[N-CSR] Western Asset High Yield Defined Opportunity Fund Inc. Certified Shareholder Report
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – FY ended 31 May 2025 N-CSR highlights:
Shareholders voted on 6 Jun 2025 to eliminate the Fund’s scheduled 30 Sep 2025 termination and convert HYI into a perpetual closed-end fund. A tender offer for up to 100 % of outstanding shares at 100 % of NAV will launch in Jun 2025. If ≥ $75 m in net assets remains post-tender, the Fund will be renamed “Western Asset High Yield Opportunity Fund Inc.” and the adviser will waive 20 bp of its management fee through 6 Jun 2026; otherwise, HYI will liquidate on or about 30 Sep 2025.
Performance & financials (12 mos ended 31 May 2025):
- NAV total return: 8.20 %; Market-price total return: 13.78 %.
- Net investment income (NII): $21.6 m vs. expenses of $2.74 m; NII per share = $0.95.
- Distributions: $1.14 ps, of which $0.16 treated as return of capital.
- Net assets: $269.3 m; NAV per share: $11.88; leverage: none disclosed.
- Portfolio turnover: 49 %.
Relative results: HYI’s NAV return trailed its high-yield benchmarks (e.g., Bloomberg U.S. HY 2 % Cap B Component 8.42 %; Composite Index 10.90 %) due to a higher-quality bias. Market price narrowed its discount, outperforming NAV.
Portfolio profile (top sectors as % of net assets): Consumer discretionary 20.8 %, Communication services 17.1 %, Industrials 13.9 %, Energy 10.8 %, Health care 8.8 %. Notable contributors: Dish DBS, CSC Holdings, Carnival, Petrobras; detractors include Credit Suisse AT1 escrow (marked to $0) and PM General.
Key investor takeaways: Tender-offer/NAV liquidity, temporary fee cut and ongoing high-income mandate are positives, but benchmark lag, use of return-of-capital distributions and exposure to lower-rated credits temper the outlook. Outcome of the tender offer will determine whether the fund continues or is forced to liquidate.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – Riepilogo al 31 maggio 2025:
Il 6 giugno 2025 gli azionisti hanno votato per eliminare la prevista chiusura del Fondo al 30 settembre 2025 e trasformare HYI in un fondo chiuso a durata indefinita. A giugno 2025 sarà lanciata un’offerta pubblica di acquisto per fino al 100% delle azioni in circolazione al 100% del valore patrimoniale netto (NAV). Se dopo l’offerta rimarranno almeno 75 milioni di dollari di attivi netti, il Fondo sarà rinominato “Western Asset High Yield Opportunity Fund Inc.” e il gestore rinuncerà a 20 punti base della sua commissione di gestione fino al 6 giugno 2026; in caso contrario, HYI sarà liquidato intorno al 30 settembre 2025.
Performance e dati finanziari (12 mesi al 31 maggio 2025):
- Rendimento totale NAV: 8,20%; rendimento totale a prezzo di mercato: 13,78%.
- Reddito netto da investimenti (NII): 21,6 milioni di dollari contro spese per 2,74 milioni; NII per azione = 0,95 dollari.
- Distribuzioni: 1,14 dollari per azione, di cui 0,16 dollari considerati come restituzione di capitale.
- Attivi netti: 269,3 milioni di dollari; NAV per azione: 11,88 dollari; leva finanziaria: non indicata.
- Turnover del portafoglio: 49%.
Risultati relativi: Il rendimento NAV di HYI è stato inferiore ai benchmark high-yield (ad esempio, Bloomberg U.S. HY 2% Cap B Component 8,42%; Composite Index 10,90%) a causa di un orientamento verso qualità superiore. Il prezzo di mercato ha ridotto lo sconto, sovraperformando il NAV.
Profilo del portafoglio (principali settori in % degli attivi netti): beni di consumo discrezionali 20,8%, servizi di comunicazione 17,1%, industriali 13,9%, energia 10,8%, sanità 8,8%. Contributori principali: Dish DBS, CSC Holdings, Carnival, Petrobras; detrattori: Credit Suisse AT1 escrow (valutato a 0) e PM General.
Punti chiave per gli investitori: L’offerta pubblica di acquisto con liquidità basata sul NAV, il taglio temporaneo delle commissioni e il mandato di generare reddito elevato sono aspetti positivi, ma il ritardo rispetto al benchmark, l’utilizzo di distribuzioni come restituzione di capitale e l’esposizione a crediti di qualità inferiore moderano le prospettive. L’esito dell’offerta pubblica determinerà se il fondo continuerà o sarà costretto a liquidare.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – Resumen al 31 de mayo de 2025:
Los accionistas votaron el 6 de junio de 2025 para eliminar la terminación programada del Fondo para el 30 de septiembre de 2025 y convertir HYI en un fondo cerrado perpetuo. En junio de 2025 se lanzará una oferta pública de adquisición por hasta el 100 % de las acciones en circulación al 100 % del valor liquidativo (NAV). Si tras la oferta quedan al menos 75 millones de dólares en activos netos, el Fondo cambiará su nombre a “Western Asset High Yield Opportunity Fund Inc.” y el asesor renunciará a 20 puntos básicos de su comisión de gestión hasta el 6 de junio de 2026; de lo contrario, HYI se liquidará alrededor del 30 de septiembre de 2025.
Rendimiento y datos financieros (12 meses terminados el 31 de mayo de 2025):
- Retorno total NAV: 8,20 %; retorno total a precio de mercado: 13,78 %.
- Ingreso neto por inversiones (NII): 21,6 millones de dólares frente a gastos de 2,74 millones; NII por acción = 0,95 dólares.
- Distribuciones: 1,14 dólares por acción, de los cuales 0,16 dólares se consideran devolución de capital.
- Activos netos: 269,3 millones de dólares; NAV por acción: 11,88 dólares; apalancamiento: no declarado.
- Rotación de cartera: 49 %.
Resultados relativos: El retorno NAV de HYI quedó por detrás de sus índices de referencia de alto rendimiento (por ejemplo, Bloomberg U.S. HY 2 % Cap B Component 8,42 %; Composite Index 10,90 %) debido a un sesgo hacia mayor calidad. El precio de mercado redujo su descuento, superando al NAV.
Perfil de cartera (principales sectores como % de activos netos): consumo discrecional 20,8 %, servicios de comunicación 17,1 %, industriales 13,9 %, energía 10,8 %, salud 8,8 %. Contribuyentes destacados: Dish DBS, CSC Holdings, Carnival, Petrobras; detractores incluyen Credit Suisse AT1 escrow (valorado en 0) y PM General.
Puntos clave para inversores: La oferta pública basada en liquidez NAV, la reducción temporal de la comisión y el mandato continuo de altos ingresos son positivos, pero el retraso respecto al índice de referencia, el uso de distribuciones como devolución de capital y la exposición a créditos de menor calificación moderan las perspectivas. El resultado de la oferta determinará si el fondo continúa o debe liquidarse.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – 2025년 5월 31일 종료 회계연도 요약:
주주들은 2025년 6월 6일에 예정되었던 2025년 9월 30일 펀드 종료를 철회하고 HYI를 영구 폐쇄형 펀드로 전환하는 안건에 찬성했습니다. 2025년 6월에 순자산가치(NAV)의 100%로 최대 100%의 발행 주식에 대한 공개 매수 제안이 시작됩니다. 공개 매수 후 순자산이 7,500만 달러 이상 남아 있으면 펀드 이름이 “Western Asset High Yield Opportunity Fund Inc.”로 변경되며, 자문사는 2026년 6월 6일까지 관리 수수료의 20bp를 면제합니다. 그렇지 않으면 HYI는 2025년 9월 30일경 청산됩니다.
성과 및 재무 (2025년 5월 31일 종료 12개월):
- NAV 총수익: 8.20%; 시장 가격 총수익: 13.78%.
- 순투자소득(NII): 2,160만 달러, 비용 274만 달러 대비; 주당 NII = 0.95달러.
- 배당금: 주당 1.14달러, 이 중 0.16달러는 자본환급으로 처리.
- 순자산: 2억 6,930만 달러; 주당 NAV: 11.88달러; 레버리지: 공개되지 않음.
- 포트폴리오 회전율: 49%.
상대적 성과: HYI의 NAV 수익률은 고수익 벤치마크(예: Bloomberg 미국 HY 2% Cap B 구성요소 8.42%, 복합지수 10.90%)보다 낮았으며, 이는 더 높은 품질 편향 때문입니다. 시장 가격은 할인폭을 줄이며 NAV를 초과 성과를 냈습니다.
포트폴리오 구성 (순자산 대비 주요 섹터 비중): 경기소비재 20.8%, 통신서비스 17.1%, 산업 13.9%, 에너지 10.8%, 헬스케어 8.8%. 주요 기여 종목: Dish DBS, CSC Holdings, Carnival, Petrobras; 부정적 영향 종목: Credit Suisse AT1 에스크로(가치 0으로 평가) 및 PM General.
투자자 주요 시사점: NAV 기반 유동성 공개 매수, 일시적 수수료 인하 및 지속적인 고수익 임무는 긍정적이지만, 벤치마크 대비 저조한 성과, 자본환급 배당 사용 및 낮은 등급 신용 노출은 전망을 제한합니다. 공개 매수 결과에 따라 펀드의 지속 여부 또는 청산이 결정됩니다.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – Points clés de l’exercice clos le 31 mai 2025 :
Les actionnaires ont voté le 6 juin 2025 pour supprimer la clôture prévue du Fonds au 30 septembre 2025 et transformer HYI en un fonds fermé perpétuel. Une offre publique d’achat portant sur jusqu’à 100 % des actions en circulation au prix de 100 % de la valeur liquidative (NAV) sera lancée en juin 2025. Si ≥ 75 millions de dollars d’actifs nets restent après l’offre, le Fonds sera renommé « Western Asset High Yield Opportunity Fund Inc. » et le gestionnaire renoncera à 20 points de base de ses frais de gestion jusqu’au 6 juin 2026 ; sinon, HYI sera liquidé vers le 30 septembre 2025.
Performance et données financières (12 mois clos au 31 mai 2025) :
- Rendement total NAV : 8,20 % ; rendement total au cours de marché : 13,78 %.
- Revenu net d’investissement (NII) : 21,6 M$ contre des charges de 2,74 M$ ; NII par action = 0,95 $.
- Distributions : 1,14 $ par action, dont 0,16 $ considérés comme un retour de capital.
- Actifs nets : 269,3 M$ ; NAV par action : 11,88 $ ; effet de levier : non divulgué.
- Rotation du portefeuille : 49 %.
Résultats relatifs : Le rendement NAV de HYI a été inférieur à ses indices de référence high yield (par exemple Bloomberg U.S. HY 2 % Cap B Component 8,42 % ; Composite Index 10,90 %) en raison d’un biais qualité plus élevé. Le cours de marché a réduit son décote, surperformant le NAV.
Profil du portefeuille (secteurs principaux en % des actifs nets) : Consommation discrétionnaire 20,8 %, Services de communication 17,1 %, Industriel 13,9 %, Énergie 10,8 %, Santé 8,8 %. Principaux contributeurs : Dish DBS, CSC Holdings, Carnival, Petrobras ; détracteurs : Credit Suisse AT1 en séquestre (valorisé à 0) et PM General.
Points clés pour les investisseurs : L’offre publique fondée sur la liquidité NAV, la réduction temporaire des frais et le mandat permanent de générer un revenu élevé sont des points positifs, mais le retard par rapport à l’indice de référence, l’utilisation des distributions comme retour de capital et l’exposition aux crédits de moindre qualité modèrent les perspectives. L’issue de l’offre déterminera si le fonds continue ou doit être liquidé.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – Highlights zum Geschäftsjahr zum 31. Mai 2025:
Die Aktionäre stimmten am 6. Juni 2025 dafür, die geplante Auflösung des Fonds zum 30. September 2025 aufzuheben und HYI in einen unbefristeten geschlossenen Fonds umzuwandeln. Im Juni 2025 wird ein Übernahmeangebot für bis zu 100 % der ausstehenden Aktien zum 100 % des Nettoinventarwerts (NAV) gestartet. Bleiben nach dem Angebot ≥ 75 Mio. USD Nettovermögen erhalten, wird der Fonds in „Western Asset High Yield Opportunity Fund Inc.“ umbenannt und der Berater verzichtet bis zum 6. Juni 2026 auf 20 Basispunkte seiner Verwaltungsgebühr; andernfalls wird HYI um den 30. September 2025 liquidiert.
Performance & Finanzen (12 Monate zum 31. Mai 2025):
- NAV-Gesamtrendite: 8,20 %; Marktkurs-Gesamtrendite: 13,78 %.
- Nettoanlageertrag (NII): 21,6 Mio. USD bei Aufwendungen von 2,74 Mio.; NII je Aktie = 0,95 USD.
- Ausschüttungen: 1,14 USD je Aktie, davon 0,16 USD als Kapitalrückzahlung behandelt.
- Nettovermögen: 269,3 Mio. USD; NAV je Aktie: 11,88 USD; Verschuldung: nicht angegeben.
- Portfolio-Umschlag: 49 %.
Relative Ergebnisse: Die NAV-Rendite von HYI lag hinter den High-Yield-Benchmarks zurück (z. B. Bloomberg U.S. HY 2 % Cap B Component 8,42 %; Composite Index 10,90 %), was auf eine Qualitätsausrichtung zurückzuführen ist. Der Marktpreis verringerte den Abschlag und übertraf den NAV.
Portfolio-Profil (Top-Sektoren als % des Nettovermögens): Konsumgüter 20,8 %, Kommunikationsdienste 17,1 %, Industrie 13,9 %, Energie 10,8 %, Gesundheitswesen 8,8 %. Bedeutende Beitragende: Dish DBS, CSC Holdings, Carnival, Petrobras; negative Einflüsse: Credit Suisse AT1 Treuhandkonto (auf 0 bewertet) und PM General.
Wichtige Erkenntnisse für Investoren: Übernahmeangebot mit NAV-Liquidität, vorübergehende Gebührenreduzierung und fortlaufender Hochzinsauftrag sind positiv, jedoch dämpfen Benchmark-Rückstand, Verwendung von Kapitalrückzahlungen und Engagement in niedrig bewertete Kredite die Aussichten. Das Ergebnis des Übernahmeangebots entscheidet über Fortführung oder Liquidation des Fonds.
- Conversion to perpetual structure removes 2025 liquidation overhang, potentially stabilising the fund’s discount.
- 100 % NAV tender offer in June 2025 provides immediate liquidity at full asset value.
- 20 bp management-fee waiver through June 2026 lowers expense ratio.
- Market-price total return of 13.78 % materially outperformed NAV and narrowed the discount.
- Net investment income of $21.6 m covered roughly 83 % of the distribution, limiting dilution.
- NAV return (8.20 %) trailed key benchmarks such as the Composite Index (10.90 %).
- $0.16 per-share distribution classified as return of capital, indicating payout not fully earned.
- Credit losses on positions like Credit Suisse AT1 and China property bonds were marked close to zero.
- Future uncertainty: if net assets fall below $75 m post-tender, the fund will liquidate, creating reinvestment risk.
- High sector concentration in consumer discretionary and communication services increases cyclicality exposure.
Insights
TL;DR: Conversion to perpetual structure plus NAV tender boosts liquidity, but benchmark lag and ROC signal mixed fundamentals.
The shareholder vote removes the hard-liquidation date, potentially eliminating the forced selling risk that can weigh on limited-term CEF discounts. A 100 % NAV tender provides an exit path and could tighten the current 0.3 % market-price discount. The 20 bp fee waiver (c. $0.02 ps annual benefit) is modest but directionally positive.
Operationally, HYI generated 7.84 % NII yield, nearly covering the 9.6 % distribution, resulting in a $0.16 ROC component. Portfolio quality (BB/B tilt) lagged riskier CCC-heavy benchmarks, pointing to a conservative stance that hurt relative returns. Several positions were marked to near-zero (Credit Suisse AT1, Chinese real-estate bonds), highlighting idiosyncratic credit risk.
If post-tender net assets fall below $75 m, forced liquidation could trigger spread-widening sales; above that level, the perpetual mandate may support secondary-market demand. Net/net, impact is moderately positive given improved liquidity options but no change to credit-heavy strategy.
TL;DR: 8.2 % NAV gain respectable, yet underperformance vs 10.9 % composite underscores opportunity cost.
HYI’s 480 bp spread of market-price over NAV return reflects discount compression and strong retail demand for high-yield credit. However, security selection missed upside in CCC cohort; quality bias and defaulted exposures (Credit Suisse, China property) clipped α. Sector overweights to consumer discretionary and communications paid off, but their high concentration (38 % of assets) elevates cyclical risk.
With Fed policy easing priced in, duration at ~3-4 yrs and active use of bank loans offer some rate insulation. Tender-driven cash outflows could force asset sales, marginally widening bid-ask spreads. Investors should monitor tender uptake, NII coverage, and any shift toward lower-rated credits to regain benchmark parity.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – Riepilogo al 31 maggio 2025:
Il 6 giugno 2025 gli azionisti hanno votato per eliminare la prevista chiusura del Fondo al 30 settembre 2025 e trasformare HYI in un fondo chiuso a durata indefinita. A giugno 2025 sarà lanciata un’offerta pubblica di acquisto per fino al 100% delle azioni in circolazione al 100% del valore patrimoniale netto (NAV). Se dopo l’offerta rimarranno almeno 75 milioni di dollari di attivi netti, il Fondo sarà rinominato “Western Asset High Yield Opportunity Fund Inc.” e il gestore rinuncerà a 20 punti base della sua commissione di gestione fino al 6 giugno 2026; in caso contrario, HYI sarà liquidato intorno al 30 settembre 2025.
Performance e dati finanziari (12 mesi al 31 maggio 2025):
- Rendimento totale NAV: 8,20%; rendimento totale a prezzo di mercato: 13,78%.
- Reddito netto da investimenti (NII): 21,6 milioni di dollari contro spese per 2,74 milioni; NII per azione = 0,95 dollari.
- Distribuzioni: 1,14 dollari per azione, di cui 0,16 dollari considerati come restituzione di capitale.
- Attivi netti: 269,3 milioni di dollari; NAV per azione: 11,88 dollari; leva finanziaria: non indicata.
- Turnover del portafoglio: 49%.
Risultati relativi: Il rendimento NAV di HYI è stato inferiore ai benchmark high-yield (ad esempio, Bloomberg U.S. HY 2% Cap B Component 8,42%; Composite Index 10,90%) a causa di un orientamento verso qualità superiore. Il prezzo di mercato ha ridotto lo sconto, sovraperformando il NAV.
Profilo del portafoglio (principali settori in % degli attivi netti): beni di consumo discrezionali 20,8%, servizi di comunicazione 17,1%, industriali 13,9%, energia 10,8%, sanità 8,8%. Contributori principali: Dish DBS, CSC Holdings, Carnival, Petrobras; detrattori: Credit Suisse AT1 escrow (valutato a 0) e PM General.
Punti chiave per gli investitori: L’offerta pubblica di acquisto con liquidità basata sul NAV, il taglio temporaneo delle commissioni e il mandato di generare reddito elevato sono aspetti positivi, ma il ritardo rispetto al benchmark, l’utilizzo di distribuzioni come restituzione di capitale e l’esposizione a crediti di qualità inferiore moderano le prospettive. L’esito dell’offerta pubblica determinerà se il fondo continuerà o sarà costretto a liquidare.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – Resumen al 31 de mayo de 2025:
Los accionistas votaron el 6 de junio de 2025 para eliminar la terminación programada del Fondo para el 30 de septiembre de 2025 y convertir HYI en un fondo cerrado perpetuo. En junio de 2025 se lanzará una oferta pública de adquisición por hasta el 100 % de las acciones en circulación al 100 % del valor liquidativo (NAV). Si tras la oferta quedan al menos 75 millones de dólares en activos netos, el Fondo cambiará su nombre a “Western Asset High Yield Opportunity Fund Inc.” y el asesor renunciará a 20 puntos básicos de su comisión de gestión hasta el 6 de junio de 2026; de lo contrario, HYI se liquidará alrededor del 30 de septiembre de 2025.
Rendimiento y datos financieros (12 meses terminados el 31 de mayo de 2025):
- Retorno total NAV: 8,20 %; retorno total a precio de mercado: 13,78 %.
- Ingreso neto por inversiones (NII): 21,6 millones de dólares frente a gastos de 2,74 millones; NII por acción = 0,95 dólares.
- Distribuciones: 1,14 dólares por acción, de los cuales 0,16 dólares se consideran devolución de capital.
- Activos netos: 269,3 millones de dólares; NAV por acción: 11,88 dólares; apalancamiento: no declarado.
- Rotación de cartera: 49 %.
Resultados relativos: El retorno NAV de HYI quedó por detrás de sus índices de referencia de alto rendimiento (por ejemplo, Bloomberg U.S. HY 2 % Cap B Component 8,42 %; Composite Index 10,90 %) debido a un sesgo hacia mayor calidad. El precio de mercado redujo su descuento, superando al NAV.
Perfil de cartera (principales sectores como % de activos netos): consumo discrecional 20,8 %, servicios de comunicación 17,1 %, industriales 13,9 %, energía 10,8 %, salud 8,8 %. Contribuyentes destacados: Dish DBS, CSC Holdings, Carnival, Petrobras; detractores incluyen Credit Suisse AT1 escrow (valorado en 0) y PM General.
Puntos clave para inversores: La oferta pública basada en liquidez NAV, la reducción temporal de la comisión y el mandato continuo de altos ingresos son positivos, pero el retraso respecto al índice de referencia, el uso de distribuciones como devolución de capital y la exposición a créditos de menor calificación moderan las perspectivas. El resultado de la oferta determinará si el fondo continúa o debe liquidarse.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – 2025년 5월 31일 종료 회계연도 요약:
주주들은 2025년 6월 6일에 예정되었던 2025년 9월 30일 펀드 종료를 철회하고 HYI를 영구 폐쇄형 펀드로 전환하는 안건에 찬성했습니다. 2025년 6월에 순자산가치(NAV)의 100%로 최대 100%의 발행 주식에 대한 공개 매수 제안이 시작됩니다. 공개 매수 후 순자산이 7,500만 달러 이상 남아 있으면 펀드 이름이 “Western Asset High Yield Opportunity Fund Inc.”로 변경되며, 자문사는 2026년 6월 6일까지 관리 수수료의 20bp를 면제합니다. 그렇지 않으면 HYI는 2025년 9월 30일경 청산됩니다.
성과 및 재무 (2025년 5월 31일 종료 12개월):
- NAV 총수익: 8.20%; 시장 가격 총수익: 13.78%.
- 순투자소득(NII): 2,160만 달러, 비용 274만 달러 대비; 주당 NII = 0.95달러.
- 배당금: 주당 1.14달러, 이 중 0.16달러는 자본환급으로 처리.
- 순자산: 2억 6,930만 달러; 주당 NAV: 11.88달러; 레버리지: 공개되지 않음.
- 포트폴리오 회전율: 49%.
상대적 성과: HYI의 NAV 수익률은 고수익 벤치마크(예: Bloomberg 미국 HY 2% Cap B 구성요소 8.42%, 복합지수 10.90%)보다 낮았으며, 이는 더 높은 품질 편향 때문입니다. 시장 가격은 할인폭을 줄이며 NAV를 초과 성과를 냈습니다.
포트폴리오 구성 (순자산 대비 주요 섹터 비중): 경기소비재 20.8%, 통신서비스 17.1%, 산업 13.9%, 에너지 10.8%, 헬스케어 8.8%. 주요 기여 종목: Dish DBS, CSC Holdings, Carnival, Petrobras; 부정적 영향 종목: Credit Suisse AT1 에스크로(가치 0으로 평가) 및 PM General.
투자자 주요 시사점: NAV 기반 유동성 공개 매수, 일시적 수수료 인하 및 지속적인 고수익 임무는 긍정적이지만, 벤치마크 대비 저조한 성과, 자본환급 배당 사용 및 낮은 등급 신용 노출은 전망을 제한합니다. 공개 매수 결과에 따라 펀드의 지속 여부 또는 청산이 결정됩니다.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – Points clés de l’exercice clos le 31 mai 2025 :
Les actionnaires ont voté le 6 juin 2025 pour supprimer la clôture prévue du Fonds au 30 septembre 2025 et transformer HYI en un fonds fermé perpétuel. Une offre publique d’achat portant sur jusqu’à 100 % des actions en circulation au prix de 100 % de la valeur liquidative (NAV) sera lancée en juin 2025. Si ≥ 75 millions de dollars d’actifs nets restent après l’offre, le Fonds sera renommé « Western Asset High Yield Opportunity Fund Inc. » et le gestionnaire renoncera à 20 points de base de ses frais de gestion jusqu’au 6 juin 2026 ; sinon, HYI sera liquidé vers le 30 septembre 2025.
Performance et données financières (12 mois clos au 31 mai 2025) :
- Rendement total NAV : 8,20 % ; rendement total au cours de marché : 13,78 %.
- Revenu net d’investissement (NII) : 21,6 M$ contre des charges de 2,74 M$ ; NII par action = 0,95 $.
- Distributions : 1,14 $ par action, dont 0,16 $ considérés comme un retour de capital.
- Actifs nets : 269,3 M$ ; NAV par action : 11,88 $ ; effet de levier : non divulgué.
- Rotation du portefeuille : 49 %.
Résultats relatifs : Le rendement NAV de HYI a été inférieur à ses indices de référence high yield (par exemple Bloomberg U.S. HY 2 % Cap B Component 8,42 % ; Composite Index 10,90 %) en raison d’un biais qualité plus élevé. Le cours de marché a réduit son décote, surperformant le NAV.
Profil du portefeuille (secteurs principaux en % des actifs nets) : Consommation discrétionnaire 20,8 %, Services de communication 17,1 %, Industriel 13,9 %, Énergie 10,8 %, Santé 8,8 %. Principaux contributeurs : Dish DBS, CSC Holdings, Carnival, Petrobras ; détracteurs : Credit Suisse AT1 en séquestre (valorisé à 0) et PM General.
Points clés pour les investisseurs : L’offre publique fondée sur la liquidité NAV, la réduction temporaire des frais et le mandat permanent de générer un revenu élevé sont des points positifs, mais le retard par rapport à l’indice de référence, l’utilisation des distributions comme retour de capital et l’exposition aux crédits de moindre qualité modèrent les perspectives. L’issue de l’offre déterminera si le fonds continue ou doit être liquidé.
Western Asset High Yield Defined Opportunity Fund Inc. (HYI) – Highlights zum Geschäftsjahr zum 31. Mai 2025:
Die Aktionäre stimmten am 6. Juni 2025 dafür, die geplante Auflösung des Fonds zum 30. September 2025 aufzuheben und HYI in einen unbefristeten geschlossenen Fonds umzuwandeln. Im Juni 2025 wird ein Übernahmeangebot für bis zu 100 % der ausstehenden Aktien zum 100 % des Nettoinventarwerts (NAV) gestartet. Bleiben nach dem Angebot ≥ 75 Mio. USD Nettovermögen erhalten, wird der Fonds in „Western Asset High Yield Opportunity Fund Inc.“ umbenannt und der Berater verzichtet bis zum 6. Juni 2026 auf 20 Basispunkte seiner Verwaltungsgebühr; andernfalls wird HYI um den 30. September 2025 liquidiert.
Performance & Finanzen (12 Monate zum 31. Mai 2025):
- NAV-Gesamtrendite: 8,20 %; Marktkurs-Gesamtrendite: 13,78 %.
- Nettoanlageertrag (NII): 21,6 Mio. USD bei Aufwendungen von 2,74 Mio.; NII je Aktie = 0,95 USD.
- Ausschüttungen: 1,14 USD je Aktie, davon 0,16 USD als Kapitalrückzahlung behandelt.
- Nettovermögen: 269,3 Mio. USD; NAV je Aktie: 11,88 USD; Verschuldung: nicht angegeben.
- Portfolio-Umschlag: 49 %.
Relative Ergebnisse: Die NAV-Rendite von HYI lag hinter den High-Yield-Benchmarks zurück (z. B. Bloomberg U.S. HY 2 % Cap B Component 8,42 %; Composite Index 10,90 %), was auf eine Qualitätsausrichtung zurückzuführen ist. Der Marktpreis verringerte den Abschlag und übertraf den NAV.
Portfolio-Profil (Top-Sektoren als % des Nettovermögens): Konsumgüter 20,8 %, Kommunikationsdienste 17,1 %, Industrie 13,9 %, Energie 10,8 %, Gesundheitswesen 8,8 %. Bedeutende Beitragende: Dish DBS, CSC Holdings, Carnival, Petrobras; negative Einflüsse: Credit Suisse AT1 Treuhandkonto (auf 0 bewertet) und PM General.
Wichtige Erkenntnisse für Investoren: Übernahmeangebot mit NAV-Liquidität, vorübergehende Gebührenreduzierung und fortlaufender Hochzinsauftrag sind positiv, jedoch dämpfen Benchmark-Rückstand, Verwendung von Kapitalrückzahlungen und Engagement in niedrig bewertete Kredite die Aussichten. Das Ergebnis des Übernahmeangebots entscheidet über Fortführung oder Liquidation des Fonds.
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 811-22444
Western Asset High Yield Defined 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: May 31
Date of reporting period: May 31, 2025
ITEM 1. | REPORT TO STOCKHOLDERS |
(a) The Report to Shareholders is filed herewith

HIGH YIELD DEFINED OPPORTUNITY FUND INC. (HYI)


The Fund seeks to achieve its investment objectives by investing, under normal market conditions, at least 80% of its net assets in a portfolio of high-yield corporate fixed-income securities with varying maturities. Corporate securities include those securities that are issued or originated by U.S. or foreign public or private corporations and other business entities.
The Fund has a limited term and as a fundamental policy intends to liquidate and distribute substantially all of its net assets to stockholders after making appropriate provisions for any liabilities of the Fund on or about September 30, 2025.
Letter from the president
|
III
|
Fund overview
|
1
|
Fund at a glance
|
7
|
Fund performance
|
8
|
Schedule of investments
|
10
|
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
|
49
|
Board approval of management and subadvisory agreements
|
50
|
Additional shareholder information
|
57
|
Additional information
|
58
|
Annual chief executive officer and principal financial officer certifications
|
64
|
Other shareholder communications regarding accounting matters
|
65
|
Summary of information regarding the Fund
|
66
|
Dividend reinvestment plan
|
87
|
Important tax information
|
89
|
II

III

President and Chief Executive Officer
IV
1
2
Performance Snapshot as of May 31, 2025
|
|
Price Per Share
|
12-Month
Total Return**
|
$11.88 (NAV)
|
8.20
%†
|
$11.85 (Market Price)
|
13.78
%‡
|
3
4
5
6

7
Net Asset Value
|
|
Average annual total returns1
|
|
Twelve Months Ended 5/31/25
|
8.20
%
|
Five Years Ended 5/31/25
|
4.23
|
Ten Years Ended 5/31/25
|
3.73
|
Cumulative total returns1
|
|
5/31/15 through 5/31/25
|
44.29
%
|
Market Price
|
|
Average annual total returns2
|
|
Twelve Months Ended 5/31/25
|
13.78
%
|
Five Years Ended 5/31/25
|
5.31
|
Ten Years Ended 5/31/25
|
5.39
|
Cumulative total returns2
|
|
5/31/15 through 5/31/25
|
69.05
%
|
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.
|
8

9
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
Corporate Bonds & Notes — 86.7%
|
|||||
Communication Services — 15.6%
|
|||||
Diversified Telecommunication Services — 4.5%
|
|||||
Altice Financing SA, Senior Secured Notes
|
5.000%
|
1/15/28
|
1,280,000
|
$1,003,408
(a)
|
|
Altice Financing SA, Senior Secured Notes
|
5.750%
|
8/15/29
|
3,150,000
|
2,410,278
(a)
|
|
Altice France Holding SA, Senior Secured
Notes
|
10.500%
|
5/15/27
|
2,550,000
|
913,805
(a)
|
|
Altice France Holding SA, Senior Secured
Notes
|
6.000%
|
2/15/28
|
2,130,000
|
777,622
(a)
|
|
Altice France SA, Senior Secured Notes
|
5.125%
|
7/15/29
|
1,380,000
|
1,165,739
(a)
|
|
Altice France SA, Senior Secured Notes
|
5.500%
|
10/15/29
|
290,000
|
246,616
(a)
|
|
Level 3 Financing Inc., Senior Secured Notes
|
11.000%
|
11/15/29
|
4,880,000
|
5,542,049
(a)
|
|
Total Diversified Telecommunication Services
|
12,059,517
|
||||
Entertainment — 0.9%
|
|||||
Allen Media LLC/Allen Media Co-Issuer Inc.,
Senior Notes
|
10.500%
|
2/15/28
|
990,000
|
361,350
(a)
|
|
Banijay Entertainment SAS, Senior Secured
Notes
|
8.125%
|
5/1/29
|
1,970,000
|
2,046,144
(a)
|
|
Total Entertainment
|
2,407,494
|
||||
Interactive Media & Services — 0.3%
|
|||||
Snap Inc., Senior Notes
|
6.875%
|
3/1/33
|
800,000
|
811,149
(a)
|
|
Media — 5.2%
|
|||||
AMC Networks Inc., Senior Notes
|
4.250%
|
2/15/29
|
210,000
|
160,858
|
|
AMC Networks Inc., Senior Secured Notes
|
10.250%
|
1/15/29
|
490,000
|
519,892
(a)
|
|
CCO Holdings LLC/CCO Holdings Capital
Corp., Senior Notes
|
4.250%
|
1/15/34
|
430,000
|
371,491
(a)
|
|
Charter Communications Operating LLC/
Charter Communications Operating Capital
Corp., Senior Secured Notes
|
3.850%
|
4/1/61
|
1,500,000
|
925,334
|
|
DirecTV Financing LLC/DirecTV Financing
Co-Obligor Inc., Senior Secured Notes
|
10.000%
|
2/15/31
|
530,000
|
516,232
(a)
|
|
DISH DBS Corp., Senior Notes
|
7.375%
|
7/1/28
|
1,360,000
|
935,297
|
|
EchoStar Corp., Senior Secured Notes
|
10.750%
|
11/30/29
|
5,985,100
|
6,018,467
|
|
EchoStar Corp., Senior Secured Notes
(6.750% Cash or 6.750% PIK)
|
6.750%
|
11/30/30
|
3,273,247
|
2,817,039
(b)
|
|
Getty Images Inc., Senior Secured Notes
|
11.250%
|
2/21/30
|
80,000
|
79,474
(a)
|
|
Gray Media Inc., Senior Notes
|
5.875%
|
7/15/26
|
1,000,000
|
997,585
(a)
|
|
iHeartCommunications Inc., Senior Secured
Notes
|
9.125%
|
5/1/29
|
522,500
|
434,320
(a)
|
|
Sirius XM Radio LLC, Senior Notes
|
3.875%
|
9/1/31
|
500,000
|
437,605
(a)
|
|
Total Media
|
14,213,594
|
10
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
Wireless Telecommunication Services — 4.7%
|
|||||
CSC Holdings LLC, Senior Notes
|
11.250%
|
5/15/28
|
200,000
|
$198,068
(a)
|
|
CSC Holdings LLC, Senior Notes
|
11.750%
|
1/31/29
|
2,110,000
|
1,979,330
(a)
|
|
CSC Holdings LLC, Senior Notes
|
4.125%
|
12/1/30
|
2,300,000
|
1,580,374
(a)
|
|
CSC Holdings LLC, Senior Notes
|
4.625%
|
12/1/30
|
1,610,000
|
741,977
(a)
|
|
CSC Holdings LLC, Senior Notes
|
3.375%
|
2/15/31
|
600,000
|
393,516
(a)
|
|
CSC Holdings LLC, Senior Notes
|
4.500%
|
11/15/31
|
2,870,000
|
1,942,780
(a)
|
|
Sprint Capital Corp., Senior Notes
|
6.875%
|
11/15/28
|
4,288,000
|
4,588,180
|
|
Sprint Capital Corp., Senior Notes
|
8.750%
|
3/15/32
|
130,000
|
155,778
|
|
Sprint LLC, Senior Notes
|
7.625%
|
3/1/26
|
530,000
|
535,879
|
|
Vmed O2 UK Financing I PLC, Senior Secured
Notes
|
4.750%
|
7/15/31
|
540,000
|
496,322
(a)
|
|
Total Wireless Telecommunication Services
|
12,612,204
|
||||
|
|||||
Total Communication Services
|
42,103,958
|
||||
Consumer Discretionary — 19.6%
|
|||||
Automobile Components — 3.1%
|
|||||
Adient Global Holdings Ltd., Senior Notes
|
7.500%
|
2/15/33
|
340,000
|
337,547
(a)
|
|
American Axle & Manufacturing Inc., Senior
Notes
|
6.500%
|
4/1/27
|
2,430,000
|
2,420,420
|
|
American Axle & Manufacturing Inc., Senior
Notes
|
5.000%
|
10/1/29
|
500,000
|
455,021
|
|
Clarios Global LP/Clarios US Finance Co.,
Senior Secured Notes
|
6.750%
|
2/15/30
|
420,000
|
428,087
(a)
|
|
Dornoch Debt Merger Sub Inc., Senior Notes
|
6.625%
|
10/15/29
|
1,560,000
|
1,200,929
(a)
|
|
Garrett Motion Holdings Inc./Garrett LX I
Sarl, Senior Notes
|
7.750%
|
5/31/32
|
390,000
|
398,322
(a)
|
|
JB Poindexter & Co. Inc., Senior Notes
|
8.750%
|
12/15/31
|
1,470,000
|
1,459,099
(a)
|
|
ZF North America Capital Inc., Senior Notes
|
6.750%
|
4/23/30
|
590,000
|
560,904
(a)
|
|
ZF North America Capital Inc., Senior Notes
|
6.875%
|
4/23/32
|
1,250,000
|
1,147,656
(a)
|
|
Total Automobile Components
|
8,407,985
|
||||
Automobiles — 1.4%
|
|||||
Mclaren Finance PLC, Senior Secured Notes
|
7.500%
|
8/1/26
|
950,000
|
953,468
(a)
|
|
Nissan Motor Co. Ltd., Senior Notes
|
4.810%
|
9/17/30
|
1,080,000
|
995,253
(a)
|
|
PM General Purchaser LLC, Senior Secured
Notes
|
9.500%
|
10/1/28
|
2,690,000
|
1,742,447
(a)
|
|
Total Automobiles
|
3,691,168
|
||||
Broadline Retail — 0.5%
|
|||||
Marks & Spencer PLC, Senior Notes
|
7.125%
|
12/1/37
|
1,320,000
|
1,388,066
(a)
|
|
Diversified Consumer Services — 0.7%
|
|||||
Carriage Services Inc., Senior Notes
|
4.250%
|
5/15/29
|
550,000
|
515,094
(a)
|
|
Service Corp. International, Senior Notes
|
7.500%
|
4/1/27
|
1,030,000
|
1,068,882
|
11
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Diversified Consumer Services — continued
|
|||||
WW International Inc., Senior Secured
Notes
|
4.500%
|
4/15/29
|
1,250,000
|
$400,000
*(a)(c)
|
|
Total Diversified Consumer Services
|
1,983,976
|
||||
Hotels, Restaurants & Leisure — 11.1%
|
|||||
888 Acquisitions Ltd., Senior Secured Notes
|
7.558%
|
7/15/27
|
2,640,000
EUR
|
3,014,599
(a)
|
|
Caesars Entertainment Inc., Senior Notes
|
8.125%
|
7/1/27
|
508,000
|
509,064
(a)
|
|
Caesars Entertainment Inc., Senior Secured
Notes
|
6.500%
|
2/15/32
|
200,000
|
201,734
(a)
|
|
Carnival Corp., Senior Notes
|
5.875%
|
6/15/31
|
600,000
|
600,735
(a)
|
|
Carnival Corp., Senior Notes
|
6.125%
|
2/15/33
|
910,000
|
912,816
(a)
|
|
Carnival PLC, Senior Notes
|
1.000%
|
10/28/29
|
2,410,000
EUR
|
2,461,874
|
|
Fertitta Entertainment LLC/Fertitta
Entertainment Finance Co. Inc., Senior
Secured Notes
|
4.625%
|
1/15/29
|
1,000,000
|
938,558
(a)
|
|
Full House Resorts Inc., Senior Secured
Notes
|
8.250%
|
2/15/28
|
2,170,000
|
2,077,656
(a)
|
|
Hilton Domestic Operating Co. Inc., Senior
Notes
|
3.625%
|
2/15/32
|
1,250,000
|
1,113,344
(a)
|
|
Las Vegas Sands Corp., Senior Notes
|
5.625%
|
6/15/28
|
90,000
|
90,229
|
|
Las Vegas Sands Corp., Senior Notes
|
6.000%
|
6/14/30
|
590,000
|
596,712
|
|
Life Time Inc., Senior Secured Notes
|
6.000%
|
11/15/31
|
390,000
|
391,131
(a)
|
|
Light & Wonder International Inc., Senior
Notes
|
7.000%
|
5/15/28
|
1,000,000
|
1,001,580
(a)
|
|
Melco Resorts Finance Ltd., Senior Notes
|
5.375%
|
12/4/29
|
670,000
|
616,994
(a)
|
|
Melco Resorts Finance Ltd., Senior Notes
|
7.625%
|
4/17/32
|
730,000
|
725,130
(a)
|
|
NCL Corp. Ltd., Senior Notes
|
7.750%
|
2/15/29
|
1,729,000
|
1,818,967
(a)
|
|
NCL Finance Ltd., Senior Notes
|
6.125%
|
3/15/28
|
860,000
|
866,008
(a)
|
|
Pinnacle Bidco PLC, Senior Secured Notes
|
10.000%
|
10/11/28
|
900,000
GBP
|
1,288,785
(a)
|
|
Royal Caribbean Cruises Ltd., Senior Notes
|
5.375%
|
7/15/27
|
1,220,000
|
1,221,869
(a)
|
|
Royal Caribbean Cruises Ltd., Senior Notes
|
5.500%
|
4/1/28
|
993,000
|
996,024
(a)
|
|
Sizzling Platter LLC/Sizzling Platter Finance
Corp., Senior Secured Notes
|
8.500%
|
11/28/25
|
800,000
|
803,416
(a)
|
|
Viking Cruises Ltd., Senior Notes
|
7.000%
|
2/15/29
|
1,000,000
|
1,007,689
(a)
|
|
Viking Cruises Ltd., Senior Notes
|
9.125%
|
7/15/31
|
1,720,000
|
1,847,794
(a)
|
|
Viking Ocean Cruises Ship VII Ltd., Senior
Secured Notes
|
5.625%
|
2/15/29
|
450,000
|
445,037
(a)
|
|
Wynn Macau Ltd., Senior Notes
|
5.625%
|
8/26/28
|
880,000
|
848,947
(a)
|
|
Wynn Macau Ltd., Senior Notes
|
5.125%
|
12/15/29
|
2,020,000
|
1,892,316
(a)
|
|
Wynn Resorts Finance LLC/Wynn Resorts
Capital Corp., Senior Notes
|
7.125%
|
2/15/31
|
1,500,000
|
1,574,223
(a)
|
|
Total Hotels, Restaurants & Leisure
|
29,863,231
|
12
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Household Durables — 0.2%
|
|||||
Newell Brands Inc., Senior Notes
|
8.500%
|
6/1/28
|
380,000
|
$394,079
(a)
|
|
Specialty Retail — 2.4%
|
|||||
Foot Locker Inc., Senior Notes
|
4.000%
|
10/1/29
|
790,000
|
751,495
(a)
|
|
Global Auto Holdings Ltd./AAG FH UK Ltd.,
Senior Notes
|
11.500%
|
8/15/29
|
1,440,000
|
1,336,997
(a)
|
|
Global Auto Holdings Ltd./AAG FH UK Ltd.,
Senior Notes
|
8.750%
|
1/15/32
|
450,000
|
349,630
(a)
|
|
Michaels Cos. Inc., Senior Secured Notes
|
5.250%
|
5/1/28
|
2,130,000
|
1,462,656
(a)
|
|
PetSmart Inc./PetSmart Finance Corp.,
Senior Notes
|
7.750%
|
2/15/29
|
500,000
|
487,333
(a)
|
|
Sally Holdings LLC/Sally Capital Inc., Senior
Notes
|
6.750%
|
3/1/32
|
1,110,000
|
1,128,882
|
|
Upbound Group Inc., Senior Notes
|
6.375%
|
2/15/29
|
980,000
|
938,912
(a)
|
|
Total Specialty Retail
|
6,455,905
|
||||
Textiles, Apparel & Luxury Goods — 0.2%
|
|||||
Saks Global Enterprises LLC, Senior Secured
Notes
|
11.000%
|
12/15/29
|
1,450,000
|
656,125
(a)
|
|
|
|||||
Total Consumer Discretionary
|
52,840,535
|
||||
Consumer Staples — 0.6%
|
|||||
Beverages — 0.6%
|
|||||
Primo Water Holdings Inc./Triton Water
Holdings Inc., Senior Notes
|
6.250%
|
4/1/29
|
1,500,000
|
1,503,571
(a)
|
|
|
|||||
Energy — 10.8%
|
|||||
Energy Equipment & Services — 0.2%
|
|||||
Noble Finance II LLC, Senior Notes
|
8.000%
|
4/15/30
|
570,000
|
568,415
(a)
|
|
Oil, Gas & Consumable Fuels — 10.6%
|
|||||
Chord Energy Corp., Senior Notes
|
6.750%
|
3/15/33
|
1,080,000
|
1,073,412
(a)
|
|
Continental Resources Inc., Senior Notes
|
4.375%
|
1/15/28
|
130,000
|
127,207
|
|
Continental Resources Inc., Senior Notes
|
4.900%
|
6/1/44
|
550,000
|
421,730
|
|
Crescent Energy Finance LLC, Senior Notes
|
9.250%
|
2/15/28
|
460,000
|
475,359
(a)
|
|
Crescent Energy Finance LLC, Senior Notes
|
7.375%
|
1/15/33
|
1,380,000
|
1,281,912
(a)
|
|
Ecopetrol SA, Senior Notes
|
5.875%
|
5/28/45
|
2,560,000
|
1,725,671
|
|
Ecopetrol SA, Senior Notes
|
5.875%
|
11/2/51
|
1,500,000
|
971,031
|
|
Energy Transfer LP, Junior Subordinated
Notes (6.625% to 2/15/28 then 3 mo. USD
LIBOR + 4.155%)
|
6.625%
|
2/15/28
|
950,000
|
939,210
(d)(e)
|
|
EQT Corp., Senior Notes
|
3.900%
|
10/1/27
|
553,000
|
543,959
|
|
EQT Corp., Senior Notes
|
4.500%
|
1/15/29
|
481,000
|
470,158
(a)
|
|
EQT Corp., Senior Notes
|
7.500%
|
6/1/30
|
530,000
|
575,607
(a)
|
|
EQT Corp., Senior Notes
|
4.750%
|
1/15/31
|
110,000
|
106,457
(a)
|
13
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Oil, Gas & Consumable Fuels — continued
|
|||||
Kinder Morgan Inc., Senior Notes
|
7.750%
|
1/15/32
|
810,000
|
$920,317
|
|
NGPL PipeCo LLC, Senior Notes
|
7.768%
|
12/15/37
|
790,000
|
874,742
(a)
|
|
Northern Oil & Gas Inc., Senior Notes
|
8.125%
|
3/1/28
|
760,000
|
763,726
(a)
|
|
Occidental Petroleum Corp., Senior Notes
|
6.200%
|
3/15/40
|
540,000
|
503,862
|
|
Permian Resources Operating LLC, Senior
Notes
|
6.250%
|
2/1/33
|
670,000
|
661,630
(a)
|
|
Petrobras Global Finance BV, Senior Notes
|
6.750%
|
1/27/41
|
2,640,000
|
2,553,412
|
|
Petroleos del Peru SA, Senior Notes
|
4.750%
|
6/19/32
|
1,000,000
|
748,382
(a)
|
|
Range Resources Corp., Senior Notes
|
8.250%
|
1/15/29
|
440,000
|
452,279
|
|
Rockies Express Pipeline LLC, Senior Notes
|
6.750%
|
3/15/33
|
230,000
|
237,175
(a)
|
|
Rockies Express Pipeline LLC, Senior Notes
|
7.500%
|
7/15/38
|
570,000
|
567,292
(a)
|
|
Rockies Express Pipeline LLC, Senior Notes
|
6.875%
|
4/15/40
|
590,000
|
565,590
(a)
|
|
Summit Midstream Holdings LLC, Senior
Secured Notes
|
8.625%
|
10/31/29
|
280,000
|
280,838
(a)
|
|
Targa Resources Partners LP/Targa
Resources Partners Finance Corp., Senior
Notes
|
6.500%
|
7/15/27
|
560,000
|
561,064
|
|
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
|
3,100,000
|
2,926,836
(a)(d)(e)
|
|
Venture Global LNG Inc., Senior Secured
Notes
|
7.000%
|
1/15/30
|
270,000
|
269,024
(a)
|
|
Venture Global LNG Inc., Senior Secured
Notes
|
9.875%
|
2/1/32
|
240,000
|
255,473
(a)
|
|
Venture Global Plaquemines LNG LLC,
Senior Secured Notes
|
7.750%
|
5/1/35
|
460,000
|
484,811
(a)
|
|
Vermilion Energy Inc., Senior Notes
|
6.875%
|
5/1/30
|
500,000
|
455,555
(a)
|
|
Western Midstream Operating LP, Senior
Notes
|
4.050%
|
2/1/30
|
180,000
|
171,189
|
|
Western Midstream Operating LP, Senior
Notes
|
5.300%
|
3/1/48
|
540,000
|
436,463
|
|
Western Midstream Operating LP, Senior
Notes
|
5.250%
|
2/1/50
|
3,840,000
|
3,119,271
|
|
Williams Cos. Inc., Senior Notes
|
7.500%
|
1/15/31
|
330,000
|
371,900
|
|
Williams Cos. Inc., Senior Notes
|
5.750%
|
6/24/44
|
1,620,000
|
1,543,090
|
|
Total Oil, Gas & Consumable Fuels
|
28,435,634
|
||||
|
|||||
Total Energy
|
29,004,049
|
14
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Financials — 5.8%
|
|||||
Banks — 2.7%
|
|||||
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
|
810,000
|
$844,622
(a)(d)(e)
|
|
Credit Agricole SA, Junior Subordinated
Notes (8.125% to 12/23/25 then USD 5 year
ICE Swap Rate + 6.185%)
|
8.125%
|
12/23/25
|
1,330,000
|
1,349,511
(a)(d)(e)
|
|
HSBC Holdings PLC, Subordinated Notes
(8.113% to 11/3/32 then SOFR + 4.250%)
|
8.113%
|
11/3/33
|
990,000
|
1,131,638
(e)
|
|
Intesa Sanpaolo SpA, Subordinated Notes
|
5.710%
|
1/15/26
|
940,000
|
942,267
(a)
|
|
JPMorgan Chase & Co., Junior Subordinated
Notes (6.500% to 4/1/30 then 5 year
Treasury Constant Maturity Rate + 2.152%)
|
6.500%
|
4/1/30
|
390,000
|
396,255
(d)(e)
|
|
Lloyds Banking Group PLC, Junior
Subordinated Notes (7.500% to 9/27/25
then USD 5 year ICE Swap Rate + 4.496%)
|
7.500%
|
9/27/25
|
440,000
|
442,047
(d)(e)
|
|
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
|
2,030,000
|
2,138,851
(d)(e)
|
|
Total Banks
|
7,245,191
|
||||
Capital Markets — 0.6%
|
|||||
Credit Suisse AG AT1 Claim
|
—
|
—
|
6,220,000
|
0
*(f)(g)(h)
|
|
StoneX Group Inc., Senior Secured Notes
|
7.875%
|
3/1/31
|
370,000
|
389,971
(a)
|
|
UBS Group AG, Junior Subordinated Notes
(7.000% to 8/10/30 then USD 5 year SOFR
ICE Swap Rate + 3.077%)
|
7.000%
|
2/10/30
|
550,000
|
545,893
(a)(d)(e)
|
|
UBS Group AG, Junior Subordinated Notes
(7.125% to 2/10/35 then USD 5 year SOFR
ICE Swap Rate + 3.179%)
|
7.125%
|
8/10/34
|
230,000
|
226,257
(a)(d)(e)
|
|
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
|
540,000
|
588,980
(a)(d)(e)
|
|
Total Capital Markets
|
1,751,101
|
||||
Consumer Finance — 0.4%
|
|||||
EZCORP Inc., Senior Notes
|
7.375%
|
4/1/32
|
480,000
|
499,320
(a)
|
|
FirstCash Inc., Senior Notes
|
6.875%
|
3/1/32
|
660,000
|
677,331
(a)
|
|
Total Consumer Finance
|
1,176,651
|
||||
Financial Services — 1.3%
|
|||||
Boost Newco Borrower LLC, Senior Secured
Notes
|
7.500%
|
1/15/31
|
380,000
|
402,300
(a)
|
15
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Financial Services — continued
|
|||||
Boost Newco Borrower LLC/GTCR W Dutch
Finance Sub BV, Senior Secured Notes
|
8.500%
|
1/15/31
|
110,000
GBP
|
$159,145
(a)
|
|
Jane Street Group/JSG Finance Inc., Senior
Secured Notes
|
7.125%
|
4/30/31
|
1,130,000
|
1,181,175
(a)
|
|
VFH Parent LLC/Valor Co-Issuer Inc., Senior
Secured Notes
|
7.500%
|
6/15/31
|
550,000
|
573,869
(a)
|
|
VistaJet Malta Finance PLC/Vista
Management Holding Inc., Senior Notes
|
7.875%
|
5/1/27
|
660,000
|
646,720
(a)
|
|
VistaJet Malta Finance PLC/Vista
Management Holding Inc., Senior Notes
|
6.375%
|
2/1/30
|
610,000
|
548,353
(a)
|
|
Total Financial Services
|
3,511,562
|
||||
Insurance — 0.3%
|
|||||
APH Somerset Investor 2 LLC/APH2
Somerset Investor 2 LLC/APH3 Somerset
Investor 2 LLC, Senior Notes
|
7.875%
|
11/1/29
|
810,000
|
802,070
(a)
|
|
Mortgage Real Estate Investment Trusts (REITs) — 0.5%
|
|||||
Apollo Commercial Real Estate Finance Inc.,
Senior Secured Notes
|
4.625%
|
6/15/29
|
750,000
|
700,886
(a)
|
|
Starwood Property Trust Inc., Senior Notes
|
7.250%
|
4/1/29
|
540,000
|
562,045
(a)
|
|
Total Mortgage Real Estate Investment Trusts (REITs)
|
1,262,931
|
||||
|
|||||
Total Financials
|
15,749,506
|
||||
Health Care — 7.4%
|
|||||
Health Care Providers & Services — 4.5%
|
|||||
CHS/Community Health Systems Inc., Senior
Secured Notes
|
6.000%
|
1/15/29
|
500,000
|
480,789
(a)
|
|
CHS/Community Health Systems Inc., Senior
Secured Notes
|
4.750%
|
2/15/31
|
3,120,000
|
2,673,232
(a)
|
|
CHS/Community Health Systems Inc., Senior
Secured Notes
|
10.875%
|
1/15/32
|
2,420,000
|
2,582,428
(a)
|
|
HCA Inc., Senior Notes
|
7.500%
|
11/15/95
|
1,000,000
|
1,052,718
|
|
LifePoint Health Inc., Senior Secured Notes
|
9.875%
|
8/15/30
|
220,000
|
235,980
(a)
|
|
LifePoint Health Inc., Senior Secured Notes
|
11.000%
|
10/15/30
|
1,000,000
|
1,100,591
(a)
|
|
Sotera Health Holdings LLC, Senior Secured
Notes
|
7.375%
|
6/1/31
|
690,000
|
717,581
(a)
|
|
Tenet Healthcare Corp., Senior Notes
|
6.125%
|
10/1/28
|
2,780,000
|
2,785,902
|
|
Tenet Healthcare Corp., Senior Notes
|
6.875%
|
11/15/31
|
250,000
|
262,715
|
|
U.S. Renal Care Inc., Senior Secured Notes
|
10.625%
|
6/28/28
|
161,000
|
137,655
(a)
|
|
Total Health Care Providers & Services
|
12,029,591
|
||||
Health Care Technology — 0.5%
|
|||||
AthenaHealth Group Inc., Senior Notes
|
6.500%
|
2/15/30
|
1,500,000
|
1,446,559
(a)
|
16
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Pharmaceuticals — 2.4%
|
|||||
1261229 BC Ltd., Senior Secured Notes
|
10.000%
|
4/15/32
|
1,400,000
|
$1,386,899
(a)
|
|
Bausch Health Cos. Inc., Senior Notes
|
6.250%
|
2/15/29
|
140,000
|
91,531
(a)
|
|
Bausch Health Cos. Inc., Senior Secured
Notes
|
4.875%
|
6/1/28
|
990,000
|
808,904
(a)
|
|
Par Pharmaceutical Inc., Escrow
|
—
|
—
|
300,000
|
0
*(a)(f)(g)(h)
|
|
Teva Pharmaceutical Finance Netherlands III
BV, Senior Notes
|
5.125%
|
5/9/29
|
1,610,000
|
1,594,298
|
|
Teva Pharmaceutical Finance Netherlands III
BV, Senior Notes
|
8.125%
|
9/15/31
|
530,000
|
590,234
|
|
Teva Pharmaceutical Finance Netherlands III
BV, Senior Notes
|
6.000%
|
12/1/32
|
740,000
|
747,268
|
|
Teva Pharmaceutical Finance Netherlands III
BV, Senior Notes
|
4.100%
|
10/1/46
|
1,570,000
|
1,099,268
|
|
Total Pharmaceuticals
|
6,318,402
|
||||
|
|||||
Total Health Care
|
19,794,552
|
||||
Industrials — 11.7%
|
|||||
Aerospace & Defense — 1.7%
|
|||||
Axon Enterprise Inc., Senior Notes
|
6.125%
|
3/15/30
|
270,000
|
276,048
(a)
|
|
Axon Enterprise Inc., Senior Notes
|
6.250%
|
3/15/33
|
130,000
|
132,220
(a)
|
|
Bombardier Inc., Senior Notes
|
7.500%
|
2/1/29
|
290,000
|
300,377
(a)
|
|
Bombardier Inc., Senior Notes
|
7.250%
|
7/1/31
|
2,480,000
|
2,560,603
(a)
|
|
Bombardier Inc., Senior Notes
|
6.750%
|
6/15/33
|
580,000
|
588,851
(a)
|
|
TransDigm Inc., Senior Secured Notes
|
7.125%
|
12/1/31
|
660,000
|
683,563
(a)
|
|
Total Aerospace & Defense
|
4,541,662
|
||||
Building Products — 0.8%
|
|||||
Masterbrand Inc., Senior Notes
|
7.000%
|
7/15/32
|
350,000
|
348,508
(a)
|
|
Miter Brands Acquisition Holdco Inc./MIWD
Borrower LLC, Senior Secured Notes
|
6.750%
|
4/1/32
|
670,000
|
675,462
(a)
|
|
Quikrete Holdings Inc., Senior Secured
Notes
|
6.375%
|
3/1/32
|
1,190,000
|
1,210,089
(a)
|
|
Total Building Products
|
2,234,059
|
||||
Commercial Services & Supplies — 3.4%
|
|||||
CoreCivic Inc., Senior Notes
|
4.750%
|
10/15/27
|
880,000
|
859,574
|
|
CoreCivic Inc., Senior Notes
|
8.250%
|
4/15/29
|
1,650,000
|
1,745,088
|
|
GEO Group Inc., Senior Notes
|
10.250%
|
4/15/31
|
1,360,000
|
1,491,997
|
|
GEO Group Inc., Senior Secured Notes
|
8.625%
|
4/15/29
|
490,000
|
517,588
|
|
GFL Environmental Inc., Senior Secured
Notes
|
6.750%
|
1/15/31
|
910,000
|
945,080
(a)
|
|
Madison IAQ LLC, Senior Notes
|
5.875%
|
6/30/29
|
1,000,000
|
968,155
(a)
|
|
RB Global Holdings Inc., Senior Notes
|
7.750%
|
3/15/31
|
1,230,000
|
1,289,105
(a)
|
17
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Commercial Services & Supplies — continued
|
|||||
RR Donnelley & Sons Co., Senior Secured
Notes
|
9.500%
|
8/1/29
|
1,300,000
|
$1,304,534
(a)
|
|
Total Commercial Services & Supplies
|
9,121,121
|
||||
Construction & Engineering — 1.1%
|
|||||
Arcosa Inc., Senior Notes
|
6.875%
|
8/15/32
|
430,000
|
441,229
(a)
|
|
Brundage-Bone Concrete Pumping
Holdings Inc., Senior Secured Notes
|
7.500%
|
2/1/32
|
140,000
|
139,855
(a)
|
|
Tutor Perini Corp., Senior Notes
|
11.875%
|
4/30/29
|
2,250,000
|
2,505,456
(a)
|
|
Total Construction & Engineering
|
3,086,540
|
||||
Electrical Equipment — 0.4%
|
|||||
Sensata Technologies BV, Senior Notes
|
4.000%
|
4/15/29
|
1,000,000
|
939,701
(a)
|
|
Ground Transportation — 0.5%
|
|||||
Carriage Purchaser Inc., Senior Notes
|
7.875%
|
10/15/29
|
1,460,000
|
1,250,784
(a)
|
|
Machinery — 1.0%
|
|||||
New Flyer Holdings Inc., Secured Notes
|
9.250%
|
7/1/30
|
300,000
|
308,250
(a)(i)
|
|
Titan International Inc., Senior Secured
Notes
|
7.000%
|
4/30/28
|
1,370,000
|
1,346,476
|
|
TK Elevator Holdco GmbH, Senior Notes
|
6.625%
|
7/15/28
|
990,000
EUR
|
1,129,041
(a)
|
|
Total Machinery
|
2,783,767
|
||||
Passenger Airlines — 2.1%
|
|||||
American Airlines Inc., Senior Secured
Notes
|
7.250%
|
2/15/28
|
2,410,000
|
2,435,862
(a)
|
|
American Airlines Inc., Senior Secured
Notes
|
8.500%
|
5/15/29
|
1,540,000
|
1,596,580
(a)
|
|
Delta Air Lines Inc., Senior Notes
|
7.375%
|
1/15/26
|
370,000
|
374,573
|
|
JetBlue Airways Corp./JetBlue Loyalty LP,
Senior Secured Notes
|
9.875%
|
9/20/31
|
420,000
|
415,741
(a)
|
|
Spirit Loyalty Cayman Ltd./Spirit IP Cayman
Ltd., Senior Secured Notes (11.000% Cash
or 4.000% PIK and 8.000% Cash)
|
11.000%
|
3/6/30
|
1,113,694
|
867,289
(a)(b)
|
|
Total Passenger Airlines
|
5,690,045
|
||||
Trading Companies & Distributors — 0.7%
|
|||||
Herc Holdings Escrow Inc., Senior Notes
|
7.000%
|
6/15/30
|
500,000
|
515,425
(a)(i)
|
|
Herc Holdings Escrow Inc., Senior Notes
|
7.250%
|
6/15/33
|
500,000
|
514,951
(a)(i)
|
|
United Rentals North America Inc., Senior
Notes
|
5.500%
|
5/15/27
|
327,000
|
327,362
|
|
United Rentals North America Inc., Senior
Notes
|
4.875%
|
1/15/28
|
610,000
|
603,909
|
|
Total Trading Companies & Distributors
|
1,961,647
|
||||
|
|||||
Total Industrials
|
31,609,326
|
18
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Information Technology — 5.3%
|
|||||
Communications Equipment — 2.3%
|
|||||
CommScope LLC, Senior Secured Notes
|
4.750%
|
9/1/29
|
454,000
|
$435,287
(a)
|
|
CommScope LLC, Senior Secured Notes
|
9.500%
|
12/15/31
|
2,370,000
|
2,464,961
(a)
|
|
Connect Finco SARL/Connect US Finco LLC,
Senior Secured Notes
|
9.000%
|
9/15/29
|
1,500,000
|
1,431,540
(a)
|
|
Viasat Inc., Senior Notes
|
7.500%
|
5/30/31
|
2,150,000
|
1,718,029
(a)
|
|
Total Communications Equipment
|
6,049,817
|
||||
Electronic Equipment, Instruments & Components — 0.2%
|
|||||
EquipmentShare.com Inc., Secured Notes
|
8.625%
|
5/15/32
|
320,000
|
335,969
(a)
|
|
EquipmentShare.com Inc., Senior Secured
Notes
|
8.000%
|
3/15/33
|
310,000
|
318,758
(a)
|
|
Total Electronic Equipment, Instruments & Components
|
654,727
|
||||
IT Services — 0.7%
|
|||||
Amentum Holdings Inc., Senior Notes
|
7.250%
|
8/1/32
|
660,000
|
673,823
(a)
|
|
CoreWeave Inc., Senior Notes
|
9.250%
|
6/1/30
|
680,000
|
679,835
(a)
|
|
Shift4 Payments LLC/Shift4 Payments
Finance Sub Inc., Senior Notes
|
6.750%
|
8/15/32
|
630,000
|
643,181
(a)
|
|
Total IT Services
|
1,996,839
|
||||
Software — 1.8%
|
|||||
Cloud Software Group Inc., Senior Secured
Notes
|
8.250%
|
6/30/32
|
3,430,000
|
3,610,116
(a)
|
|
Gen Digital Inc., Senior Notes
|
6.250%
|
4/1/33
|
390,000
|
395,305
(a)
|
|
Open Text Corp., Senior Notes
|
3.875%
|
2/15/28
|
1,000,000
|
958,783
(a)
|
|
Total Software
|
4,964,204
|
||||
Technology Hardware, Storage & Peripherals — 0.3%
|
|||||
Diebold Nixdorf Inc., Senior Secured Notes
|
7.750%
|
3/31/30
|
430,000
|
453,051
(a)
|
|
Seagate HDD Cayman, Senior Notes
|
4.875%
|
6/1/27
|
210,000
|
211,166
|
|
Total Technology Hardware, Storage & Peripherals
|
664,217
|
||||
|
|||||
Total Information Technology
|
14,329,804
|
||||
Materials — 6.7%
|
|||||
Chemicals — 0.3%
|
|||||
Cerdia Finanz GmbH, Senior Secured Notes
|
9.375%
|
10/3/31
|
640,000
|
659,215
(a)
|
|
Containers & Packaging — 2.3%
|
|||||
ARD Finance SA, Senior Secured Notes
(6.500% Cash or 7.250% PIK)
|
6.500%
|
6/30/27
|
3,108,750
|
124,350
(a)(b)
|
|
Ardagh Metal Packaging Finance USA LLC/
Ardagh Metal Packaging Finance PLC,
Senior Notes
|
4.000%
|
9/1/29
|
1,100,000
|
977,067
(a)
|
|
Ardagh Packaging Finance PLC/Ardagh
Holdings USA Inc., Senior Notes
|
5.250%
|
8/15/27
|
2,255,000
|
1,028,089
(a)
|
19
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Containers & Packaging — continued
|
|||||
Ardagh Packaging Finance PLC/Ardagh
Holdings USA Inc., Senior Notes
|
5.250%
|
8/15/27
|
1,380,000
|
$629,163
(a)
|
|
Canpack SA/Canpack US LLC, Senior Notes
|
3.875%
|
11/15/29
|
1,500,000
|
1,379,019
(a)
|
|
Mauser Packaging Solutions Holding Co.,
Senior Secured Notes
|
7.875%
|
4/15/27
|
2,000,000
|
2,021,472
(a)
|
|
Total Containers & Packaging
|
6,159,160
|
||||
Metals & Mining — 4.1%
|
|||||
ArcelorMittal SA, Senior Notes
|
7.000%
|
10/15/39
|
2,020,000
|
2,192,692
|
|
Capstone Copper Corp., Senior Notes
|
6.750%
|
3/31/33
|
460,000
|
460,307
(a)
|
|
First Quantum Minerals Ltd., Secured Notes
|
9.375%
|
3/1/29
|
510,000
|
536,883
(a)
|
|
First Quantum Minerals Ltd., Senior Notes
|
8.625%
|
6/1/31
|
2,720,000
|
2,767,567
(a)
|
|
First Quantum Minerals Ltd., Senior Notes
|
8.000%
|
3/1/33
|
2,780,000
|
2,762,193
(a)
|
|
Freeport-McMoRan Inc., Senior Notes
|
5.400%
|
11/14/34
|
280,000
|
279,407
|
|
Freeport-McMoRan Inc., Senior Notes
|
5.450%
|
3/15/43
|
1,120,000
|
1,035,021
|
|
Teck Resources Ltd., Senior Notes
|
6.000%
|
8/15/40
|
260,000
|
255,597
|
|
Vale Overseas Ltd., Senior Notes
|
6.875%
|
11/10/39
|
750,000
|
799,438
|
|
Total Metals & Mining
|
11,089,105
|
||||
|
|||||
Total Materials
|
17,907,480
|
||||
Real Estate — 2.1%
|
|||||
Diversified REITs — 0.3%
|
|||||
MPT Operating Partnership LP/MPT Finance
Corp., Senior Secured Notes
|
8.500%
|
2/15/32
|
680,000
|
697,530
(a)
|
|
Health Care REITs — 0.1%
|
|||||
Diversified Healthcare Trust, Senior Notes
|
4.375%
|
3/1/31
|
346,000
|
286,718
|
|
Hotel & Resort REITs — 1.0%
|
|||||
Service Properties Trust, Senior Notes
|
5.250%
|
2/15/26
|
500,000
|
495,836
|
|
Service Properties Trust, Senior Notes
|
8.875%
|
6/15/32
|
2,090,000
|
2,091,561
|
|
Total Hotel & Resort REITs
|
2,587,397
|
||||
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
|
103,870
|
7,531
(b)(j)
|
|
Add Hero Holdings Ltd., Senior Secured
Notes (8.000% Cash or 9.000% PIK)
|
9.000%
|
9/30/30
|
84,393
|
2,321
(b)(j)
|
|
Add Hero Holdings Ltd., Senior Secured
Notes (8.800% Cash or 9.800% PIK)
|
9.800%
|
9/30/31
|
110,974
|
2,774
(b)(j)
|
|
China Aoyuan Group Ltd., Senior Notes,
Step bond (0.000% to 9/30/31 then 1.000%)
|
0.000%
|
3/30/2173
|
152,810
|
1,146
(d)(j)
|
|
China Aoyuan Group Ltd., Senior Secured
Notes (5.500% PIK)
|
5.500%
|
9/30/31
|
41,440
|
518
(b)(j)
|
|
Country Garden Holdings Co. Ltd., Senior
Secured Notes
|
—
|
1/27/24
|
1,750,000
|
139,020
*(j)(k)
|
20
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Real Estate Management & Development — continued
|
|||||
Cushman & Wakefield US Borrower LLC,
Senior Secured Notes
|
8.875%
|
9/1/31
|
290,000
|
$310,383
(a)
|
|
Five Point Operating Co. LP/Five Point
Capital Corp., Senior Notes, Step bond
(10.500% to 11/15/25 then 11.000%)
|
10.500%
|
1/15/28
|
620,000
|
631,891
(a)
|
|
Total Real Estate Management & Development
|
1,095,584
|
||||
Specialized REITs — 0.3%
|
|||||
Iron Mountain Inc., Senior Notes
|
7.000%
|
2/15/29
|
830,000
|
858,077
(a)
|
|
|
|||||
Total Real Estate
|
5,525,306
|
||||
Utilities — 1.1%
|
|||||
Electric Utilities — 0.4%
|
|||||
Alpha Generation LLC, Senior Notes
|
6.750%
|
10/15/32
|
280,000
|
285,714
(a)
|
|
Vistra Operations Co. LLC, Senior Notes
|
7.750%
|
10/15/31
|
650,000
|
689,626
(a)
|
|
Total Electric Utilities
|
975,340
|
||||
Gas Utilities — 0.5%
|
|||||
Suburban Propane Partners LP/Suburban
Energy Finance Corp., Senior Notes
|
5.875%
|
3/1/27
|
1,390,000
|
1,387,790
|
|
Independent Power and Renewable Electricity Producers — 0.2%
|
|||||
Lightning Power LLC, Senior Secured Notes
|
7.250%
|
8/15/32
|
650,000
|
681,902
(a)
|
|
|
|||||
Total Utilities
|
3,045,032
|
||||
Total Corporate Bonds & Notes (Cost — $233,448,106)
|
233,413,119
|
||||
Senior Loans — 8.1%
|
|||||
Communication Services — 1.5%
|
|||||
Entertainment — 0.2%
|
|||||
Voyager Parent LLC, Term Loan B
|
—
|
5/9/32
|
670,000
|
658,955
(l)
|
|
Interactive Media & Services — 0.7%
|
|||||
X Corp., Term Loan B1 (3 mo. Term SOFR +
6.650%)
|
10.949%
|
10/26/29
|
718,163
|
712,127
(e)(m)(n)
|
|
X Corp., Term Loan B3
|
9.500%
|
10/26/29
|
1,070,000
|
1,066,405
(m)(n)
|
|
Total Interactive Media & Services
|
1,778,532
|
||||
Media — 0.6%
|
|||||
iHeartCommunications Inc., Refinanced Term
Loan B (1 mo. Term SOFR + 5.889%)
|
10.214%
|
5/1/29
|
1,914,203
|
1,576,824
(e)(m)(n)
|
|
|
|||||
Total Communication Services
|
4,014,311
|
||||
Consumer Discretionary — 1.2%
|
|||||
Automobile Components — 0.3%
|
|||||
First Brands Group LLC, 2022 Incremental
Term Loan (3 mo. Term SOFR + 5.262%)
|
9.541%
|
3/30/27
|
819,570
|
794,368
(e)(m)(n)
|
21
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Diversified Consumer Services — 0.1%
|
|||||
WW International Inc., Initial Term Loan (3
mo. Term SOFR + 3.762%)
|
8.041%
|
4/13/28
|
1,350,000
|
$432,338
(e)(m)(n)
|
|
Hotels, Restaurants & Leisure — 0.8%
|
|||||
Caesars Entertainment Inc., Incremental
Term Loan B1 (1 mo. Term SOFR + 2.250%)
|
6.577%
|
2/6/31
|
1,144,970
|
1,143,178
(e)(m)(n)
|
|
Fertitta Entertainment LLC, Initial Term Loan
B (1 mo. Term SOFR + 3.500%)
|
7.827%
|
1/27/29
|
987,277
|
982,854
(e)(m)(n)
|
|
Total Hotels, Restaurants & Leisure
|
2,126,032
|
||||
|
|||||
Total Consumer Discretionary
|
3,352,738
|
||||
Consumer Staples — 0.3%
|
|||||
Beverages — 0.3%
|
|||||
Triton Water Holdings Inc., 2025 Refinancing
Term Loan (3 mo. Term SOFR + 2.250%)
|
6.549%
|
3/31/28
|
789,816
|
790,954
(e)(m)(n)
|
|
|
|||||
Financials — 0.5%
|
|||||
Banks — 0.2%
|
|||||
Ascensus Group Holdings Inc., 2024 Term
Loan B (1 mo. Term SOFR + 3.000%)
|
7.327%
|
8/2/28
|
493,459
|
492,708
(e)(m)(n)
|
|
Consumer Finance — 0.1%
|
|||||
Blackhawk Network Holdings Inc., Term
Loan B (1 mo. Term SOFR + 4.000%)
|
8.327%
|
3/12/29
|
347,379
|
349,035
(e)(m)(n)
|
|
Financial Services — 0.2%
|
|||||
Boost Newco Borrower LLC, Term Loan B2 (3
mo. Term SOFR + 2.000%)
|
6.299%
|
1/31/31
|
598,500
|
600,278
(e)(m)(n)
|
|
|
|||||
Total Financials
|
1,442,021
|
||||
Health Care — 1.4%
|
|||||
Health Care Equipment & Supplies — 0.8%
|
|||||
Medline Borrower LP, Dollar Incremental
Term Loan (1 mo. Term SOFR + 2.250%)
|
6.577%
|
10/23/28
|
2,158,422
|
2,158,757
(e)(m)(n)
|
|
Health Care Providers & Services — 0.6%
|
|||||
LifePoint Health Inc., Term Loan B (3 mo.
Term SOFR + 3.750%)
|
8.006%
|
5/16/31
|
1,492,509
|
1,475,487
(e)(m)(n)
|
|
|
|||||
Total Health Care
|
3,634,244
|
||||
Industrials — 2.0%
|
|||||
Aerospace & Defense — 0.4%
|
|||||
TransDigm Inc., Term Loan J (3 mo. Term
SOFR + 2.500%)
|
6.799%
|
2/28/31
|
990,019
|
991,103
(e)(m)(n)
|
|
Building Products — 0.4%
|
|||||
ACProducts Holdings Inc., Initial Term Loan
(3 mo. Term SOFR + 4.512%)
|
8.811%
|
5/17/28
|
493,590
|
367,450
(e)(m)(n)
|
22
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Building Products — continued
|
|||||
Quikrete Holdings Inc., Term Loan B3 (1 mo.
Term SOFR + 2.250%)
|
6.577%
|
2/10/32
|
650,000
|
$648,050
(e)(m)(n)
|
|
Total Building Products
|
1,015,500
|
||||
Commercial Services & Supplies — 0.7%
|
|||||
Allied Universal Holdco LLC, USD Term Loan
(1 mo. Term SOFR + 3.850%)
|
8.177%
|
5/12/28
|
1,979,487
|
1,984,594
(e)(m)(n)
|
|
Machinery — 0.3%
|
|||||
TK Elevator Midco GmbH, USD Term Loan B
(3 mo. Term SOFR + 3.000%)
|
7.237%
|
4/30/30
|
790,050
|
792,831
(e)(m)(n)
|
|
Passenger Airlines — 0.2%
|
|||||
United Airlines Inc., Term Loan B (3 mo. Term
SOFR + 2.000%)
|
6.275%
|
2/22/31
|
481,866
|
483,854
(e)(m)(n)
|
|
|
|||||
Total Industrials
|
5,267,882
|
||||
Information Technology — 0.9%
|
|||||
Software — 0.7%
|
|||||
DCert Buyer Inc., First Lien Initial Term Loan
(1 mo. Term SOFR + 4.000%)
|
8.327%
|
10/16/26
|
910,002
|
900,334
(e)(m)(n)
|
|
DCert Buyer Inc., Second Lien Initial Term
Loan (1 mo. Term SOFR + 7.000%)
|
11.327%
|
2/19/29
|
500,000
|
433,125
(e)(m)(n)
|
|
Modena Buyer LLC, Initial Term Loan (3 mo.
Term SOFR + 4.500%)
|
8.780%
|
7/1/31
|
557,200
|
541,442
(e)(m)(n)
|
|
Total Software
|
1,874,901
|
||||
Technology Hardware, Storage & Peripherals — 0.2%
|
|||||
Vericast Corp., 2024 Extended Term Loan (6
mo. Term SOFR + 7.750%)
|
12.035%
|
6/16/26
|
684,224
|
656,683
(e)(m)(n)
|
|
|
|||||
Total Information Technology
|
2,531,584
|
||||
Materials — 0.3%
|
|||||
Metals & Mining — 0.3%
|
|||||
Arctic Canadian Diamond Co. Ltd., Second
Lien Term Loan
|
10.000%
|
12/31/27
|
895,944
|
894,767
(f)(g)(m)(n)
|
|
|
|||||
Total Senior Loans (Cost — $22,889,857)
|
21,928,501
|
||||
Sovereign Bonds — 2.5%
|
|||||
Angola — 0.4%
|
|||||
Angolan Government International Bond,
Senior Notes
|
8.000%
|
11/26/29
|
1,200,000
|
1,025,666
(a)
|
|
Argentina — 0.7%
|
|||||
Provincia de Buenos Aires, Senior Notes
|
6.625%
|
9/1/37
|
47,045
|
34,167
(a)
|
|
Provincia de Cordoba, Senior Notes
|
6.990%
|
6/1/27
|
1,405,000
|
1,390,950
(a)
|
|
Provincia de Cordoba, Senior Notes
|
6.875%
|
2/1/29
|
410,000
|
384,206
(a)
|
|
Total Argentina
|
1,809,323
|
23
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Bahamas — 0.5%
|
|||||
Bahamas Government International Bond,
Senior Notes
|
6.950%
|
11/20/29
|
1,500,000
|
$1,453,500
(a)
|
|
Dominican Republic — 0.6%
|
|||||
Dominican Republic International Bond,
Senior Notes
|
4.500%
|
1/30/30
|
230,000
|
216,580
(a)
|
|
Dominican Republic International Bond,
Senior Notes
|
4.875%
|
9/23/32
|
1,170,000
|
1,069,848
(a)
|
|
Dominican Republic International Bond,
Senior Notes
|
13.625%
|
2/3/33
|
21,000,000
DOP
|
407,244
(j)
|
|
Total Dominican Republic
|
1,693,672
|
||||
Jordan — 0.3%
|
|||||
Jordan Government International Bond,
Senior Notes
|
7.750%
|
1/15/28
|
750,000
|
771,903
(a)
|
|
|
|||||
Total Sovereign Bonds (Cost — $6,021,296)
|
6,754,064
|
||||
|
|
|
|
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%)
|
9.215%
|
|
23,824
|
588,453
(e)
|
|
Chimera Investment Corp., Non Voting
Shares (7.750% to 9/30/25 then 3 mo. USD
LIBOR + 4.743%)
|
7.750%
|
|
7,274
|
165,556
(e)
|
|
MFA Financial Inc., Non Voting Shares (3
mo. Term SOFR + 5.607%)
|
9.906%
|
|
13,294
|
321,715
(e)
|
|
|
|||||
Total Preferred Stocks (Cost — $1,091,592)
|
1,075,724
|
||||
|
|
|
Maturity
Date
|
Face
Amount†
|
|
Collateralized Mortgage Obligations(o) — 0.1%
|
|||||
LHOME Mortgage Trust, 2025-RTL1 M1
(Cost — $379,998)
|
7.023%
|
1/25/40
|
380,000
|
379,402
(a)(e)
|
|
|
|
|
|
Shares
|
|
Common Stocks — 0.1%
|
|||||
Industrials — 0.1%
|
|||||
Passenger Airlines — 0.1%
|
|||||
Spirit Airlines LLC
|
|
14,655
|
87,783
*(f)(p)
|
||
Spirit Aviation Holdings Inc.
|
|
21,250
|
127,290
*
|
||
|
|||||
Total Industrials
|
215,073
|
24
Security
|
|
|
|
Shares
|
Value
|
|
|||||
Materials — 0.0%††
|
|||||
Metals & Mining — 0.0%††
|
|||||
Arctic Canadian Diamond Co. Ltd.
|
|
906
|
$18,905
*(f)(g)
|
||
|
|||||
Real Estate — 0.0%††
|
|||||
Real Estate Management & Development — 0.0%††
|
|||||
China Aoyuan Group Ltd.
|
|
38,203
|
537
*(f)
|
||
|
|||||
Total Common Stocks (Cost — $516,571)
|
234,515
|
||||
|
|
|
Expiration
Date
|
Warrants
|
|
Warrants — 0.1%
|
|||||
Industrials — 0.1%
|
|||||
Passenger Airlines — 0.1%
|
|||||
Spirit Airlines LLC
|
|
3/12/30
|
797
|
4,774
*(f)
|
|
Spirit Airlines LLC
|
|
3/12/30
|
21,647
|
129,665
*(f)
|
|
Spirit Airlines LLC
|
|
3/12/30
|
16,644
|
99,698
*(a)(f)(p)
|
|
|
|||||
Total Warrants (Cost — $475,832)
|
234,137
|
||||
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
|
Convertible Bonds & Notes — 0.0%††
|
|||||
Real Estate — 0.0%††
|
|||||
Real Estate Management & Development — 0.0%††
|
|||||
China Aoyuan Group Ltd., Senior
Notes (Cost — $564)
|
0.000%
|
9/30/28
|
13,656
|
199
(j)
|
|
Total Investments before Short-Term Investments (Cost — $264,823,816)
|
264,019,661
|
||||
|
|
|
|
Shares
|
|
Short-Term Investments — 1.8%
|
|||||
Western Asset Premier Institutional
Government Reserves, Premium Shares
(Cost — $4,739,340)
|
4.283%
|
|
4,739,340
|
4,739,340
(q)(r)
|
|
Total Investments — 99.8% (Cost — $269,563,156)
|
268,759,001
|
||||
Other Assets in Excess of Liabilities — 0.2%
|
501,513
|
||||
Total Net Assets — 100.0%
|
$269,260,514
|
25
†
|
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)
|
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.
|
(c)
|
The coupon payment on this security is currently in default as of May 31, 2025.
|
(d)
|
Security has no maturity date. The date shown represents the next call date.
|
(e)
|
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.
|
(f)
|
Security is fair valued in accordance with procedures approved by the Board of Directors (Note 1).
|
(g)
|
Security is valued using significant unobservable inputs (Note 1).
|
(h)
|
Value is less than $1.
|
(i)
|
Securities traded on a when-issued or delayed delivery basis.
|
(j)
|
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.
|
(k)
|
The maturity principal is currently in default as of May 31, 2025.
|
(l)
|
All or a portion of this loan has not settled as of May 31, 2025. Interest rates are
not effective until settlement
date. Interest rates shown, if any, are for the settled portion of the loan.
|
(m)
|
Interest rates disclosed represent the effective rates on senior loans. Ranges in
interest rates are attributable to
multiple contracts under the same loan.
|
(n)
|
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.
|
(o)
|
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.
|
(p)
|
Restricted security (Note 8).
|
(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 May 31, 2025, the total market value of investments
in Affiliated
Companies was $4,739,340 and the cost was $4,739,340 (Note 7).
|
26
Abbreviation(s) used in this schedule:
|
||
DOP
|
—
|
Dominican Peso
|
EUR
|
—
|
Euro
|
GBP
|
—
|
British Pound
|
ICE
|
—
|
Intercontinental Exchange
|
LIBOR
|
—
|
London Interbank Offered Rate
|
PIK
|
—
|
Payment-In-Kind
|
SOFR
|
—
|
Secured Overnight Financing Rate
|
USD
|
—
|
United States Dollar
|
Currency
Purchased
|
Currency
Sold
|
Counterparty
|
Settlement
Date
|
Unrealized
Appreciation
(Depreciation)
|
||
GBP
|
46,810
|
USD
|
59,777
|
Bank of America N.A.
|
7/16/25
|
$3,306
|
USD
|
3,048,984
|
EUR
|
2,770,143
|
Bank of America N.A.
|
7/16/25
|
(106,036
)
|
EUR
|
132,859
|
USD
|
150,362
|
Citibank N.A.
|
7/16/25
|
956
|
GBP
|
456,902
|
USD
|
613,446
|
Citibank N.A.
|
7/16/25
|
2,288
|
Net unrealized depreciation on open forward foreign currency contracts
|
$(99,486
)
|
Abbreviation(s) used in this table:
|
||
EUR
|
—
|
Euro
|
GBP
|
—
|
British Pound
|
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.44 Index
|
$2,920,000
|
6/20/30
|
5.000% quarterly
|
$180,159
|
$167,383
|
$12,776
|
27
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 — $264,823,816)
|
$264,019,661
|
Investments in affiliated securities, at value (Cost — $4,739,340)
|
4,739,340
|
Foreign currency, at value (Cost — $232,881)
|
220,831
|
Interest receivable
|
4,582,723
|
Deposits with brokers for centrally cleared swap contracts
|
224,767
|
Receivable from brokers — net variation margin on centrally cleared swap contracts
|
20,930
|
Dividends receivable from affiliated investments
|
17,926
|
Unrealized appreciation on forward foreign currency contracts
|
6,550
|
Prepaid expenses
|
7,431
|
Total Assets
|
273,840,159
|
Liabilities:
|
|
Distributions payable
|
2,153,363
|
Payable for securities purchased
|
1,962,955
|
Investment management fee payable
|
182,070
|
Unrealized depreciation on forward foreign currency contracts
|
106,036
|
Accrued expenses
|
175,221
|
Total Liabilities
|
4,579,645
|
Total Net Assets
|
$269,260,514
|
Net Assets:
|
|
Par value ($0.001 par value; 22,666,975 shares issued and outstanding; 100,000,000
common shares authorized)
|
$22,667
|
Paid-in capital in excess of par value
|
411,629,297
|
Total distributable earnings (loss)
|
(142,391,450
)
|
Total Net Assets
|
$269,260,514
|
Shares Outstanding
|
22,666,975
|
Net Asset Value
|
$11.88
|
29
Investment Income:
|
|
Interest
|
$24,084,095
|
Dividends from affiliated investments
|
209,353
|
Dividends from unaffiliated investments
|
36,088
|
Less: Foreign taxes withheld
|
(5,923
)
|
Total Investment Income
|
24,323,613
|
Expenses:
|
|
Investment management fee (Note 2)
|
2,202,450
|
Legal fees
|
177,702
|
Directors’ fees
|
101,402
|
Transfer agent fees
|
69,184
|
Shareholder reports
|
68,121
|
Audit and tax fees
|
54,038
|
Fund accounting fees
|
47,094
|
Stock exchange listing fees
|
12,453
|
Insurance
|
1,704
|
Custody fees
|
682
|
Miscellaneous expenses
|
7,902
|
Total Expenses
|
2,742,732
|
Less: Fee waivers and/or expense reimbursements (Note 2)
|
(5,100
)
|
Net Expenses
|
2,737,632
|
Net Investment Income
|
21,585,981
|
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 (Loss) From:
|
|
Investment transactions in unaffiliated securities
|
3,047,605
|
Swap contracts
|
(4,908
)
|
Forward foreign currency contracts
|
325,868
|
Foreign currency transactions
|
32,368
|
Net Realized Gain
|
3,400,933
|
Change in Net Unrealized Appreciation (Depreciation) From:
|
|
Investments in unaffiliated securities
|
(3,186,998
)
|
Swap contracts
|
12,776
|
Forward foreign currency contracts
|
(31,193
)
|
Foreign currencies
|
37,365
|
Change in Net Unrealized Appreciation (Depreciation)
|
(3,168,050
)
|
Net Gain on Investments, Swap Contracts, Forward Foreign Currency Contracts and
Foreign Currency Transactions
|
232,883
|
Increase in Net Assets From Operations
|
$21,818,864
|
30
For the Years Ended May 31,
|
2025
|
2024
|
Operations:
|
|
|
Net investment income
|
$21,585,981
|
$24,230,679
|
Net realized gain (loss)
|
3,400,933
|
(17,151,307
)
|
Change in net unrealized appreciation (depreciation)
|
(3,168,050
)
|
16,498,972
|
Increase in Net Assets From Operations
|
21,818,864
|
23,578,344
|
Distributions to Shareholders From (Note 1):
|
|
|
Total distributable earnings
|
(22,097,347
)
|
(22,541,586
)
|
Return of capital
|
(3,739,064
)
|
(3,257,486
)
|
Decrease in Net Assets From Distributions to Shareholders
|
(25,836,411
)
|
(25,799,072
)
|
Fund Share Transactions:
|
|
|
Reinvestment of distributions (6,394 and 0 shares issued, respectively)
|
78,073
|
—
|
Increase in Net Assets From Fund Share Transactions
|
78,073
|
—
|
Decrease in Net Assets
|
(3,939,474
)
|
(2,220,728
)
|
Net Assets:
|
|
|
Beginning of year
|
273,199,988
|
275,420,716
|
End of year
|
$269,260,514
|
$273,199,988
|
31
For a share of capital stock outstanding throughout each year ended May 31:
|
|||||
|
20251
|
20241
|
20231
|
20221
|
20211
|
Net asset value, beginning of year
|
$12.06
|
$12.15
|
$13.61
|
$15.89
|
$14.75
|
Income (loss) from operations:
|
|||||
Net investment income
|
0.95
|
1.07
|
1.07
|
0.96
|
0.99
|
Net realized and unrealized gain (loss)
|
0.01
|
(0.02
)
|
(1.40
)
|
(2.11
)
|
1.28
|
Total income (loss) from operations
|
0.96
|
1.05
|
(0.33)
|
(1.15)
|
2.27
|
Less distributions from:
|
|
|
|
|
|
Net investment income
|
(0.98
)
|
(1.00
)
|
(1.07
)
|
(0.98
)
|
(0.94
)
|
Return of capital
|
(0.16
)
|
(0.14
)
|
(0.06
)
|
(0.15
)
|
(0.19
)
|
Total distributions
|
(1.14
)
|
(1.14
)
|
(1.13
)
|
(1.13
)
|
(1.13
)
|
Net asset value, end of year
|
$11.88
|
$12.06
|
$12.15
|
$13.61
|
$15.89
|
Market price, end of year
|
$11.85
|
$11.45
|
$11.44
|
$12.86
|
$15.48
|
Total return, based on NAV2,3
|
8.20
%
|
8.91
%
|
(2.36
)%
|
(7.69
)%
|
15.83
%
|
Total return, based on Market Price4
|
13.78
%
|
10.24
%
|
(2.41
)%
|
(10.32
)%
|
17.99
%
|
Net assets, end of year (millions)
|
$269
|
$273
|
$275
|
$308
|
$360
|
Ratios to average net assets:
|
|||||
Gross expenses
|
1.00
%
|
0.95
%
|
0.95
%
|
0.92
%
|
0.93
%
|
Net expenses5,6
|
0.99
|
0.95
|
0.95
|
0.92
|
0.93
|
Net investment income
|
7.84
|
8.70
|
8.38
|
6.32
|
6.31
|
Portfolio turnover rate
|
49
%
|
46
%
|
62
%
|
55
%
|
48
%
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
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.
|
3
|
The total return calculation assumes that distributions are reinvested at NAV. Past
performance is no guarantee of
future results.
|
4
|
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.
|
5
|
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.
|
6
|
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:
|
|
|
|
|
Financials
|
—
|
$15,749,506
|
$0
*
|
$15,749,506
|
Health Care
|
—
|
19,794,552
|
0
*
|
19,794,552
|
Other Corporate Bonds &
Notes
|
—
|
197,869,061
|
—
|
197,869,061
|
Senior Loans:
|
|
|
|
|
Materials
|
—
|
—
|
894,767
|
894,767
|
Other Senior Loans
|
—
|
21,033,734
|
—
|
21,033,734
|
Sovereign Bonds
|
—
|
6,754,064
|
—
|
6,754,064
|
Preferred Stocks
|
$1,075,724
|
—
|
—
|
1,075,724
|
Collateralized Mortgage
Obligations
|
—
|
379,402
|
—
|
379,402
|
Common Stocks:
|
|
|
|
|
Industrials
|
127,290
|
87,783
|
—
|
215,073
|
Materials
|
—
|
—
|
18,905
|
18,905
|
Real Estate
|
—
|
537
|
—
|
537
|
Warrants
|
—
|
234,137
|
—
|
234,137
|
Convertible Bonds & Notes
|
—
|
199
|
—
|
199
|
Total Long-Term Investments
|
1,203,014
|
261,902,975
|
913,672
|
264,019,661
|
Short-Term Investments†
|
4,739,340
|
—
|
—
|
4,739,340
|
Total Investments
|
$5,942,354
|
$261,902,975
|
$913,672
|
$268,759,001
|
35
ASSETS (cont’d)
|
||||
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
Other Financial Instruments:
|
|
|
|
|
Forward Foreign Currency
Contracts††
|
—
|
$6,550
|
—
|
$6,550
|
Centrally Cleared Credit
Default Swaps on Credit
Indices — Sell Protection††
|
—
|
12,776
|
—
|
12,776
|
Total Other Financial
Instruments
|
—
|
$19,326
|
—
|
$19,326
|
Total
|
$5,942,354
|
$261,922,301
|
$913,672
|
$268,778,327
|
LIABILITIES
|
||||
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
Other Financial Instruments:
|
|
|
|
|
Forward Foreign Currency
Contracts††
|
—
|
$106,036
|
—
|
$106,036
|
†
|
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
|
Total Distributable
Earnings (Loss)
|
Paid-in
Capital
|
(a)
|
$28,603
|
$(28,603)
|
42
|
Investments
|
U.S. Government &
Agency Obligations
|
Purchases
|
$129,250,831
|
$1,250,075
|
Sales
|
139,091,411
|
1,223,781
|
|
Cost/Premiums
Paid (Received)
|
Gross
Unrealized
Appreciation
|
Gross
Unrealized
Depreciation
|
Net
Unrealized
Appreciation
(Depreciation)
|
Securities
|
$272,009,654
|
$13,591,510
|
$(16,842,163)
|
$(3,250,653)
|
Forward foreign currency contracts
|
—
|
6,550
|
(106,036)
|
(99,486)
|
Swap contracts
|
167,383
|
12,776
|
—
|
12,776
|
43
ASSET DERIVATIVES1
|
|||
|
Foreign
Exchange Risk
|
Credit
Risk
|
Total
|
Forward foreign currency contracts
|
$6,550
|
—
|
$6,550
|
Centrally cleared swap contracts2
|
—
|
$12,776
|
12,776
|
Total
|
$6,550
|
$12,776
|
$19,326
|
LIABILITY DERIVATIVES1
|
|
|
Foreign
Exchange Risk
|
Forward foreign currency contracts
|
$106,036
|
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
|
—
|
$(4,908
)
|
$(4,908
)
|
Forward foreign currency contracts
|
$325,868
|
—
|
325,868
|
Total
|
$325,868
|
$(4,908
)
|
$320,960
|
CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
|
|||
|
Foreign
Exchange Risk
|
Credit
Risk
|
Total
|
Swap contracts
|
—
|
$12,776
|
$12,776
|
Forward foreign currency contracts
|
$(31,193
)
|
—
|
(31,193
)
|
Total
|
$(31,193
)
|
$12,776
|
$(18,417
)
|
44
|
Average Market
Value*
|
Forward foreign currency contracts (to buy)
|
$2,250,964
|
Forward foreign currency contracts (to sell)
|
7,215,940
|
|
Average Notional
Balance**
|
Credit default swap contracts (sell protection)
|
$1,572,308
|
*
|
Based on the average of the market values at each month-end during the period.
|
**
|
Based on the average of the notional amounts at each month-end during the period.
|
Counterparty
|
Gross Assets
Subject to
Master
Agreements1
|
Gross
Liabilities
Subject to
Master
Agreements1
|
Net Assets
(Liabilities)
Subject to
Master
Agreements
|
Collateral
Pledged
(Received)
|
Net
Amount2,3
|
Bank of America N.A.
|
$3,306
|
$(106,036)
|
$(102,730)
|
—
|
$(102,730)
|
Citibank N.A.
|
3,244
|
—
|
3,244
|
—
|
3,244
|
Total
|
$6,550
|
$(106,036)
|
$(99,486)
|
—
|
$(99,486)
|
1
|
Absent an event of default or early termination, derivative assets and liabilities
are presented gross and not
offset in the Statement of Assets and Liabilities.
|
2
|
Net amount may also include forward foreign currency exchange contracts that are not
required to be
collateralized.
|
3
|
Represents the net amount receivable (payable) from (to) the counterparty in the event
of default.
|
Record Date
|
Payable Date
|
Amount
|
5/22/2025
|
6/2/2025
|
$0.0950
|
6/23/2025
|
7/1/2025
|
$0.0950
|
7/24/2025
|
8/1/2025
|
$0.0950
|
8/22/2025
|
9/2/2025
|
$0.0950
|
45
|
Affiliate
Value at
May 31, 2024
|
Purchased
|
Sold
|
||
Cost
|
Shares
|
Proceeds
|
Shares
|
||
Western Asset
Premier
Institutional
Government
Reserves, Premium
Shares
|
$2,543,966
|
$90,622,031
|
90,622,031
|
$88,426,657
|
88,426,657
|
(cont’d)
|
Realized
Gain (Loss)
|
Dividend
Income
|
Net Increase
(Decrease) in
Unrealized
Appreciation
(Depreciation)
|
Affiliate
Value at
May 31,
2025
|
Western Asset Premier
Institutional
Government Reserves,
Premium Shares
|
—
|
$209,353
|
—
|
$4,739,340
|
Security
|
Number of
Shares/
Warrants
|
Acquisition
Date
|
Cost
|
Fair Value
at 5/31/2025
|
Value Per
Share/Warrant
|
Percent of
Net Assets
|
Spirit Airlines LLC,
Common Shares
|
14,655
|
3/25
|
$178,401
|
$87,783
|
$5.99
|
0.03
%
|
Spirit Airlines LLC,
Warrants
|
16,644
|
3/25
|
202,613
|
99,698
(a)
|
5.99
|
0.04
|
|
|
|
$381,014
|
$187,481
|
|
0.07
%
|
(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.
|
46
|
2025
|
2024
|
Distributions paid from:
|
|
|
Ordinary income
|
$22,097,347
|
$22,541,586
|
Tax return of capital
|
3,739,064
|
3,257,486
|
Total distributions paid
|
$25,836,411
|
$25,799,072
|
Deferred capital losses*
|
$(136,994,638)
|
Other book/tax temporary differences(a)
|
(2,053,877)
|
Unrealized appreciation (depreciation)(b)
|
(3,342,935)
|
Total distributable earnings (loss) — net
|
$(142,391,450)
|
*
|
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 to the realization for tax purposes
of unrealized gains
(losses) on foreign currency contracts, the difference between cash and accrual basis
distributions paid and
book/tax differences in the timing of the deductibility of various expenses.
|
(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.
|
47
48
July 22, 2025
49
50
51
52
53
54
55
56
FOR
|
AGAINST
|
ABSTAIN
|
BROKER
NON-VOTES
|
11,658,137
|
647,230
|
166,054
|
N/A
|
57
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 III
|
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 2010
|
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
|
58
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)
|
59
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 II
|
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 III
|
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)
|
60
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 119
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 119
portfolios; Trustee of Putnam Family of Funds consisting of 105
portfolios
|
Other board memberships held by Director during the past five
years
|
None
|
61
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)
|
62
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 2010
|
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)
|
63
64
Franklin Resources Inc.
Compliance Department
One Madison Avenue, 17th Floor
New York, NY 10010
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
|
Pursuant to:
|
Amount Reported
|
Qualified Net Interest Income (QII)
|
§871(k)(1)(C)
|
$11,495,348
|
Qualified Business Income Dividends Earned
|
§199A
|
$26,019
|
Section 163(j) Interest Earned
|
§163(j)
|
$23,295,294
|
Interest Earned from Federal Obligations
|
Note (1)
|
$266,164
|
89
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 May 31, 2024 and May 31, 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 $47,206 in May 31, 2024 and $50,038 in May 31, 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 May 31, 2024 and $0 in May 31, 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 May 31, 2024 and $10,000 in May 31, 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 May 31, 2024 and $0 in May 31, 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 $342,635 in May 31, 2024 and $334,889 in May 31, 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 2010 | 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 Pasadena, CA 91101 |
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 Pasadena, CA 91101 |
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 May 31, 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 | 61 | $79.50 billion | None | None |
Other Pooled Vehicles | 217 | $47.79 billion | 17 | $2.19 billion | |
Other Accounts | 330 | $99.60 billion | 13 | $6.26 billion | |
Christopher Kilpatrick ‡ | Other Registered Investment Companies | 11 | $4.58 billion | None | None |
Other Pooled Vehicles | 8 | $569 million | 3 | $361 million | |
Other Accounts | 13 | $873 million | None | None | |
Walter Kilcullen‡ | Other Registered Investment Companies | 7 | $2.88 billion | None | None |
Other Pooled Vehicles | 16 | $7.35 billion | 3 | $361 million | |
Other Accounts | 12 | $1.63 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 May 31, 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 May 31, 2025.
Investment Professional(s) | Dollar Range of Portfolio Securities Beneficially Owned | |
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 Yield Defined Opportunity Fund Inc.
By: | /s/ Jane Trust | |
Jane Trust | ||
Chief Executive Officer | ||
Date: | July 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: | July 25, 2025 |
By: | /s/ Christopher Berarducci | |
Christopher Berarducci | ||
Principal Financial Officer | ||
Date: | July 25, 2025 |