Welcome to our dedicated page for WESTERN ASSET HIGH INCOME FUND II SEC filings (Ticker: HIX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Western Asset High Income Fund II Inc. filings document proxy and governance matters for a diversified closed-end management investment company. The fund's regulatory record includes definitive proxy materials covering annual meeting procedures, shareholder voting mechanics, director elections, auditor ratification and proposed charter changes affecting authorized capital stock.
These disclosures also identify the fund's adviser and subadviser relationships, common stock structure and governance framework for a Western Asset closed-end income fund.
Western Asset High Income Fund II Inc. (HIX) is asking stockholders to vote at its October 16, 2026 annual meeting on two items: electing three Class I directors (Robert D. Agdern, Anthony Grillo and Eileen A. Kamerick) to terms expiring at the 2029 annual meeting, and ratifying PricewaterhouseCoopers LLP (PwC) as independent registered public accountants for the fiscal year ending April 30, 2027.
The record date is August 28, 2026, when 90,069,708 common shares were outstanding, each with one vote. The Fund has a classified board with three director classes, and seven of eight directors are independent. It has opted into the Maryland Control Share Acquisition Act, so investors whose holdings cross specified voting-power thresholds may lose voting rights on “control shares” unless reinstated by a two‑thirds stockholder vote excluding the acquiring person and other interested shares.
The audit committee reports it reviewed the April 30, 2026 financial statements, discussed required matters with PwC and confirmed PwC’s independence before recommending inclusion of the audited statements in the annual report and ratification of PwC. For fiscal 2026, the Fund paid PwC $78,869 in audit fees, $10,000 in tax fees and $54,000 in other non‑audit services, with all services pre‑approved by the audit committee. Director compensation from the Fund for fiscal 2026 ranged from about $15,729 to $18,231, and total fund‑complex compensation for calendar 2025 ranged from $346,000 to $411,000. Proxy‑solicitation expenses are estimated at $46,230, borne by the Fund.
WESTERN ASSET HIGH INCOME FUND II INC. (HIX) had an initial insider ownership report filed by Brett Michael Mossman, identified as a Senior Vice President/Investment Manager. The Form 3 lists no reportable holdings or transactions in the fund’s securities at the time of this filing.
WESTERN ASSET HIGH INCOME FUND II INC. (HIX) has a new Form 3 insider ownership report for Ann Elizabeth Doyle, identified as a Senior Vice President. The Form 3 lists her as a reporting person but shows no reportable transactions or derivative positions and no separate ten percent owner or director status.
Western Asset High Income Fund II Inc. reported total returns of 12.43% based on NAV and 13.23% based on market price for the 12 months ended April 30, 2026. The Fund’s NAV was $4.18 per share with 90,069,708 shares outstanding and total net assets of $376,556,056.
The Fund pursues current income by investing at least 80% of net assets in high-yield debt, may allocate up to 35% to emerging-market debt, and uses leverage (liabilities ~31% of gross assets). Distributions totaled $0.59 per share for the year, of which $0.27 is return of capital. The Fund ended the period with a $157,000,000 loan outstanding.
Western Asset High Income Fund II Inc. files a prospectus supplement updating its portfolio manager disclosures. The April 23, 2026 supplement replaces the Prospectus "Investment Management Team" section and updates the SAI with portfolio manager roles, account counts, assets managed, and securities ownership as of April 30, 2025. The April supplement names five portfolio managers and lists their responsibilities and experience. A subsequent supplement effective September 30, 2026 deletes the information relating to Christopher Kilpatrick from both the Prospectus and the SAI.
WESTERN ASSET HIGH INCOME FUND II INC. insider Stout Kim, identified as CCO/Subadviser, has filed an initial Form 3 statement of beneficial ownership. The filing reports no transactions, meaning no purchases, sales, or derivative exercises are disclosed in this submission.
Western Asset High Income Fund II Inc. filed a post-effective amendment to its Form N-2 registration statement under Rule 462(d). This amendment is limited to updating and filing exhibits, such as an amended and restated sales agreement and an updated legal opinion, without changing the previously effective registration.
The filing lists estimated offering-related expenses totaling $215,359, including SEC and FINRA fees, accounting, and legal costs, and notes 24,949 record holders of common stock as of July 31, 2025. It also restates the fund’s indemnification provisions for directors and officers under Maryland law and confirms standard Securities Act undertakings.
Western Asset High Income Fund II Inc. is offering Common Stock under a prospectus supplement potentially issuing 42,528,735 shares at an assumed offering price of $4.35 per share (last reported NYSE sale price as of September 10, 2025). The Fund may offer up to $185,000,000 of Common Stock. JonesTrading is assumed to receive a selling commission of 1.00% of gross proceeds. The Manager charges an annual fee equal to 0.80% of Managed Assets; the Fund assumed leverage equal to 32.14% of Managed Assets for the expense example. Total annual expenses for Common Stock were presented as 4.03% in the illustrative example (assuming 32.14% leverage and a 5% hypothetical return). As of September 10, 2025 the Fund reported approximately 90.1 million Common shares outstanding, net assets attributable to Common Stockholders of approximately $398.8 million, and a market price of $4.35 representing a discount of approximately 1.81% to reported net asset value.
Jeffrey Masom filed an initial Form 3 reporting his relationship to WESTERN ASSET HIGH INCOME FUND II INC. (HIX) as a Director - Subadviser and noting the event date of 04/29/2025. The filing states explicitly that no securities are beneficially owned by the reporting person. The form is signed by an attorney-in-fact on 08/28/2025.
Western Asset High Income Fund II Inc. (NYSE: HIX) has released its definitive proxy for the 19 September 2025 annual meeting.
- Proposal 1: Amend the charter to increase authorized common shares from 100 million to 200 million. The fund currently has 90.1 million shares outstanding, limiting its ability to conduct follow-on or dividend-reinvestment issuances.
- Proposal 2: Elect Class III directors Carol L. Colman, Peter Mason and Jane E. Trust to three-year terms expiring 2028.
- Proposal 3: Ratify PricewaterhouseCoopers LLP as independent auditor for FY ending 30 Apr 2026 (FY25 audit fee $78,088).
Management states that the higher share cap will provide capital-raising flexibility, enhance liquidity, and lower expense ratios through scale. Identified risks are voting & NAV dilution, underwriting costs, and potential conflicts as larger assets raise advisory fees. Record date: 31 Jul 2025; quorum: majority of outstanding shares. Solicitation costs of roughly $40,900 will be borne by the fund. The Board unanimously recommends voting FOR all three proposals.