01/28/2026 | Press release | Distributed by Public on 01/28/2026 06:51
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 811-21403
Western Asset Inflation-Linked Income Fund
(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: November 30
Date of reporting period: November 30, 2025
| ITEM 1. | REPORT TO STOCKHOLDERS |
(a) The Report to Shareholders is filed herewith
|
Letter from the president
|
III
|
|
Fund overview
|
1
|
|
Fund at a glance
|
9
|
|
Fund performance
|
10
|
|
Consolidated schedule of investments
|
12
|
|
Consolidated statement of assets and liabilities
|
23
|
|
Consolidated statement of operations
|
24
|
|
Consolidated statements of changes in net assets
|
25
|
|
Consolidated statement of cash flows
|
26
|
|
Consolidated financial highlights
|
28
|
|
Notes to consolidated financial statements
|
29
|
|
Report of independent registered public accounting firm
|
48
|
|
Additional information
|
49
|
|
Annual principal executive officer and principal financial officer certifications
|
56
|
|
Other shareholder communications regarding accounting matters
|
57
|
|
Summary of information regarding the Fund
|
58
|
|
Dividend reinvestment plan
|
73
|
|
Important tax information
|
74
|
|
Performance Snapshot as of November 30, 2025
|
|
|
Price Per Share
|
12-Month
Total Return**
|
|
$9.21 (NAV)
|
7.58
%†
|
|
$8.41 (Market Price)
|
9.39
%‡
|
|
Net Asset Value
|
|
|
Average annual total returns1
|
|
|
Twelve Months Ended 11/30/25
|
7.58
%
|
|
Five Years Ended 11/30/25
|
0.61
|
|
Ten Years Ended 11/30/25
|
3.15
|
|
Cumulative total returns1
|
|
|
11/30/15 through 11/30/25
|
36.41
%
|
|
Market Price
|
|
|
Average annual total returns2
|
|
|
Twelve Months Ended 11/30/25
|
9.39
%
|
|
Five Years Ended 11/30/25
|
1.36
|
|
Ten Years Ended 11/30/25
|
4.63
|
|
Cumulative total returns2
|
|
|
11/30/15 through 11/30/25
|
57.29
%
|
|
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.
|
|
Security
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
U.S. Treasury Inflation Protected Securities - 110.7%
|
|||||
|
U.S. Treasury Bonds, Inflation Indexed
|
2.000%
|
1/15/26
|
9,818,760
|
$9,809,292
(a)
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
2.375%
|
1/15/27
|
3,221,200
|
3,256,793
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
2.500%
|
1/15/29
|
13,615,290
|
14,130,691
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
3.875%
|
4/15/29
|
44,454,375
|
48,214,121
(a)
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
2.125%
|
2/15/40
|
5,109,282
|
5,142,645
(b)
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
2.125%
|
2/15/41
|
2,224,755
|
2,218,042
(c)
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
0.750%
|
2/15/42
|
4,312,260
|
3,425,846
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
1.375%
|
2/15/44
|
5,574,560
|
4,768,040
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
0.750%
|
2/15/45
|
16,689,530
|
12,467,484
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
0.250%
|
2/15/50
|
11,622,820
|
6,899,317
(a)
|
|
|
U.S. Treasury Bonds, Inflation Indexed
|
0.125%
|
2/15/52
|
4,667,080
|
2,547,950
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
0.625%
|
1/15/26
|
2,733,880
|
2,727,438
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
0.125%
|
4/15/26
|
8,669,570
|
8,615,650
(a)
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
0.125%
|
10/15/26
|
13,193,682
|
13,082,077
(a)
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
0.125%
|
4/15/27
|
17,255,400
|
16,957,328
(a)
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
1.625%
|
10/15/27
|
5,482,250
|
5,539,040
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
0.500%
|
1/15/28
|
3,950,280
|
3,889,665
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
0.875%
|
1/15/29
|
11,576,880
|
11,445,100
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
1.625%
|
10/15/29
|
5,161,200
|
5,242,472
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
0.125%
|
1/15/30
|
1,262,420
|
1,203,910
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
1.625%
|
4/15/30
|
5,101,650
|
5,164,138
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
1.125%
|
10/15/30
|
5,020,600
|
4,984,239
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
0.125%
|
1/15/32
|
8,201,970
|
7,565,902
(a)
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
1.125%
|
1/15/33
|
13,084,680
|
12,696,854
(a)
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
1.750%
|
1/15/34
|
10,988,952
|
11,054,278
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
2.125%
|
1/15/35
|
9,159,791
|
9,432,929
|
|
|
U.S. Treasury Notes, Inflation Indexed
|
1.875%
|
7/15/35
|
5,057,650
|
5,104,825
|
|
|
Total U.S. Treasury Inflation Protected Securities (Cost - $244,641,265)
|
237,586,066
|
||||
|
Corporate Bonds & Notes - 8.2%
|
|||||
|
Communication Services - 0.0%††
|
|||||
|
Wireless Telecommunication Services - 0.0%††
|
|||||
|
T-Mobile USA Inc., Senior Notes
|
3.750%
|
4/15/27
|
40,000
|
39,825
|
|
|
Consumer Discretionary - 0.7%
|
|||||
|
Hotels, Restaurants & Leisure - 0.7%
|
|||||
|
Sands China Ltd., Senior Notes
|
5.400%
|
8/8/28
|
600,000
|
609,824
|
|
|
Sands China Ltd., Senior Notes
|
2.850%
|
3/8/29
|
200,000
|
188,833
|
|
|
Sands China Ltd., Senior Notes
|
4.375%
|
6/18/30
|
420,000
|
410,957
|
|
|
Sands China Ltd., Senior Notes
|
3.250%
|
8/8/31
|
400,000
|
367,036
|
|
|
Total Consumer Discretionary
|
1,576,650
|
||||
|
Security
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
Energy - 4.0%
|
|||||
|
Oil, Gas & Consumable Fuels - 4.0%
|
|||||
|
BP Capital Markets America Inc., Senior Notes
|
3.633%
|
4/6/30
|
190,000
|
$187,010
|
|
|
Columbia Pipelines Holding Co. LLC, Senior Notes
|
6.042%
|
8/15/28
|
440,000
|
458,273
(d)
|
|
|
Energy Transfer LP, Senior Notes
|
5.250%
|
4/15/29
|
430,000
|
442,629
|
|
|
Enterprise Products Operating LLC, Senior Notes
|
3.125%
|
7/31/29
|
1,170,000
|
1,135,501
|
|
|
EOG Resources Inc., Senior Notes
|
4.375%
|
4/15/30
|
40,000
|
40,370
|
|
|
EQT Corp., Senior Notes
|
5.000%
|
1/15/29
|
440,000
|
446,291
|
|
|
Occidental Petroleum Corp., Senior Notes
|
3.000%
|
2/15/27
|
810,000
|
800,632
|
|
|
Occidental Petroleum Corp., Senior Notes
|
6.200%
|
3/15/40
|
660,000
|
675,455
|
|
|
ONEOK Inc., Senior Notes
|
5.800%
|
11/1/30
|
410,000
|
433,090
|
|
|
Petrobras Global Finance BV, Senior Notes
|
5.999%
|
1/27/28
|
510,000
|
523,731
|
|
|
QazaqGaz NC JSC, Senior Notes
|
4.375%
|
9/26/27
|
1,600,000
|
1,591,576
(d)
|
|
|
Targa Resources Corp., Senior Notes
|
4.200%
|
2/1/33
|
470,000
|
451,382
|
|
|
Williams Cos. Inc., Senior Notes
|
5.750%
|
6/24/44
|
1,340,000
|
1,356,769
|
|
|
Total Energy
|
8,542,709
|
||||
|
Financials - 0.4%
|
|||||
|
Financial Services - 0.4%
|
|||||
|
ILFC E-Capital Trust II, Ltd. GTD
|
6.520%
|
12/21/65
|
1,010,000
|
861,457
(d)(e)
|
|
|
Health Care - 0.5%
|
|||||
|
Pharmaceuticals - 0.5%
|
|||||
|
Bausch Health Americas Inc., Senior Notes
|
8.500%
|
1/31/27
|
970,000
|
969,286
(d)
|
|
|
Industrials - 1.0%
|
|||||
|
Aerospace & Defense - 1.0%
|
|||||
|
General Dynamics Corp., Senior Notes
|
4.250%
|
4/1/40
|
10,000
|
9,309
|
|
|
General Dynamics Corp., Senior Notes
|
4.250%
|
4/1/50
|
2,560,000
|
2,226,413
|
|
|
Total Industrials
|
2,235,722
|
||||
|
Information Technology - 0.2%
|
|||||
|
Semiconductors & Semiconductor Equipment - 0.2%
|
|||||
|
Broadcom Inc., Senior Notes
|
3.137%
|
11/15/35
|
370,000
|
324,195
(d)
|
|
|
Materials - 1.4%
|
|||||
|
Metals & Mining - 1.4%
|
|||||
|
Antofagasta PLC, Senior Notes
|
2.375%
|
10/14/30
|
550,000
|
498,517
(d)
|
|
|
Glencore Finance Canada Ltd., Senior Notes
|
5.550%
|
10/25/42
|
950,000
|
932,505
(d)
|
|
|
Glencore Funding LLC, Senior Notes
|
4.000%
|
3/27/27
|
200,000
|
199,755
(d)
|
|
|
Glencore Funding LLC, Senior Notes
|
3.875%
|
10/27/27
|
800,000
|
796,880
(d)
|
|
|
Yamana Gold Inc., Senior Notes
|
4.625%
|
12/15/27
|
670,000
|
673,798
|
|
|
Total Materials
|
3,101,455
|
||||
|
Total Corporate Bonds & Notes (Cost - $18,001,216)
|
17,651,299
|
||||
|
Security
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
Collateralized Mortgage Obligations(f) - 7.7%
|
|||||
|
Alternative Loan Trust, 2007-12T1 A3
|
6.000%
|
6/25/37
|
1,083,515
|
$479,955
|
|
|
Angel Oak Mortgage Trust, 2023-1 A1
|
4.750%
|
9/26/67
|
186,335
|
185,923
(d)
|
|
|
BANK, 2021-BN32 XA, IO
|
0.868%
|
4/15/54
|
2,594,947
|
74,223
(e)
|
|
|
Benchmark Mortgage Trust, 2021-B29 XA, IO
|
1.123%
|
9/15/54
|
4,162,337
|
147,439
(e)
|
|
|
BOCA Commercial Mortgage Trust, 2024-BOCA A
(1 mo. Term SOFR + 1.921%)
|
5.880%
|
8/15/41
|
390,000
|
391,103
(d)(e)
|
|
|
BX Commercial Mortgage Trust, 2022-LP2 G (1
mo. Term SOFR + 4.106%)
|
8.065%
|
2/15/39
|
469,000
|
469,631
(d)(e)
|
|
|
BX Commercial Mortgage Trust, 2025-SPOT E (1
mo. Term SOFR + 3.690%)
|
7.649%
|
4/15/40
|
997,306
|
1,005,463
(d)(e)
|
|
|
BX Trust, 2021-ARIA D (1 mo. Term SOFR +
2.010%)
|
5.969%
|
10/15/36
|
850,000
|
849,847
(d)(e)
|
|
|
BX Trust, 2022-CLS A
|
5.760%
|
10/13/27
|
460,000
|
462,459
(d)
|
|
|
BXMT Ltd., 2020-FL2 A (1 mo. Term SOFR +
1.264%)
|
5.227%
|
2/15/38
|
54,076
|
53,937
(d)(e)
|
|
|
CD Mortgage Trust, 2017-CD5 A4
|
3.431%
|
8/15/50
|
300,000
|
295,360
|
|
|
Chase Mortgage Finance Trust, 2007-A1 2A3
|
5.888%
|
2/25/37
|
942
|
894
(e)
|
|
|
Citigroup Commercial Mortgage Trust, 2016-C3
A3
|
2.896%
|
11/15/49
|
101,598
|
100,524
|
|
|
Citigroup Commercial Mortgage Trust, 2023-
SMRT A
|
6.015%
|
10/12/40
|
200,000
|
206,120
(d)(e)
|
|
|
CRSO Trust, 2023-BRND A
|
7.121%
|
7/10/40
|
430,000
|
448,413
|
|
|
CSMC Trust, 2019-NQM1 A1
|
3.656%
|
10/25/59
|
47,982
|
47,600
(d)
|
|
|
Extended Stay America Trust, 2025-ESH A (1 mo.
Term SOFR + 1.300%)
|
5.259%
|
10/15/42
|
200,000
|
200,588
(d)(e)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
REMIC, 4057 UI, IO
|
3.000%
|
5/15/27
|
3,258
|
1
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
REMIC, Structured Agency Credit Risk Trust,
2022-DNA3 M1B (30 Day Average SOFR +
2.900%)
|
6.972%
|
4/25/42
|
600,000
|
616,192
(d)(e)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
REMIC, Structured Agency Credit Risk Trust,
2022-DNA4 M1B (30 Day Average SOFR +
3.350%)
|
7.422%
|
5/25/42
|
370,000
|
382,426
(d)(e)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
REMIC, Structured Agency Credit Risk Trust,
2024-DNA1 M2 (30 Day Average SOFR + 1.950%)
|
6.022%
|
2/25/44
|
460,000
|
463,570
(d)(e)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
REMIC, Structured Agency Credit Risk Trust,
2024-DNA2 A1 (30 Day Average SOFR + 1.250%)
|
5.322%
|
5/25/44
|
287,694
|
289,285
(d)(e)
|
|
|
Security
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
Collateralized Mortgage Obligations(f) - continued
|
|||||
|
Federal Home Loan Mortgage Corp. (FHLMC)
REMIC, Structured Agency Credit Risk Trust,
2025-DNA1 M2 (30 Day Average SOFR + 1.350%)
|
5.422%
|
1/25/45
|
340,000
|
$338,716
(d)(e)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Seasoned Credit Risk Transfer Trust, 2016-1 M2
|
3.750%
|
9/25/55
|
244,156
|
225,585
(d)(e)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Seasoned Credit Risk Transfer Trust, 2019-1 M
|
4.750%
|
7/25/58
|
357,881
|
351,445
(d)(e)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Seasoned Credit Risk Transfer Trust, 2022-1 M
|
4.500%
|
11/25/61
|
460,000
|
429,531
(d)(e)
|
|
|
Federal National Mortgage Association (FNMA)
- CAS, 2019-R05 1B1 (30 Day Average SOFR +
4.214%)
|
8.286%
|
7/25/39
|
247,431
|
251,545
(d)(e)
|
|
|
Federal National Mortgage Association (FNMA)
- CAS, 2020-R01 1B1 (30 Day Average SOFR +
3.364%)
|
7.436%
|
1/25/40
|
350,000
|
357,236
(d)(e)
|
|
|
Federal National Mortgage Association (FNMA)
- CAS, 2021-R01 1B1 (30 Day Average SOFR +
3.100%)
|
7.172%
|
10/25/41
|
330,000
|
335,845
(d)(e)
|
|
|
Federal National Mortgage Association (FNMA)
- CAS, 2023-R06 1M2 (30 Day Average SOFR +
2.700%)
|
6.772%
|
7/25/43
|
320,000
|
329,344
(d)(e)
|
|
|
Federal National Mortgage Association (FNMA)
- CAS, 2024-R02 1M2 (30 Day Average SOFR +
1.800%)
|
5.872%
|
2/25/44
|
250,000
|
251,310
(d)(e)
|
|
|
Government National Mortgage Association
(GNMA), 2012-152 IO, IO
|
0.694%
|
1/16/54
|
1,115,197
|
33,174
(e)
|
|
|
Government National Mortgage Association
(GNMA), 2014-47 IA, IO
|
0.164%
|
2/16/48
|
88,129
|
357
(e)
|
|
|
Government National Mortgage Association
(GNMA), 2014-50 IO, IO
|
0.587%
|
9/16/55
|
480,392
|
11,163
(e)
|
|
|
Government National Mortgage Association
(GNMA), 2014-169 IO, IO
|
0.588%
|
10/16/56
|
4,984,504
|
108,951
(e)
|
|
|
Government National Mortgage Association
(GNMA), 2015-101 IO, IO
|
0.253%
|
3/16/52
|
3,486,986
|
24,392
(e)
|
|
|
Government National Mortgage Association
(GNMA), 2015-183 IO, IO
|
0.435%
|
9/16/57
|
4,823,674
|
106,226
(e)
|
|
|
GSR Mortgage Loan Trust, 2004-11 1A1
|
6.297%
|
9/25/34
|
18,005
|
18,196
(e)
|
|
|
Home RE Ltd., 2023-1 M2 (30 Day Average SOFR
+ 6.000%)
|
10.072%
|
10/25/33
|
290,000
|
310,957
(d)(e)
|
|
|
MHC Commercial Mortgage Trust, 2021-MHC A (1
mo. Term SOFR + 0.915%)
|
4.874%
|
4/15/38
|
55,527
|
55,527
(d)(e)
|
|
|
Security
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
Collateralized Mortgage Obligations(f) - continued
|
|||||
|
MRCD Mortgage Trust, 2019-PARK A
|
2.718%
|
12/15/36
|
850,000
|
$751,009
(d)
|
|
|
New Residential Mortgage Loan Trust, 2014-1A A
|
3.750%
|
1/25/54
|
207,673
|
203,173
(d)(e)
|
|
|
NYC Commercial Mortgage Trust, 2025-28L F
|
8.130%
|
11/5/38
|
750,000
|
752,526
(d)(e)
|
|
|
OBX Trust, 2025-NQM4 A3
|
5.755%
|
2/25/55
|
587,570
|
590,784
(d)
|
|
|
PRKCM Trust, 2021-AFC1 A1
|
1.510%
|
8/25/56
|
563,060
|
480,913
(d)(e)
|
|
|
PRKCM Trust, 2023-AFC1 A1
|
6.598%
|
2/25/58
|
388,636
|
388,786
(d)
|
|
|
PRPM Trust, 2024-NQM4 A1
|
5.674%
|
12/26/69
|
213,066
|
214,526
(d)
|
|
|
RAMP Trust, 2004-SL4 A5
|
7.500%
|
7/25/32
|
28,872
|
8,785
|
|
|
SREIT Trust, 2021-PALM B (1 mo. Term SOFR +
0.924%)
|
4.883%
|
10/15/34
|
830,000
|
828,075
(d)(e)
|
|
|
Towd Point Mortgage Trust, 2020-2 A1A
|
1.636%
|
4/25/60
|
593,179
|
546,688
(d)(e)
|
|
|
Towd Point Mortgage Trust, 2020-2 M1B
|
3.000%
|
4/25/60
|
250,000
|
201,376
(d)(e)
|
|
|
Verus Securitization Trust, 2022-1 B1
|
4.007%
|
1/25/67
|
350,000
|
283,097
(d)(e)
|
|
|
Verus Securitization Trust, 2023-8 B1
|
8.079%
|
12/25/68
|
290,000
|
294,683
(d)(e)
|
|
|
Verus Securitization Trust, 2024-8 A3
|
5.872%
|
10/25/69
|
283,233
|
284,840
(d)
|
|
|
Total Collateralized Mortgage Obligations (Cost - $17,610,267)
|
16,539,714
|
||||
|
Non-U.S. Treasury Inflation Protected Securities - 2.6%
|
|||||
|
Brazil - 2.1%
|
|||||
|
Brazil Notas do Tesouro Nacional Serie B, Notes
|
6.000%
|
5/15/29
|
12,031,897
BRL
|
2,144,207
|
|
|
Brazil Notas do Tesouro Nacional Serie B, Notes
|
6.000%
|
8/15/50
|
13,698,555
BRL
|
2,289,098
|
|
|
Total Brazil
|
4,433,305
|
||||
|
Mexico - 0.5%
|
|||||
|
Mexican Udibonos, Bonds
|
4.000%
|
11/30/28
|
21,536,863
MXN
|
1,185,409
|
|
|
Total Non-U.S. Treasury Inflation Protected Securities (Cost - $6,861,828)
|
5,618,714
|
||||
|
Sovereign Bonds - 1.6%
|
|||||
|
Mexico - 0.7%
|
|||||
|
Mexico Government International Bond, Senior
Notes
|
5.850%
|
7/2/32
|
1,480,000
|
1,525,288
|
|
|
Nigeria - 0.1%
|
|||||
|
Nigeria Government International Bond, Senior
Notes
|
6.500%
|
11/28/27
|
200,000
|
201,807
(d)
|
|
|
Peru - 0.3%
|
|||||
|
Peruvian Government International Bond, Senior
Notes
|
5.500%
|
3/30/36
|
500,000
|
514,100
|
|
|
Peruvian Government International Bond, Senior
Notes
|
3.300%
|
3/11/41
|
200,000
|
156,270
|
|
|
Total Peru
|
670,370
|
||||
|
Security
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|
Supranational - 0.5%
|
|||||
|
Inter-American Development Bank, Senior Notes
|
7.350%
|
10/6/30
|
90,000,000
INR
|
$1,032,438
|
|
|
Total Sovereign Bonds (Cost - $3,420,577)
|
3,429,903
|
||||
|
Mortgage-Backed Securities - 0.1%
|
|||||
|
FHLMC - 0.0%††
|
|||||
|
Federal Home Loan Mortgage Corp. (FHLMC)
|
6.000%
|
12/1/52
|
54,294
|
56,266
|
|
|
FNMA - 0.1%
|
|||||
|
Federal National Mortgage Association (FNMA)
|
6.500%
|
11/1/52
|
65,719
|
69,261
|
|
|
Total Mortgage-Backed Securities (Cost - $123,071)
|
125,527
|
||||
|
Total Investments before Short-Term Investments (Cost - $290,658,224)
|
280,951,223
|
||||
|
Short-Term Investments - 9.6%
|
|||||
|
Repurchase Agreements - 7.8%
|
|||||
|
Morgan Stanley & Co. repurchase agreement
dated 11/30/25; Proceeds at maturity -
$1,066,471; (Fully collateralized by U.S. Treasury
Bills, 0.125% due 10/15/26; Market value -
$1,060,355)
|
4.430%
|
12/5/25
|
1,061,377
|
1,061,377
|
|
|
Morgan Stanley & Co. repurchase agreement
dated 11/30/25; Proceeds at maturity -
$7,408,103; (Fully collateralized by U.S. Treasury
Bills, 0.125% due 4/15/26; Market value -
$7,382,693)
|
4.430%
|
12/5/25
|
7,372,720
|
7,372,720
|
|
|
Morgan Stanley & Co. repurchase agreement
dated 11/30/25; Proceeds at maturity -
$8,275,032; (Fully collateralized by U.S. Treasury
Bills, 2.000% due 1/15/26; Market value -
$8,172,183)
|
4.430%
|
12/5/25
|
8,235,509
|
8,235,509
|
|
|
Total Repurchase Agreements (Cost - $16,669,606)
|
16,669,606
|
||||
|
|
Shares
|
||||
|
Money Market Funds - 1.8%
|
|||||
|
Western Asset Premier Institutional Government
Reserves, Premium Shares (Cost - $3,954,018)
|
3.957%
|
3,954,018
|
3,954,018
(g)(h)
|
||
|
Total Short-Term Investments (Cost - $20,623,624)
|
20,623,624
|
||||
|
Total Investments - 140.5% (Cost - $311,281,848)
|
301,574,847
|
||||
|
Liabilities in Excess of Other Assets - (40.5)%
|
(86,881,314
)
|
||||
|
Total Net Assets - 100.0%
|
$214,693,533
|
||||
|
†
|
Face amount denominated in U.S. dollars, unless otherwise noted.
|
|
††
|
Represents less than 0.1%.
|
|
(a)
|
All or a portion of this security is held by the counterparty as collateral for open reverse repurchase agreements.
|
|
(b)
|
All or a portion of this security is held at the broker as collateral for open centrally cleared swap contracts.
|
|
(c)
|
All or a portion of this security is held at the broker as collateral for open futures contracts.
|
|
(d)
|
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 Trustees.
|
|
(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)
|
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.
|
|
(g)
|
Rate shown is one-day yield as of the end of the reporting period.
|
|
(h)
|
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 November 30, 2025, the total market value of investments in Affiliated
Companies was $3,954,018 and the cost was $3,954,018 (Note 8).
|
|
Abbreviation(s) used in this schedule:
|
||
|
BRL
|
-
|
Brazilian Real
|
|
CAS
|
-
|
Connecticut Avenue Securities
|
|
GTD
|
-
|
Guaranteed
|
|
INR
|
-
|
Indian Rupee
|
|
IO
|
-
|
Interest Only
|
|
JSC
|
-
|
Joint Stock Company
|
|
MXN
|
-
|
Mexican Peso
|
|
REMIC
|
-
|
Real Estate Mortgage Investment Conduit
|
|
SOFR
|
-
|
Secured Overnight Financing Rate
|
|
Counterparty
|
Rate
|
Effective
Date
|
Maturity
Date
|
Face Amount
of Reverse
Repurchase
Agreements
|
Asset Class
of Collateral*
|
Collateral
Value**
|
|
Morgan Stanley &
Co.
|
4.480%
|
6/5/2025
|
12/5/2025
|
$87,828,806
|
U.S. Treasury Inflation Protected
Securities
Cash
|
$97,123,303
630,000
|
|
$87,828,806
|
$97,753,303
|
|
*
|
Refer to the Consolidated Schedule of Investments for positions held at the counterparty as collateral for reverse
repurchase agreements.
|
|
**
|
Including accrued interest.
|
|
Number of
Contracts
|
Expiration
Date
|
Notional
Amount
|
Market
Value
|
Unrealized
Appreciation
(Depreciation)
|
|
|
Contracts to Buy:
|
|||||
|
3-Month SOFR
|
72
|
6/26
|
$17,371,951
|
$17,361,000
|
$(10,951
)
|
|
Copper
|
14
|
5/26
|
1,770,507
|
1,861,125
|
90,618
|
|
U.S. Treasury 5-Year Notes
|
95
|
3/26
|
10,386,492
|
10,427,735
|
41,243
|
|
120,910
|
|||||
|
Contracts to Sell:
|
|||||
|
U.S. Treasury Ultra Long-
Term Bonds
|
59
|
3/26
|
7,052,242
|
7,135,313
|
(83,071
)
|
|
Net unrealized appreciation on open futures contracts
|
$37,839
|
||||
|
Abbreviation(s) used in this table:
|
||
|
SOFR
|
-
|
Secured Overnight Financing Rate
|
|
Currency
Purchased
|
Currency
Sold
|
Counterparty
|
Settlement
Date
|
Unrealized
Appreciation
(Depreciation)
|
||
|
BRL
|
12,200,000
|
USD
|
2,287,300
|
JPMorgan Chase & Co.
|
12/2/25
|
$(4,118
)
|
|
USD
|
2,266,121
|
BRL
|
12,200,000
|
JPMorgan Chase & Co.
|
12/2/25
|
(17,061
)
|
|
USD
|
1,089,087
|
MXN
|
20,214,865
|
Bank of America N.A.
|
1/16/26
|
(9,706
)
|
|
USD
|
1,076,716
|
INR
|
96,104,489
|
Citibank N.A.
|
1/16/26
|
5,218
|
|
Net unrealized depreciation on open forward foreign currency contracts
|
$(25,667
)
|
|||||
|
Abbreviation(s) used in this table:
|
||
|
BRL
|
-
|
Brazilian Real
|
|
INR
|
-
|
Indian Rupee
|
|
MXN
|
-
|
Mexican Peso
|
|
USD
|
-
|
United States Dollar
|
|
CENTRALLY CLEARED INTEREST RATE SWAPS
|
|||||||
|
Notional
Amount
|
Termination
Date
|
Payments
Made by
the Fund†
|
Payments
Received by
the Fund†
|
Market
Value
|
Upfront
Premiums
Paid
(Received)
|
Unrealized
Depreciation
|
|
|
$4,670,000
|
11/21/30
|
2.452%**
|
CPURNSA**
|
$(9,728)
|
$-
|
$(9,728)
|
|
|
CENTRALLY CLEARED CREDIT DEFAULT SWAPS ON CREDIT INDICES - SELL PROTECTION1
|
||||||
|
Reference Entity
|
Notional
Amount2
|
Termination
Date
|
Periodic
Payments
Received by
the Fund†
|
Market
Value3
|
Upfront
Premiums
Paid
(Received)
|
Unrealized
Appreciation
|
|
Markit CDX.NA.HY.45 Index
|
$6,516,000
|
12/20/30
|
5.000% quarterly
|
$485,175
|
$479,445
|
$5,730
|
|
Markit CDX.NA.IG.45 Index
|
14,101,000
|
12/20/30
|
1.000% quarterly
|
317,182
|
311,630
|
5,552
|
|
Total
|
$20,617,000
|
$802,357
|
$791,075
|
$11,282
|
||
|
OTC TOTAL RETURN SWAPS
|
|||||||
|
Swap
Counterparty
|
Notional
Amount
|
Termination
Date
|
Periodic
Payments
Made by
the Fund†
|
Periodic
Payments
Received by
the Fund‡
|
Market
Value
|
Upfront
Premiums
Paid
(Received)
|
Unrealized
Appreciation
|
|
JPMorgan
Chase & Co.
|
$2,642,000
|
1/8/26
|
Daily SOFR
Compound +
1.100%**
|
JPEIFNTR^**
|
$171,637
|
-
|
$171,637
|
|
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.
|
|
‡
|
Periodic payments made/received by the Fund are based on the total return of the referenced entity.
|
|
^
|
Custom emerging markets debt basket is comprised of 41 bonds in the Sovereign Frontier sector.
|
|
**
|
One time payment made at termination date.
|
|
Reference Index
|
Reference
Rate
|
|
CPURNSA
|
3.241%
|
|
Daily SOFR Compound
|
4.120%
|
|
Abbreviation(s) used in this table:
|
||
|
CPURNSA
|
-
|
U.S. CPI Urban Consumers NSA Index
|
|
JPEIFNTR
|
-
|
Western Asset Management Emerging Markets Frontier Custom Basket
|
|
SOFR
|
-
|
Secured Overnight Financing Rate
|
|
Security
|
Face
Amount
|
Value
|
Weight
|
|
Angolan Government International Bond, 9.125% due 11/26/49
|
$12,070,000
|
$10,244,412
|
5.49%
|
|
Argentine Republic Government International Bond, 3.500%
due 7/9/41
|
8,080,000
|
5,385,320
|
2.89%
|
|
Argentine Republic Government International Bond, 5.000%
due 1/9/38
|
8,650,000
|
6,452,900
|
3.46%
|
|
Bahamas Government International Bond, 8.250% due 6/24/36
|
6,200,000
|
6,717,700
|
3.60%
|
|
Benin Government International Bond, 7.960% due 2/13/38
|
4,860,000
|
4,938,295
|
2.65%
|
|
Costa Rica Government International Bond, 6.550% due 4/3/34
|
5,810,000
|
6,250,107
|
3.35%
|
|
Dominican Republic International Bond, 4.500% due 1/30/30
|
9,540,000
|
9,274,073
|
4.97%
|
|
Ecuador Government International Bond, 6.900% due 7/31/35
|
9,150,000
|
7,814,100
|
4.19%
|
|
Security
|
Face
Amount
|
Value
|
Weight
|
|
Egypt Government International Bond, 5.800% due 9/30/27
|
$5,270,000
|
$5,296,350
|
2.84%
|
|
Egypt Government International Bond, 7.903% due 2/21/48
|
4,170,000
|
3,667,015
|
1.97%
|
|
El Salvador Government International Bond, 7.125% due
1/20/50
|
7,580,000
|
6,810,630
|
3.65%
|
|
Ethiopia International Bond, 6.625% due 12/11/26(a)
|
10,970,000
|
11,447,538
|
6.14%
|
|
Ghana Government International Bond, 5.000% due 7/3/29
|
2,716,043
|
2,654,932
|
1.42%
|
|
Ghana Government International Bond, 5.000% due 7/3/35
|
3,905,715
|
3,454,130
|
1.85%
|
|
Guatemala Government Bond, 5.375% due 4/24/32
|
4,940,000
|
4,957,290
|
2.66%
|
|
Ivory Coast Government International Bond, 7.625% due
1/30/33
|
10,570,000
|
11,024,510
|
5.91%
|
|
Jordan Government International Bond, 7.500% due 1/13/29
|
4,710,000
|
4,945,265
|
2.65%
|
|
Mozambique International Bond, 9.000% due 9/15/31
|
5,550,000
|
4,709,508
|
2.53%
|
|
Nigeria Government International Bond, 7.375% due 9/28/33
|
13,830,000
|
13,585,209
|
7.29%
|
|
Paraguay Government International Bond, 6.100% due 8/11/44
|
5,750,000
|
5,928,250
|
3.18%
|
|
Petroleos de Venezuela SA, 5.375% due 4/12/27(a)
|
34,000,000
|
7,963,980
|
4.27%
|
|
Provincia de Buenos Aires/Government Bonds, 6.625% due
9/1/37
|
5,319,673
|
3,510,353
|
1.88%
|
|
Republic of Kenya Government International Bond, 6.300% due
1/23/34
|
12,750,000
|
11,104,358
|
5.96%
|
|
Republic of Uzbekistan International Bond, 3.900% due
10/19/31
|
3,810,000
|
3,493,770
|
1.87%
|
|
Senegal Government International Bond, 6.250% due 5/23/33
|
3,780,000
|
2,305,800
|
1.24%
|
|
Senegal Government International Bond, 6.750% due 3/13/48
|
3,230,000
|
1,811,836
|
0.97%
|
|
Sri Lanka Government International Bond, 3.100% due 1/15/30
|
2,330,000
|
2,193,113
|
1.18%
|
|
Sri Lanka Government International Bond, 3.350% due 3/15/33
|
1,693,000
|
1,467,831
|
0.79%
|
|
Sri Lanka Government International Bond, 3.600% due 6/15/35
|
3,080,000
|
2,337,335
|
1.25%
|
|
Sri Lanka Government International Bond, 3.600% due 5/15/36
|
793,000
|
720,837
|
0.39%
|
|
Sri Lanka Government International Bond, 3.600% due 2/15/38
|
1,587,000
|
1,453,692
|
0.78%
|
|
Sri Lanka Government International Bond, 4.000% due 4/15/28
|
890,914
|
621,145
|
0.33%
|
|
Ukraine Government International Bond, 0.000% due 2/1/30
|
537,010
|
297,772
|
0.16%
|
|
Ukraine Government International Bond, 0.000% due 2/1/34
|
2,006,721
|
917,071
|
0.49%
|
|
Ukraine Government International Bond, 0.000% due 2/1/35
|
1,695,820
|
954,747
|
0.51%
|
|
Ukraine Government International Bond, 0.000% due 2/1/36
|
1,413,184
|
792,796
|
0.43%
|
|
Ukraine Government International Bond, 4.500% due 2/1/34
|
3,870,000
|
2,263,950
|
1.21%
|
|
Ukraine Government International Bond, 4.500% due 2/1/35
|
2,380,000
|
1,370,880
|
0.74%
|
|
Ukraine Government International Bond, 4.500% due 2/1/36
|
1,966,168
|
1,115,800
|
0.60%
|
|
Zambia Government International Bond, 0.500% due 12/31/53
|
3,525,852
|
2,422,930
|
1.30%
|
|
Zambia Government International Bond, 5.750% due 6/30/33
|
2,655,488
|
1,784,304
|
0.96%
|
|
Total
|
$186,461,834
|
100.00%
|
|
Assets:
|
|
|
Investments in unaffiliated securities, at value (Cost - $307,327,830)
|
$297,620,829
|
|
Investments in affiliated securities, at value (Cost - $3,954,018)
|
3,954,018
|
|
Foreign currency, at value (Cost - $635,011)
|
632,291
|
|
Interest receivable
|
1,437,202
|
|
Deposits with brokers for open reverse repurchase agreements
|
630,000
|
|
OTC swaps, at value (premiums paid - $0)
|
171,637
|
|
Deposits with brokers for open futures contracts
|
165,242
|
|
Foreign currency collateral for open futures contracts, at value (Cost - $129,156)
|
141,999
|
|
Receivable from brokers - net variation margin on open futures contracts
|
48,105
|
|
Dividends receivable from affiliated investments
|
10,941
|
|
Receivable from brokers - net variation margin on centrally cleared swap contracts
|
10,938
|
|
Deposits with brokers for centrally cleared swap contracts
|
7,868
|
|
Unrealized appreciation on forward foreign currency contracts
|
5,218
|
|
Prepaid expenses
|
2,100
|
|
Total Assets
|
304,838,388
|
|
Liabilities:
|
|
|
Payable for open reverse repurchase agreements (Note 3)
|
87,828,806
|
|
Interest expense payable
|
1,956,435
|
|
Investment management fee payable
|
86,684
|
|
Unrealized depreciation on forward foreign currency contracts
|
30,885
|
|
Payable for open OTC swap contracts
|
22,589
|
|
Administration fee payable
|
12,440
|
|
Trustees' fees payable
|
831
|
|
Due to custodian
|
82
|
|
Accrued expenses
|
206,103
|
|
Total Liabilities
|
90,144,855
|
|
Total Net Assets
|
$214,693,533
|
|
Net Assets:
|
|
|
Common shares, no par value, unlimited number of shares authorized, 23,322,256 shares
issued and outstanding
|
$289,689,490
|
|
Total distributable earnings (loss)
|
(74,995,957
)
|
|
Total Net Assets
|
$214,693,533
|
|
Shares Outstanding
|
23,322,256
|
|
Net Asset Value
|
$9.21
|
|
Investment Income:
|
|
|
Interest
|
$14,228,880
|
|
Dividends from affiliated investments
|
248,077
|
|
Less: Foreign taxes withheld
|
(1,271
)
|
|
Total Investment Income
|
14,475,686
|
|
Expenses:
|
|
|
Interest expense (Note 3)
|
4,614,213
|
|
Investment management fee (Note 2)
|
1,095,889
|
|
Administration fees (Note 2)
|
156,555
|
|
Fund accounting fees
|
90,071
|
|
Audit and tax fees
|
68,636
|
|
Shareholder reports
|
52,181
|
|
Legal fees
|
50,306
|
|
Transfer agent fees
|
49,639
|
|
Stock exchange listing fees
|
12,497
|
|
Commodity pool reports
|
12,000
|
|
Trustees' fees
|
6,541
|
|
Insurance
|
1,990
|
|
Miscellaneous expenses
|
17,591
|
|
Total Expenses
|
6,228,109
|
|
Less: Fee waivers and/or expense reimbursements (Note 2)
|
(6,326
)
|
|
Net Expenses
|
6,221,783
|
|
Net Investment Income
|
8,253,903
|
|
Realized and Unrealized Gain (Loss) on Investments, Futures Contracts, 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
|
(10,035,026
)
|
|
Futures contracts
|
3,252,455
|
|
Swap contracts
|
643,559
|
|
Forward foreign currency contracts
|
(636,215
)
|
|
Foreign currency transactions
|
25,864
|
|
Net Realized Loss
|
(6,749,363
)
|
|
Change in Net Unrealized Appreciation (Depreciation) From:
|
|
|
Investments in unaffiliated securities
|
13,301,697
|
|
Futures contracts
|
591,572
|
|
Swap contracts
|
(44,876
)
|
|
Forward foreign currency contracts
|
26,376
|
|
Foreign currencies
|
33,480
|
|
Change in Net Unrealized Appreciation (Depreciation)
|
13,908,249
|
|
Net Gain on Investments, Futures Contracts, Swap Contracts, Forward Foreign
Currency Contracts and Foreign Currency Transactions
|
7,158,886
|
|
Increase in Net Assets From Operations
|
$15,412,789
|
|
For the Years Ended November 30,
|
2025
|
2024
|
|
Operations:
|
||
|
Net investment income
|
$8,253,903
|
$4,784,861
|
|
Net realized loss
|
(6,749,363
)
|
(2,000,514
)
|
|
Change in net unrealized appreciation (depreciation)
|
13,908,249
|
9,916,308
|
|
Increase in Net Assets From Operations
|
15,412,789
|
12,700,655
|
|
Distributions to Shareholders From (Note 1):
|
||
|
Total distributable earnings
|
(9,031,115
)
|
(10,767,821
)
|
|
Return of capital
|
(5,382,039
)
|
(3,225,533
)
|
|
Decrease in Net Assets From Distributions to Shareholders
|
(14,413,154
)
|
(13,993,354
)
|
|
Increase (Decrease) in Net Assets
|
999,635
|
(1,292,699
)
|
|
Net Assets:
|
||
|
Beginning of year
|
213,693,898
|
214,986,597
|
|
End of year
|
$214,693,533
|
$213,693,898
|
|
Increase (Decrease) in Cash:
|
|
|
Cash Flows from Operating Activities:
|
|
|
Net increase in net assets resulting from operations
|
$15,412,789
|
|
Adjustments to reconcile net increase in net assets resulting from operations to net cash
provided (used) by operating activities:
|
|
|
Purchases of portfolio securities
|
(84,743,854
)
|
|
Sales of portfolio securities
|
129,551,661
|
|
Net purchases, sales and maturities of short-term investments
|
(14,461,569
)
|
|
Net inflation adjustment
|
(8,239,811
)
|
|
Net amortization of premium (accretion of discount)
|
1,053,606
|
|
Decrease in security litigation proceeds receivable
|
822
|
|
Increase in interest receivable
|
(22,151
)
|
|
Decrease in receivable from brokers - net variation margin on centrally cleared swap
contracts
|
4,535
|
|
Increase in prepaid expenses
|
(107
)
|
|
Decrease in dividends receivable from affiliated investments
|
363
|
|
Increase in receivable from brokers - net variation margin on open futures contracts
|
(48,105
)
|
|
Decrease in investment management fee payable
|
(6,179
)
|
|
Decrease in Trustees' fees payable
|
(10
)
|
|
Decrease in administration fee payable
|
(862
)
|
|
Increase in interest expense payable
|
649,153
|
|
Decrease in payable to brokers - net variation margin on open futures contracts
|
(112,376
)
|
|
Increase in payable for open OTC swap contracts
|
12,854
|
|
Increase in accrued expenses
|
24,455
|
|
Net realized loss on investments
|
10,035,026
|
|
Change in net unrealized appreciation (depreciation) of investments, OTC swap contracts
and forward foreign currency contracts
|
(13,433,543
)
|
|
Net Cash Provided in Operating Activities*
|
35,676,697
|
|
Cash Flows from Financing Activities:
|
|
|
Distributions paid on common stock
|
(14,413,154
)
|
|
Increase in due to custodian
|
82
|
|
Decrease in payable for open reverse repurchase agreements
|
(23,238,208
)
|
|
Net Cash Used by Financing Activities
|
(37,651,280
)
|
|
Net Decrease in Cash and Restricted Cash
|
(1,974,583
)
|
|
Cash and restricted cash at beginning of year
|
3,551,983
|
|
Cash and restricted cash at end of year
|
$1,577,400
|
|
*
|
Included in operating expenses is $3,965,060 paid for interest on borrowings.
|
|
November 30, 2025
|
|
|
Cash
|
$632,291
|
|
Restricted cash
|
945,109
|
|
Total cash and restricted cash shown in the Consolidated Statement of Cash
Flows
|
$1,577,400
|
|
For a share of common stock outstanding throughout each year ended November 30:
|
|||||
|
20251
|
20241
|
20231
|
20221
|
20211
|
|
|
Net asset value, beginning of year
|
$9.16
|
$9.22
|
$10.36
|
$14.66
|
$14.23
|
|
Income (loss) from operations:
|
|||||
|
Net investment income
|
0.35
|
0.21
|
0.28
|
1.10
|
0.86
|
|
Net realized and unrealized gain (loss)
|
0.32
|
0.33
|
(0.30
)
|
(3.42
)
|
0.44
|
|
Total income (loss) from operations
|
0.67
|
0.54
|
(0.02)
|
(2.32)
|
1.30
|
|
Less distributions from:
|
|||||
|
Net investment income
|
(0.39
)
|
(0.46
)
|
(1.12
)
|
(1.37
)
|
(0.01
)
|
|
Net realized gains
|
-
|
-
|
-
|
(0.61
)
|
(0.89
)
|
|
Return of capital
|
(0.23
)
|
(0.14
)
|
-
|
-
|
-
|
|
Total distributions
|
(0.62
)
|
(0.60
)
|
(1.12
)
|
(1.98
)
|
(0.90
)
|
|
Anti-dilutive impact of tender offer
|
-
|
-
|
-
|
-
|
0.03
2
|
|
Net asset value, end of year
|
$9.21
|
$9.16
|
$9.22
|
$10.36
|
$14.66
|
|
Market price, end of year
|
$8.41
|
$8.28
|
$7.96
|
$8.99
|
$14.09
|
|
Total return, based on NAV3,4
|
7.58
%
|
5.97
%
|
(0.22
)%
|
(17.37
)%
|
9.68
%
|
|
Total return, based on Market Price5
|
9.39
%
|
11.94
%
|
0.99
%
|
(24.30
)%
|
14.29
%
|
|
Net assets, end of year (millions)
|
$215
|
$214
|
$215
|
$242
|
$342
|
|
Ratios to average net assets:
|
|||||
|
Gross expenses
|
2.92
%
|
4.01
%
|
4.27
%
|
1.62
%
|
0.83
%
|
|
Net expenses6,7
|
2.91
|
4.00
|
4.27
|
1.61
|
0.83
|
|
Net investment income
|
3.87
|
2.20
|
2.90
|
9.12
|
5.96
|
|
Portfolio turnover rate
|
28
%
|
13
%
|
18
%
|
30
%
|
26
%
|
|
1
|
Per share amounts have been calculated using the average shares method.
|
|
2
|
The tender offer was completed at a price of $13.99 for 5,830,564 shares and $81,569,590 for the year ended
November 30, 2021.
|
|
3
|
Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements.
In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total
return would have been lower. Past performance is no guarantee of future results.
|
|
4
|
The total return calculation assumes that distributions are reinvested at NAV. Past performance is no guarantee of
future results.
|
|
5
|
The total return calculation assumes that distributions are reinvested in accordance with the Fund's dividend
reinvestment plan. Past performance is no guarantee of future results.
|
|
6
|
The investment adviser has agreed to waive the Fund's management fee to an extent sufficient to offset the net
management fee payable in connection with any investment in an affiliated money market fund.
|
|
7
|
Reflects fee waivers and/or expense reimbursements.
|
|
ASSETS
|
||||
|
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|
Long-Term Investments†:
|
||||
|
U.S. Treasury Inflation
Protected Securities
|
-
|
$237,586,066
|
-
|
$237,586,066
|
|
Corporate Bonds & Notes
|
-
|
17,651,299
|
-
|
17,651,299
|
|
Collateralized Mortgage
Obligations
|
-
|
16,539,714
|
-
|
16,539,714
|
|
Non-U.S. Treasury Inflation
Protected Securities
|
-
|
5,618,714
|
-
|
5,618,714
|
|
Sovereign Bonds
|
-
|
3,429,903
|
-
|
3,429,903
|
|
Mortgage-Backed Securities
|
-
|
125,527
|
-
|
125,527
|
|
Total Long-Term Investments
|
-
|
280,951,223
|
-
|
280,951,223
|
|
Short-Term Investments†:
|
||||
|
Repurchase Agreements
|
-
|
16,669,606
|
-
|
16,669,606
|
|
Money Market Funds
|
$3,954,018
|
-
|
-
|
3,954,018
|
|
Total Short-Term Investments
|
3,954,018
|
16,669,606
|
-
|
20,623,624
|
|
Total Investments
|
$3,954,018
|
$297,620,829
|
-
|
$301,574,847
|
|
ASSETS (cont'd)
|
||||
|
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|
Other Financial Instruments:
|
||||
|
Futures Contracts††
|
$131,861
|
-
|
-
|
$131,861
|
|
Forward Foreign Currency
Contracts††
|
-
|
$5,218
|
-
|
5,218
|
|
Centrally Cleared Credit
Default Swaps on Credit
Indices - Sell Protection††
|
-
|
11,282
|
-
|
11,282
|
|
OTC Total Return Swaps
|
-
|
171,637
|
-
|
171,637
|
|
Total Other Financial
Instruments
|
$131,861
|
$188,137
|
-
|
$319,998
|
|
Total
|
$4,085,879
|
$297,808,966
|
-
|
$301,894,845
|
|
LIABILITIES
|
||||
|
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|
Other Financial Instruments:
|
||||
|
Futures Contracts††
|
$94,022
|
-
|
-
|
$94,022
|
|
Forward Foreign Currency
Contracts††
|
-
|
$30,885
|
-
|
30,885
|
|
Centrally Cleared Interest Rate
Swaps††
|
-
|
9,728
|
-
|
9,728
|
|
Total
|
$94,022
|
$40,613
|
-
|
$134,635
|
|
†
|
See Consolidated Schedule of Investments for additional detailed categorizations.
|
|
††
|
Reflects the unrealized appreciation (depreciation) of the instruments.
|
|
Investments
|
U.S. Government &
Agency Obligations
|
|
|
Purchases
|
$8,610,180
|
$76,133,674
|
|
Sales
|
24,407,573
|
105,144,088
|
|
Cost/Premiums
Paid (Received)
|
Gross
Unrealized
Appreciation
|
Gross
Unrealized
Depreciation
|
Net
Unrealized
Appreciation
(Depreciation)
|
|
|
Securities
|
$311,493,134
|
$1,983,556
|
$(11,901,843)
|
$(9,918,287)
|
|
Futures contracts
|
-
|
131,861
|
(94,022)
|
37,839
|
|
Forward foreign currency contracts
|
-
|
5,218
|
(30,885)
|
(25,667)
|
|
Swap contracts
|
791,075
|
182,919
|
(9,728)
|
173,191
|
|
Average Daily
Balance*
|
Weighted Average
Interest Rate*
|
Maximum Amount
Outstanding
|
|
$99,430,846
|
4.577%
|
$111,067,014
|
|
* Averages based on the number of days that the Fund had reverse repurchase agreements outstanding.
|
|
ASSET DERIVATIVES1
|
||||||
|
Interest
Rate Risk
|
Foreign
Exchange Risk
|
Credit
Risk
|
Commodity
Risk
|
Market
Risk
|
Total
|
|
|
Futures contracts2
|
$41,243
|
-
|
-
|
$90,618
|
-
|
$131,861
|
|
Forward foreign
currency contracts
|
-
|
$5,218
|
-
|
-
|
-
|
5,218
|
|
OTC swap contracts3
|
-
|
-
|
-
|
-
|
$171,637
|
171,637
|
|
Centrally cleared swap
contracts4
|
-
|
-
|
$11,282
|
-
|
-
|
11,282
|
|
Total
|
$41,243
|
$5,218
|
$11,282
|
$90,618
|
$171,637
|
$319,998
|
|
LIABILITY DERIVATIVES1
|
|||
|
Interest
Rate Risk
|
Foreign
Exchange Risk
|
Total
|
|
|
Futures contracts2
|
$94,022
|
-
|
$94,022
|
|
Forward foreign currency contracts
|
-
|
$30,885
|
30,885
|
|
Centrally cleared swap contracts4
|
9,728
|
-
|
9,728
|
|
Total
|
$103,750
|
$30,885
|
$134,635
|
|
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 futures contracts as reported in the Consolidated
Schedule of Investments. Only net variation margin is reported within the receivables and/or payables on the
Consolidated Statement of Assets and Liabilities.
|
|
3
|
Values include premiums paid (received) on swap contracts which are shown separately in the Consolidated
Statement of Assets and Liabilities.
|
|
4
|
Includes cumulative unrealized appreciation (depreciation) of centrally cleared swap contracts as reported in the
Consolidated Schedule of Investments. Only net variation margin is reported within the receivables and/or
payables on the Consolidated Statement of Assets and Liabilities.
|
|
AMOUNT OF NET REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED
|
||||||
|
Interest
Rate Risk
|
Foreign
Exchange Risk
|
Credit
Risk
|
Commodity
Risk
|
Market
Risk
|
Total
|
|
|
Futures contracts
|
$671,863
|
$162,513
|
-
|
$2,418,079
|
-
|
$3,252,455
|
|
Swap contracts
|
(5,460
)
|
-
|
$410,654
|
-
|
$238,365
|
643,559
|
|
Forward foreign
currency contracts
|
-
|
(636,215
)
|
-
|
-
|
-
|
(636,215
)
|
|
Total
|
$666,403
|
$(473,702
)
|
$410,654
|
$2,418,079
|
$238,365
|
$3,259,799
|
|
CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
|
||||||
|
Interest
Rate Risk
|
Foreign
Exchange Risk
|
Credit
Risk
|
Commodity
Risk
|
Market
Risk
|
Total
|
|
|
Futures contracts
|
$309,604
|
-
|
-
|
$281,968
|
-
|
$591,572
|
|
Swap contracts
|
(9,728
)
|
-
|
$(140,618
)
|
-
|
$105,470
|
(44,876
)
|
|
Forward foreign
currency contracts
|
-
|
$26,376
|
-
|
-
|
-
|
26,376
|
|
Total
|
$299,876
|
$26,376
|
$(140,618
)
|
$281,968
|
$105,470
|
$573,072
|
|
Average Market
Value*
|
|
|
Futures contracts (to buy)
|
$31,396,883
|
|
Futures contracts (to sell)
|
18,413,346
|
|
Forward foreign currency contracts (to buy)
|
5,968,049
|
|
Forward foreign currency contracts (to sell)
|
8,669,649
|
|
Average Notional
Balance**
|
|
|
Interest rate swap contracts
|
$2,171,538
|
|
Credit default swap contracts (sell protection)
|
19,286,231
|
|
Total return swap contracts
|
2,424,231
|
|
*
|
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)2,3
|
Net
Amount4,5
|
|
Bank of America N.A.
|
-
|
$(9,706)
|
$(9,706)
|
-
|
$(9,706)
|
|
Citibank N.A.
|
$5,218
|
-
|
5,218
|
-
|
5,218
|
|
JPMorgan Chase & Co.
|
171,637
|
(21,179)
|
150,458
|
$(151,023)
|
(565)
|
|
Total
|
$176,855
|
$(30,885)
|
$145,970
|
$(151,023)
|
$(5,053)
|
|
1
|
Absent an event of default or early termination, derivative assets and liabilities are presented gross and not
offset in the Consolidated Statement of Assets and Liabilities.
|
|
2
|
Gross amounts are not offset in the Consolidated Statement of Assets and Liabilities.
|
|
3
|
In some instances, the actual collateral received and/or pledged may be more than the amount shown here due
to overcollateralization.
|
|
4
|
Net amount may also include forward foreign currency exchange contracts that are not required to be
collateralized.
|
|
5
|
Represents the net amount receivable (payable) from (to) the counterparty in the event of default.
|
|
Record Date
|
Payable Date
|
Amount
|
|
12/23/2025
|
12/31/2025
|
$0.0520
|
|
1/23/2026
|
1/30/2026
|
$0.0520
|
|
2/20/2026
|
2/27/2026
|
$0.0520
|
|
Affiliate
Value at
November 30,
2024
|
Purchased
|
Sold
|
|||
|
Cost
|
Shares
|
Proceeds
|
Shares
|
||
|
Western Asset
Premier
Institutional
Government
Reserves, Premium
Shares
|
$6,162,056
|
$114,669,848
|
114,669,848
|
$116,877,886
|
116,877,886
|
|
(cont'd)
|
Realized
Gain (Loss)
|
Dividend
Income
|
Net Increase
(Decrease) in
Unrealized
Appreciation
(Depreciation)
|
Affiliate
Value at
November 30,
2025
|
|
Western Asset Premier
Institutional
Government Reserves,
Premium Shares
|
-
|
$248,077
|
-
|
$3,954,018
|
|
2025
|
2024
|
|
|
Distributions paid from:
|
||
|
Ordinary income
|
$9,031,115
|
$10,767,821
|
|
Tax return of capital
|
5,382,039
|
3,225,533
|
|
Total distributions paid
|
$14,413,154
|
$13,993,354
|
|
Deferred capital losses*
|
$(64,134,943)
|
|
Other book/tax temporary differences(a)
|
(1,138,110)
|
|
Unrealized appreciation (depreciation)(b)
|
(9,722,904)
|
|
Total distributable earnings (loss) - net
|
$(74,995,957)
|
|
*
|
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 tax deferral of losses on straddles, the realization
for tax purposes of unrealized gains (losses) on futures and foreign currency contracts.
|
|
(b)
|
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable to the tax
deferral of losses on wash sales and the investment in the Subsidiary.
|
|
Independent Trustees†
|
|
|
Robert Abeles, Jr.
|
|
|
Year of birth
|
1945
|
|
Position(s) held with Fund
|
Trustee and Member of Audit, Executive and Contracts,
Investment and Performance and Governance and Nominating
Committees and Chair of Audit Committee, Class II
|
|
Term of office1 and year service began2
|
Since 2013
|
|
Principal occupation(s) during the past five years
|
Board Member of Excellent Education Development
(since 2012); Senior Vice President Emeritus (since 2016) and
formerly, Senior Vice President, Finance and Chief Financial
Officer (2009 to 2016) at University of Southern California; and
formerly, Board Member of Great Public Schools Now (2018
to 2022)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
None
|
|
Jane F. Dasher
|
|
|
Year of birth
|
1949
|
|
Position(s) held with Fund
|
Trustee and Member of Audit, Executive and Contracts,
Investment and Performance and Governance and Nominating
Committees, Class II
|
|
Term of office1 and year service began2
|
Since 1999
|
|
Principal occupation(s) during the past five years
|
Director (since 2022) and formerly, Chief Financial Officer, Long
Light Capital, LLC, formerly known as Korsant Partners, LLC (a
family investment company) (since 1997)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
Formerly, Director, Visual Kinematics, Inc. (2018 to 2022)
|
|
Independent Trustees† (cont'd)
|
|
|
Anita L. DeFrantz
|
|
|
Year of birth
|
1952
|
|
Position(s) held with Fund
|
Trustee and Member of Audit, Executive and Contracts,
Investment and Performance and Governance and Nominating
Committees, Class II
|
|
Term of office1 and year service began2
|
Since 1998
|
|
Principal occupation(s) during the past five years
|
President of Tubman Truth Corp. (since 2015); Vice President
(since 2017), Member of the Executive Board (since 2013) and
Member of the International Olympic Committee (since 1986);
and President Emeritus (since 2015) and formerly, President
(1987 to 2015) and Director (1990 to 2015) of LA84 (formerly
Amateur Athletic Foundation of Los Angeles)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
None
|
|
Susan B. Kerley
|
|
|
Year of birth
|
1951
|
|
Position(s) held with Fund
|
Trustee and Member of Audit, Executive and Contracts,
Investment and Performance and Governance and Nominating
Committees and Chair of Investment and Performance
Committee, Class I
|
|
Term of office1 and year service began2
|
Since 1992
|
|
Principal occupation(s) during the past five years
|
Investment Consulting Partner, Strategic Management Advisors,
LLC (investment consulting) (since 1990)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
Director and Trustee (since 1990) and Chairman (2017 to 2024
and 2005 to 2012) of various series of New York Life
Investments Family of Funds (86 funds), including certain series
previously known as the MainStay Family of Funds; formerly,
Chairman of the Independent Directors Council (2012 to 2014);
ICI Executive Committee (2011 to 2014); and Investment
Company Institute (ICI) Board of Governors (2006 to 2014)
|
|
Michael Larson
|
|
|
Year of birth
|
1959
|
|
Position(s) held with Fund
|
Trustee and Member of Audit, Executive and Contracts,
Investment and Performance and Governance and Nominating
Committees, Class I
|
|
Term of office1 and year service began2
|
Since 2004
|
|
Principal occupation(s) during the past five years
|
Chief Investment Officer for William H. Gates III (since 1994)5
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
Ecolab Inc. (since 2012); Fomento Economico Mexicano, SAB
(since 2011); and Republic Services, Inc. (since 2009)
|
|
Independent Trustees† (cont'd)
|
|
|
Avedick B. Poladian
|
|
|
Year of birth
|
1951
|
|
Position(s) held with Fund
|
Trustee and Member of Audit, Executive and Contracts,
Investment and Performance and Governance and Nominating
Committees, Class I
|
|
Term of office1 and year service began2
|
Since 2007
|
|
Principal occupation(s) during the past five years
|
Director and Advisor (since 2017) and formerly, Executive Vice
President and Chief Operating Officer (2002 to 2016) of Lowe
Enterprises, Inc. (privately held real estate and hospitality firm);
and formerly, Partner, Arthur Andersen, LLP (1974 to 2002)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
Public Storage (since 2010); Occidental Petroleum Corporation
(since 2008); and formerly, California Resources Corporation
(2014 to 2021)
|
|
William E.B. Siart
|
|
|
Year of birth
|
1946
|
|
Position(s) held with Fund
|
Trustee and Chair of the Board and Member of Audit, Executive
and Contracts, Investment and Performance and Governance
and Nominating Committees and Chair of Executive and
Contracts Committee, Class III
|
|
Term of office1 and year service began2
|
Since 1997 (Chair of the Board since 2020)
|
|
Principal occupation(s) during the past five years
|
Chairman of Excellent Education Development (since 2000);
formerly, Chairman of Great Public Schools Now (2015 to 2020);
Trustee of The Getty Trust (2005 to 2017); and Chairman of Walt
Disney Concert Hall, Inc. (1998 to 2006)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
Trustee, University of Southern California (since 1994); and
formerly, Member of Board of United States Golf Association,
Executive Committee Member (2017 to 2021)
|
|
Independent Trustees† (cont'd)
|
|
|
Jaynie Miller Studenmund
|
|
|
Year of birth
|
1954
|
|
Position(s) held with Fund
|
Trustee and Member of Audit, Executive and Contracts,
Investment and Performance and Governance and Nominating
Committees and Chair of Governance and Nominating
Committee, Class III
|
|
Term of office1 and year service began2
|
Since 2004
|
|
Principal occupation(s) during the past five years
|
Corporate Board Member and Advisor (since 2004); formerly,
Chief Operating Officer of Overture Services, Inc. (publicly traded
internet company that created search engine marketing) (2001
to 2004); President and Chief Operating Officer, PayMyBills
(internet innovator in bill presentment/payment space) (1999 to
2001); and Executive vice president for consumer and business
banking for three national financial institutions (1984 to 1997)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
Director of Pacific Premier Bancorp Inc. and Pacific Premier Bank
(since 2019); formerly, Director of EXL (operations management
and analytics company) (2018 to 2025); Director of LifeLock, Inc.
(identity theft protection company) (2015 to 2017); Director of
CoreLogic, Inc. (information, analytics and business services
company) (2012 to 2021); and Director of Pinnacle
Entertainment, Inc. (gaming and hospitality company) (2012 to
2018)
|
|
Peter J. Taylor
|
|
|
Year of birth
|
1958
|
|
Position(s) held with Fund
|
Trustee and Member of Audit, Executive and Contracts,
Investment and Performance and Governance and Nominating
Committees, and Coordinator of Alternative Investments,
Class III
|
|
Term of office1 and year service began2
|
Since 2019
|
|
Principal occupation(s) during the past five years
|
Retired; formerly, President, ECMC Foundation (nonprofit
organization) (2014 to 2023); and Executive Vice President and
Chief Financial Officer for University of California system (2009
to 2014)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
Director of Pacific Mutual Holding Company (since 2016);6 Ralph
M. Parson Foundation (since 2015); Edison International
(since 2011); formerly, Director of 23andMe, Inc. (genetics
and health care services company) (2021 to 2024); Member
of the Board of Trustees of California State University
system (2015 to 2022); and Kaiser Family Foundation (2012
to 2022)
|
|
Interested Trustee
|
|
|
Ronald L. Olson7
|
|
|
Year of birth
|
1941
|
|
Position(s) held with Fund
|
Trustee and Member of Investment and Performance
Committee, Class I
|
|
Term of office1 and year service began2
|
Since 2005
|
|
Principal occupation(s) during the past five years
|
Partner of Munger, Tolles & Olson LLP (a law partnership) (since
1968)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
49
|
|
Other Trusteeships held by Trustee during the past five years
|
Director of Andersen Group Inc. (professional services company)
(since 2025); formerly, Director of Berkshire Hathaway, Inc. (1997
to 2025); Director of Provivi, Inc. (2017 to 2024)
|
|
Interested Trustee and Officer
|
|
|
Jane Trust, CFA8
|
|
|
Year of birth
|
1962
|
|
Position(s) held with Fund
|
Trustee and Member of Investment and Performance
Committee, President and Chief Executive Officer, Class II
|
|
Term of office1 and year service began2
|
Since 2015
|
|
Principal occupation(s) during the past five years
|
Senior Vice President, Fund Board Management, Franklin
Templeton (since 2020); Officer and/or Trustee/Director of 118
funds associated with FTFA or its affiliates (since 2015); Trustee
of Putnam Family of Funds consisting of 105 portfolios; President
and Chief Executive Officer of FTFA (since 2015); formerly, Senior
Managing Director (2018 to 2020) and Managing Director (2016
to 2018) of Legg Mason & Co., LLC ("Legg Mason & Co."); and
Senior Vice President of FTFA (2015)
|
|
Number of portfolios in fund complex3 overseen by Trustee
(including the Fund)4
|
Trustee/Director of Franklin Templeton funds consisting of 118
portfolios; Trustee of Putnam Family of Funds consisting of 105
portfolios
|
|
Other Trusteeships held by Trustee during the past five years
|
None
|
|
Additional Officers
|
|
|
Ted P. Becker
|
|
|
Franklin Templeton
One Madison Avenue, 17th Floor, New York, NY 10010
|
|
|
Year of birth
|
1951
|
|
Position(s) held with Fund
|
Chief Compliance Officer
|
|
Term of office1 and year service began2
|
Since 2007
|
|
Principal occupation(s) during the past five years
|
Vice President, Global Compliance of Franklin Templeton
(since 2020); Chief Compliance Officer of FTFA (since 2006);
Chief Compliance Officer of certain funds associated with Legg
Mason & Co. or its affiliates (since 2006); formerly, Director of
Global Compliance at Legg Mason (2006 to 2020); Managing
Director of Compliance of Legg Mason & Co. (2005 to 2020)
|
|
Additional Officers (cont'd)
|
|
|
Marc A. De Oliveira
|
|
|
Franklin Templeton
100 First Stamford Place, 6th Floor, Stamford, CT 06902
|
|
|
Year of birth
|
1971
|
|
Position(s) held with Fund
|
Secretary and Chief Legal Officer
|
|
Term of office1 and year service began2
|
Since 2020
|
|
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 Fund
|
Senior Vice President
|
|
Term of office1 and year service began2
|
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)
|
|
Christopher Berarducci
|
|
|
Franklin Templeton
One Madison Avenue, 17th Floor, New York, NY 10010
|
|
|
Year of birth
|
1974
|
|
Position(s) held with Fund
|
Treasurer and Principal Financial Officer
|
|
Term of office1 and year service began2
|
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.
|
|
Additional Officers (cont'd)
|
|
|
Jeanne M. Kelly
|
|
|
Franklin Templeton
One Madison Avenue, 17th Floor, New York, NY 10010
|
|
|
Year of birth
|
1951
|
|
Position(s) held with Fund
|
Senior Vice President
|
|
Term of office1 and year service began2
|
Since 2007
|
|
Principal occupation(s) during the past five years
|
U.S. Fund Board Team Manager, Franklin Templeton (since 2020);
Senior Vice President of certain funds associated with Legg
Mason & Co. or its affiliates (since 2007); Senior Vice President
of FTFA (since 2006); President and Chief Executive Officer of
LMAS and LMFAM (since 2015); formerly, Managing Director of
Legg Mason & Co. (2005 to 2020); and Senior Vice President of
LMFAM (2013 to 2015)
|
|
Pursuant to:
|
Amount Reported
|
|
|
Qualified Net Interest Income (QII)
|
§871(k)(1)(C)
|
$7,527,153
|
|
Section 163(j) Interest Earned
|
§163(j)
|
$13,587,352
|
|
Interest Earned from Federal Obligations
|
Note (1)
|
$10,291,731
|
(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. |
he Audit Committee of the Registrant's Board of Trustees is comprised solely of Trustees who are "independent" (as such term has been defined by the Securities and Exchange Commission ("SEC") in regulations implementing Section 407 of the Sarbanes-Oxley Act of 2002 (the "Regulations")). In addition, the Board of Trustees of the Registrant has determined that Mr. Robert Abeles, Jr. qualifies as an "audit committee financial expert" (as such term has been defined in the Regulations) based on its review of his pertinent experience, knowledge and education.
(Under applicable securities laws, a person who is 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 amended, 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 that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and Board of Trustees 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 Trustees.)
| ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
(a) Audit Fees. The aggregate fees billed in the last two fiscal years ending November 30, 2024 and November 30, 2025 (the "Reporting Periods") for professional services rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $63,600 in November 30, 2024 and $64,236 in November 30, 2025.
(b) Audit-Related Fees. The aggregate fees billed in the Reporting Period for assurance and related services by the Auditor that are reasonably related to the performance of the Registrant's financial statements were $0 in November 30, 2024 and $0 in November 30, 2025.
(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning ("Tax Services") were $11,000 in November 30, 2024 and $11,000 in November 30, 2025. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.
There were no fees billed for tax services by the Auditors to the Registrant's investment manager and any entity controlling, controlled by, or under common control with the investment manager that provides ongoing services to the Registrant ("Service Affiliates") during the Reporting Periods that required pre-approval by the Audit Committee.
d) All Other Fees. The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor to the Registrant, other than the services reported in paragraphs (a) through (c) of this item, were $0 in November 30, 2024 and $0 in November 30, 2025.
There were no other non-audit services rendered by the Auditor to the Service Affiliates requiring pre-approval by the Audit Committee in the Reporting Periods.
(e) Audit Committee's pre-approval policies and procedures described in paragraph (c) (7) of Rule 2-01 of Regulation S-X.
(1) The Charter for the Audit Committee (the "Committee") of the Board of each registered investment company (the "Fund") advised by the Registrant's investment manager or one of their affiliates (each, an "Adviser") requires that the Committee shall approve (a) all audit and permissible non-audit services to be provided to the Fund and (b) all permissible non-audit services to be provided by the Fund's independent auditors to the Adviser and any service providers controlling, controlled by or under common control with the Adviser that provide ongoing services to the Fund ("Covered Service Providers") if the engagement relates directly to the operations and financial reporting of the Fund. The Committee may implement policies and procedures by which such services are approved other than by the full Committee.
The Committee shall not approve non-audit services that the Committee believes may impair the independence of the auditors. As of the date of the approval of this Audit Committee Charter, permissible non-audit services include any professional services (including tax services), that are not prohibited services as described below, provided to the Fund by the independent auditors, other than those provided to the Fund in connection with an audit or a review of the financial statements of the Fund. Permissible non-audit services may not include: (i) bookkeeping or other services related to the accounting records or financial statements of the Fund; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions or human resources; (vii) broker or dealer, investment adviser or investment banking services; (viii) legal services and expert services unrelated to the audit; and (ix) any other service the Public Company Accounting Oversight Board determines, by regulation, is impermissible.
Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, the Adviser and the Covered Service Providers constitutes not more than 5% of the total amount of revenues paid to the independent auditors during the fiscal year in which the permissible non-audit services are provided to (a) the Fund, (b) the Adviser and (c) any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund during the fiscal year in which the services are provided that would have to be approved by the Committee; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit.
(2) None of the services described in paragraphs (b) through (d) of this Item were performed in reliance on paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not applicable.
((g) Non-audit fees billed by the Auditor for services rendered to the Registrant and the Service Affiliates during the reporting period were $334,889 in November 30, 2024 and $344,935 in November 30, 2025.
((h) Yes. The Registrant's Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Auditor's independence. All services provided by the Auditor to the Registrant or to the Service Affiliates, which were required to be pre-approved, were pre-approved as required.
(i) Not applicable.
(j) Not applicable.
| ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
a) Registrant has a separately - designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Exchange Act. The Audit Committee consists of the following Board members:
Robert Abeles, Jr.
Jane Dasher
Anita DeFrantz
Susan Kerley
Michael Larson
Avedick B. Poladian
William E.B. Siart
Jaynie Miller Studenmund
Peter Taylor
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 | |
| 5. | Western Asset votes these issues on a case-by-case basis on board-approved transactions. | |
| 6. | 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. |
| 7. | 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. |
| 8. | 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. |
| a. | 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 Buchanan
Western Asset |
Since 2009 |
Co-portfolio manager of the fund; Responsible for the day-to-day management with other members of the Fund's portfolio management team; Chief Investment Officer of Western Asset (Since 2024); Co-Chief Investment Officer of Western Asset (2023-2024); employed by Western Asset Management as an investment professional for at least the past five years |
|
Frederick Marki
Western Asset |
Since 2016 |
Responsible for the day-to-day management with other members of the Fund's portfolio management team; Co-portfolio manager of the fund since 2016; portfolio manager at Western Asset for more than five years |
(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 November 30, 2025.
Other Accounts Managed by Investment Professionals
The table below identifies the number of accounts (other than the fund) for which the fund's investment professionals have day-to-day management responsibilities and the total assets in such accounts, within each of the following categories: registered investment companies, other pooled investment vehicles, and other accounts. For each category, the number of accounts and total assets in the accounts where fees are based on performance is also indicated.
| Name of PM | Type of Account | Number of Accounts Managed | Total Assets Managed | Number of Accounts Managed for which Advisory Fee is Performance-Based | Assets Managed for which Advisory Fee is Performance-Based |
| Michael C. Buchanan ‡ | Other Registered Investment Companies | 58 | $81.37 billion | None | None |
| Other Pooled Vehicles | 192 | $45.81 billion | 16 | $2.99 billion | |
| Other Accounts | 274 | $80.14 billion | 12 | $6.66 billion | |
| Frederick R. Marki‡ | Other Registered Investment Companies | 11 | $8.98 billion | None | None |
| Other Pooled Vehicles | 8 | $1.24 billion | None | None | |
| Other Accounts | 47 | $18.43 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 November 30, 2025):
Investment Professional Compensation
Conflicts of Interest
The Subadviser has adopted compliance policies and procedures to address a wide range of potential conflicts of interest that could directly impact client portfolios. For example, potential conflicts of interest may arise in connection with the management of multiple portfolios (including portfolios managed in a personal capacity). These could include potential conflicts of interest related to the knowledge and timing of a portfolio's trades, investment opportunities and broker selection. Portfolio managers are privy to the size, timing, and possible market impact of a portfolio's trades.
It is possible that an investment opportunity may be suitable for both a portfolio and other accounts managed by a portfolio manager, but may not be available in sufficient quantities for both the portfolio and the other accounts to participate fully. Similarly, there may be limited opportunity to sell an investment held by a portfolio and another account. A conflict may arise where the portfolio manager may have an incentive to treat an account preferentially as compared to a portfolio because the account pays a performance-based fee or the portfolio manager, the Subadviser or an affiliate has an interest in the account. The Subadviser has adopted procedures for allocation of portfolio transactions and investment opportunities across multiple client accounts on a fair and equitable basis over time. Eligible accounts that can participate in a trade generally share the same price on a pro-rata allocation basis, taking into account differences based on factors such as cash availability, investment restrictions and guidelines, and portfolio composition versus strategy.
With respect to securities transactions, the Subadviser determines which broker or dealer to use to execute each order, consistent with their duty to seek best execution of the transaction. However, with respect to certain other accounts (such as pooled investment vehicles that are not registered investment companies and other accounts managed for organizations and individuals), the Subadviser may be limited by the client with respect to the selection of brokers or dealers or may be instructed to direct trades through a particular broker or dealer. In these cases, trades for a portfolio in a particular security may be placed separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible detriment of a portfolio or the other account(s) involved. Additionally, the management of multiple portfolios and/or other
accounts may result in a portfolio manager devoting unequal time and attention to the management of each portfolio and/or other account. The Subadviser's team approach to portfolio management and block trading approach seeks to limit this potential risk.
The Subadviser also maintains a gift and entertainment policy to address the potential for a business contact to give gifts or host entertainment events that may influence the business judgment of an employee. Employees are permitted to retain gifts of only a nominal value and are required to make reimbursement for entertainment events above a certain value. All gifts (except those of a de minimis value) and entertainment events that are given or sponsored by a business contact are required to be reported in a gift and entertainment log which is reviewed on a regular basis for possible issues.
Employees of the Subadviser have access to transactions and holdings information regarding client accounts and the Subadviser's overall trading activities. This information represents a potential conflict of interest because employees may take advantage of this information as they trade in their personal accounts. Accordingly, the Subadviser maintains a Code of Ethics that is compliant with Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Advisers Act to address personal trading. In addition, the Code of Ethics seeks to establish broader principles of good conduct and fiduciary responsibility in all aspects of the Subadviser's business. The Code of Ethics is administered by the Legal and Compliance Department and monitored through the Subadviser's compliance monitoring program.
The Subadviser may also face other potential conflicts of interest with respect to managing client assets, and the description above is not a complete description of every conflict of interest that could be deemed to exist. The Subadviser also maintains a compliance monitoring program and engages independent auditors to conduct a SOC1/ISAE 3402 audit on an annual basis. These steps help to ensure that potential conflicts of interest have been addressed.
Investment Professional Compensation
With respect to the compensation of the Fund's investment professionals, the Subadviser's compensation system assigns each employee a total compensation range, which is derived from annual market surveys that benchmark each role with its job function and peer universe. This method is designed to reward employees with total compensation reflective of the external market value of their skills, experience and ability to produce desired results. Standard compensation includes competitive base salaries, generous employee benefits and a retirement plan.
In addition, the Subadviser's employees are eligible for bonuses. These are structured to closely align the interests of employees with those of the Subadviser, and are determined by the professional's job function and pre-tax performance as measured by a formal review process. All bonuses are completely discretionary. The principal factor considered is an investment professional's investment performance versus appropriate peer groups and benchmarks (e.g., a securities index and with respect to the Fund, the benchmark set forth in the Fund's Prospectus to which the Fund's average annual total returns are compared or, if none, the benchmark set forth in the Fund's annual report). Performance is reviewed on a 1, 3 and 5 year basis for compensation-with 3 and 5 years having a larger emphasis. The Subadviser may also measure an investment professional's pre-tax investment performance against other benchmarks, as it determines appropriate. Because investment professionals are generally responsible for multiple accounts (including the Fund) with similar investment strategies, they are generally compensated on the performance of the aggregate group of similar accounts, rather than a specific account. Other factors that may be considered when making bonus decisions include client service, business development, length of service to the Subadviser, management or supervisory responsibilities, contributions to developing business strategy and overall contributions to the Subadviser's business.
Finally, in order to attract and retain top talent, all investment professionals are eligible for additional incentives in recognition of outstanding performance. These are determined based upon the factors described above and include long-term incentives that vest over a set period of time past the award date.
Investment Professional Securities Ownership
The table below identifies the dollar range of securities beneficially owned by the named investment professional as of November 30, 2025.
|
Investment Professional(s) |
Dollar Range of |
|
| Michael C. Buchanan | A | |
|
Frederick Marki |
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. |
Exhibit 99.CODE ETH
Exhibit 99.CERT
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 Inflation-Linked Income Fund
| By: |
/s/ Jane Trust |
|
| Jane Trust | ||
| Chief Executive Officer | ||
| Date: | January 27, 2026 |
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: | January 27, 2026 |
| By: | /s/ Christopher Berarducci | |
| Christopher Berarducci | ||
| Principal Financial Officer | ||
| Date: | January 27, 2026 |