors. |
| 2. | Matters relating to Executive Compensation |
Western Asset generally favors compensation programs that relate executive compensation to a company’s long-term performance. Votes are cast on a case-by-case basis on board-approved proposals relating to executive compensation, except as follows:
| a. | Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for stock option plans that will result in a minimal annual dilution. |
| b. | Western Asset votes against stock option plans or proposals that permit replacing or repricing of underwater options. |
| c. | Western Asset votes against stock option plans that permit issuance of options with an exercise price below the stock’s current market price. |
| d. | Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for employee stock purchase plans that limit the discount for shares purchased under the plan to no more than 15% of their market value, have an offering period of 27 months or less and result in dilution of 10% or less. |
| 3. | Matters relating to Capitalization |
The Management of a company’s capital structure involves a number of important issues, including cash flows, financing needs and market conditions that are unique to the circumstances of each company. As a result, Western Asset votes on a case-by-case basis on board-approved proposals involving changes to a company’s capitalization except where Western Asset is otherwise withholding votes for the entire board of directors.
| a. | Western Asset votes for proposals relating to the authorization of additional common stock. |
| b. | Western Asset votes for proposals to effect stock splits (excluding reverse stock splits). |
| c. | Western Asset votes for proposals authorizing share repurchase programs. |
| 4. | Matters relating to Acquisitions, Mergers, Reorganizations and Other Transactions |
Western Asset votes these issues on a case-by-case basis on board-approved transactions.
| 5. | Matters relating to Anti-Takeover Measures |
Western Asset votes against board-approved proposals to adopt anti-takeover measures except as follows:
| a. | Western Asset votes on a case-by-case basis on proposals to ratify or approve shareholder rights plans. |
| b. | Western Asset votes on a case-by-case basis on proposals to adopt fair price provisions. |
| 6. | Other Business Matters |
Western Asset votes for board-approved proposals approving such routine business matters such as changing the company’s name, ratifying the appointment of auditors and procedural matters relating to the shareholder meeting.
| a. | Western Asset votes on a case-by-case basis on proposals to amend a company’s charter or bylaws. |
| b. | Western Asset votes against authorization to transact other unidentified, substantive business at the meeting. |
| 7. | Reporting of Financially Material Information |
Western Asset generally believes issuers should disclose information that is material to their business. What qualifies as “material” can vary, so votes are cast on a case-by-case basis but consistent with the overarching principle.
| II. | Shareholder Proposals |
SEC regulations permit shareholders to submit proposals for inclusion in a company’s proxy statement. These proposals generally seek to change some aspect of a company’s corporate governance structure or to change some aspect of its business operations. Western Asset votes in accordance with the recommendation of the company’s board of directors on all shareholder proposals, except as follows:
| 1. | Western Asset votes for shareholder proposals to require shareholder approval of shareholder rights plans. |
| 2. | Western Asset votes for shareholder proposals that are consistent with Western Asset’s proxy voting guidelines for board-approved proposals. |
| 3. | Western Asset votes on a case-by-case basis on other shareholder proposals where the firm is otherwise withholding votes for the entire board of directors. |
Environmental or social issues that are the subject of a proxy vote will be considered on a case-by-case basis. Constructive proposals that seek to advance the health of the issuer and the prospect for risk-adjusted returns to Western Assets clients are viewed more favorably than proposals that advance a single issue or limit the ability of management to meet its operating objectives.
| III. | Voting Shares of Investment Companies |
Western Asset may utilize shares of open or closed-end investment companies to implement its investment strategies. Shareholder votes for investment companies that fall within the categories listed in Parts I and II above are voted in accordance with those guidelines.
| 1. | Western Asset votes on a case-by-case basis on proposals relating to changes in the investment objectives of an investment company taking into account the original intent of the fund and the role the fund plays in the clients’ portfolios. |
| 2. | Western Asset votes on a case-by-case basis all proposals that would result in increases in expenses (e.g., proposals to adopt 12b-1 plans, alter investment advisory arrangements or approve fund mergers) taking into account comparable expenses for similar funds and the services to be provided. |
| IV. | Voting Shares of Foreign Issuers |
In the event Western Asset is required to vote on securities held in non-U.S. issuers – i.e. issuers that are incorporated under the laws of a foreign jurisdiction and that are not listed on a U.S. securities exchange or the NASDAQ stock market, the following guidelines are used, which are premised on the existence of a sound corporate governance and disclosure framework. These guidelines, however, may not be appropriate under some circumstances for foreign issuers and therefore apply only where applicable.
| 1. | Western Asset votes for shareholder proposals calling for a majority of the directors to be independent of management. |
| 2. | Western Asset votes for shareholder proposals seeking to increase the independence of board nominating, audit and compensation committees. |
| 3. | Western Asset votes for shareholder proposals that implement corporate governance standards similar to those established under U.S. federal law and the listing requirements of U.S. stock exchanges, and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated. |
| 4. | Western Asset votes on a case-by-case basis on proposals relating to (1) the issuance of common stock in excess of 20% of a company’s outstanding common stock where shareholders do not have preemptive rights, or (2) the issuance of common stock in excess of 100% of a company’s outstanding common stock where shareholders have preemptive rights. |
| V. | Environmental, Social and Governance (“ESG”) Matters |
Western Asset incorporates ESG considerations, among other relevant risks, as part of the overall process where appropriate. The Firm seeks to identify and consider material risks to the investment thesis, including material risks presented by ESG factors. While Western Asset is primarily a fixed income manager, opportunities to vote proxies are considered on the investment merits of the instruments and strategies involved.
As a general proposition, Western Asset votes to encourage disclosure of information material to their business. This principle extends to ESG matters. What qualifies as “material” can vary, so votes are cast on a case-by-case basis but consistent with the overarching principle. Western Asset recognizes that objective standards and criteria may not be available or universally agreed and that there may be different views and subjective analysis regarding factors and their significance.
Targeted environmental or social issues that are the subject of a proxy vote will be considered on a case-by-case basis. Constructive proposals that seek to advance the health of the issuer and the prospect for risk-adjusted returns to Western Assets clients are viewed more favorably than proposals that advance a single issue or limit the ability of management to meet its operating objectives.
Retirement Accounts
For accounts subject to ERISA, as well as other retirement accounts, Western Asset is presumed to have the responsibility to vote proxies for the client. The Department of Labor has issued a bulletin that states that investment managers have the responsibility to vote proxies on behalf of Retirement Accounts unless the authority to vote proxies has been specifically reserved to another named fiduciary. Furthermore, unless Western Asset is expressly precluded from voting the proxies, the Department of Labor has determined that the responsibility remains with the investment manager.
In order to comply with the Department of Labor’s position, Western Asset will be presumed to have the obligation to vote proxies for its retirement accounts unless Western Asset has obtained a specific written instruction indicating that: (a) the right to vote proxies has been reserved to a named fiduciary of the client, and (b) Western Asset is precluded from voting proxies on behalf of the client. If Western Asset does not receive such an instruction, Western Asset will be responsible for voting proxies in the best interests of the retirement account client and in accordance with any proxy voting guidelines provided by the client.
| ITEM 13. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
(a)(1): As of the date of filing this report:
NAME AND ADDRESS |
LENGTH OF TIME SERVED |
PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS |
|
Michael C. Buchanan
Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2006 |
Responsible for the day-to-day management with other members of the Fund’s portfolio management team; Chief Investment Officer of Western Asset since September 2024; employed by Western Asset Management as an investment professional for at least the past five years; Managing Director and head of U.S. Credit Products from 2003-2005 at Credit Suisse Asset Management |
|
Christopher F. Kilpatrick
Western Asset |
Since 2012 |
Responsible for the day-to-day management with other members of the Fund’s portfolio management team; employed by Western Asset Management as an investment professional for at least the past five years. |
|
Walter Kilcullen
Western Asset |
Since 2024 | Responsible for the day-to-day management with other members of the Fund’s portfolio management team; employed by Western Asset Management as an investment professional since 2002. |
(a)(2): DATA TO BE PROVIDED BY FINANCIAL CONTROL
The following tables set forth certain additional information with respect to the fund’s investment professionals for the fund. Unless noted otherwise, all information is provided as of September 30, 2025.
Other Accounts Managed by Investment Professionals
The table below identifies the number of accounts (other than the fund) for which the fund’s investment professionals have day-to-day management responsibilities and the total assets in such accounts, within each of the following categories: registered investment companies, other pooled investment vehicles, and other accounts. For each category, the number of accounts and total assets in the accounts where fees are based on performance is also indicated.
| Name of PM | Type of Account | Number of Accounts Managed | Total Assets Managed | Number of Accounts Managed for which Advisory Fee is Performance-Based | Assets Managed for which Advisory Fee is Performance-Based |
| Michael C. Buchanan ‡ | Other Registered Investment Companies | 58 | $85.01 billion | None | None |
| Other Pooled Vehicles | 194 | $45.31 billion | 16 | $3.01 billion | |
| Other Accounts | 285 | $83.15 billion | 12 | $6.61 billion | |
| Christopher Kilpatrick ‡ | Other Registered Investment Companies | 11 | $4.38 billion | None | None |
| Other Pooled Vehicles | 7 | $564 million | 3 | $386 million | |
| Other Accounts | 13 | $860 million | None | None | |
| Walter Kilcullen‡ | Other Registered Investment Companies | 8 | $2.83 billion | None | None |
| Other Pooled Vehicles | 14 | $6.53 billion | 3 | $386 million | |
| Other Accounts | 11 | $1.70 billion | None | None |
‡ The numbers above reflect the overall number of portfolios managed by employees of Western Asset Management Company (“Western Asset”). They are involved in the management of all the Firm’s portfolios, but they are not solely responsible for particular portfolios. Western Asset’s investment discipline emphasizes a team approach that combines the efforts of groups of specialists working in different market sectors. They are responsible for overseeing implementation of Western Asset’s overall investment ideas and coordinating the work of the various sector teams. This structure ensures that client portfolios benefit from a consensus that draws on the expertise of all team members.
(a)(3): Portfolio Manager Compensation (As of September 30, 2025):
Investment Professional Compensation
Conflicts of Interest
The Subadviser has adopted compliance policies and procedures to address a wide range of potential conflicts of interest that could directly impact client portfolios. For example, potential conflicts of interest may arise in connection with the management of multiple portfolios (including portfolios managed in a personal capacity). These could include potential conflicts of interest related to the knowledge and timing of a portfolio’s trades, investment opportunities and broker selection. Portfolio managers are privy to the size, timing, and possible market impact of a portfolio’s trades.
It is possible that an investment opportunity may be suitable for both a portfolio and other accounts managed by a portfolio manager, but may not be available in sufficient quantities for both the portfolio and the other accounts to participate fully. Similarly, there may be limited opportunity to sell an investment held by a portfolio and another account. A conflict may arise where the portfolio manager may have an incentive to treat an account preferentially as compared to a portfolio because the account pays a performance-based fee or the portfolio manager, the Subadviser or an affiliate has an interest in the account. The Subadviser has adopted procedures for allocation of portfolio transactions and investment opportunities across multiple client accounts on a fair and equitable basis over time. Eligible accounts that can participate in a trade generally share the same price on a pro-rata allocation basis, taking into account differences based on factors such as cash availability, investment restrictions and guidelines, and portfolio composition versus strategy.
With respect to securities transactions, the Subadviser determines which broker or dealer to use to execute each order, consistent with their duty to seek best execution of the transaction. However, with respect to certain other accounts (such as pooled investment vehicles that are not registered investment companies and other accounts managed for organizations and individuals), the Subadviser may be limited by the client with respect to the selection of brokers or dealers or may be instructed to direct trades through a particular broker or dealer. In these cases, trades for a portfolio in a particular security may be placed separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible detriment of a portfolio or the other account(s) involved. Additionally, the management of multiple portfolios and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each portfolio and/or other account. The Subadviser’s team approach to portfolio management and block trading approach seeks to limit this potential risk.
The Subadviser also maintains a gift and entertainment policy to address the potential for a business contact to give gifts or host entertainment events that may influence the business judgment of an employee. Employees are permitted to retain gifts of only a nominal value and are required to make reimbursement for entertainment events above a certain value. All gifts (except those of a de minimis value) and entertainment events that are given or sponsored by a business contact are required to be reported in a gift and entertainment log which is reviewed on a regular basis for possible issues.
Employees of the Subadviser have access to transactions and holdings information regarding client accounts and the Subadviser’s overall trading activities. This information represents a potential conflict of interest because employees may take advantage of this information as they trade in their personal accounts. Accordingly, the Subadviser maintains a Code of Ethics that is compliant with Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Advisers Act to address personal trading. In addition, the Code of Ethics seeks to establish broader principles of good conduct and fiduciary responsibility in all aspects of the Subadviser’s business. The Code of Ethics is administered by the Legal and Compliance Department and monitored through the Subadviser’s compliance monitoring program.
The Subadviser may also face other potential conflicts of interest with respect to managing client assets, and the description above is not a complete description of every conflict of interest that could be deemed to exist. The Subadviser also maintains a compliance monitoring program and engages independent auditors to conduct a SOC1/ISAE 3402 audit on an annual basis. These steps help to ensure that potential conflicts of interest have been addressed.
Investment Professional Compensation
With respect to the compensation of the Fund’s investment professionals, the Subadviser’s compensation system assigns each employee a total compensation range, which is derived from annual market surveys that benchmark each role with its job function and peer universe. This method is designed to reward employees with total compensation reflective of the external market value of their skills, experience and ability to produce desired results. Standard compensation includes competitive base salaries, generous employee benefits and a retirement plan.
In addition, the Subadviser’s employees are eligible for bonuses. These are structured to closely align the interests of employees with those of the Subadviser, and are determined by the professional’s job function and pre-tax performance as measured by a formal review process. All bonuses are completely discretionary. The principal factor considered is an investment professional’s investment performance versus appropriate peer groups and benchmarks (e.g., a securities index and with respect to the Fund, the benchmark set forth in the Fund’s Prospectus to which the Fund’s average annual total returns are compared or, if none, the benchmark set forth in the Fund’s annual report). Performance is reviewed on a 1, 3 and 5 year basis for compensation—with 3 and 5 years having a larger emphasis. The Subadviser may also measure an investment professional’s pre-tax investment performance against other benchmarks, as it determines appropriate. Because investment professionals are generally responsible for multiple accounts (including the Fund) with similar investment strategies, they are generally compensated on the performance of the aggregate group of similar accounts, rather than a specific account. Other factors that may be considered when making bonus decisions include client service, business development, length of service to the Subadviser, management or supervisory responsibilities, contributions to developing business strategy and overall contributions to the Subadviser’s business.
Finally, in order to attract and retain top talent, all investment professionals are eligible for additional incentives in recognition of outstanding performance. These are determined based upon the factors described above and include long-term incentives that vest over a set period of time past the award date.
Investment Professional Securities Ownership
The table below identifies the dollar range of securities beneficially owned by the named investment professional as of September 30, 2025.
| Investment Professional(s) | Dollar Range of | |
| Michael C. Buchanan | A | |
| Christopher F. Kilpatrick | A | |
| Walter Kilcullen | A |
Dollar Range ownership is as follows:
A: none
B: $1 - $10,000
C: 10,001 - $50,000
D: $50,001 - $100,000
E: $100,001 - $500,000
F: $500,001 - $1 million
G: over $1 million
| ITEM 14. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
Not applicable.
| ITEM 15. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees that would require disclosure herein.
| 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) Code of Ethics attached hereto.
Exhibit 99.CODE ETH
(a) (3) 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.
Western Asset High Income Opportunity Fund Inc.
| By: | /s/ Jane Trust | |
| Jane Trust | ||
| Chief Executive Officer | ||
| Date: | November 25, 2025 |
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: | November 25, 2025 |
| By: | /s/ Christopher Berarducci | |
| Christopher Berarducci | ||
| Principal Financial Officer | ||
| Date: | November 25, 2025 |
FAQ
How did Western Asset High Income Opportunity Fund Inc. (HIO) perform in fiscal 2025?
For the year ended September 30, 2025, HIO returned 7.05% based on NAV and 5.53% based on its NYSE market price. Its benchmark, the Bloomberg U.S. Corporate High Yield – 2% Issuer Cap Index, returned 7.41% over the same period.
What distributions did HIO pay to shareholders in 2025?
During the twelve months ended September 30, 2025, HIO paid total distributions of $0.43 per share, of which $0.10 per share will be treated as a return of capital for tax purposes.
What are the main investment objectives and strategy of HIO?
HIO seeks high current income, with capital appreciation as a secondary objective. Under normal market conditions, it invests at least 80% of net assets in high-yield (non‑investment‑grade) securities and up to 20% in common stock equivalents such as options, warrants and rights, using an actively managed, research‑driven credit process.
What were HIO’s key sector allocations as of September 30, 2025?
As of September 30, 2025, HIO’s top five sectors by net assets were consumer discretionary (16.9%), energy (16.7%), communication services (16.3%), industrials (11.6%) and financials (9.1%). Sector weights can change over time as the portfolio is actively managed.
What were HIO’s NAV, market price, and net assets at year-end 2025?
At September 30, 2025, HIO’s NAV was $4.08 per share and its NYSE market price was $3.84 per share. Total net assets were approximately $387.998 million, with 95,099,215 shares outstanding.
How did HIO’s longer-term performance compare over 5- and 10-year periods?
Based on NAV, HIO’s average annual total returns were 3.63% over five years and 4.96% over ten years ended September 30, 2025. Based on market price, average annual total returns were 4.50% over five years and 6.62% over ten years.
What principal risks does HIO highlight for investors?
Key risks include exposure to high‑yield (junk) bonds with higher credit and liquidity risk, interest rate risk (bond prices generally fall as rates rise), use of derivatives such as options, futures and swaps, and foreign and emerging markets risk including currency and political risks. As a closed‑end fund, its shares can trade at a premium or discount to NAV.