N-CSRS 1 d831824dncsrs.htm CLEARBRIDGE VALUE FUND ClearBridge Value Fund
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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 811-22338

 

 

Legg Mason Global Asset Management Trust

(Exact name of registrant as specified in charter)

 

 

100 International Drive, Baltimore, MD, 21202

(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: October 31

Date of reporting period: April 30, 2024

 

 

 


Table of Contents
ITEM 1.

REPORT TO STOCKHOLDERS.

The Semi-Annual Report to Stockholders is filed herewith.


Table of Contents

LOGO

 

Semi-Annual Report   April 30, 2024

CLEARBRIDGE

VALUE FUND

 

 

 

 

The Securities and Exchange Commission has adopted new regulations that will result in changes to the design and delivery of annual and semi-annual shareholder reports beginning in July 2024.

If you have previously elected to receive shareholder reports electronically, you will continue to do so and need not take any action.

Otherwise, paper copies of the Fund’s shareholder reports will be mailed to you beginning in July 2024. If you would like to receive shareholder reports and other communications from the Fund electronically instead of by mail, you may make that request at any time by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, enrolling at franklintempleton.com.

You may access franklintempleton.com by scanning the code below.

 

LOGO

 

LOGO

 

INVESTMENT PRODUCTS: NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE


Table of Contents

 

 Whats’ inside      
Letter from the president     III  
Performance review     V  
Fund at a glance     1  
Fund expenses     2  
Schedule of investments     4  
Statement of assets and liabilities     9  
Statement of operations     11  
Statements of changes in net assets     12  
Financial highlights     13  
Notes to financial statements     19  
Board approval of management and subadvisory agreements     32  
Additional shareholder information     40  

Fund objective

The Fund seeks long-term growth of capital.

 

 

II

   ClearBridge Value Fund


Table of Contents

Letter from the president

 

LOGO

Dear Shareholder,

We are pleased to provide the semi-annual report of ClearBridge Value Fund for the six-month reporting period ended April 30, 2024. Please read on for Fund performance information during the Fund’s reporting period.

Special shareholder notice

At the special meeting of shareholders of the Fund held on April 1, 2024, shareholders approved the proposals to approve: (1) a new management agreement with Franklin Templeton Fund Adviser, LLC (“FTFA”) whereby FTFA will provide overall management and administrative services to the Fund; (2) a new subadvisory agreement between FTFA and ClearBridge Investments, LLC (“ClearBridge”) whereby ClearBridge will provide day-to-day portfolio management services to the Fund as a subadviser to the Fund; (3) a new cash management subadvisory agreement between FTFA and Western Asset Management Company, LLC (“Western Asset”) whereby Western Asset will provide cash management services to the Fund with respect to those assets that are allocated to Western Asset; (4) changes to the Fund’s fundamental investment policies relating to borrowing money, underwriting, lending, issuing senior securities, real estate, commodities, and concentration; and (5) an authorization for the Fund to rely on a “Manager of Managers” exemptive order, which would allow the Fund’s manager to appoint affiliated and unaffiliated subadvisers to provide subadvisory services to the Fund, without a shareholder vote, but subject to the approval of the Fund’s Board of Trustees. For more information, please see the Fund’s prospectus supplement dated April 1, 2024.

As always, we remain committed to providing you with excellent service and a full spectrum of investment choices. We also remain committed to supplementing the support you receive from your financial advisor. One way we accomplish this is through our website, www.franklintempleton.com. Here you can gain immediate access to market and investment information, including:

 

 

Fund prices and performance,

 

 

Market insights and commentaries from our portfolio managers, and

 

 

A host of educational resources.

 

ClearBridge Value Fund  

 

III


Table of Contents

Letter from the president (cont’d)

 

We look forward to helping you meet your financial goals.

Sincerely,

 

LOGO

Jane Trust, CFA

President and Chief Executive Officer

May 31, 2024

 

 

IV

   ClearBridge Value Fund


Table of Contents

Performance review

 

For the six months ended April 30, 2024, Class C shares of ClearBridge Value Fund returned 20.70%. The Fund’s unmanaged benchmark, the Russell 1000 Value Indexi, returned 18.42% for the same period.

 

Performance Snapshot as of April 30, 2024 (unaudited)  
(excluding sales charges)   6 months  
ClearBridge Value Fund:  

Class A

    21.15

Class C

    20.70

Class FI

    21.04

Class R

    20.89

Class I

    21.26

Class IS

    21.32
Russell 1000 Value Index     18.42

The performance shown represents past performance. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown above. Principal value and investment returns will fluctuate and investors’ shares, when redeemed, may be worth more or less than their original cost. To obtain performance data current to the most recent month-end, please visit our website at www.franklintempleton.com.

All share class returns assume the reinvestment of all distributions, including returns of capital, if any, at net asset value and the deduction of all Fund expenses. Returns have not been adjusted to include sales charges that may apply or the deduction of taxes that a shareholder would pay on Fund distributions. If sales charges were reflected, the performance quoted would be lower. Performance figures for periods shorter than one year represent cumulative figures and are not annualized.

Fund performance figures reflect fee waivers and/or expense reimbursements, without which the performance would have been lower.

 

Total Annual Operating Expenses (unaudited)

As of the Fund’s current prospectus dated March 1, 2024, as supplemented April 1, 2024, the gross total annual fund operating expense ratios for Class A, Class C, Class FI, Class R, Class I and Class IS shares were 1.03%, 1.76%, 1.16%, 1.40%, 0.80% and 0.74%, respectively.

Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.

As a result of expense limitation arrangements, effective April 1, 2024, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets will not exceed 1.01% for Class A shares, 1.74% for Class C shares, 1.14% for Class FI shares, 1.39% for Class R shares, 0.79% for Class I shares and 0.70% for Class IS shares. In addition, the ratio of total annual fund operating expenses for Class IS shares will not exceed the ratio of total annual fund operating expenses for Class I shares. Total annual fund operating expenses, after waiving fees and/or reimbursing expenses, exceed the expense limitation (“expense cap”) for each class as a

 

ClearBridge Value Fund  

 

V


Table of Contents

Performance review (cont’d)

 

result of acquired fund fees and expenses. These expense limitation arrangements cannot be terminated prior to December 31, 2026 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. This management fee waiver is not subject to the recapture provision discussed below.

The manager is permitted to recapture amounts waived and/or reimbursed to a class within three years after the fiscal year in which the manager earned the fee or incurred the expense if the class’ total annual fund operating expenses have fallen to a level below the expense cap in effect at the time the fees were earned or the expenses incurred. In no case will the manager recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual fund operating expenses exceeding the expense cap or any other lower limit then in effect.

As always, thank you for your confidence in our stewardship of your assets.

Sincerely,

 

LOGO

Jane Trust, CFA

President and Chief Executive Officer

May 31, 2024

RISKS: Equity securities are subject to market and price fluctuations. The manager’s investment style may become out of favor and/or the manager’s selection process may prove incorrect, which may have a negative impact on the Fund’s performance. The Fund may focus its investments in certain companies, industries or market sectors, increasing its vulnerability to market volatility. Additional risks may include those risks associated with investing in small and mid-sized companies and foreign investments. The market values of securities or other assets will fluctuate, sometimes sharply and unpredictably, due to changes in general market conditions, overall economic trends or events, governmental actions or intervention, actions taken by the U.S. Federal Reserve or foreign central banks, market disruptions caused by trade disputes or other factors, political developments, armed conflicts, economic sanctions and countermeasures in response to sanctions, major cybersecurity events, investor sentiment, the global and domestic effects of a pandemic, and other factors that may or may not be related to the issuer of the security or other asset. Please see the Fund’s prospectus for a more complete discussion of these and other risks and the Fund’s investment strategies.

All investments are subject to risk including the possible loss of principal. Past performance is no guarantee of future results. All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.

 

 

VI

   ClearBridge Value Fund


Table of Contents
i 

The Russell 1000 Value Index measures the performance of the large-cap value segment of the U.S. equity universe. It includes those Russell 1000 Index companies with lower price-to-book ratios and lower expected growth values. (A price-to-book ratio is the price of a stock compared to the difference between the company’s assets and liabilities.) The Russell 1000 Index measures the performance of the large-cap segment of the U.S. equity universe. It is a subset of the Russell 3000 Index and includes approximately 1,000 of the largest securities based on a combination of their market cap and current index membership. The Russell 1000 Index represents approximately 93% of the Russell 3000 Index. The Russell 3000 Index measures the performance of the 3,000 largest U.S. companies based on the market capitalization, which represents approximately 98% of the U.S. equity market.

 

ClearBridge Value Fund  

 

VII


Table of Contents

Fund at a glance (unaudited)

 

Investment breakdown (%) as a percent of total investments

 

 

LOGO

 

The bar graph above represents the composition of the Fund’s investments as of April 30, 2024 and October 31, 2023. The Fund is actively managed. As a result, the composition of the Fund’s investments is subject to change at any time.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

 

1

 


Table of Contents

Fund expenses (unaudited)

 

Example

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including front-end and back-end sales charges (loads) on purchase payments; and (2) ongoing costs, including management fees; service and/or distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested on November 1, 2023 and held for the six months ended April 30, 2024.

Actual expenses

The table below titled “Based on actual total return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.

Hypothetical example for comparison purposes

The table below titled “Based on hypothetical total return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or back-end sales charges (loads). Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

 

 Based on actual total return1           Based on hypothetical total return1  
     Actual
Total Return
Without
Sales
Charge2
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid
During
the
Period3
               Hypothetical
Annualized
Total Return
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid
During
the
Period3
 
Class A     21.15   $ 1,000.00   $ 1,211.50       1.01   $ 5.55       Class A     5.00   $ 1,000.00     $ 1,019.84       1.01   $ 5.07  
Class C     20.70       1,000.00       1,207.00       1.75       9.60       Class C     5.00       1,000.00       1,016.16       1.75       8.77  
Class FI     21.04       1,000.00       1,210.40       1.15       6.32       Class FI     5.00       1,000.00       1,019.14       1.15       5.77  
Class R     20.89       1,000.00       1,208.90       1.40       7.69       Class R     5.00       1,000.00       1,017.90       1.40       7.02  
Class I     21.26       1,000.00       1,212.60       0.77       4.24       Class I     5.00       1,000.00       1,021.03       0.77       3.87  
Class IS     21.32       1,000.00       1,213.20       0.70       3.85       Class IS     5.00       1,000.00       1,021.38       0.70       3.52  

 

 

 

2

    ClearBridge Value Fund 2024 Semi-Annual Report


Table of Contents

 

1 

For the six months ended April 30, 2024.

 

2 

Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable contingent deferred sales charge (“CDSC”) with respect to Class C shares. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.

 

3 

Expenses (net of compensating balance arrangements, fee waivers and/or expense reimbursements) are equal to each class’ respective annualized expense ratio (except for non-recurring expenses, if any) multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (182), then divided by 366.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

3


Table of Contents

Schedule of investments (unaudited)

April 30, 2024

 

ClearBridge Value Fund

 

(Percentages shown based on Fund net assets)

 

Security                 Shares     Value  
Common Stocks — 98.8%                                
Communication Services — 1.5%                                

Interactive Media & Services — 1.5%

                               

Meta Platforms Inc., Class A Shares

                    75,000     $ 32,262,750  
Consumer Discretionary — 2.3%                                

Hotels, Restaurants & Leisure — 2.3%

                               

Expedia Group Inc.

                    200,000       26,926,000

Las Vegas Sands Corp.

                    500,000       22,180,000  

Total Consumer Discretionary

                            49,106,000  
Consumer Staples — 6.6%                                

Beverages — 1.2%

                               

Constellation Brands Inc., Class A Shares

                    100,000       25,346,000  

Consumer Staples Distribution & Retail — 1.9%

                               

Performance Food Group Co.

                    250,000       16,970,000

Target Corp.

                    150,000       24,147,000  

Total Consumer Staples Distribution & Retail

                            41,117,000  

Food Products — 2.6%

                               

Kellanova

                    400,000       23,144,000  

Nestle SA, ADR

                    325,000       32,695,000  

Total Food Products

                            55,839,000  

Personal Care Products — 0.9%

                               

Coty Inc., Class A Shares

                    1,800,000       20,592,000 * 

Total Consumer Staples

                            142,894,000  
Energy — 13.1%                                

Energy Equipment & Services — 3.5%

                               

Baker Hughes Co.

                    1,000,000       32,620,000  

Noble Corp. PLC

                    1,000,000       44,380,000  

Total Energy Equipment & Services

                            77,000,000  

Oil, Gas & Consumable Fuels — 9.6%

                               

ConocoPhillips

                    325,000       40,826,500  

Energy Transfer LP

                    3,000,000       47,190,000  

EQT Corp.

                    900,000       36,081,000  

Hess Corp.

                    300,000       47,247,000  

TotalEnergies SE, ADR

                    500,000       36,235,000  

Total Oil, Gas & Consumable Fuels

                            207,579,500  

Total Energy

                            284,579,500  

 

See Notes to Financial Statements.

 

 

4

    ClearBridge Value Fund 2024 Semi-Annual Report


Table of Contents

ClearBridge Value Fund

 

(Percentages shown based on Fund net assets)

 

Security                 Shares     Value  
Financials — 23.2%                                

Banks — 4.4%

                               

Bank of America Corp.

                    1,600,000     $ 59,216,000  

First Horizon Corp.

                    2,500,000       37,300,000  

Total Banks

                            96,516,000  

Capital Markets — 2.0%

                               

Goldman Sachs Group Inc.

                    100,000       42,671,000  

Consumer Finance — 3.1%

                               

Capital One Financial Corp.

                    300,000       43,029,000  

OneMain Holdings Inc.

                    450,000       23,449,500  

Total Consumer Finance

                            66,478,500  

Financial Services — 9.6%

                               

Apollo Global Management Inc.

                    350,000       37,933,000  

Block Inc.

                    500,000       36,500,000

Corebridge Financial Inc.

                    1,400,000       37,184,000  

Fiserv Inc.

                    300,000       45,801,000

MGIC Investment Corp.

                    1,400,000       28,392,000  

PayPal Holdings Inc.

                    325,000       22,074,000

Total Financial Services

                            207,884,000  

Insurance — 4.1%

                               

American International Group Inc.

                    750,000       56,482,500  

Everest Group Ltd.

                    90,000       32,976,900  

Total Insurance

                            89,459,400  

Total Financials

                            503,008,900  
Health Care — 11.0%                                

Biotechnology — 5.3%

                               

AbbVie Inc.

                    190,000       30,901,600  

Argenx SE, ADR

                    55,000       20,652,500

Biogen Inc.

                    110,000       23,630,200

Gilead Sciences Inc.

                    600,000       39,120,000  

Total Biotechnology

                            114,304,300  

Health Care Providers & Services — 1.3%

                               

CVS Health Corp.

                    400,000       27,084,000  

Life Sciences Tools & Services — 1.0%

                               

ICON PLC

                    75,000       22,341,000 * 

Pharmaceuticals — 3.4%

                               

Johnson & Johnson

                    450,000       65,065,500  

UCB SA

                    64,770       8,589,161  (a) 

Total Pharmaceuticals

                            73,654,661  

Total Health Care

                            237,383,961  

 

See Notes to Financial Statements.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

5


Table of Contents

Schedule of investments (unaudited) (cont’d)

April 30, 2024

 

ClearBridge Value Fund

 

(Percentages shown based on Fund net assets)

 

Security                 Shares     Value  
Industrials — 15.8%                                

Aerospace & Defense — 1.6%

                               

Airbus SE

                    100,000     $ 16,455,777 (a) 

Boeing Co.

                    110,000       18,462,400  * 

Total Aerospace & Defense

                            34,918,177  

Air Freight & Logistics — 2.1%

                               

United Parcel Service Inc., Class B Shares

                    300,000       44,244,000  

Commercial Services & Supplies — 1.2%

                               

Clean Harbors Inc.

                    138,000       26,144,100 * 

Electrical Equipment — 2.7%

                               

Atkore Inc.

                    140,000       24,542,000  

Fluence Energy Inc.

                    900,000       16,056,000  * 

GE Vernova Inc.

                    120,000       18,445,200  * 

Total Electrical Equipment

                            59,043,200  

Ground Transportation — 3.9%

                               

Canadian Pacific Kansas City Ltd.

                    250,000       19,607,500  

Uber Technologies Inc.

                    500,000       33,135,000  * 

Union Pacific Corp.

                    135,000       32,016,600  

Total Ground Transportation

                            84,759,100  

Industrial Conglomerates — 1.7%

                               

Siemens AG, Registered Shares

                    200,000       37,466,714 (a) 

Machinery — 1.1%

                               

Flowserve Corp.

                    500,000       23,580,000  

Trading Companies & Distributors — 1.5%

                               

Marubeni Corp.

                    1,799,940       32,068,384 (a) 

Total Industrials

                            342,223,675  
Information Technology — 7.9%                                

Semiconductors & Semiconductor Equipment — 3.6%

                               

Marvell Technology Inc.

                    400,000       26,364,000  

Micron Technology Inc.

                    450,000       50,832,000  

Total Semiconductors & Semiconductor Equipment

                            77,196,000  

Software — 3.3%

                               

Microsoft Corp.

                    70,000       27,253,100  

Oracle Corp.

                    400,000       45,500,000  

Total Software

                            72,753,100  

Technology Hardware, Storage & Peripherals — 1.0%

                               

Seagate Technology Holdings PLC

                    250,000       21,477,500  

Total Information Technology

                            171,426,600  
Materials — 5.8%                                

Chemicals — 1.8%

                               

Eastman Chemical Co.

                    400,000       37,776,000  

 

See Notes to Financial Statements.

 

 

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ClearBridge Value Fund

 

(Percentages shown based on Fund net assets)

 

Security                 Shares     Value  

Metals & Mining — 4.0%

                               

Freeport-McMoRan Inc.

                    1,200,000     $ 59,928,000  

Teck Resources Ltd., Class B Shares

                    550,000       27,054,500  

Total Metals & Mining

                            86,982,500  

Total Materials

                            124,758,500  
Real Estate — 2.0%                                

Real Estate Management & Development — 0.6%

                               

Howard Hughes Holdings Inc.

                    200,000       13,032,000 * 

Specialized REITs — 1.4%

                               

American Tower Corp.

                    180,000       30,880,800  

Total Real Estate

                            43,912,800  
Utilities — 9.6%                                

Electric Utilities — 4.6%

                               

Constellation Energy Corp.

                    200,000       37,188,000  

NextEra Energy Inc.

                    400,000       26,788,000  

PPL Corp.

                    1,300,000       35,698,000  

Total Electric Utilities

                            99,674,000  

Independent Power and Renewable Electricity Producers — 4.1%

                               

AES Corp.

                    2,200,000       39,380,000  

Vistra Corp.

                    650,000       49,296,000  

Total Independent Power and Renewable Electricity Producers

                            88,676,000  

Water Utilities — 0.9%

                               

United Utilities Group PLC

                    1,500,000       19,552,771 (a) 

Total Utilities

                            207,902,771  

Total Investments before Short-Term Investments (Cost — $1,602,395,491)

                            2,139,459,457  
     Rate                       
Short-Term Investments — 1.6%                                

JPMorgan 100% U.S. Treasury Securities Money Market Fund, Institutional Class

    5.156             16,950,447       16,950,447 (b) 

Western Asset Premier Institutional U.S. Treasury Reserves, Premium Shares

    5.252             16,950,447       16,950,447 (b)(c) 

Total Short-Term Investments (Cost — $33,900,894)

 

            33,900,894  

Total Investments — 100.4% (Cost — $1,636,296,385)

 

            2,173,360,351  

Liabilities in Excess of Other Assets — (0.4)%

 

            (8,889,618

Total Net Assets — 100.0%

 

          $ 2,164,470,733  

 

See Notes to Financial Statements.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

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Schedule of investments (unaudited) (cont’d)

April 30, 2024

 

ClearBridge Value Fund

 

*

Non-income producing security.

 

(a) 

Security is fair valued in accordance with procedures approved by the Board of Trustees (Note 1).

 

(b) 

Rate shown is one-day yield as of the end of the reporting period.

 

(c) 

In this instance, as defined in the Investment Company Act of 1940, an “Affiliated Company” represents Fund ownership of at least 5% of the outstanding voting securities of an issuer, or a company which is under common ownership or control with the Fund. At April 30, 2024, the total market value of investments in Affiliated Companies was $16,950,447 and the cost was $16,950,447 (Note 8).

 

Abbreviation(s) used in this schedule:

ADR   — American Depositary Receipts

 

See Notes to Financial Statements.

 

 

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Statement of assets and liabilities (unaudited)

April 30, 2024

 

Assets:         

Investments in unaffiliated securities, at value (Cost — $1,619,345,938)

   $ 2,156,409,904  

Investments in affiliated securities, at value (Cost — $16,950,447)

     16,950,447  

Foreign currency, at value (Cost — $75)

     75  

Dividends receivable from unaffiliated investments

     2,919,305  

European Union tax reclaims receivable (Note 1)

     685,341  

Receivable for Fund shares sold

     674,539  

Dividends receivable from affiliated investments

     47,073  

Other assets

     115,796  

Prepaid expenses

     49,707  

Total Assets

     2,177,852,187  
Liabilities:         

Payable for securities purchased

     10,398,770  

Investment management fee payable

     1,249,387  

Payable for Fund shares repurchased

     813,526  

Service and/or distribution fees payable

     387,631  

European Union tax reclaim contingent fees payable (Note 1)

     171,335  

Trustees’ fees payable

     17,284  

Accrued expenses

     343,521  

Total Liabilities

     13,381,454  
Total Net Assets    $ 2,164,470,733  
Net Assets:         

Par value (Note 7)

   $ 216  

Paid-in capital in excess of par value

     1,537,000,392  

Total distributable earnings (loss)

     627,470,125  
Total Net Assets    $ 2,164,470,733  

 

See Notes to Financial Statements.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

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Table of Contents

Statement of assets and liabilities (unaudited) (cont’d)

April 30, 2024

 

Net Assets:         

Class A

     $1,668,791,384  

Class C

     $46,870,778  

Class FI

     $8,773,405  

Class R

     $4,027,752  

Class I

     $431,802,653  

Class IS

     $4,204,761  
Shares Outstanding:         

Class A

     17,415,201  

Class C

     504,536  

Class FI

     74,784  

Class R

     34,858  

Class I

     3,511,073  

Class IS

     34,192  
Net Asset Value:         

Class A (and redemption price)

     $95.82  

Class C*

     $92.90  

Class FI (and redemption price)

     $117.32  

Class R (and redemption price)

     $115.55  

Class I (and redemption price)

     $122.98  

Class IS (and redemption price)

     $122.97  
Maximum Public Offering Price Per Share:         

Class A (based on maximum initial sales charge of 5.50%)

     $101.40  

 

*

Redemption price per share is NAV of Class C shares reduced by a 0.95% CDSC if shares are redeemed within one year from purchase payment (Note 2).

 

See Notes to Financial Statements.

 

 

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Statement of operations (unaudited)

For the Six Months Ended April 30, 2024

 

Investment Income:         

Dividends from unaffiliated investments

   $ 25,365,148  

Dividends from affiliated investments

     269,374  

European Union tax reclaims (Note 1)

     390,733  

Less: Foreign taxes withheld

     (649,424)  

Total Investment Income

     25,375,831  
Expenses:         

Investment management fee (Note 2)

     7,123,612  

Service and/or distribution fees (Notes 2 and 5)

     2,250,793  

Transfer agent fees (Notes 2 and 5)

     654,038  

European Union tax reclaim contingent fees (Note 1)

     97,683  

Trustees’ fees

     67,120  

Registration fees

     63,821  

Fund accounting fees

     42,984  

Legal fees

     32,693  

Shareholder reports

     25,709  

Audit and tax fees

     21,959  

Interest expense

     11,632  

Commitment fees (Note 9)

     8,839  

Insurance

     7,073  

Custody fees

     6,941  

Miscellaneous expenses

     11,052  

Total Expenses

     10,425,949  

Less: Fee waivers and/or expense reimbursements (Notes 2 and 5)

     (166,217)  

Net Expenses

     10,259,732  
Net Investment Income      15,116,099  
Realized and Unrealized Gain (Loss) on Investments and Foreign Currency Transactions (Notes 1 and 3):         

Net Realized Gain From:

        

Investment transactions in unaffiliated securities

     107,662,237  

Foreign currency transactions

     14,240  

Net Realized Gain

     107,676,477  

Change in Net Unrealized Appreciation (Depreciation) From:

        

Investments in unaffiliated securities

     264,786,459  

Foreign currencies

     (249)  

Change in Net Unrealized Appreciation (Depreciation)

     264,786,210  
Net Gain on Investments and Foreign Currency Transactions      372,462,687  
Increase in Net Assets From Operations    $ 387,578,786  

 

See Notes to Financial Statements.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

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Table of Contents

Statements of changes in net assets

 

 

For the Six Months Ended April 30, 2024 (unaudited)
and the Year Ended October 31, 2023
   2024      2023  
Operations:                  

Net investment income

   $ 15,116,099      $ 15,982,642  

Net realized gain

     107,676,477        214,905,486  

Change in net unrealized appreciation (depreciation)

     264,786,210        (111,204,053)  

Increase in Net Assets From Operations

     387,578,786        119,684,075  
Distributions to Shareholders From (Notes 1 and 6):                  

Total distributable earnings

     (227,481,015)        (141,568,277)  

Decrease in Net Assets From Distributions to Shareholders

     (227,481,015)        (141,568,277)  
Fund Share Transactions (Note 7):                  

Net proceeds from sale of shares

     98,780,268        125,775,948  

Reinvestment of distributions

     219,038,836        136,550,232  

Cost of shares repurchased

     (172,158,826)        (235,246,725)  

Increase in Net Assets From Fund Share Transactions

     145,660,278        27,079,455  

Increase in Net Assets

     305,758,049        5,195,253  
Net Assets:                  

Beginning of period

     1,858,712,684        1,853,517,431  

End of period

   $ 2,164,470,733      $ 1,858,712,684  

 

See Notes to Financial Statements.

 

 

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Financial highlights

 

For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class A Shares1   20242     2023     2022     2021     2020     2019  
Net asset value, beginning of period     $89.36       $90.84       $116.60       $78.55       $82.99       $76.54  
Income (loss) from operations:            

Net investment income

    0.66       0.74       0.74       0.77       0.70       0.71  

Net realized and unrealized gain (loss)

    17.23       5.04       (8.56)       43.15       (4.67)       7.04  

Total income (loss) from operations

    17.89       5.78       (7.82)       43.92       (3.97)       7.75  
Less distributions from:            

Net investment income

    (1.40)       (1.05)       (0.83)       (0.83)       (0.47)       (0.39)  

Net realized gains

    (10.03)       (6.21)       (17.11)       (5.04)             (0.91)  

Total distributions

    (11.43)       (7.26)       (17.94)       (5.87)       (0.47)       (1.30)  
Net asset value, end of period     $95.82       $89.36       $90.84       $116.60       $78.55       $82.99  

Total return3

    21.15     6.52     (7.22)     57.96     (4.81)     10.29
Net assets, end of period (millions)     $1,669       $1,430       $1,411       $1,631       $1,089       $1,221  
Ratios to average net assets:            

Gross expenses

    1.03 %4,5      1.03 %5      1.04     1.04     1.07     1.07

Net expenses6,7

    1.01 4,5       1.01 5       1.03       1.03       1.05       1.05  

Net investment income

    1.42 4       0.82       0.78       0.73       0.89       0.88  
Portfolio turnover rate     29     60     52     54     74     29

 

1 

Per share amounts have been calculated using the average shares method.

 

2 

For the six months ended April 30, 2024 (unaudited).

 

3 

Performance figures, exclusive of sales charges, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

4 

Annualized, except for non-recurring income and expense items, if any.

 

5 

Included in the expense ratios are certain non-recurring European Union tax reclaim contingent fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been 1.03% and 1.01%, respectively, for the six months ended April 30, 2024 and 1.02% and 1.00%, respectively, for the year ended October 31, 2023.

 

6 

Reflects fee waivers and/or expense reimbursements.

 

7 

As a result of an expense limitation arrangement, effective April 1, 2024, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class A shares did not exceed 1.01%. This expense limitation arrangement cannot be terminated prior to December 31, 2026 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. Prior to April 1, 2024, the expense limitation was 1.15%.

 

See Notes to Financial Statements.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

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Table of Contents

Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class C Shares1   20242     2023     2022     2021     2020     2019  
Net asset value, beginning of period     $86.47       $88.03       $113.37       $76.48       $80.91       $74.73  
Income (loss) from operations:            

Net investment income

    0.33       0.09       0.06       0.03       0.16       0.08  

Net realized and unrealized gain (loss)

    16.67       4.89       (8.29)       42.07       (4.59)       7.01  

Total income (loss) from operations

    17.00       4.98       (8.23)       42.10       (4.43)       7.09  
Less distributions from:            

Net investment income

    (0.54)       (0.33)             (0.17)              

Net realized gains

    (10.03)       (6.21)       (17.11)       (5.04)             (0.91)  

Total distributions

    (10.57)       (6.54)       (17.11)       (5.21)             (0.91)  
Net asset value, end of period     $92.90       $86.47       $88.03       $113.37       $76.48       $80.91  

Total return3

    20.70     5.75     (7.84)     56.85     (5.48)     9.62
Net assets, end of period (000s)     $46,871       $51,501       $72,411       $99,285       $112,950       $219,081  
Ratios to average net assets:            

Gross expenses

    1.77 %4,5      1.75 %5      1.75     1.75     1.77     1.74

Net expenses6,7

    1.75 4,5      1.73 5      1.74       1.73       1.75       1.72  

Net investment income

    0.71 4      0.10       0.07       0.03       0.20       0.11  
Portfolio turnover rate     29     60     52     54     74     29

 

1 

Per share amounts have been calculated using the average shares method.

 

2 

For the six months ended April 30, 2024 (unaudited).

 

3 

Performance figures, exclusive of CDSC, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

4 

Annualized, except for non-recurring income and expense items, if any.

 

5 

Included in the expense ratios are certain non-recurring European Union tax reclaim contingent fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been 1.76% and 1.74%, respectively, for the six months ended April 30, 2024 and would not have changed for the year ended October 31, 2023.

 

6 

Reflects fee waivers and/or expense reimbursements.

 

7 

As a result of an expense limitation arrangement, effective April 1, 2024, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class C shares did not exceed 1.74%. This expense limitation arrangement cannot be terminated prior to December 31, 2026 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. Prior to April 1, 2024, the expense limitation was 1.90%.

 

See Notes to Financial Statements.

 

 

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For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class FI Shares1   20242     2023     2022     2021     2020     2019  
Net asset value, beginning of period     $106.95       $107.30       $134.24       $89.63       $94.50       $87.04  
Income (loss) from operations:            

Net investment income

    0.73       0.74       0.74       0.76       0.71       0.68  

Net realized and unrealized gain (loss)

    20.82       5.96       (9.96)       49.51       (5.34)       8.06  

Total income (loss) from operations

    21.55       6.70       (9.22)       50.27       (4.63)       8.74  
Less distributions from:            

Net investment income

    (1.15)       (0.84)       (0.61)       (0.62)       (0.24)       (0.37)  

Net realized gains

    (10.03)       (6.21)       (17.11)       (5.04)             (0.91)  

Total distributions

    (11.18)       (7.05)       (17.72)       (5.66)       (0.24)       (1.28)  
Net asset value, end of period     $117.32       $106.95       $107.30       $134.24       $89.63       $94.50  

Total return3

    21.04     6.36     (7.31)     57.81     (4.92)     10.22
Net assets, end of period (000s)     $8,773       $8,004       $9,463       $11,408       $8,051       $13,041  
Ratios to average net assets:            

Gross expenses

    1.17 %4,5      1.18 %5,6      1.24     1.14     1.17     1.15

Net expenses7,8

    1.15 4,5      1.16 5,6      1.15       1.13       1.15       1.14  

Net investment income

    1.28 4      0.68       0.66       0.63       0.79       0.75  
Portfolio turnover rate     29     60     52     54     74     29

 

1 

Per share amounts have been calculated using the average shares method.

 

2 

For the six months ended April 30, 2024 (unaudited).

 

3 

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

4 

Annualized, except for non-recurring income and expense items, if any.

 

5 

Included in the expense ratios are certain non-recurring European Union tax reclaim contingent fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been 1.17% and 1.15%, respectively, for the six months ended April 30, 2024 and 1.17% and 1.15%, respectively, for the year ended October 31, 2023.

 

6 

Reflects recapture of fees waived and/or expenses reimbursed from prior fiscal years.

 

7 

Reflects fee waivers and/or expense reimbursements.

 

8 

As a result of an expense limitation arrangement, effective April 1, 2024, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class FI shares did not exceed 1.14%. This expense limitation arrangement cannot be terminated prior to December 31, 2026 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. Prior to April 1, 2024, the expense limitation was 1.15%.

 

See Notes to Financial Statements.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

15


Table of Contents

Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class R Shares1   20242     2023     2022     2021     2020     2019  
Net asset value, beginning of period     $105.04       $105.33       $132.01       $88.37       $93.18       $85.69  
Income (loss) from operations:            

Net investment income

    0.62       0.45       0.44       0.43       0.48       0.45  

Net realized and unrealized gain (loss)

    20.43       5.86       (9.77)       48.78       (5.28)       7.95  

Total income (loss) from operations

    21.05       6.31       (9.33)       49.21       (4.80)       8.40  
Less distributions from:            

Net investment income

    (0.51)       (0.39)       (0.24)       (0.53)       (0.01)        

Net realized gains

    (10.03)       (6.21)       (17.11)       (5.04)             (0.91)  

Total distributions

    (10.54)       (6.60)       (17.35)       (5.57)       (0.01)       (0.91)  
Net asset value, end of period     $115.55       $105.04       $105.33       $132.01       $88.37       $93.18  

Total return3

    20.89     6.09     (7.52)     57.37     (5.14)     9.92
Net assets, end of period (000s)     $4,028       $4,871       $6,034       $8,894       $5,817       $7,434  
Ratios to average net assets:            

Gross expenses

    1.44 %4,5      1.42 %5,6      1.41 %6      1.41     1.46 %6      1.43

Net expenses7,8

    1.40 4,5      1.40 5,6      1.40 6      1.40       1.40 6      1.40  

Net investment income

    1.11 4      0.42       0.40       0.36       0.54       0.50  
Portfolio turnover rate     29     60     52     54     74     29

 

1 

Per share amounts have been calculated using the average shares method.

 

2 

For the six months ended April 30, 2024 (unaudited).

 

3 

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

4 

Annualized, except for non-recurring income and expense items, if any.

 

5 

Included in the expense ratios are certain non-recurring European Union tax reclaim contingent fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been 1.44% and 1.40%, respectively, for the six months ended April 30, 2024 and 1.41% and 1.39%, respectively, for the year ended October 31, 2023.

 

6 

Reflects recapture of fees waived and/or expenses reimbursed from prior fiscal years.

 

7 

Reflects fee waivers and/or expense reimbursements.

 

8 

As a result of an expense limitation arrangement, effective April 1, 2024, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class R shares did not exceed 1.39%. This expense limitation arrangement cannot be terminated prior to December 31, 2026 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. Prior to April 1, 2024, the expense limitation was 1.40%.

 

See Notes to Financial Statements.

 

 

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For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class I Shares1   20242     2023     2022     2021     2020     2019  
Net asset value, beginning of period     $111.84       $111.90       $139.30       $92.83       $97.86       $90.06  
Income (loss) from operations:            

Net investment income

    0.99       1.19       1.20       1.24       1.06       1.00  

Net realized and unrealized gain (loss)

    21.78       6.22       (10.37)       51.25       (5.50)       8.35  

Total income (loss) from operations

    22.77       7.41       (9.17)       52.49       (4.44)       9.35  
Less distributions from:            

Net investment income

    (1.60)       (1.26)       (1.12)       (0.98)       (0.59)       (0.64)  

Net realized gains

    (10.03)       (6.21)       (17.11)       (5.04)             (0.91)  

Total distributions

    (11.63)       (7.47)       (18.23)       (6.02)       (0.59)       (1.55)  
Net asset value, end of period     $122.98       $111.84       $111.90       $139.30       $92.83       $97.86  

Total return3

    21.26     6.77     (6.98)     58.34     (4.58)     10.58
Net assets, end of period (millions)     $432       $363       $354       $412       $260       $347  
Ratios to average net assets:            

Gross expenses

    0.79 %4,5      0.80 %5      0.80     0.80 %6      0.83 %6      0.84 %6 

Net expenses7,8

    0.77 4,5      0.78 5      0.79       0.79 6      0.80 6      0.80 6 

Net investment income

    1.66 4      1.05       1.03       0.98       1.14       1.07  
Portfolio turnover rate     29     60     52     54     74     29

 

1 

Per share amounts have been calculated using the average shares method.

 

2 

For the six months ended April 30, 2024 (unaudited).

 

3 

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

4 

Annualized, except for non-recurring income and expense items, if any.

 

5 

Included in the expense ratios are certain non-recurring European Union tax reclaim contingent fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been 0.79% and 0.77%, respectively, for the six months ended April 30, 2024 and 0.79% and 0.77%, respectively, for the year ended October 31, 2023.

 

6 

Reflects recapture of fees waived and/or expenses reimbursed from prior fiscal years.

 

7 

Reflects fee waivers and/or expense reimbursements.

 

8 

As a result of an expense limitation arrangement, effective April 1, 2024, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class I shares did not exceed 0.79%. This expense limitation arrangement cannot be terminated prior to December 31, 2026 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. Prior to April 1, 2024, the expense limitation was 0.80%.

 

See Notes to Financial Statements.

 

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Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class IS Shares1    20242      2023      20223  
Net asset value, beginning of period      $111.87        $111.95        $117.11  
Income (loss) from operations:         

Net investment income

     0.98        1.26        0.20  

Net realized and unrealized gain (loss)

     21.84        6.24        (5.36)  

Total income (loss) from operations

     22.82        7.50        (5.16)  
Less distributions from:         

Net investment income

     (1.69)        (1.37)         

Net realized gains

     (10.03)        (6.21)         

Total distributions

     (11.72)        (7.58)         
Net asset value, end of period      $122.97        $111.87        $111.95  

Total return4

     21.32      6.85      (4.41)
Net assets, end of period (000s)      $4,205        $1,537        $1,136  
Ratios to average net assets:         

Gross expenses

     0.72 %5,6       0.73 %6       0.71 %7 

Net expenses8,9

     0.70 5,6       0.70 6       0.70 7 

Net investment income

     1.64 5       1.11        0.49 7 
Portfolio turnover rate      29      60      52 %10 

 

1 

Per share amounts have been calculated using the average shares method.

 

2 

For the six months ended April 30, 2024 (unaudited).

 

3 

For the period June 3, 2022 (inception date) to October 31, 2022.

 

4 

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

5 

Annualized, except for non-recurring income and expense items, if any.

 

6 

Included in the expense ratios are certain non-recurring European Union tax reclaim contingent fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been 0.72% and 0.70%, respectively, for the six months ended April 30, 2024 and would not have changed for the year ended October 31, 2023.

 

7 

Annualized.

 

8 

Reflects fee waivers and/or expense reimbursements.

 

9 

As a result of an expense limitation arrangement, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class IS shares did not exceed 0.70%. In addition, the ratio of total annual fund operating expenses for Class IS shares did not exceed the ratio of total annual fund operating expenses for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2026 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund.

 

10 

For the year ended October 31, 2022.

 

See Notes to Financial Statements.

 

 

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Notes to financial statements (unaudited)

 

1. Organization and significant accounting policies

ClearBridge Value Fund (prior to March 1, 2024, the Fund was known as Clearbridge Value Trust) (the “Fund”) is a separate diversified investment series of Legg Mason Global Asset Management 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.

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. 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. 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-end funds are valued at the closing net asset value per share of each fund on the day of valuation. 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 adviser to be unreliable, the market price may be determined by the adviser 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 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. This may include using an independent third party pricing service to adjust the value of such securities to the latest indications of fair value at 4:00 p.m. (Eastern Time).

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

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Notes to financial statements (unaudited) (cont’d)

 

Pursuant to policies adopted by the Board of Trustees, the Fund’s adviser has been designated as the valuation designee and is responsible for the oversight of the daily valuation process. The Fund’s adviser 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 adviser and the Board of Trustees. 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 of Trustees, 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 of Trustees 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.

 

 

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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 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†:                                

Common Stocks:

                               

Health Care

  $ 228,794,800     $ 8,589,161           $ 237,383,961  

Industrials

    256,232,800       85,990,875             342,223,675  

Utilities

    188,350,000       19,552,771             207,902,771  

Other Common Stocks

    1,351,949,050                   1,351,949,050  

Total Long-Term Investments

    2,025,326,650       114,132,807             2,139,459,457  
Short-Term Investments†     33,900,894                   33,900,894  
Total Investments   $ 2,059,227,544     $ 114,132,807           $ 2,173,360,351  

 

*

As a result of the fair value pricing procedures for international equities utilized by the Fund, which account for events occurring after the close of the principal market of the security but prior to the calculation of the Fund’s net asset value, certain securities were classified as Level 2 within the fair value hierarchy.

 

See Schedule of Investments for additional detailed categorizations.

(b) Foreign currency translation. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the respective dates of such transactions.

The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

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Notes to financial statements (unaudited) (cont’d)

 

Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on the date of valuation, resulting from changes in exchange rates.

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.

(c) 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.

(d) 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. Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable due diligence. 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.

(e) Return of capital estimates. Distributions received from the Fund’s investments in certain securities, most notably Master Limited Partnerships (“MLPs”) and Real Estate Investment Trusts (“REITs”), generally are comprised of income, realized gains and/or return of capital. The Fund records investment income, realized capital gains and return of capital based on estimates made at the time such distributions are received. Such estimates are based on historical information available from each issuer and other industry sources.

 

 

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These estimates may subsequently be revised based on information received from the issuers after their tax reporting periods are concluded.

(f) Distributions to shareholders. Distributions from net investment income and distributions of net realized gains, if any, are declared at least annually. Distributions to shareholders of the Fund are recorded on the ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Share class accounting. Investment income, common expenses and realized/ unrealized gains (losses) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that share class.

(h) Compensating balance arrangements. The Fund has an arrangement with its custodian bank whereby a portion of the custodian’s fees is paid indirectly by credits earned on the Fund’s cash on deposit with the bank.

(i) 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 October 31, 2023, 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 tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.

Under the applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates.

As a result of several court cases, in certain countries across the European Union, the Fund filed additional tax reclaims for previously withheld taxes on dividends earned in those countries (“EU reclaims”). Income recognized, if any, for EU reclaims is reflected as European Union tax reclaims in the Statement of Operations and any related receivable is reflected as European Union tax reclaims receivable in the Statement of Assets and Liabilities. Any fees associated with these filings are reflected as European Union tax reclaim contingent fees in the Statement of Operations. When uncertainty exists as to the ultimate resolution of these proceedings, the likelihood of receipt of these EU reclaims, and the potential timing of payment, no amounts are reflected in the financial statements. For U.S. income tax purposes, EU reclaims received by the Fund, if any, reduce the amount of foreign taxes Fund shareholders can use as tax deductions or credits on their income tax returns.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

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Notes to financial statements (unaudited) (cont’d)

 

(j) 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.

2. Investment management agreement and other transactions with affiliates

Effective April 1, 2024, Franklin Templeton Fund Adviser, LLC (“FTFA”) is the Fund’s investment manager and ClearBridge Investments, LLC (“ClearBridge”) is the Fund’s subadviser. Western Asset Management Company, LLC (“Western Asset”) manages the portion of the Fund’s cash and short-term instruments allocated to it. FTFA, ClearBridge and Western Asset are indirect, wholly-owned subsidiaries of Franklin Resources, Inc. (“Franklin Resources”). Prior to April 1, 2024, FTFA provided administrative services through its role as sub-administrator to the Fund and ClearBridge provided investment advice through its role as manager to the Fund.

Under the investment management agreement, effective April 1, 2024, the Fund pays an investment management fee, calculated daily and paid monthly, in accordance with the following breakpoint schedule:

 

Average Daily Net Assets      Annual Rate  
First $1 billion        0.700
Next $1 billion        0.680  
Next $500 million        0.650  
Next $1 billion        0.600  
Over $3.5 billion        0.500  

Prior to April 1, 2024, the Fund paid an investment management fee, calculated daily and paid monthly, in accordance with the following breakpoint schedule:

 

Average Daily Net Assets      Annual Rate  
First $1 billion        0.700
Next $1 billion        0.680  
Next $3 billion        0.650  
Next $5 billion        0.600  
Over $10 billion        0.550  

Effective April 1, 2024, FTFA provides administrative and certain oversight services to the Fund. FTFA delegates to the subadviser the day-to-day portfolio management of the Fund, except for the management of the portion of the Fund’s cash and short-term instruments allocated to Western Asset. For its services, FTFA pays ClearBridge a fee monthly, at an annual rate equal to 70% of the net management fee it receives from the Fund. For Western Asset’s services to the Fund, FTFA pays Western Asset monthly 0.02% of the portion of the Fund’s average daily net assets that are allocated to Western Asset by FTFA.

Prior to April 1, 2024, FTFA served as the sub-administrator to the Fund and provided certain administrative services to the Fund pursuant to a separate sub-administration agreement between ClearBridge and FTFA. For FTFA’s services to the Fund, ClearBridge (not the Fund)

 

 

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paid FTFA a fee, calculated daily and payable monthly, at an annual rate of 0.05% of the average daily net assets of the Fund. For Western Asset’s services to the Fund, ClearBridge (not the Fund) paid Western Asset 0.02% of the portion of the Fund’s average daily net assets that were allocated to it by ClearBridge.

Prior to April 1, 2024, the Fund’s agreement with ClearBridge provided that expense reimbursements be made to the Fund for audit fees and compensation of the Fund’s independent trustees. These expense reimbursements were not subject to recapture.

Effective April 1, 2024, as a result of expense limitation arrangements between the Fund and FTFA, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class A, Class C, Class FI, Class R, Class I and Class IS shares did not exceed 1.01%, 1.74%, 1.14%, 1.39%, 0.79% and 0.70%, respectively. In addition, the ratio of total annual fund operating expenses for Class IS shares did not exceed the ratio of total annual fund operating expenses for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2026 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund (the “affiliated money market fund waiver”). The affiliated money market fund waiver is not subject to the recapture provision discussed below.

Prior to April 1, 2024, as a result of expense limitation arrangements between the Fund and ClearBridge, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class A, Class C, Class FI, Class R, Class I and Class IS shares did not exceed 1.15%, 1.90%, 1.15%, 1.40%, 0.80% and 0.70%, respectively. In addition, the ratio of total annual fund operating expenses for Class IS shares did not exceed the ratio of total annual fund operating expenses for Class I shares. In addition, the manager had agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund.

During the six months ended April 30, 2024, fees waived and/or expenses reimbursed amounted to $166,217, which included an affiliated money market fund waiver of $4,559.

FTFA (or ClearBridge prior to April 1, 2024) is permitted to recapture amounts waived and/or reimbursed to a class within three years after the fiscal year in which FTFA earned the fee or incurred the expense if the class’ total annual fund operating expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or the expenses incurred. In no case will FTFA recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual fund operating expenses exceeding the expense cap or any other lower limit then in effect.

 

ClearBridge Value Fund 2024 Semi-Annual Report    

 

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Notes to financial statements (unaudited) (cont’d)

 

Pursuant to these arrangements, at April 30, 2024, the Fund had remaining fee waivers and/or expense reimbursements subject to recapture by FTFA and respective dates of expiration as follows:

 

      Class A      Class C      Class FI      Class R      Class I      Class IS  
Expires October 31, 2024                                          
Expires October 31, 2025                  $ 6,515                       
Expires October 31, 2026    $ 165,203      $ 7,263        972      $ 561      $ 40,625      $ 183  
Expires October 31, 2027      67,969        2,116        398        673        17,383        205  
Total fee waivers/expense reimbursements subject to recapture    $ 233,172      $ 9,379      $ 7,885      $ 1,234      $ 58,008      $ 388  

For the six months ended April 30, 2024, FTFA (or ClearBridge prior to April 1, 2024) did not recapture any fees.

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. Each class of shares of 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, each class reimburses Investor Services for out of pocket expenses incurred. For the six months ended April 30, 2024, the Fund incurred transfer agent fees as reported on the Statement of Operations, of which $66,251 was earned by Investor Services.

There is a maximum initial sales charge of 5.50% for Class A shares. There is a contingent deferred sales charge (“CDSC”) of 0.95% on Class C shares, which applies if redemption occurs within 12 months from purchase payment. In certain cases, Class A shares have a 1.00% CDSC, which applies if redemption occurs within 18 months from purchase payment. This CDSC only applies to those purchases of Class A shares, which, when combined with current holdings of other shares of funds sold by Franklin Distributors, equal or exceed $1,000,000 in the aggregate. These purchases do not incur an initial sales charge.

For the six months ended April 30, 2024, sales charges retained by and CDSCs paid to Franklin Distributors and its affiliates, if any, were as follows:

 

      Class A      Class C  
Sales charges    $ 33,737         
CDSCs           $ 389  

Under a Deferred Compensation Plan (the “Plan”), Trustees may have elected to defer receipt of all or a specified portion of their compensation. A participating Trustee selected one or more funds managed by FTFA or an affiliate of FTFA in which his or her deferred

 

 

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trustee’s fees were deemed to be invested. Deferred amounts remain in the Fund until distributed in accordance with the Plan. In May 2015, the Board of Trustees approved an amendment to the Plan so that effective January 1, 2016, no compensation earned after that date may be deferred under the Plan.

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 six months ended April 30, 2024, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follows:

 

Purchases      $ 597,374,658  
Sales        634,348,409  

At April 30, 2024, the aggregate cost of investments and the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:

 

      Cost     

Gross

Unrealized
Appreciation

    

Gross

Unrealized

Depreciation

    

Net

Unrealized

Appreciation

 
Securities    $ 1,636,296,385      $ 568,733,210      $ (31,669,244)      $ 537,063,966  

4. Derivative instruments and hedging activities

During the six months ended April 30, 2024, the Fund did not invest in derivative instruments.

5. Class specific expenses, waivers and/or expense reimbursements

The Fund has adopted a Rule 12b-1 shareholder services and distribution plan and under that plan the Fund pays service and/or distribution fees with respect to its Class A, Class C, Class FI and Class R shares calculated at the annual rate of 0.25%, 0.95%, 0.25% and 0.50% of the average daily net assets of each class, respectively. Service and/or distribution fees are accrued daily and paid monthly.

For the six months ended April 30, 2024, class specific expenses were as follows:

 

       

Service and/or

Distribution Fees

      

Transfer Agent

Fees

 
Class A      $ 1,994,966        $ 471,906  
Class C        235,998          23,090  
Class FI        10,704          8,583  
Class R        9,125          4,120  
Class I                 146,300  
Class IS                 39  
Total      $ 2,250,793        $ 654,038  

 

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Notes to financial statements (unaudited) (cont’d)

 

For the six months ended April 30, 2024, waivers and/or expense reimbursements by class were as follows:

 

            

Waivers/Expense

Reimbursements

 
Class A          $ 127,701  
Class C            4,009  
Class FI            720  
Class R            809  
Class I            32,629  
Class IS            349  
Total          $ 166,217  

6. Distributions to shareholders by class

 

        Six Months Ended
April 30, 2024
      

Year Ended

October 31, 2023

 
Net Investment Income:                      
Class A      $ 22,369,360        $ 16,225,921  
Class C        302,043          259,331  
Class FI        82,828          69,575  
Class R        14,771          17,005  
Class I        5,176,147          3,948,315  
Class IS        54,864          10,730  
Total      $ 28,000,013        $ 20,530,877  
Net Realized Gains:                      
Class A      $ 160,046,051        $ 95,861,868  
Class C        5,570,551          4,921,930  
Class FI        725,631          514,889  
Class R        287,813          273,256  
Class I        32,524,587          19,416,625  
Class IS        326,369          48,832  
Total      $ 199,481,002        $ 121,037,400  

7. Shares of beneficial interest

At April 30, 2024, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. The Fund has the ability to issue multiple classes of shares. Each class of shares represents an identical interest and has the same rights, except that each class bears certain direct expenses, including those specifically related to the distribution of its shares.

 

 

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Transactions in shares of each class were as follows:

 

     Six Months Ended
April 30, 2024
     Year Ended
October 31, 2023
 
      Shares      Amount      Shares      Amount  
Class A                                    
Shares sold      562,437      $ 52,148,222        685,410      $ 62,520,502  
Shares issued on reinvestment      1,988,280        175,346,395        1,229,578        107,895,452  
Shares repurchased      (1,137,309)        (104,737,397)        (1,444,167)        (131,005,460)  
Net increase      1,413,408      $ 122,757,220        470,821      $ 39,410,494  
Class C                                    
Shares sold      30,416      $ 2,750,299        46,944      $ 4,139,487  
Shares issued on reinvestment      67,780        5,810,725        59,677        5,100,006  
Shares repurchased      (189,261)        (16,898,198)        (333,601)        (29,632,213)  
Net decrease      (91,065)      $ (8,337,174)        (226,980)      $ (20,392,720)  
Class FI                                    
Shares sold      2,296      $ 257,892        5,032      $ 546,749  
Shares issued on reinvestment      7,454        805,207        5,538        582,412  
Shares repurchased      (9,811)        (1,087,998)        (23,916)        (2,560,535)  
Net decrease      (61)      $ (24,899)        (13,346)      $ (1,431,374)  
Class R                                    
Shares sold      5,805      $ 676,095        1,969      $ 212,802  
Shares issued on reinvestment      2,841        302,584        2,804        290,261  
Shares repurchased      (20,155)        (2,227,930)        (15,698)        (1,670,595)  
Net decrease      (11,509)      $ (1,249,251)        (10,925)      $ (1,167,532)  
Class I                                    
Shares sold      337,310      $ 39,794,473        501,767      $ 57,262,503  
Shares issued on reinvestment      321,836        36,393,193        206,413        22,622,863  
Shares repurchased      (392,119)        (46,065,438)        (624,058)        (69,636,011)  
Net increase      267,027      $ 30,122,228        84,122      $ 10,249,355  
Class IS                                    
Shares sold      26,544      $ 3,153,287        9,475      $ 1,093,905  
Shares issued on reinvestment      3,368        380,732        541        59,238  
Shares repurchased      (9,456)        (1,141,865)        (6,424)        (741,911)  
Net increase      20,456      $ 2,392,154        3,592      $ 411,232  

8. Transactions with affiliated company

As defined by the 1940 Act, an affiliated company is one in which the Fund owns 5% or more of the outstanding voting securities, or a company which is under common ownership or control with the Fund. The following company was considered an affiliated company for

 

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Notes to financial statements (unaudited) (cont’d)

 

all or some portion of the six months ended April 30, 2024. The following transactions were effected in such company for the six months ended April 30, 2024.

 

     Affiliate
Value  at
October 31,
2023
     Purchased      Sold  
      Cost      Shares      Proceeds      Shares  
Western Asset Premier Institutional U.S. Treasury Reserves, Premium Shares    $ 25,977,560      $ 85,493,664        85,493,664      $ 94,520,777        94,520,777  

 

(cont’d)   

Realized

Gain
(Loss)

    

Dividend

Income

    

Net Increase

(Decrease) in

Unrealized

Appreciation

(Depreciation)

    

Affiliate

Value at

April 30,

2024

 
Western Asset Premier Institutional U.S. Treasury Reserves, Premium Shares           $ 269,374             $ 16,950,447  

9. 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 $2.675 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 31, 2025.

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 six months ended April 30, 2024.

10. Recent accounting pronouncement

In June 2022, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2022-03, Fair Value Measurement (Topic 820) – Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The amendments in the ASU clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, should not be considered in measuring fair value. The ASU is effective for interim and annual reporting periods beginning after December 15, 2023, with the option of early

 

 

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adoption. Management has reviewed the requirements and believes that the adoption of the ASU will not have a material impact on the financial statements.

 

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Board approval of management and subadvisory agreements (unaudited)

 

At an in-person meeting of the Board of Trustees of Legg Mason Global Asset Management Trust (the “Trust”) held on November 1-2, 2023, the Board, including the Trustees who are not considered to be “interested persons” of the Trust (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved, subject to shareholder approval, (i) a new management agreement (the “New Management Agreement”) between the Trust and Franklin Templeton Fund Adviser, LLC (“FTFA”), with respect to ClearBridge Value Fund, a series of the Trust (the “Fund”), pursuant to which FTFA provides overall management and administrative services to the Fund, (ii) a new sub-advisory agreement between FTFA and ClearBridge Investments, LLC (“ClearBridge”), pursuant to which ClearBridge provides day-to-day management of the Fund’s portfolio, and (iii) a new cash management sub-advisory agreement between FTFA and Western Asset Management Company, LLC (“Western Asset” and, together with ClearBridge, the “Sub-Advisers”), pursuant to which Western Asset provides day-to-day management of the Fund’s cash and short-term instruments allocated to it by FTFA. Each new sub-advisory agreement (the “New Sub-Advisory Agreement”) and the New Management Agreement are collectively referred to as the “New Agreements.” Shareholders of the Fund approved the New Agreements at a meeting of shareholders held on April 1, 2024.

Background

The New Agreements were approved in connection with the restructuring of the management and administration arrangements of the Fund to align the Fund with those of other Legg Mason and Franklin Templeton funds. Prior to approval of the New Agreements, ClearBridge provided day-to-day management of the Fund’s portfolio pursuant to an investment advisory and management agreement (the “Prior Management Agreement”) between the Trust and ClearBridge, and Western Asset provided day-to-day management of the Fund’s cash and short-term instruments allocated to it by ClearBridge pursuant to a sub-advisory agreement (the “Prior Sub-Advisory Agreement”) between ClearBridge and Western Asset. The Prior Management Agreement and Prior Sub-Advisory Agreement are together referred to as the “Prior Agreements” and FTFA and ClearBridge (each, the “Manager”) and Western Asset are referred to, collectively, as the “Advisers.”

Board approval of New Management Agreement and New Sub-Advisory Agreements

At the Board meeting, representatives of the Advisers made presentations to, and responded to questions from, the Board. After the presentations and after reviewing the written materials provided, the Independent Trustees met in executive session with their counsel to consider the New Agreements.

Among other things, the Board considered:

(i) the fact that the management fee rates payable by the Fund will not increase by virtue of the New Agreements, but will be lower, at higher asset levels, and that the removal of the

 

 

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Manager’s obligation to reimburse certain expenses under the Prior Management Agreement would be offset by contractual expense caps that FTFA has agreed to keep in place for at least two years;

(ii) the Advisers’ representation that, under the proposed arrangement, there will be no diminution in the nature, quality and extent of services provided to the Fund under the revised structure with FTFA as manager, and ClearBridge and Western Asset as sub-advisers;

(iii) that ClearBridge will continue to provide day-to-day portfolio management services to the Fund, albeit in the capacity of sub-adviser rather than manager, and that the same portfolio managers will continue to provide services to the Fund under the new sub-advisory arrangement;

(iv) the terms and conditions of the New Agreements, including a comparison of the form of each New Agreement to the form of its corresponding Prior Agreement, as applicable;

(v) that the Prior Agreements are the product of multiple years of review and negotiation and information received and considered by the Trustees in the exercise of their business judgment during those years, and that within the past year the Board has performed a full review of and approved the Prior Agreements as required by the 1940 Act, having determined in the exercise of the Board’s business judgment that each of ClearBridge and Western Asset had the capabilities, resources and personnel necessary to provide the services provided to the Fund, and that the management and sub-advisory fees paid by or in respect of the Fund, taking into account any applicable agreed-upon fee reductions and breakpoints, represented reasonable compensation to the applicable Adviser in light of the services provided, the costs to the Adviser of providing those services, the fees and other expenses paid by similar funds, and such other matters as the Trustees considered relevant in the exercise of their business judgment, including that the fee structure was a reasonable means of sharing any economies of scale or other efficiencies that might accrue from increases in the Fund’s asset levels (the date of each Board’s most recent full annual review of the Prior Agreements was May 3-4, 2023);

(vi) the fact that the Trustees are familiar with the investment management services of FTFA, and have multiple years of experience with respect to FTFA’s capabilities, resources and personnel for other funds within the Trust that have appointed FTFA as manager;

(vii) that the Fund will not bear the costs of obtaining shareholder approval of the New Agreements;

(viii) that aligning the New Agreements with those of other funds overseen by the Board would help facilitate potential reorganization involving the Fund without subjecting the

 

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Board approval of management and subadvisory agreements (unaudited) (cont’d)

 

Fund to the costs, expenses and delays associated with obtaining shareholder approval, where shareholder approval would not otherwise be required; and

(ix) that aligning the New Agreements with those of other funds overseen by the Board with respect to the bearing of expenses will help streamline the expense management and oversight process and thereby reduce the potential for errors in calculating fees and expenses associated with differing arrangements.

Certain of these considerations are discussed in more detail below.

In connection with their evaluation of the terms and conditions of the New Agreements, the Board considered information received in connection with the most recent continuation of each Prior Agreement, as well as the materials and presentations they received in connection with the New Agreements. The Trustees also noted that they had received information with respect to FTFA, ClearBridge and Western Asset at quarterly Board meetings. In approving the New Agreements, the Board, including the Independent Trustees, considered a variety of factors, including those factors discussed below. No single factor reviewed by the Board was identified by the Board as the principal factor in determining whether to approve the New Agreements. Each Trustee may have attributed different weight to the various factors in evaluating the New Agreements.

The discussion below addresses both the management and the administrative functions to be rendered by FTFA as the manager for the Fund pursuant to the New Management Agreement, as well as the advisory functions to be rendered by ClearBridge and Western Asset pursuant to the New Sub-advisory Agreements for the Fund. The Independent Trustees considered the New Management Agreement and the New Sub-advisory Agreements separately in the course of their review. In doing so, they considered the respective roles of the Manager and the Sub-advisers in providing services to the Fund.

The Independent Trustees were advised by separate independent legal counsel throughout the process. In connection with the most recent continuation of the Prior Agreements, the Independent Trustees received a memorandum from legal counsel discussing the legal standards for their consideration of the New Agreements for the Fund. The Independent Trustees of the Fund reviewed the proposed approval of the New Agreements with their independent legal counsel in private sessions at which no representatives of the Advisers or their affiliates were present.

Nature, extent and quality of the services under the New Agreements

The Board noted that FTFA currently provides sub-administrative services to the Fund, ClearBridge currently provides investment advisory services to the Fund (along with additional management and administrative services as manager), and that Western Asset currently provides cash management advisory services to the Fund. The Board considered that under the New Agreements, FTFA, ClearBridge and Western Asset would be providing

 

 

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the same investment advisory and administrative services that they currently provide to the Fund, but that under the New Agreements FTFA (rather than ClearBridge) would serve as manager of the Fund and ClearBridge would provide investment advisory services as a sub-adviser to the Fund. The Board noted that Western Asset would continue to provide cash management services as a sub-adviser to the Fund.

The Board acknowledged that they had previously received and considered information regarding the nature, extent and quality of services provided to the Fund by FTFA, ClearBridge and Western Asset under the Prior Agreements, as well as information regarding the nature, extent and quality of services provided by FTFA as manager and ClearBridge and Western Asset as sub-advisers to numerous other funds overseen by the Board. The Board’s evaluation of the services provided by the Advisers took into account the Trustees’ knowledge gained as Trustees of other funds in the Legg Mason Funds complex overseen by the Trustees, including knowledge gained regarding the scope and quality of the investment management and other capabilities of the Advisers, and the quality of FTFA’s proposed administrative and other services. Among other things, the Board considered that the Advisers had advised the Board that the new management and sub-advisory arrangements are not expected to result in any diminution in the nature, quality and extent of services provided to the Funds and their shareholders by the Advisers, including compliance services, and that no changes to portfolio management personnel are contemplated in connection with the new management and sub-advisory arrangements.

The Board observed that the scope of services provided by the Advisers, and of the undertakings required by the Advisers in connection with those services, including maintaining and monitoring their own and the Fund’s compliance programs, liquidity management programs, derivatives risk management programs, cybersecurity programs and valuation-related policies had expanded over time as a result of regulatory, market and other developments. The Board also noted that on a regular basis it received and reviewed information from the Advisers regarding the Fund’s compliance policies and procedures established pursuant to Rule 38a-1 under the 1940 Act. The Board also considered the risks associated with the Fund borne by the Advisers and their affiliates (such as entrepreneurial, operational, reputational, litigation and regulatory risk), as well as the risk management processes of the Advisers.

The Board also reviewed the qualifications, backgrounds and responsibilities of the senior personnel of the Advisers and the team of investment professionals primarily responsible for the day-to-day portfolio management of the Fund. The Board also considered, based on its knowledge of the Advisers and the Advisers’ affiliates, the financial resources of Franklin Resources, the parent organization of the Advisers. The Board recognized the importance of having a fund manager with significant resources.

 

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Board approval of management and subadvisory agreements (unaudited) (cont’d)

 

The Board considered the division of responsibilities among the Advisers under the Prior Agreements, and the oversight provided by ClearBridge under the Prior Agreements, and the proposed division of responsibilities among the Advisers under the New Agreements and the oversight to be provided by FTFA under the New Agreements. The Board considered the policies and practices of each Adviser regarding the selection of brokers and dealers and the execution of portfolio transactions. The Board considered management’s periodic reports to the Board on, among other things, its business plans, any organizational changes and portfolio manager compensation.

The Board noted that they had previously received performance information for the Fund as well as for a group of funds (the “Performance Universe”) selected by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, based on classifications provided by Thomson Reuters Lipper (“Lipper”). The Board had been provided with a description of the methodology used to determine the similarity of the Fund with the funds included in the Performance Universe. In previous reviews, while the Board found the Broadridge data generally useful, they recognized its limitations, including that the data may vary depending on the end date selected and that the results of the performance comparisons may vary depending on the selection of the peer group and its composition over time. The Board received and discussed with management information throughout the year at periodic intervals comparing the Fund’s performance against its benchmark and against the Fund’s peers. The Board took the information received throughout the year into account. In addition, the Board considered the Fund’s performance in light of overall financial market conditions.

The information comparing the Fund’s performance to that of its Performance Universe, consisting of funds (including the Fund) classified as multi-cap value funds by Lipper, showed, among other data, that the performance of the Fund’s Class I shares for the 1-, 3-, 5- and 10-year periods ended December 31, 2022 was below the median performance of the funds in the Performance Universe for the 1-year period and above the median performance of the funds in the Performance Universe for the 3-, 5- and 10-year periods and ranked in the first quintile of the funds in the Performance Universe for the 3-, 5- and 10-year periods. The Board noted the explanations from ClearBridge concerning the reasons for the Fund’s relative performance versus the peer group for various periods. The Board noted that the Fund’s performance was ahead of its benchmark and peer group for the year-to-date ended September 30, 2023.

Based on their review of the materials provided and the assurances they have received from FTFA and ClearBridge, the Board of Trustees determined that the nature and quality of services expected to be provided, including performance, under the New Agreements would be satisfactory and consistent with the terms of the New Agreements.

 

 

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Management fees and expense ratios

The Board noted under the New Agreements, the Fund would receive the same investment advisory and administrative services that they currently receive under the Prior Agreements, but that under the New Management Agreement FTFA, rather than ClearBridge, would serve as manager of the Fund. They noted that the management fee rates payable to FTFA under the New Management Agreement would be lower under the New Management Agreement if the assets of the Fund exceed $2.5 billion. The Board also considered that the removal of the Manager’s obligation to reimburse certain expenses under the Prior Management Agreement would be offset by contractual expense caps that FTFA has agreed to keep in place for at least two years.

The Board reviewed and considered the contractual management fee payable by the Fund to ClearBridge under its Prior Management Agreement (the “Contractual Management Fee”) and the actual management fees previously paid by the Fund to ClearBridge after giving effect to breakpoints and waivers (the “Actual Management Fee”), in light of the nature, extent and quality of the services provided by the Advisers. The Board also considered that, under the New Management Agreement, the compensation paid to the Sub-Advisers would be the responsibility and expense of FTFA, not the Fund.

The Board considered information previously provided by Broadridge comparing the Contractual Management Fee and the Actual Management Fee for the Fund under the Prior Management Agreement, and the Fund’s total actual expenses with those of funds in both the relevant expense group and a broader group of funds, each selected by Broadridge based on classifications provided by Lipper. In previous reviews, while the Board has found the Broadridge data generally useful they recognized its limitations, including that the data may vary depending on the selection of the peer group. The Board noted that it had previously reviewed information regarding fees charged by the Advisers to other U.S. clients investing primarily in an asset class similar to that of the Fund, including, where applicable, institutional separate and commingled accounts, retail managed accounts and third-party sub-advised funds.

The Advisers had also reviewed with the Board the differences in services provided to these different types of accounts, including that the Fund is provided with certain administrative services, office facilities, and Fund officers (including the Fund’s chief executive, chief financial and chief compliance officers), and that the Manager coordinates and oversees the provision of services to the Fund by other Fund service providers. The Board noted that it had previously considered the fee comparisons in light of the differences in management of these different types of accounts and the differences in the degree of entrepreneurial and other risks borne by the Advisers in managing the Fund and in managing other types of accounts.

 

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Board approval of management and subadvisory agreements (unaudited) (cont’d)

 

The Board also considered the overall management fee, the fees of each Sub-Adviser and the amount of the management fee retained by the Manager after payment of the sub-advisory fees, in each case in light of the services rendered for those amounts. The Board noted that it had also previously received an analysis of complex-wide management fees provided by FTFA, which, among other things, set out a framework of fees based on asset classes.

The Board previously received and considered information comparing the Fund’s Contractual Management Fee and Actual Management Fee under the Prior Management Agreement as well as its actual total expense ratio with those of a group of funds consisting of 18 multi-cap value funds (including the Fund) selected by Broadridge to be comparable to the Fund (the “Expense Group”), and a broader group of funds selected by Broadridge consisting of multi-cap value funds (including the Fund) (the “Expense Universe”). This information showed that the Fund’s Contractual Management Fee was approximately equivalent to the median of management fees payable by the funds in the Expense Group and that the Fund’s Actual Management Fee was above the median of management fees paid by the funds in the Expense Group and above the median of management fees paid by the funds in the Expense Universe. This information also showed that the Fund’s actual total expense ratio was approximately equivalent to the median of the total expense ratios of the funds in the Expense Group and approximately equivalent to the actual total expense ratios of the funds in the Expense Universe. The Board also considered the limitation on the Fund’s expenses then in effect.

As noted above, in considering the New Agreements, the Board considered that the management fee rate payable to FTFA under the New Management Agreement would be lower under the New Management Agreement if the assets of the Fund exceed $2.5 billion. The Board also considered that the removal of the Manager’s obligation to reimburse certain expenses under the Prior Management Agreement would be offset by contractual expense caps that FTFA has agreed to keep in place for at least two years.

Taking all of the above into consideration, as well as the factors identified below, the Board determined that the management fee and the sub-advisory fees for the Fund are reasonable in light of the nature, extent and quality of the services to be provided to the Fund under the New Agreements.

Manager profitability

The Board noted that it had previously received and considered an analysis of the profitability of FTFA, ClearBridge, Western Asset, and their affiliates in providing services to the Fund and other funds in Legg Mason Funds complex. The Board also previously received information with respect to the Legg Mason Funds complex as a whole. The Board previously received information with respect to the allocation methodologies used in preparing this profitability data. It was noted that the allocation methodologies had

 

 

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previously been reviewed by an outside consultant. The Board noted the reconfiguration of certain responsibilities of the Advisers under the New Agreements, but recognized that the overall services that the Advisers would provide to the Funds under the New Agreements, and the fees payable by the Fund for those services, would not change at current asset levels. The profitability of the Advisers was considered by the Board to be not excessive in light of the nature, extent and quality of the services provided to the Fund.

Economies of scale

The Board previously received information concerning whether the Advisers realize economies of scale as the Fund’s assets grow. The Board noted that under both the Prior Management Agreement and the New Management Agreement, there were breakpoints in the management fee, reflecting the potential for reducing the blended rate of the management fee as the Fund grows. The Board also considered the changes to the fee breakpoints under the New Management Agreement, and that the management fee rate would be lower if the assets of the Fund exceed $2.5 billion. The Board considered whether the breakpoint fee structure was a reasonable means of sharing with Fund investors any economies of scale or other efficiencies that might accrue from increases in the Fund’s asset levels. The Board noted that the Fund had reached the specified asset level at which a breakpoint to its management fee would be triggered. The Board determined that the management fee structure for the Fund, including breakpoints, was reasonable.

Other benefits to the Manager and the Sub-Advisers

The Board considered other benefits received by the Advisers and their affiliates as a result of their relationship with the Fund, including the opportunity to offer additional products and services to Fund shareholders, including the appointment of an affiliate of the Advisers as the transfer agent of the Fund.

In light of the costs of providing investment management and other services to the Fund and the ongoing commitment of the Advisers to the Fund, the Board considered that the ancillary benefits that the Advisers and their affiliates receive were reasonable.

Conclusion

After consideration of the factors described above as well as other factors, and in the exercise of their business judgment, with respect to the Fund, the Board, including the Independent Trustees, concluded that the New Agreements, including the fees payable thereunder, were fair and reasonable and that, with respect to the Fund, entering into the New Agreements for the Fund was in the best interests of the Fund’s shareholders, and voted to approve the New Agreements and to recommend that shareholders approve the New Agreements.

 

ClearBridge Value Fund    

 

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Additional shareholder information (unaudited)

 

Results of special meeting of shareholders

On April 1, 2024, a special meeting of shareholders was held for the following purposes: (1) to approve a new management agreement between the Fund and Franklin Templeton Fund Adviser, LLC (“FTFA”); (2) to approve a new subadvisory agreement between FTFA and ClearBridge Investments, LLC (“ClearBridge”) with respect to the Fund; (3) to approve a new subadvisory agreement between FTFA and Western Asset Management Company, LLC (“Western Asset”) with respect to the Fund; (4) to approve changes to the Fund’s fundamental investment policies relating to borrowing money, underwriting, lending, issuing senior securities, real estate, commodities, and concentration; and (5) to approve an authorization for the Fund to rely on a “Manager of Managers” exemptive order.

The following table provides the number of votes cast for or against, as well as the number of abstentions and broker non-votes as to each matter voted on at the special meeting of shareholders. Each item voted on was approved.

 

Item Voted On    Voted For     

Voted

Against

     Abstentions     

Broker

Non-Votes

 
To Approve a New Management Agreement with FTFA      7,922,823        350,233        2,150,407        0  
To Approve a New Subadvisory Agreement with ClearBridge      7,907,838        353,308        2,162,315        0  
To Approve a New Subadvisory Agreement with Western Asset      7,860,199        373,546        2,189,722        0  
To Approve a Revised Fundamental Policy on Borrowing Money      7,691,781        509,440        2,222,243        0  
To Approve a Revised Fundamental Policy on Underwriting      7,738,857        453,168        2,231,440        0  
To Approve a Revised Fundamental Policy on Lending      7,723,720        480,640        2,219,102        0  
To Approve a Revised Fundamental Policy on Issuing Senior Securities      7,727,545        476,737        2,219,180        0  
To Approve a Revised Fundamental Policy on Real Estate      7,732,055        467,160        2,224,349        0  
To Approve a Revised Fundamental Policy on Commodities      7,727,396        471,718        2,224,348        0  
To Approve a Revised Fundamental Policy on Concentration      7,711,035        475,895        2,236,533        0  
To Approve an authorization for the Fund to rely on a “Manager of Managers” exemptive order      7,713,435        490,358        2,219,669        0  

 

 

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    ClearBridge Value Fund


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ClearBridge

Value Fund

 

Trustees

Andrew L. Breech

Stephen R. Gross

Susan M. Heilbron

Arnold L. Lehman

Robin J. W. Masters

Ken Miller

G. Peter O’Brien*

Chair

Thomas F. Schlafly

Jane Trust

Investment manager

Franklin Templeton Fund Adviser, LLC**

Subadviser

ClearBridge Investments, LLC***

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

Independent registered public accounting firm

PricewaterhouseCoopers LLP

Baltimore, MD

 

*

Effective February 7, 2024, Mr. O’Brien became Chair of the Board.

**

Effective April 1, 2024, Franklin Templeton Fund Adviser, LLC replaced ClearBridge Investments, LLC as Investment Manager.

***

Effective April 1, 2024, ClearBridge Investments, LLC became Subadviser.

 

ClearBridge Value Fund

The Fund is a separate investment series of Legg Mason Global Asset Management Trust, a Maryland statutory trust.

ClearBridge Value Fund

Legg Mason Funds

100 International Drive

Baltimore, MD 21202

 

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 ClearBridge Value Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by a current 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

© 2024 Franklin Distributors, LLC, Member FINRA/SIPC. All rights reserved.


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Franklin Templeton Funds Privacy and Security Notice

 

Your Privacy Is Our Priority

Franklin Templeton* is committed to safeguarding your personal information. This notice is designed to provide you with a summary of the non-public personal information Franklin Templeton may collect and maintain about current or former individual investors; our policy regarding the use of that information; and the measures we take to safeguard the information. We do not sell individual investors’ non-public personal information to anyone and only share it as described in this notice.

Information We Collect

When you invest with us, you provide us with your non-public personal information. We collect and use this information to service your accounts and respond to your requests. The non-public personal information we may collect falls into the following categories:

 

 

Information we receive from you or your financial intermediary on applications or other forms, whether we receive the form in writing or electronically. For example, this information may include your name, address, tax identification number, birth date, investment selection, beneficiary information, and your personal bank account information and/or email address if you have provided that information.

 

 

Information about your transactions and account history with us, or with other companies that are part of Franklin Templeton, including transactions you request on our website or in our app. This category also includes your communications to us concerning your investments.

 

 

Information we receive from third parties (for example, to update your address if you move, obtain or verify your email address or obtain additional information to verify your identity).

 

 

Information collected from you online, such as your IP address or device ID and data gathered from your browsing activity and location. (For example, we may use cookies to collect device and browser information so our website recognizes your online preferences and device information.) Our website contains more information about cookies and similar technologies and ways you may limit them.

 

 

Other general information that we may obtain about you such as demographic information.

Disclosure Policy

To better service your accounts and process transactions or services you requested, we may share non-public personal information with other Franklin Templeton companies. From time to time we may also send you information about products/services offered by other Franklin Templeton companies although we will not share your non-public personal information with these companies without first offering you the opportunity to prevent that sharing.

We will only share non-public personal information with outside parties in the limited circumstances permitted by law. For example, this includes situations where we need to share information with companies who work on our behalf to service or maintain your account or

 

NOT PART OF THE SEMI-ANNUAL  REPORT


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Franklin Templeton Funds Privacy and Security Notice (cont’d)

 

process transactions you requested, when the disclosure is to companies assisting us with our own marketing efforts, when the disclosure is to a party representing you, or when required by law (for example, in response to legal process). Additionally, we will ensure that any outside companies working on our behalf, or with whom we have joint marketing agreements, are under contractual obligations to protect the confidentiality of your information, and to use it only to provide the services we asked them to perform.

Confidentiality and Security

Our employees are required to follow procedures with respect to maintaining the confidentiality of our investors’ non-public personal information. Additionally, we maintain physical, electronic and procedural safeguards to protect the information. This includes performing ongoing evaluations of our systems containing investor information and making changes when appropriate.

At all times, you may view our current privacy notice on our website at https://www.franklintempleton.com/help/privacy-policy or contact us for a copy at (800) 632-2301.

*For purposes of this privacy notice Franklin Templeton shall refer to the following entities:

Fiduciary Trust International of the South (FTIOS), as custodian for individual retirement plans

Franklin Advisers, Inc.

Franklin Distributors, LLC, including as program manager of the Franklin Templeton 529 College Savings Plan and the NJBEST 529 College Savings Plan

Franklin Mutual Advisers, LLC

Franklin, Templeton and Mutual Series Funds

Franklin Templeton Institutional, LLC

Franklin Templeton Investments Corp., Canada

Franklin Templeton Investments Management, Limited UK

Legg Mason Funds

Templeton Asset Management, Limited

Templeton Global Advisors, Limited

Templeton Investment Counsel, LLC

If you are a customer of other Franklin Templeton affiliates and you receive notices from them, you will need to read those notices separately.

 

NOT PART OF THE SEMI-ANNUAL  REPORT


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www.franklintempleton.com

© 2024 Franklin Distributors, LLC, Member FINRA/SIPC. All rights reserved.

LMFX013672 6/24 SR24-4886


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ITEM 2.

CODE OF ETHICS.

Not applicable.

 

ITEM 3.

AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable.

 

ITEM 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable.

 

ITEM 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

 

ITEM 6.

SCHEDULE OF INVESTMENTS.

Included herein under Item 1.

 

ITEM 7.

DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 8.

PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 9.

PURCHASES OF SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

 

ITEM 10.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

Not applicable.

 

ITEM 11.

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.


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ITEM 12.

DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 13.

RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION.

 

  (a)

Not applicable.

 

  (b)

Not applicable.

 

ITEM 14.

EXHIBITS.

(a) (1) Not applicable.

Exhibit  99.CODE ETH

(a) (2)  Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto.

Exhibit 99.CERT

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto.

Exhibit 99.906CERT


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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 Global Asset Management Trust

 

By:  

/s/ Jane Trust

  Jane Trust
  Chief Executive Officer
Date:   June 17, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:  

/s/ Jane Trust

  Jane Trust
  Chief Executive Officer
Date:   June 17, 2024
By:  

/s/ Christopher Berarducci

  Christopher Berarducci
  Principal Financial Officer
Date:   June 17, 2024