Legg Mason Partners Institutional Trust
04/28/2026 | Press release | Distributed by Public on 04/28/2026 04:59
Annual Report by Investment Company (Form N-CSR)
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 811-06740
Legg Mason Partners Institutional Trust
(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: 877-6LM-FUND/656-3863
Date of fiscal year end: February 28
Date of reporting period: February 28, 2026
| ITEM 1. | REPORT TO STOCKHOLDERS |
(a) The Report to Shareholders is filed herewith
|
Western Asset SMASh Series M Fund
|
|
|
Annual Shareholder Report | February 28, 2026
|
|
This annual shareholder report contains important information about Western Asset SMASh Series M Fund for the period March 1, 2025, to February 28, 2026.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-fund-documents. You can also request this information by contacting us at 877-6LM-FUND/656-3863.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-fund-documents. You can also request this information by contacting us at 877-6LM-FUND/656-3863.
WHAT WERE THE FUND COSTS FOR THE LAST YEAR? (based on a hypothetical $10,000 investment)
|
Fund Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*
|
|
Western Asset SMASh Series M Fund1
|
$0
|
0.00%
|
| * | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. |
| 1 | Does not reflect the effect of fees and expenses associated with a separately managed account, or a management fee or other operating expenses of the Fund. |
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
For the twelve months ended February 28, 2026, Western Asset SMASh Series M Fund returned 10.08%. The Fund compares its performance to the Bloomberg U.S. MBS: Agency Fixed Rate Index, which returned 7.54% for the same period.
PERFORMANCE HIGHLIGHTS
|
Top contributors to performance:
|
|
|
↑
|
Duration and yield curve positioning
|
|
↑
|
Exposure to agency pass-throughs
|
|
↑
|
Non-agency commercial mortgage-backed security (CMBS) allocation
|
|
Top detractors from performance:
|
|
|
↓
|
Exposure to asset-backed securities (ABS)
|
Use of derivatives and the impact on performance:
The Fund utilized Treasury futures and swaps to manage rates positioning and credit risk. In aggregate, these derivatives contributed to performance.
| Western Asset SMASh Series M Fund | PAGE 1 | 7936-ATSR-0426 |
HOW DID THE FUND PERFORM OVER THE LAST 10 YEARS?
The Fund's past performance is not necessarily an indication of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares, or the effect of fees and expenses borne by investors at the separately managed account level.
VALUE OF A $10,000 INVESTMENT - Western Asset SMASh Series M Fund 2/29/2016 - 2/28/2026
AVERAGE ANNUAL TOTAL RETURNS (%) Period Ended February 28, 2026
|
1 Year
|
5 Year
|
10 Year
|
|
|
Western Asset SMASh Series M Fund
|
10.08
|
-1.83
|
1.84
|
|
Bloomberg U.S. Aggregate Index
|
6.26
|
0.42
|
1.97
|
|
Bloomberg U.S. MBS: Agency Fixed Rate Index
|
7.54
|
0.68
|
1.63
|
Performance figures do not reflect the effect of fees and expenses associated with a separately managed account or a management fee or other operating expenses of the Fund, which if reflected, would reduce performance of the Fund.
Fund performance figures may reflect fee waivers and/or expense reimbursements, without which the performance would have been lower.
For current month-end performance, please call Franklin Templeton at 877-6LM-FUND/656-3863 or visit
https://www.franklintempleton.com/investments/options/mutual-funds.
https://www.franklintempleton.com/investments/options/mutual-funds.
Important data provider notices and terms available at www.franklintempletondatasources.com.
KEY FUND STATISTICS (as of February 28, 2026)
|
Total Net Assets
|
$396,562,592
|
|
Total Number of Portfolio Holdings (excludes derivatives, except purchased options, if any)
|
147
|
|
Total Management Fee Paid
|
$0
|
|
Portfolio Turnover Rate
|
372%
|
| Western Asset SMASh Series M Fund | PAGE 2 | 7936-ATSR-0426 |
WHAT DID THE FUND INVEST IN? (as of February 28, 2026)
Portfolio Composition*(% of Total Investments)
| * | Does not include derivatives, except purchased options, if any. |
|
WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND?
|
|
|
Additional information is available on https://www.franklintempleton.com/regulatory-fund-documents, including its:
|
|
|
• prospectus • proxy voting information • financial information • holdings • tax information
|
| Western Asset SMASh Series M Fund | PAGE 3 | 7936-ATSR-0426 |
(b) Not applicable
| ITEM 2. | CODE OF ETHICS. |
(a) The Registrant has adopted a code of ethics that applies to its principal executive officer and principal financial 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 officer and principal financial officer.
| ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
The Board of Trustees of the Registrant has determined that Robert Abeles, Jr., possesses the technical attributes identified in Item 3 to Form N-CSR to qualify as an "audit committee financial expert," and has designated Mr. Abeles, Jr. as the Audit Committee's financial expert. Mr. Abeles, Jr. is an "independent" Trustee pursuant to paragraph (a)(2) of Item 3 to Form N-CSR.
Under applicable securities laws, a person determined to be an audit committee financial expert will not be deemed an "expert" for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification. The designation or identification of a person as an audit committee financial expert does not affect the duties, obligations, or liability of any other member of the audit committee or board of directors.
| ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
a) Audit Fees. The aggregate fees billed in the last two fiscal years ending February 28, 2025 and February 28, 2026 (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 $160,218 in February 28, 2025 and $161,820 in February 28, 2026.
b) Audit-Related Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the Registrant's financial statements were $0 in February 28, 2025 and $0 in February 28, 2026.
(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 $40,000 in February 28, 2025 and $40,000 in February 28, 2026. 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 February 28, 2025 and $0 in February 28, 2026.
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 February 28, 2025 and $344,935 in February 28, 2026.
(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. |
Not applicable.
| ITEM 6. | SCHEDULE OF INVESTMENTS. |
| (a) | Please see schedule of investments contained in the Financial Statements and Financial Highlights included under Item 7 of this Form N-CSR. |
| (b) | Not applicable. |
| ITEM 7. | FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Western Asset
SMASh Series M Fund
SMASh Series M Fund
Financial Statements and Other Important Information
Annual | February 28, 2026
If you need assistance accessing this content, please reach out to your sales representative or send an email to [email protected].
Table of Contents
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Schedule of Investments
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1
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|
Statement of Assets and Liabilities
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10
|
|
Statement of Operations
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11
|
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Statements of Changes in Net Assets
|
12
|
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Financial Highlights
|
13
|
|
Notes to Financial Statements
|
14
|
|
Report of Independent Registered Public Accounting Firm
|
28
|
|
Important Tax Information
|
29
|
|
Changes in and Disagreements with Accountants
|
30
|
|
Results of Meeting(s) of Shareholders
|
30
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|
Remuneration Paid to Directors, Officers and Others
|
30
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franklintempleton.com
Financial Statements and Other Important Information - Annual
Schedule of Investments February 28, 2026
Western Asset SMASh Series M Fund
(Percentages shown based on Fund net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Mortgage-Backed Securities - 59.6%
|
|||||
|
FNMA - 17.9%
|
|||||
|
Federal National Mortgage Association
(FNMA)
|
2.560%
|
11/1/31
|
$4,316,408
|
$4,046,883
|
|
|
Federal National Mortgage Association
(FNMA)
|
6.500%
|
11/1/37
|
45,668
|
48,728
|
|
|
Federal National Mortgage Association
(FNMA)
|
5.000%
|
11/1/40-
5/1/41 |
46,890
|
48,312
|
|
|
Federal National Mortgage Association
(FNMA)
|
4.500%
|
6/1/42-
8/1/58 |
1,546,542
|
1,533,768
|
|
|
Federal National Mortgage Association
(FNMA)
|
3.000%
|
2/1/47
|
123,970
|
116,734
|
|
|
Federal National Mortgage Association
(FNMA)
|
2.000%
|
3/1/56
|
15,000,000
|
12,430,538
(a)
|
|
|
Federal National Mortgage Association
(FNMA)
|
2.500%
|
3/1/56
|
6,800,000
|
5,892,911
(a)
|
|
|
Federal National Mortgage Association
(FNMA)
|
3.000%
|
3/1/56
|
31,900,000
|
28,853,569
(a)
|
|
|
Federal National Mortgage Association
(FNMA)
|
3.500%
|
3/1/56
|
4,400,000
|
4,147,065
(a)
|
|
|
Federal National Mortgage Association
(FNMA)
|
4.000%
|
3/1/56
|
6,000,000
|
5,832,286
(a)
|
|
|
Federal National Mortgage Association
(FNMA)
|
6.500%
|
3/1/56
|
5,500,000
|
5,713,206
(a)
|
|
|
Federal National Mortgage Association
(FNMA)
|
4.000%
|
6/1/57
|
1,164,034
|
1,135,821
|
|
|
Federal National Mortgage Association
(FNMA)
|
2.500%
|
9/1/61
|
1,349,974
|
1,142,527
|
|
|
Total FNMA
|
70,942,348
|
||||
|
GNMA - 41.7%
|
|||||
|
Government National Mortgage Association
(GNMA)
|
3.000%
|
9/15/42-
11/15/42 |
23,945,162
|
22,391,787
|
|
|
Government National Mortgage Association
(GNMA)
|
3.500%
|
6/15/48-
5/15/50 |
3,069,865
|
2,946,308
|
|
|
Government National Mortgage Association
(GNMA)
|
4.000%
|
3/15/50
|
50,260
|
48,755
|
|
|
Government National Mortgage Association
(GNMA) II
|
4.500%
|
4/20/41-
9/20/52 |
2,249,068
|
2,245,565
|
|
|
Government National Mortgage Association
(GNMA) II
|
4.000%
|
9/20/45-
4/20/50 |
2,911,432
|
2,824,121
|
|
|
Government National Mortgage Association
(GNMA) II
|
3.500%
|
9/20/46-
2/20/50 |
20,635,393
|
19,794,506
|
|
See Notes to Financial Statements.
Western Asset SMASh Series M Fund 2026 Annual Report
1
Schedule of Investments (cont'd) February 28, 2026
Western Asset SMASh Series M Fund
(Percentages shown based on Fund net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
GNMA - continued
|
|||||
|
Government National Mortgage Association
(GNMA) II
|
3.000%
|
1/20/50
|
$310,315
|
$282,319
|
|
|
Government National Mortgage Association
(GNMA) II
|
5.000%
|
9/20/52
|
371,334
|
375,635
|
|
|
Government National Mortgage Association
(GNMA) II
|
5.500%
|
7/20/53-
8/20/53 |
865,789
|
886,034
|
|
|
Government National Mortgage Association
(GNMA) II
|
2.000%
|
3/1/56
|
15,000,000
|
12,712,374
(a)
|
|
|
Government National Mortgage Association
(GNMA) II
|
2.500%
|
3/1/56
|
1,000,000
|
882,620
(a)
|
|
|
Government National Mortgage Association
(GNMA) II
|
3.000%
|
3/1/56
|
29,200,000
|
26,787,824
(a)
|
|
|
Government National Mortgage Association
(GNMA) II
|
3.500%
|
3/1/56
|
10,800,000
|
10,138,367
(a)
|
|
|
Government National Mortgage Association
(GNMA) II
|
4.000%
|
3/1/56
|
17,000,000
|
16,357,163
(a)
|
|
|
Government National Mortgage Association
(GNMA) II
|
4.500%
|
3/1/56
|
20,200,000
|
19,968,016
(a)
|
|
|
Government National Mortgage Association
(GNMA) II
|
5.000%
|
3/1/56
|
2,300,000
|
2,308,342
(a)
|
|
|
Government National Mortgage Association
(GNMA) II
|
5.500%
|
3/1/56
|
18,000,000
|
18,232,518
(a)
|
|
|
Government National Mortgage Association
(GNMA) II
|
6.500%
|
3/1/56
|
6,000,000
|
6,238,748
(a)
|
|
|
Total GNMA
|
165,421,002
|
||||
|
|
|||||
|
Total Mortgage-Backed Securities (Cost - $238,337,440)
|
236,363,350
|
||||
|
Collateralized Mortgage Obligations(b) - 42.4%
|
|||||
|
Alternative Loan Trust, 2005-24 1A1 (12 mo.
Moving Treasury Average + 1.310%)
|
5.225%
|
7/20/35
|
136,972
|
127,229
(c)
|
|
|
Alternative Loan Trust, 2005-57CB 4A3
|
5.500%
|
12/25/35
|
188,632
|
97,779
|
|
|
Benchmark Mortgage Trust, 2020-B21 B
|
2.458%
|
12/17/53
|
8,020,000
|
6,867,219
|
|
|
BX Mortgage Trust, 2021-PAC A (1 mo. Term
SOFR + 0.804%)
|
4.464%
|
10/15/36
|
11,580,000
|
11,562,532
(c)(d)
|
|
|
Chevy Chase Funding LLC Mortgage-Backed
Certificates, 2003-4A A1 (1 mo. Term SOFR +
0.794%)
|
4.468%
|
10/25/34
|
330,434
|
327,883
(c)(d)
|
|
|
CSMC Trust, 2017-RPL1 A1
|
2.750%
|
7/25/57
|
1,956,098
|
1,924,155
(c)(d)
|
|
|
CSMC Trust, 2017-RPL3 A1
|
4.000%
|
8/1/57
|
8,915,725
|
8,629,646
(c)(d)
|
|
|
CSMC Trust, 2017-RPL3 B2
|
4.356%
|
8/1/57
|
8,761,532
|
8,627,971
(c)(d)
|
|
|
CSMC Trust, 2019-UVIL A
|
3.160%
|
12/15/41
|
10,000,000
|
9,586,112
(d)
|
|
See Notes to Financial Statements.
2
Western Asset SMASh Series M Fund 2026 Annual Report
Western Asset SMASh Series M Fund
(Percentages shown based on Fund net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Collateralized Mortgage Obligations(b) - continued
|
|||||
|
CSMC Trust, 2021-RPL4 A1
|
4.153%
|
12/27/60
|
$4,822,385
|
$4,810,736
(c)(d)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Multiclass Certificates, 2020-RR07 AX, IO
|
2.468%
|
9/27/28
|
6,000,000
|
300,466
(c)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Multifamily Structured Pass-Through
Certificates, K064 X1, IO
|
0.584%
|
3/25/27
|
44,952,852
|
208,954
(c)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Multifamily Structured Pass-Through
Certificates, K093 X1, IO
|
0.938%
|
5/25/29
|
5,459,310
|
138,300
(c)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Multifamily Structured Pass-Through
Certificates, K121 X1, IO
|
1.013%
|
10/25/30
|
52,906,134
|
2,020,602
(c)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Multifamily Structured Pass-Through
Certificates, K122 X1, IO
|
0.866%
|
11/25/30
|
18,088,850
|
617,302
(c)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Multifamily Structured Pass-Through
Certificates, K740 X1, IO
|
0.721%
|
9/25/27
|
34,259,913
|
308,027
(c)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Multifamily Structured Pass-Through
Certificates, K1516 X1, IO
|
1.503%
|
5/25/35
|
29,329,468
|
3,107,366
(c)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Multifamily Structured Pass-Through
Certificates, K1517 X1, IO
|
1.322%
|
7/25/35
|
40,183,260
|
3,623,091
(c)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
REMIC, Structured Agency Credit Risk Trust,
2021-DNA2 M2 (30 Day Average SOFR +
2.300%)
|
5.967%
|
8/25/33
|
4,452,075
|
4,527,598
(c)(d)
|
|
|
Federal Home Loan Mortgage Corp. (FHLMC)
Structured Agency Credit Risk Debt Notes,
2026-DNA1 M2 (30 Day Average SOFR +
1.300%)
|
4.958%
|
2/25/46
|
6,610,000
|
6,646,683
(c)(d)
|
|
|
Federal National Mortgage Association
(FNMA) - CAS, 2021-R01 1M2 (30 Day
Average SOFR + 1.550%)
|
5.217%
|
10/25/41
|
5,382,132
|
5,405,191
(c)(d)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2018-M15 1A2
|
3.700%
|
1/25/36
|
3,000,000
|
2,903,465
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2019-M19 X2, IO
|
0.606%
|
9/25/29
|
31,050,485
|
501,527
(c)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2019-M22 A2
|
2.522%
|
8/25/29
|
10,310,070
|
9,941,231
|
|
See Notes to Financial Statements.
Western Asset SMASh Series M Fund 2026 Annual Report
3
Schedule of Investments (cont'd) February 28, 2026
Western Asset SMASh Series M Fund
(Percentages shown based on Fund net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Collateralized Mortgage Obligations(b) - continued
|
|||||
|
Federal National Mortgage Association
(FNMA) ACES, 2019-M28 XA2, IO
|
0.222%
|
2/25/30
|
$5,102,828
|
$29,046
(c)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2019-M28 XA3, IO
|
0.608%
|
2/25/30
|
9,175,056
|
139,087
(c)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2020-M4 1X2, IO
|
0.739%
|
2/25/28
|
5,100,016
|
57,526
(c)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2020-M4 1X3, IO
|
1.019%
|
2/25/28
|
27,696,088
|
421,673
(c)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2020-M26 X3, IO
|
1.731%
|
1/25/28
|
7,790,959
|
55,005
(c)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2020-M36 X1, IO
|
1.304%
|
9/25/34
|
2,272,680
|
126,484
(c)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2020-M51 X3, IO
|
0.070%
|
12/25/30
|
74,520,000
|
261,245
(c)
|
|
|
Federal National Mortgage Association
(FNMA) ACES, 2020-M54 X, IO
|
1.427%
|
12/25/33
|
28,130,675
|
1,773,752
(c)
|
|
|
Federal National Mortgage Association
(FNMA) REMIC, 2013-29 QI, IO
|
4.000%
|
4/25/43
|
355,120
|
59,158
|
|
|
Federal National Mortgage Association
(FNMA) REMIC, 2013-73 IB, IO
|
3.500%
|
7/25/28
|
80,541
|
1,160
|
|
|
GMACM Mortgage Loan Trust, 2006-AR1 1A1
|
3.712%
|
4/19/36
|
290,007
|
240,703
(c)
|
|
|
Government National Mortgage Association
(GNMA), 2013-105 IO, IO
|
0.094%
|
6/16/54
|
12,820,549
|
7,918
(c)
|
|
|
Government National Mortgage Association
(GNMA), 2014-134 IA, IO
|
0.124%
|
1/16/55
|
36,652,974
|
89,919
(c)
|
|
|
Government National Mortgage Association
(GNMA), 2014-157 IO, IO
|
0.180%
|
5/16/55
|
6,529,395
|
37,240
(c)
|
|
|
Government National Mortgage Association
(GNMA), 2014-176 IA, IO
|
4.000%
|
11/20/44
|
306,084
|
53,580
|
|
|
Government National Mortgage Association
(GNMA), 2015-36 MI, IO
|
5.500%
|
3/20/45
|
352,813
|
51,169
|
|
|
Government National Mortgage Association
(GNMA), 2017-28 IO, IO
|
0.646%
|
2/16/57
|
567,001
|
19,951
(c)
|
|
|
Government National Mortgage Association
(GNMA), 2020-117 IO, IO
|
0.793%
|
5/16/62
|
13,624,966
|
830,902
(c)
|
|
|
Government National Mortgage Association
(GNMA), 2021-5 IO, IO
|
1.111%
|
1/16/61
|
38,903,796
|
3,145,769
(c)
|
|
|
Greystone CRE Notes Ltd., 2021-FL3 A (1 mo.
Term SOFR + 1.134%)
|
4.799%
|
7/15/39
|
306,403
|
307,007
(c)(d)
|
|
|
GS Mortgage Securities Corp. Trust, 2021-
ROSS C (1 mo. Term SOFR + 2.264%)
|
5.925%
|
5/15/26
|
2,894,000
|
2,619,717
(c)(d)
|
|
See Notes to Financial Statements.
4
Western Asset SMASh Series M Fund 2026 Annual Report
Western Asset SMASh Series M Fund
(Percentages shown based on Fund net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Collateralized Mortgage Obligations(b) - continued
|
|||||
|
GS Mortgage Securities Trust, 2018-GS9 B
|
4.321%
|
3/10/51
|
$1,725,000
|
$1,621,704
(c)
|
|
|
GS Mortgage-Backed Securities Trust, 2018-
RPL1 A1A
|
3.750%
|
10/25/57
|
6,301,865
|
6,229,469
(d)
|
|
|
HomeBanc Mortgage Trust, 2004-2 A1 (1 mo.
Term SOFR + 0.854%)
|
4.528%
|
12/25/34
|
724,856
|
702,665
(c)
|
|
|
JPMBB Commercial Mortgage Securities Trust,
2015-C30 AS
|
4.226%
|
7/15/48
|
9,765,656
|
9,611,542
(c)
|
|
|
KREF Ltd., 2021-FL2 A (1 mo. Term SOFR +
1.184%)
|
4.849%
|
2/15/39
|
1,079,743
|
1,080,782
(c)(d)
|
|
|
MAD Commercial Mortgage Trust, 2025-11MD
A
|
4.912%
|
10/15/42
|
7,300,000
|
7,416,599
(c)(d)
|
|
|
MASTR Adjustable Rate Mortgages Trust,
2005-7 3A1
|
3.425%
|
9/25/35
|
55,488
|
33,260
(c)
|
|
|
Merrill Lynch Mortgage Investors Trust,
2006-A1 1A1
|
4.335%
|
3/25/36
|
224,651
|
119,690
(c)
|
|
|
MF1 Ltd., 2021-FL7 A (1 mo. Term SOFR +
1.194%)
|
4.861%
|
10/16/36
|
608,658
|
609,059
(c)(d)
|
|
|
MIC Trust, 2023-MIC A
|
8.437%
|
12/5/38
|
3,470,000
|
3,757,824
(c)(d)
|
|
|
New Residential Mortgage Loan Trust,
2016-4A A1
|
3.750%
|
11/25/56
|
2,115,238
|
2,071,080
(c)(d)
|
|
|
New Residential Mortgage Loan Trust,
2019-2A A1
|
4.250%
|
12/25/57
|
8,150,921
|
8,140,482
(c)(d)
|
|
|
PRKCM Trust, 2021-AFC1 A1
|
1.510%
|
8/25/56
|
12,299,036
|
10,800,660
(c)(d)
|
|
|
RALI Trust, 2006-QO7 3A2 (1 mo. Term SOFR +
0.524%)
|
4.198%
|
9/25/46
|
210,331
|
213,255
(c)
|
|
|
SREIT Trust, 2021-PALM A (1 mo. Term SOFR +
0.704%)
|
4.364%
|
10/15/34
|
2,930,000
|
2,929,083
(c)(d)
|
|
|
Structured Asset Mortgage Investments II
Trust, 2005-AR7 4A1 (12 mo. Moving Treasury
Average + 2.150%)
|
6.065%
|
3/25/46
|
68,767
|
65,964
(c)
|
|
|
Structured Asset Securities Corp. Mortgage
Pass-Through Certificates, 2003-9A 2A2
|
5.653%
|
3/25/33
|
37,438
|
36,778
(c)
|
|
|
Towd Point Mortgage Trust, 2020-2 M1B
|
3.000%
|
4/25/60
|
8,740,000
|
7,199,411
(c)(d)
|
|
|
WaMu Mortgage Pass-Through Certificates
Trust, 2004-AR13 A1B2 (1 mo. Term SOFR +
1.094%)
|
4.768%
|
11/25/34
|
2,527,387
|
2,494,518
(c)
|
|
|
|
|||||
|
Total Collateralized Mortgage Obligations (Cost - $176,157,094)
|
168,272,901
|
||||
|
Asset-Backed Securities - 19.0%
|
|||||
|
Abry Liquid Credit CLO Ltd., 2025-1A A2 (3 mo.
Term SOFR + 1.650%)
|
5.473%
|
10/20/38
|
1,720,000
|
1,719,646
(c)(d)
|
|
See Notes to Financial Statements.
Western Asset SMASh Series M Fund 2026 Annual Report
5
Schedule of Investments (cont'd) February 28, 2026
Western Asset SMASh Series M Fund
(Percentages shown based on Fund net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Asset-Backed Securities - continued
|
|||||
|
Antares CLO Ltd., 2018-1A A1R (3 mo. Term
SOFR + 1.370%)
|
5.038%
|
4/20/38
|
$5,190,000
|
$5,194,957
(c)(d)
|
|
|
Apex Credit CLO LLC, 2021-2A A1AR (3 mo.
Term SOFR + 1.180%)
|
4.848%
|
10/20/34
|
920,000
|
921,343
(c)(d)
|
|
|
Apidos Loan Fund Ltd., 2024-1A A1R (3 mo.
Term SOFR + 1.250%)
|
4.918%
|
10/25/38
|
9,600,000
|
9,619,217
(c)(d)
|
|
|
Bayswater Park CLO Ltd., 2023-1A AR (3 mo.
Term SOFR + 1.210%)
|
4.878%
|
1/20/39
|
5,230,000
|
5,227,386
(c)(d)
|
|
|
Bayview Financial Asset Trust, 2007-SR1A M2
(1 mo. Term SOFR + 1.014%)
|
4.688%
|
3/25/37
|
237,895
|
238,803
(c)(d)
|
|
|
Blackbird Capital Aircraft Lease Securitization
Ltd., 2016-1A A
|
4.213%
|
12/16/41
|
821,554
|
823,742
(d)
|
|
|
Countrywide Asset-Backed Certificates Trust,
2004-5 2A (1 mo. Term SOFR + 0.614%)
|
4.288%
|
10/25/34
|
1,329,330
|
1,306,494
(c)
|
|
|
Empower CLO Ltd., 2023-2A AR (3 mo. Term
SOFR + 1.320%)
|
4.992%
|
10/15/38
|
3,320,000
|
3,330,045
(c)(d)
|
|
|
Galaxy CLO Ltd., 2025-36A A1 (3 mo. Term
SOFR + 1.230%)
|
5.008%
|
10/15/38
|
6,200,000
|
6,208,058
(c)(d)
|
|
|
Goodgreen Trust, 2021-1A A
|
2.660%
|
10/15/56
|
5,918,632
|
5,137,489
(d)
|
|
|
Navient Student Loan Trust, 2021-1A A1B (30
Day Average SOFR + 0.714%)
|
4.382%
|
12/26/69
|
1,468,197
|
1,450,499
(c)(d)
|
|
|
Origen Manufactured Housing Contract Trust,
2007-A A2
|
5.792%
|
4/15/37
|
73,975
|
68,929
(c)
|
|
|
Park Blue CLO Ltd., 2025-8A A1 (3 mo. Term
SOFR + 1.310%)
|
5.255%
|
10/25/38
|
6,100,000
|
6,114,500
(c)(d)
|
|
|
RAAC Trust, 2006-SP1 M1 (1 mo. Term SOFR +
0.714%)
|
4.388%
|
9/25/45
|
158,895
|
158,028
(c)
|
|
|
Renaissance Home Equity Loan Trust, 2007-3
AV2 (1 mo. Term SOFR + 1.114%)
|
4.788%
|
9/25/37
|
122,780
|
100,070
(c)
|
|
|
Renaissance Home Equity Loan Trust, 2007-3
AV3 (1 mo. Term SOFR + 1.914%)
|
5.588%
|
9/25/37
|
537,557
|
438,105
(c)
|
|
|
Residential Funding Securities Trust, 2002-RP2
A1 (1 mo. Term SOFR + 1.614%)
|
5.288%
|
10/25/32
|
988
|
970
(c)(d)
|
|
|
SMB Private Education Loan Trust, 2021-C D
|
3.930%
|
1/15/53
|
2,081,212
|
1,912,657
(d)
|
|
|
SMB Private Education Loan Trust, 2023-B A1B
(30 Day Average SOFR + 1.800%)
|
5.458%
|
10/16/56
|
1,908,727
|
1,949,248
(c)(d)
|
|
|
SMB Private Education Loan Trust, 2024-A A1A
|
5.240%
|
3/15/56
|
9,062,182
|
9,388,070
(d)
|
|
|
Structured Asset Securities Corp. Mortgage
Pass-Through Certificates, 2001-SB1 A2
|
3.375%
|
8/25/31
|
2,423
|
2,417
|
|
|
Sunrun Vulcan Issuer LLC, 2021-1A A
|
2.460%
|
1/30/52
|
2,667,696
|
2,518,048
(d)
|
|
|
Thrust Engine Leasing DAC, 2021-1A A
|
4.163%
|
7/15/40
|
6,382,826
|
6,324,395
(d)
|
|
See Notes to Financial Statements.
6
Western Asset SMASh Series M Fund 2026 Annual Report
Western Asset SMASh Series M Fund
(Percentages shown based on Fund net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Asset-Backed Securities - continued
|
|||||
|
Warwick Capital CLO Ltd., 2025-7A A1 (3 mo.
Term SOFR + 1.300%)
|
5.252%
|
10/21/38
|
$4,960,000
|
$4,972,206
(c)(d)
|
|
|
|
|||||
|
Total Asset-Backed Securities (Cost - $75,839,503)
|
75,125,322
|
||||
|
U.S. Government & Agency Obligations - 18.3%
|
|||||
|
U.S. Government Obligations - 18.3%
|
|||||
|
U.S. Treasury Notes
|
4.000%
|
1/31/29
|
21,890,000
|
22,258,966
|
|
|
U.S. Treasury Notes
|
4.000%
|
6/30/32
|
49,540,000
|
50,481,454
|
|
|
|
|||||
|
Total U.S. Government & Agency Obligations (Cost - $71,184,404)
|
72,740,420
|
||||
|
Total Investments before Short-Term Investments (Cost - $561,518,441)
|
552,501,993
|
||||
|
|
|||||
|
Short-Term Investments - 2.0%
|
|||||
|
Goldman Sachs Group Inc. repurchase
agreement dated 2/27/26; Proceeds at maturity
- $8,002,407; (Fully collateralized by U.S.
government obligations, 2.375% due 2/15/42;
Market value - $8,152,238) (Cost -
$8,000,000)
|
3.610%
|
3/2/26
|
8,000,000
|
8,000,000
|
|
|
Total Investments - 141.3% (Cost - $569,518,441)
|
560,501,993
|
||||
|
Liabilities in Excess of Other Assets - (41.3)%
|
(163,939,401
)
|
||||
|
Total Net Assets - 100.0%
|
$396,562,592
|
||||
|
(a)
|
This security is traded on a to-be-announced ("TBA") basis. At February 28, 2026, the Fund held TBA securities with
a total cost of $173,840,365.
|
|
(b)
|
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.
|
|
(c)
|
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.
|
|
(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.
|
See Notes to Financial Statements.
Western Asset SMASh Series M Fund 2026 Annual Report
7
Schedule of Investments (cont'd) February 28, 2026
Western Asset SMASh Series M Fund
|
Abbreviation(s) used in this schedule:
|
||
|
ACES
|
-
|
Alternative Credit Enhancement Securities
|
|
CAS
|
-
|
Connecticut Avenue Securities
|
|
CLO
|
-
|
Collateralized Loan Obligation
|
|
DAC
|
-
|
Designated Activity Company
|
|
IO
|
-
|
Interest Only
|
|
REMIC
|
-
|
Real Estate Mortgage Investment Conduit
|
|
SOFR
|
-
|
Secured Overnight Financing Rate
|
At February 28, 2026, the Fund had the following open futures contracts:
|
|
Number of
Contracts
|
Expiration
Date
|
Notional
Amount
|
Market
Value
|
Unrealized
Appreciation
(Depreciation)
|
|
Contracts to Buy:
|
|||||
|
U.S. Treasury 2-Year Notes
|
1
|
6/26
|
$208,939
|
$209,273
|
$334
|
|
U.S. Treasury 5-Year Notes
|
429
|
6/26
|
47,058,186
|
47,250,330
|
192,144
|
|
U.S. Treasury 10-Year Notes
|
113
|
6/26
|
12,775,575
|
12,860,813
|
85,238
|
|
|
277,716
|
||||
|
Contracts to Sell:
|
|||||
|
U.S. Treasury Long-Term
Bonds
|
5
|
6/26
|
588,115
|
592,344
|
(4,229
)
|
|
U.S. Treasury Ultra 10-Year
Notes
|
19
|
6/26
|
2,195,308
|
2,217,953
|
(22,645
)
|
|
U.S. Treasury Ultra Long-Term
Bonds
|
400
|
6/26
|
47,880,560
|
48,637,500
|
(756,940
)
|
|
|
(783,814
)
|
||||
|
Net unrealized depreciation on open futures contracts
|
$(506,098
)
|
||||
At February 28, 2026, the Fund had the following open swap contracts:
|
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
Depreciation
|
|
Markit CDX.NA.IG.45 Index
|
$130,618,000
|
12/20/30
|
1.000% quarterly
|
$2,540,777
|
$2,758,664
|
$(217,887)
|
See Notes to Financial Statements.
8
Western Asset SMASh Series M Fund 2026 Annual Report
Western Asset SMASh Series M Fund
|
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.
|
See Notes to Financial Statements.
Western Asset SMASh Series M Fund 2026 Annual Report
9
Statement of Assets and Liabilities February 28, 2026
|
Assets:
|
|
|
Investments, at value (Cost - $569,518,441)
|
$560,501,993
|
|
Cash
|
3,882,676
|
|
Receivable for sales of TBA securities (Note 1(f))
|
11,366,621
|
|
Deposits with brokers for centrally cleared swap contracts
|
2,811,272
|
|
Interest receivable
|
1,928,084
|
|
Deposits with brokers for open futures contracts
|
1,670,876
|
|
Receivable for Fund shares sold
|
77,370
|
|
Receivable from investment manager
|
8,888
|
|
Prepaid expenses
|
2,354
|
|
Total Assets
|
582,250,134
|
|
Liabilities:
|
|
|
Payable for purchases of TBA securities (Note 1(f))
|
185,206,986
|
|
Payable for Fund shares repurchased
|
112,088
|
|
Payable to brokers - net variation margin on open futures contracts
|
111,662
|
|
Payable to brokers - net variation margin on centrally cleared swap contracts
|
105,907
|
|
Trustees' fees payable
|
812
|
|
Accrued expenses
|
150,087
|
|
Total Liabilities
|
185,687,542
|
|
Total Net Assets
|
$396,562,592
|
|
Net Assets:
|
|
|
Par value (Note 5)
|
$490
|
|
Paid-in capital in excess of par value
|
1,014,747,440
|
|
Total distributable earnings (loss)
|
(618,185,338
)
|
|
Total Net Assets
|
$396,562,592
|
|
Shares Outstanding
|
48,973,280
|
|
Net Asset Value
|
$8.10
|
See Notes to Financial Statements.
10
Western Asset SMASh Series M Fund 2026 Annual Report
Statement of Operations For the Year Ended February 28, 2026
|
Investment Income:
|
|
|
Interest
|
$17,027,026
|
|
Expenses:
|
|
|
Fund accounting fees
|
72,097
|
|
Audit and tax fees
|
52,682
|
|
Shareholder reports
|
33,486
|
|
Registration fees
|
32,926
|
|
Legal fees
|
21,168
|
|
Commodity pool reports
|
11,978
|
|
Trustees' fees
|
9,585
|
|
Custody fees
|
3,613
|
|
Transfer agent fees (Note 2)
|
2,258
|
|
Commitment fees (Note 6)
|
1,495
|
|
Miscellaneous expenses
|
8,966
|
|
Total Expenses
|
250,254
|
|
Less: Fee waivers and/or expense reimbursements (Note 2)
|
(250,254
)
|
|
Net Expenses
|
-
|
|
Net Investment Income
|
17,027,026
|
|
Realized and Unrealized Gain (Loss) on Investments, Futures Contracts and Swap Contracts
(Notes 1, 3 and 4):
|
|
|
Net Realized Gain From:
|
|
|
Investment transactions
|
7,398,915
|
|
Futures contracts
|
11,062,297
|
|
Swap contracts
|
1,307,179
|
|
Net Realized Gain
|
19,768,391
|
|
Change in Net Unrealized Appreciation (Depreciation) From:
|
|
|
Investments
|
10,396,719
|
|
Futures contracts
|
(6,310,093
)
|
|
Swap contracts
|
(384,486
)
|
|
Change in Net Unrealized Appreciation (Depreciation)
|
3,702,140
|
|
Net Gain on Investments, Futures Contracts and Swap Contracts
|
23,470,531
|
|
Increase in Net Assets From Operations
|
$40,497,557
|
See Notes to Financial Statements.
Western Asset SMASh Series M Fund 2026 Annual Report
11
Statements of Changes in Net Assets
|
For the Years Ended February 28,
|
2026
|
2025
|
|
Operations:
|
||
|
Net investment income
|
$17,027,026
|
$48,175,944
|
|
Net realized gain (loss)
|
19,768,391
|
(39,190,179
)
|
|
Change in net unrealized appreciation (depreciation)
|
3,702,140
|
65,275,813
|
|
Increase in Net Assets From Operations
|
40,497,557
|
74,261,578
|
|
Distributions to Shareholders From (Note 1):
|
||
|
Total distributable earnings
|
(18,884,371
)
|
(52,245,705
)
|
|
Decrease in Net Assets From Distributions to Shareholders
|
(18,884,371
)
|
(52,245,705
)
|
|
Fund Share Transactions (Note 5):
|
||
|
Net proceeds from sale of shares
|
38,728,144
|
217,086,115
|
|
Cost of shares repurchased
|
(182,666,706
)
|
(1,063,280,534
)
|
|
Decrease in Net Assets From Fund Share Transactions
|
(143,938,562
)
|
(846,194,419
)
|
|
Decrease in Net Assets
|
(122,325,376
)
|
(824,178,546
)
|
|
Net Assets:
|
||
|
Beginning of year
|
518,887,968
|
1,343,066,514
|
|
End of year
|
$396,562,592
|
$518,887,968
|
See Notes to Financial Statements.
12
Western Asset SMASh Series M Fund 2026 Annual Report
Financial Highlights
|
For a share of beneficial interest outstanding throughout each year ended February 28,
unless otherwise noted:
|
|||||
|
|
20261
|
20251
|
20241,2
|
20231
|
20221
|
|
Net asset value, beginning of year
|
$7.69
|
$7.61
|
$7.82
|
$10.12
|
$10.88
|
|
Income (loss) from operations:
|
|||||
|
Net investment income
|
0.31
|
0.35
|
0.35
|
0.25
|
0.12
|
|
Net realized and unrealized gain (loss)
|
0.45
|
0.11
|
(0.18
)
|
(2.25
)
|
(0.62
)
|
|
Total income (loss) from operations
|
0.76
|
0.46
|
0.17
|
(2.00)
|
(0.50)
|
|
Less distributions from:
|
|||||
|
Net investment income
|
(0.35
)
|
(0.38
)
|
(0.38
)
|
(0.30
)
|
(0.26
)
|
|
Total distributions
|
(0.35
)
|
(0.38
)
|
(0.38
)
|
(0.30
)
|
(0.26
)
|
|
Net asset value, end of year
|
$8.10
|
$7.69
|
$7.61
|
$7.82
|
$10.12
|
|
Total return3
|
10.08
%
|
6.22
%
|
2.17
%
|
(19.91
)%
|
(4.69
)%
|
|
Net assets, end of year (millions)
|
$397
|
$519
|
$1,343
|
$1,431
|
$2,164
|
|
Ratios to average net assets:
|
|||||
|
Gross expenses4
|
0.06
%
|
0.03
%
|
0.02
%
|
0.02
%
|
0.02
%
|
|
Net expenses5,6
|
0.00
|
0.00
|
0.00
|
0.00
|
0.00
|
|
Net investment income
|
3.94
|
4.55
|
4.54
|
2.88
|
1.11
|
|
Portfolio turnover rate7
|
372
%
|
250
%
|
142
%
|
83
%
|
140
%
|
|
1
|
Per share amounts have been calculated using the average shares method.
|
|
2
|
For the year ended February 29.
|
|
3
|
Performance figures do not reflect the effect of fees and expenses associated with a separately managed account,
nor a management fee or other operating expenses of the Fund. Such management fees are paid directly or
indirectly by the separately managed account sponsor to the Fund's manager or subadvisers. All operating
expenses of the Fund were reimbursed by the manager, pursuant to an expense reimbursement arrangement
between the Fund and the manager. If such fees were included, the total return would have been lower. Past
performance is no guarantee of future results.
|
|
4
|
Gross expenses do not include management fees paid to the manager and subadvisers. Management fees are paid
directly or indirectly by the separately managed account sponsor.
|
|
5
|
The Fund's manager has entered into an expense reimbursement arrangement with the Fund, pursuant to which the
Fund's manager has agreed to reimburse 100% of the Fund's ordinary operating expenses. The expense
reimbursement arrangement does not cover interest, brokerage, taxes and extraordinary expenses. This
arrangement cannot be terminated prior to December 31, 2027 without the Board of Trustees' consent.
|
|
6
|
Reflects fee waivers and/or expense reimbursements.
|
|
7
|
Including mortgage dollar roll transactions. If mortgage dollar roll transactions had been excluded, the portfolio
turnover rates for the respective years/periods presented would have been 153%, 78%, 46%, 63% and 53%.
|
See Notes to Financial Statements.
Western Asset SMASh Series M Fund 2026 Annual Report
13
Notes to Financial Statements
1. Organization and significant accounting policies
Western Asset SMASh Series M Fund (the "Fund") is a separate diversified investment series of Legg Mason Partners Institutional Trust (the "Trust"). The Trust, a Maryland statutory trust, is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company.
Shares of the Fund may be purchased only by or on behalf of separately managed account clients where an affiliate of Franklin Templeton Fund Adviser, LLC ("FTFA") has an agreement to serve as investment adviser or subadviser (each affiliate, a "Managed Account Adviser") to the account with the managed account program sponsor (the "Program Sponsor") (typically, a registered investment adviser or broker/dealer) or directly with the client. Shareholders of the Fund pay fees to their separately managed account sponsor, some of which are paid to affiliates of FTFA. FTFA and the subadvisers do not charge investment management fees to the Fund.
The Fund follows the accounting and reporting guidance in Financial Accounting Standards Board ("FASB") Accounting Standards Codification Topic 946, Financial Services - Investment Companies("ASC 946"). The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted accounting principles ("GAAP"), including, but not limited to, ASC 946. Estimates and assumptions are required to be made regarding assets, liabilities and changes in net assets resulting from operations when financial statements are prepared. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ. Subsequent events have been evaluated through the date the financial statements were issued.
(a) Investment valuation. The valuations for fixed income securities (which may include, but are not limited to, corporate, government, municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) and certain derivative instruments are typically the prices supplied by independent third party pricing services, which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services typically use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. Investments in open-endfunds are valued at the closing net asset value per share of each fund on the day of valuation. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. Equity securities for which market quotations are available are valued at the last reported sales price or official closing price on the primary market or exchange on which they trade. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. (Eastern Time). If independent third party pricing services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/dealers or at the transaction price if the security has recently been purchased and no value has yet been obtained from a pricing
14
Western Asset SMASh Series M Fund 2026 Annual Report
service or pricing broker. When reliable prices are not readily available, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities as determined in accordance with procedures approved by the Fund's Board of Trustees (the "Board").
Pursuant to policies adopted by the Board, the Fund's manager has been designated as the valuation designee and is responsible for the oversight of the daily valuation process. The Fund's manager is assisted by the Global Fund Valuation Committee (the "Valuation Committee"). The Valuation Committee is responsible for making fair value determinations, evaluating the effectiveness of the Fund's pricing policies, and reporting to the Fund's manager and the Board. When determining the reliability of third party pricing information for investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of pricing vendors, monitors the daily change in prices and reviews transactions among market participants.
The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer's financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts' research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.
For each portfolio security that has been fair valued pursuant to the policies adopted by the Board, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such back testing monthly and fair valuation occurrences are reported to the Board quarterly.
The Fund uses valuation techniques to measure fair value that are consistent with the market approach and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.
Western Asset SMASh Series M Fund 2026 Annual Report
15
Notes to Financial Statements (cont'd)
GAAP establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are summarized in the three broad levels listed below:
•
Level 1 - unadjusted quoted prices in active markets for identical investments
•
Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)
•
Level 3 - significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)
The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used in valuing the Fund's assets and liabilities carried at fair value:
|
ASSETS
|
||||
|
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|
Long-Term Investments†:
|
||||
|
Mortgage-Backed Securities
|
-
|
$236,363,350
|
-
|
$236,363,350
|
|
Collateralized Mortgage
Obligations
|
-
|
168,272,901
|
-
|
168,272,901
|
|
Asset-Backed Securities
|
-
|
75,125,322
|
-
|
75,125,322
|
|
U.S. Government & Agency
Obligations
|
-
|
72,740,420
|
-
|
72,740,420
|
|
Total Long-Term Investments
|
-
|
552,501,993
|
-
|
552,501,993
|
|
Short-Term Investments†
|
-
|
8,000,000
|
-
|
8,000,000
|
|
Total Investments
|
-
|
$560,501,993
|
-
|
$560,501,993
|
|
Other Financial Instruments:
|
||||
|
Futures Contracts††
|
$277,716
|
-
|
-
|
$277,716
|
|
Total
|
$277,716
|
$560,501,993
|
-
|
$560,779,709
|
|
LIABILITIES
|
||||
|
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|
Other Financial Instruments:
|
||||
|
Futures Contracts††
|
$783,814
|
-
|
-
|
$783,814
|
|
Centrally Cleared Credit
Default Swaps on Credit
Indices - Sell Protection††
|
-
|
$217,887
|
-
|
217,887
|
|
Total
|
$783,814
|
$217,887
|
-
|
$1,001,701
|
|
†
|
See Schedule of Investments for additional detailed categorizations.
|
|
††
|
Reflects the unrealized appreciation (depreciation) of the instruments.
|
16
Western Asset SMASh Series M Fund 2026 Annual Report
(b) Futures contracts. The Fund uses futures contracts generally to gain exposure to, or hedge against, changes in interest rates or gain exposure to, or hedge against, changes in certain asset classes. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the Fund is required to deposit cash or securities with a broker in an amount equal to a certain percentage of the contract amount. This is known as the ''initial margin'' and subsequent payments (''variation margin'') are made or received by the Fund each day, depending on the daily fluctuation in the value of the contract. For certain futures, including foreign denominated futures, variation margin is not settled daily, but is recorded as a net variation margin payable or receivable. The daily changes in contract value are recorded as unrealized appreciation or depreciation in the Statement of Operations and the Fund recognizes a realized gain or loss when the contract is closed.
Futures contracts involve, to varying degrees, risk of loss in excess of the amounts reflected in the financial statements. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market.
(c) Swap agreements. The Fund invests in swaps for the purpose of managing its exposure to interest rate, credit or market risk, or for other purposes. The use of swaps involves risks that are different from those associated with other portfolio transactions. Swap agreements are privately negotiated in the over-the-counter market and may be entered into as a bilateral contract ("OTC Swaps") or centrally cleared ("Centrally Cleared Swaps"). Unlike Centrally Cleared Swaps, the Fund has credit exposure to the counterparties of OTC Swaps.
In a Centrally Cleared Swap, immediately following execution of the swap, the swap agreement is submitted to a clearinghouse or central counterparty (the "CCP") and the CCP becomes the ultimate counterparty of the swap agreement. The Fund is required to interface with the CCP through a broker, acting in an agency capacity. All payments are settled with the CCP through the broker. Upon entering into a Centrally Cleared Swap, the Fund is required to deposit initial margin with the broker in the form of cash or securities.
Swap contracts are marked-to-market daily and changes in value are recorded as unrealized appreciation (depreciation). The daily change in valuation of Centrally Cleared Swaps, if any, is recorded as a net receivable or payable for variation margin on the Statement of Assets and Liabilities. Gains or losses are realized upon termination of the swap agreement. Collateral, in the form of restricted cash or securities, may be required to be held in segregated accounts with the Fund's custodian in compliance with the terms of the swap contracts. Securities posted as collateral for swap contracts are identified in the Schedule of Investments and restricted cash, if any, is identified on the Statement of Assets and Liabilities. Risks may exceed amounts recorded in the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms, and the possible lack of liquidity with respect to the swap agreements.
Western Asset SMASh Series M Fund 2026 Annual Report
17
Notes to Financial Statements (cont'd)
OTC Swap payments received or made at the beginning of the measurement period are reflected as a premium or deposit, respectively, on the Statement of Assets and Liabilities. These upfront payments are amortized over the life of the swap and are recognized as realized gain or loss in the Statement of Operations. Net periodic payments received or paid by the Fund are recognized as a realized gain or loss in the Statement of Operations.
The Fund's maximum exposure in the event of a defined credit event on a credit default swap to sell protection is the notional amount. As of February 28, 2026, the total notional value of all credit default swaps to sell protection was $130,618,000. This amount would be offset by the value of the swap's reference entity, upfront premiums received on the swap and any amounts received from the settlement of a credit default swap where the Fund bought protection for the same referenced security/entity.
For average notional amounts of swaps held during the year ended February 28, 2026, see Note 4.
Credit default swaps
The Fund enters into credit default swap ("CDS") contracts for investment purposes, to manage its credit risk or to add leverage. CDS agreements involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party, typically corporate or sovereign issuers, on a specified obligation, or in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising a credit index. The Fund may use a CDS to provide protection against defaults of the issuers (i.e., to reduce risk where the Fund has exposure to an issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. As a seller of protection, the Fund generally receives an upfront payment or a stream of payments throughout the term of the swap, provided that there is no credit event. If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the maximum potential amount of future payments (undiscounted) that the Fund could be required to make under a CDS agreement would be an amount equal to the notional amount of the agreement. These amounts of potential payments will be partially offset by any recovery of values from the respective referenced obligations. As a seller of protection, the Fund effectively adds leverage to its portfolio because, in addition to its total net assets, the Fund is subject to investment exposure on the notional amount of the swap. As a buyer of protection, the Fund generally receives an amount up to the notional value of the swap if a credit event occurs.
Implied spreads are the theoretical prices a lender receives for credit default protection. When spreads rise, market perceived credit risk rises and when spreads fall, market perceived credit risk falls. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to enter into the agreement. Wider credit spreads and decreasing market values, 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. Credit spreads utilized in determining the period
18
Western Asset SMASh Series M Fund 2026 Annual Report
end market value of CDS agreements on corporate or sovereign issues are disclosed in the Schedule of Investments and serve as an indicator of the current status of the payment/performancerisk and represent the likelihood or risk of default for credit derivatives. For CDS agreements on asset-backed securities and credit indices, the quoted market prices and resulting values, particularly in relation to the notional amount of the contract as well as the annual payment rate, serve as an indication of the current status of the payment/performancerisk.
The Fund's maximum risk of loss from counterparty risk, as the protection buyer, is the fair value of the contract (this risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty). As the protection seller, the Fund's maximum risk is the notional amount of the contract. CDS are considered to have credit risk-related contingent features since they require payment by the protection seller to the protection buyer upon the occurrence of a defined credit event.
Entering into a CDS agreement involves, to varying degrees, elements of credit, market and documentation risk in excess of the related amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreement may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreement, and that there will be unfavorable changes in net interest rates.
(d) Stripped securities. The Fund may invest in ''Stripped Securities,'' a term used collectively for components, or strips, of fixed income securities. Stripped Securities can be principal only securities ("PO"), which are debt obligations that have been stripped of unmatured interest coupons, or interest only securities ("IO"), which are unmatured interest coupons that have been stripped from debt obligations. The market value of Stripped Securities will fluctuate in response to changes in economic conditions, rates of pre-payment,interest rates and the market's perception of the securities. However, fluctuations in response to interest rates may be greater in Stripped Securities than for debt obligations of comparable maturities that pay interest currently. The amount of fluctuation may increase with a longer period of maturity.
The yield to maturity on IO's is sensitive to the rate of principal repayments (including prepayments) on the related underlying debt obligation and principal payments may have a material effect on yield to maturity. If the underlying debt obligation experiences greater than anticipated prepayments of principal, the Fund may not fully recoup its initial investment in IO's.
(e) Repurchase agreements. The Fund may enter into repurchase agreements with institutions that its subadviser has determined are creditworthy. Each repurchase agreement is recorded at cost. Under the terms of a typical repurchase agreement, the Fund acquires a debt security subject to an obligation of the seller to repurchase, and of the Fund to resell, the security at an agreed-upon price and time, thereby determining the yield during the Fund's holding period. When entering into repurchase agreements, it is the Fund's policy that its custodian or a third party custodian, acting on the Fund's behalf, take
Western Asset SMASh Series M Fund 2026 Annual Report
19
Notes to Financial Statements (cont'd)
possession of the underlying collateral securities, the market value of which, at all times, at least equals the principal amount of the repurchase transaction, including accrued interest. To the extent that any repurchase transaction maturity exceeds one business day, the value of the collateral is marked-to-market and measured against the value of the agreement in an effort to ensure the adequacy of the collateral. If the counterparty defaults, the Fund generally has the right to use the collateral to satisfy the terms of the repurchase transaction. However, if the market value of the collateral declines during the period in which the Fund seeks to assert its rights or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.
(f) Securities traded on a to-be-announced basis. The Fund may trade securities on a to-be-announced ("TBA") basis. In a TBA transaction, the Fund commits to purchasing or selling securities which have not yet been issued by the issuer and for which specific information, such as the face amount, maturity date and underlying pool of investments in U.S. government agency mortgage pass-through securities, is not announced. Securities purchased on a TBA basis are not settled until they are delivered to the Fund. Beginning on the date the Fund enters into a TBA transaction, cash, U.S. government securities or other liquid high-grade debt obligations are segregated in an amount equal in value to the purchase price of the TBA security. These securities are subject to market fluctuations and their current value is determined in the same manner as for other securities.
At February 28, 2026, the Fund held non-cash collateral for TBA securities from Goldman Sachs Group Inc., JPMorgan Chase & Co. and Morgan Stanley & Co. Inc. in the amounts of $668,164, $362,801 and $591,859, respectively.
(g) Mortgage dollar rolls. The Fund may enter into mortgage dollar rolls in which the Fund sells mortgage-backed securities for delivery in the current month, realizing a gain or loss, and simultaneously entering into contracts to repurchase substantially similar (same type, coupon and maturity) securities to settle on a specified future date.
The Fund executes its mortgage dollar rolls entirely in the TBA market, whereby the Fund makes a forward commitment to purchase a security and, instead of accepting delivery, the position is offset by a sale of the security with a simultaneous agreement to repurchase at a future date. The Fund accounts for mortgage dollar rolls as purchases and sales.
The risk of entering into mortgage dollar rolls is that the market value of the securities the Fund is obligated to repurchase under the agreement may decline below the repurchase price. In the event the buyer of securities under a mortgage dollar roll files for bankruptcy or becomes insolvent, the Fund's use of the proceeds of the mortgage dollar roll may be restricted pending a determination by the counterparty, or its trustee or receiver, whether to enforce the Fund's obligation to repurchase the securities.
(h) Credit and market risk. The Fund invests in high-yield and emerging market instruments that are subject to certain credit and market risks. The yields of high-yield and emerging market debt obligations reflect, among other things, perceived credit and market risks. The Fund's investments in securities rated below investment grade typically involve
20
Western Asset SMASh Series M Fund 2026 Annual Report
risks not associated with higher rated securities including, among others, greater risk related to timely and ultimate payment of interest and principal, greater market price volatility and less liquid secondary market trading. The consequences of political, social, economic or diplomatic changes may have disruptive effects on the market prices of investments held by the Fund. The Fund's investments in non-U.S. dollar denominated securities may also result in foreign currency losses caused by devaluations and exchange rate fluctuations.
Investments in securities that are collateralized by real estate mortgages are subject to certain credit and liquidity risks. When market conditions result in an increase in default rates of the underlying mortgages and the foreclosure values of underlying real estate properties are materially below the outstanding amount of these underlying mortgages, collection of the full amount of accrued interest and principal on these investments may be doubtful. Such market conditions may significantly impair the value and liquidity of these investments and may result in a lack of correlation between their credit ratings and values.
(i) Foreign investment risks. The Fund's investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign currencies, may require settlement in foreign currencies or may pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which affect the market and/or credit risk of the investments.
(j) Counterparty risk and credit-risk-related contingent features of derivative instruments. The Fund may invest in certain securities or engage in other transactions where the Fund is exposed to counterparty credit risk in addition to broader market risks. The Fund may invest in securities of issuers, which may also be considered counterparties as trading partners in other transactions. This may increase the risk of loss in the event of default or bankruptcy by the counterparty or if the counterparty otherwise fails to meet its contractual obligations. The Fund's subadviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment and (iii) requiring collateral from the counterparty for certain transactions. Market events and changes in overall economic conditions may impact the assessment of such counterparty risk by the subadviser. In addition, declines in the values of underlying collateral received may expose the Fund to increased risk of loss.
With exchange traded and centrally cleared derivatives, there is less counterparty risk to the Fund since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, the credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, the Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default of the clearing broker or clearinghouse.
Western Asset SMASh Series M Fund 2026 Annual Report
21
Notes to Financial Statements (cont'd)
The Fund has entered into master agreements, such as an International Swaps and Derivatives Association, Inc. Master Agreement ("ISDA Master Agreement") or similar agreement, with certain of its derivative counterparties that govern over-the-counter ("OTC") derivatives and provide for general obligations, representations, agreements, collateral posting terms, netting provisions in the event of default or termination and credit related contingent features. The credit related contingent features include, but are not limited to, a percentage decrease in the Fund's net assets or net asset value per share over a specified period of time. If these credit related contingent features were triggered, the derivatives counterparty could terminate the positions and demand payment or require additional collateral.
Under an ISDA Master Agreement, the Fund may, under certain circumstances, offset with the counterparty certain derivative financial instruments' payables and/or receivables with collateral held and/or posted and create one single net payment. However, absent an event of default by the counterparty or a termination of the agreement, the terms of the ISDA Master Agreements do not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the Fund and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction.
Collateral requirements differ by type of derivative. Collateral or margin requirements are set by the broker or exchange clearinghouse for exchange traded derivatives while collateral terms are contract specific for OTC traded derivatives. Cash collateral that has been pledged to cover obligations of the Fund under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Schedule of Investments.
As of February 28, 2026, the Fund did not have any open OTC derivative transactions with credit related contingent features in a net liability position.
(k) Security transactions and investment income. Security transactions are accounted for on a trade date basis. Interest income (including interest income from payment-in-kind securities) is recorded on the accrual basis. Amortization of premiums and accretion of discounts on debt securities are recorded to interest income over the lives of the respective securities, except for premiums on certain callable debt securities, which are amortized to the earliest call date. Paydown gains and losses on mortgage- and asset-backed securities are recorded as adjustments to interest income. Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults or a credit event occurs that impacts the issuer, the Fund may halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default or credit event.
(l) Distributions to shareholders. Distributions from net investment income of the Fund, if any, are declared and paid on a monthly basis. Distributions of net realized gains, if any, are declared at least annually. Distributions to shareholders of the Fund are recorded on the
22
Western Asset SMASh Series M Fund 2026 Annual Report
ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.
(m) Compensating balance arrangements. The Fund had an arrangement with its custodian bank whereby a portion of the custodian's fees was paid indirectly by credits earned on the Fund's cash on deposit with the bank. Effective April 1, 2025, any cash on deposit with the bank will earn interest and be recognized as interest income on the Statement of Operations.
(n) Federal and other taxes. It is the Fund's policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986 (the "Code"), as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal or state income tax provision is required in the Fund's financial statements.
Management has analyzed the Fund's tax positions taken on income tax returns for all open tax years and has concluded that as of February 28, 2026, no provision for income tax is required in the Fund's financial statements. The Fund's federal and state income and federal excise tax returns for the prior three fiscal years are subject to examination by the Internal Revenue Service and state departments of revenue.
(o) Reclassification. GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. During the current year, the Fund had no reclassifications.
2. Investment management agreement and other transactions with affiliates
FTFA is the Fund's investment manager. Western Asset Management Company, LLC ("Western Asset") and Western Asset Management Company Limited ("Western Asset London") are the Fund's subadvisers. FTFA, Western Asset and Western Asset London are indirect, wholly-owned subsidiaries of Franklin Resources, Inc. ("Franklin Resources").
FTFA and the subadvisers do not charge investment management fees to the Fund. However, the Fund is an integral part of the separately managed account program, and FTFA and the subadvisers will be compensated directly or indirectly by separately managed account program sponsors. FTFA provides administrative and certain oversight services to the Fund. FTFA delegates to the subadvisers the day-to-day portfolio management of the Fund.
FTFA has entered into an expense reimbursement arrangement with the Fund, pursuant to which FTFA has agreed to reimburse 100% of the Fund's ordinary operating expenses. The expense reimbursement arrangement does not cover interest, brokerage, taxes and extraordinary expenses. This expense reimbursement arrangement cannot be terminated prior to December 31, 2027 without the Board's consent.
Western Asset SMASh Series M Fund 2026 Annual Report
23
Notes to Financial Statements (cont'd)
During the year ended February 28, 2026, fees waived and/or expenses reimbursed amounted to $250,254.
Franklin Distributors, LLC ("Franklin Distributors") serves as the Fund's sole and exclusive distributor. Franklin Distributors is an indirect, wholly-owned broker-dealer subsidiary of Franklin Resources. Franklin Templeton Investor Services, LLC ("Investor Services") serves as the Fund's shareholder servicing agent and acts as the Fund's transfer agent and dividend-paying agent. Investor Services is an indirect, wholly-owned subsidiary of Franklin Resources. The Fund pays transfer agent fees to Investor Services for its performance of shareholder servicing obligations. Investor Services charges account-based fees based on the number of individual shareholder accounts, as well as a fixed percentage fee based on the total account-based fees charged. In addition, the Fund reimburses Investor Services for out of pocket expenses incurred. For the year ended February 28, 2026, the Fund incurred transfer agent fees as reported on the Statement of Operations, of which $2,049 was earned by Investor Services.
All officers and one Trustee of the Trust are employees of Franklin Resources or its affiliates and do not receive compensation from the Trust.
3. Investments
During the year ended February 28, 2026, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) and U.S. Government & Agency Obligations were as follows:
|
|
Investments
|
U.S. Government &
Agency Obligations
|
|
Purchases
|
$57,134,926
|
$2,431,079,549
|
|
Sales
|
95,428,769
|
2,541,504,771
|
At February 28, 2026, the aggregate cost of investments and the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were as follows:
|
|
Cost/Premiums
Paid (Received)
|
Gross
Unrealized
Appreciation
|
Gross
Unrealized
Depreciation
|
Net
Unrealized
Depreciation
|
|
Securities
|
$569,322,528
|
$6,394,741
|
$(15,215,276)
|
$(8,820,535)
|
|
Futures contracts
|
-
|
277,716
|
(783,814)
|
(506,098)
|
|
Swap contracts
|
2,758,664
|
-
|
(217,887)
|
(217,887)
|
24
Western Asset SMASh Series M Fund 2026 Annual Report
4. Derivative instruments and hedging activities
Below is a table, grouped by derivative type, that provides information about the fair value and the location of derivatives within the Statement of Assets and Liabilities at February 28, 2026.
|
ASSET DERIVATIVES1
|
|
|
|
Interest
Rate Risk
|
|
Futures contracts2
|
$277,716
|
|
LIABILITY DERIVATIVES1
|
|||
|
|
Interest
Rate Risk
|
Credit
Risk
|
Total
|
|
Futures contracts2
|
$783,814
|
-
|
$783,814
|
|
Centrally cleared swap contracts3
|
-
|
$217,887
|
217,887
|
|
Total
|
$783,814
|
$217,887
|
$1,001,701
|
|
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 Schedule of
Investments. Only net variation margin is reported within the receivables and/or payables on the Statement of
Assets and Liabilities.
|
|
3
|
Includes cumulative unrealized appreciation (depreciation) of centrally cleared swap contracts as reported in the
Schedule of Investments. Only net variation margin is reported within the receivables and/or payables on the
Statement of Assets and Liabilities.
|
The following tables provide information about the effect of derivatives and hedging activities on the Fund's Statement of Operations for the year ended February 28, 2026. The first table provides additional detail about the amounts and sources of gains (losses) realized on derivatives during the period. The second table provides additional information about the change in net unrealized appreciation (depreciation) resulting from the Fund's derivatives and hedging activities during the period.
|
AMOUNT OF NET REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED
|
|||
|
|
Interest
Rate Risk
|
Credit
Risk
|
Total
|
|
Futures contracts
|
$11,062,297
|
-
|
$11,062,297
|
|
Swap contracts
|
-
|
$1,307,179
|
1,307,179
|
|
Total
|
$11,062,297
|
$1,307,179
|
$12,369,476
|
|
CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
|
|||
|
|
Interest
Rate Risk
|
Credit
Risk
|
Total
|
|
Futures contracts
|
$(6,310,093
)
|
-
|
$(6,310,093
)
|
|
Swap contracts
|
-
|
$(384,486
)
|
(384,486
)
|
|
Total
|
$(6,310,093
)
|
$(384,486
)
|
$(6,694,579
)
|
Western Asset SMASh Series M Fund 2026 Annual Report
25
Notes to Financial Statements (cont'd)
During the year ended February 28, 2026, the volume of derivative activity for the Fund was as follows:
|
|
Average Market
Value*
|
|
Futures contracts (to buy)
|
$366,043,265
|
|
Futures contracts (to sell)
|
50,628,468
|
|
|
Average Notional
Balance**
|
|
Credit default swap contracts (sell protection)
|
$130,616,538
|
|
*
|
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.
|
5. Shares of beneficial interest
At February 28, 2026, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. Each share represents an identical interest and has the same rights.
Transactions in shares of the Fund were as follows:
|
|
Year Ended
February 28, 2026
|
Year Ended
February 28, 2025
|
|
Shares sold
|
4,929,268
|
28,638,563
|
|
Shares repurchased
|
(23,473,922
)
|
(137,608,228
)
|
|
Net decrease
|
(18,544,654
)
|
(108,969,665
)
|
6. Redemption facility
The Fund, together with other U.S. registered and foreign investment funds (collectively, the "Borrowers") managed by Franklin Resources or its affiliates, is a borrower in a joint syndicated senior unsecured credit facility totaling $2.995 billion (the "Global Credit Facility"). The Global Credit Facility provides a source of funds to the Borrowers for temporary and emergency purposes, including the ability to meet future unanticipated or unusually large redemption requests. Unless renewed, the Global Credit Facility will terminate on January 29, 2027.
Under the terms of the Global Credit Facility, the Fund shall, in addition to interest charged on any borrowings made by the Fund and other costs incurred by the Fund, pay its share of fees and expenses incurred in connection with the implementation and maintenance of the Global Credit Facility, based upon its relative share of the aggregate net assets of all the Borrowers, including an annual commitment fee of 0.15% based upon the unused portion of the Global Credit Facility. These fees are reflected in the Statement of Operations. The Fund did not utilize the Global Credit Facility during the year ended February 28, 2026.
26
Western Asset SMASh Series M Fund 2026 Annual Report
7. Income tax information and distributions to shareholders
The tax character of distributions paid during the fiscal years ended February 28, was as follows:
|
|
2026
|
2025
|
|
Distributions paid from:
|
||
|
Ordinary income
|
$18,884,371
|
$52,245,705
|
As of February 28, 2026, the components of distributable earnings (loss) on a tax basis were as follows:
|
Undistributed ordinary income - net
|
$989,443
|
|
Deferred capital losses*
|
(607,554,522)
|
|
Other book/tax temporary differences(a)
|
(2,075,739)
|
|
Unrealized appreciation (depreciation)(b)
|
(9,544,520)
|
|
Total distributable earnings (loss) - net
|
$(618,185,338)
|
|
*
|
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 and the
realization for tax purposes of unrealized gains (losses) on futures contracts and book/tax differences in the
timing of the deductibility of various expenses.
|
|
(b)
|
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable to the
difference between book and tax amortization methods for premium on fixed income securities.
|
8. Operating segments
The Fund operates as a single operating segment, which is an investment portfolio. A management group assigned to the Fund within the Fund's investment manager serves as the Chief Operating Decision Maker ("CODM") and is responsible for evaluating the Fund's operating results and allocating resources in accordance with the Fund's investment strategy. Internal reporting provided to the CODM aligns with the accounting policies and measurement principles used in the financial statements.
For information regarding segment assets, segment profit or loss, and significant expenses, refer to the Statement of Assets and Liabilities and the Statement of Operations, along with the related Notes to Financial Statements. The Fund's Schedule of Investments provides details of the Fund's investments that generate returns such as interest, dividends, and realized and unrealized gains or losses. Performance metrics, including portfolio turnover and expense ratios, are disclosed in the Financial Highlights.
Western Asset SMASh Series M Fund 2026 Annual Report
27
Report of Independent Registered Public Accounting Firm
To the Board of Trustees of Legg Mason Partners Institutional Trust and Shareholders of Western Asset SMASh Series M Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Western Asset SMASh Series M Fund (one of the funds constituting Legg Mason Partners Institutional Trust, referred to hereafter as the "Fund") as of February 28, 2026, the related statement of operations for the year ended February 28, 2026, the statement of changes in net assets for each of the two years in the period ended February 28, 2026, including the related notes, and the financial highlights for each of the five years in the period ended February 28, 2026 (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 28, 2026, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended February 28, 2026 and the financial highlights for each of the five years in the period ended February 28, 2026 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of February 28, 2026 by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.
/s/ PricewaterhouseCoopers LLP
Baltimore, Maryland
April 20, 2026
April 20, 2026
We have served as the auditor of one or more investment companies in the Franklin Templeton Group of Funds since 1948.
28
Western Asset SMASh Series M Fund 2026 Annual Report
Important Tax Information (unaudited)
By mid-February, tax information related to a shareholder's proportionate share of distributions paid during the preceding calendar year will be received, if applicable. Please also refer to www.franklintempleton.com for per share tax information related to any distributions paid during the preceding calendar year. Shareholders are advised to consult with their tax advisors for further information on the treatment of these amounts on their tax returns.
The following tax information for the Fund is required to be furnished to shareholders with respect to income earned and distributions paid during its fiscal year.
The Fund hereby reports the following amounts, or if subsequently determined to be different, the maximum allowable amounts, for the fiscal year ended February 28, 2026:
|
|
Pursuant to:
|
Amount Reported
|
|
Qualified Net Interest Income (QII)
|
§871(k)(1)(C)
|
$15,158,562
|
|
Section 163(j) Interest Earned
|
§163(j)
|
$16,498,697
|
|
Interest Earned from Federal Obligations
|
Note (1)
|
$3,303,908
|
Note (1) - The law varies in each state as to whether and what percentage of dividend income attributable to Federal obligations is exempt from state income tax. Shareholders are advised to consult with their tax advisors to determine if any portion of the dividends received is exempt from state income taxes.
Western Asset SMASh Series M Fund
29
|
Changes in and Disagreements with Accountants
|
For the period covered by this report
|
|
Not applicable.
|
|
|
Results of Meeting(s) of Shareholders
|
For the period covered by this report
|
|
Not applicable.
|
|
|
Remuneration Paid to Directors, Officers and Others
|
For the period covered by this report
|
|
Refer to the financial statements included herein.
|
|
30
Western Asset SMASh Series M Fund
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Western Asset
SMASh Series M Fund
Trustees
Robert Abeles, Jr.
Jane F. Dasher
Anita L. DeFrantz
Susan B. Kerley
Michael Larson
Ronald L. Olson
Avedick B. Poladian
William E.B. Siart
Chair
Chair
Jaynie M. Studenmund
Peter J. Taylor
Jane Trust
Investment manager
Franklin Templeton Fund Adviser, LLC
Subadvisers
Western Asset Management Company, LLC
Western Asset Management Company Limited
Distributor
Franklin Distributors, LLC
Custodian
The Bank of New York Mellon
Transfer agent
Franklin Templeton Investor
Services, LLC
3344 Quality Drive
Rancho Cordova, CA 95670-7313
Services, LLC
3344 Quality Drive
Rancho Cordova, CA 95670-7313
Independent registered
public accounting firm
public accounting firm
PricewaterhouseCoopers LLP
Baltimore, MD
Baltimore, MD
Western Asset SMASh Series M Fund
The Fund is a separate investment series of Legg Mason Partners Institutional Trust, a Maryland statutory trust.
Western Asset SMASh Series M Fund
Legg Mason Funds
One Madison Avenue, 17th Floor
New York, NY 10010
Legg Mason Funds
One Madison Avenue, 17th Floor
New York, NY 10010
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission ("SEC") for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund's Forms N-PORT are available on the SEC's website at www.sec.gov. To obtain information on Form N-PORT, shareholders can call the Fund at 877-6LM-FUND/656-3863.
Information on how the Fund voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a description of the policies and procedures that the Fund uses to determine how to vote proxies related to portfolio transactions are available (1) without charge, upon request, by calling the Fund at 877-6LM-FUND/656-3863,(2) at www.franklintempleton.com and (3) on the SEC's website at www.sec.gov.
This report is submitted for the general information of the shareholders of Western Asset SMASh Series M Fund and is not intended for distribution to prospective investors.
This report must be preceded or accompanied by a free prospectus. Investors should consider the Fund's investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other important information about the Fund. Please read the prospectus carefully before investing.
www.franklintempleton.com
© 2026 Franklin Distributors, LLC, Member FINRA/SIPC. All rights reserved.
90520-AFSOI 4/26
© 2026 Franklin Templeton. All rights reserved.
| ITEM 8. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| ITEM 9. | PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| ITEM 10. | REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| ITEM 11. | STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR, as applicable.
| ITEM 12. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 13. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| 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.
Legg Mason Partners Institutional Trust
| By: | /s/ Jane Trust | |
| Jane Trust | ||
| Principal Executive Officer | ||
| Date: | April 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 | ||
| Principal Executive Officer | ||
| Date: | April 27, 2026 | |
| By: | /s/ Christopher Berarducci | |
| Christopher Berarducci | ||
| Principal Financial Officer | ||
| Date: | April 27, 2026 |
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