N-CSRS 1 d679694dncsrs.htm CLEARBRIDGE DIVIDEND STRATEGY ESG ETF ClearBridge Dividend Strategy ESG ETF
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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 811-23096

 

 

Legg Mason ETF Investment Trust

(Exact name of registrant as specified in charter)

 

 

620 Eighth Avenue, 49th Floor, New York, NY 10018

(Address of principal executive offices) (Zip code)

 

 

Robert I. Frenkel, Esq.

Legg Mason & Co., LLC

100 First Stamford Place

Stamford, CT 06902

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: 1-877-721-1926

Date of fiscal year end: November 30

Date of reporting period: May 31, 2019

 

 

 


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ITEM 1.    REPORT TO STOCKHOLDERS.
   The Semi-Annual Report to Stockholders is filed herewith.

 


Table of Contents

LOGO

 

 

Semi-Annual Report   May 31, 2019

CLEARBRIDGE

DIVIDEND STRATEGY ESG ETF

YLDE

 

 

 

 

Beginning in January 2021, as permitted by regulations adopted by the Securities and Exchange Commission, the Fund intends to no longer mail paper copies of the Fund’s shareholder reports like this one, unless you specifically request paper copies of the reports from your financial intermediary (such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically (“e-delivery”), you will not be affected by this change and you need not take any action. If you have not already elected e-delivery, you may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary.

You may elect to receive all future reports in paper free of charge by contacting your financial intermediary to request that you continue to receive paper copies of your shareholder reports. Your election to receive reports in paper will apply to all Legg Mason Funds held in your account with your financial intermediary.

 

LOGO

 

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


Table of Contents
What’s inside      
Letter from the president     2  
Performance review     3  
Fund at a glance     1  
Fund expenses     2  
Schedule of investments     3  
Statement of assets and liabilities     7  
Statement of operations     8  
Statements of changes in net assets     9  
Financial highlights     10  
Notes to financial statements     11  

 

Fund objective

The Fund seeks dividend income, growth of dividend income and long-term capital appreciation.

 

Letter from the president

 

LOGO

 

Dear Shareholder,

We are pleased to provide the semi-annual report of Clear-Bridge Dividend Strategy ESG ETF for the six-month reporting period ended May 31, 2019. Please read on for Fund performance information during the Fund’s reporting period.

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.leggmason.com. Here you can gain immediate access to market and investment information, including:

 

 

Fund net asset value and market price,

 

 

Market insights and commentaries from our portfolio managers, and

 

 

A host of educational resources.

We look forward to helping you meet your financial goals.

Sincerely,

 

LOGO

Jane Trust, CFA

President and Chief Executive Officer

June 28, 2019

 

 

   II   

   ClearBridge Dividend Strategy ESG ETF


Table of Contents

Performance review

 

For the six months ended May 31, 2019, ClearBridge Dividend Strategy ESG ETF generated a 3.58% return on a net asset value (“NAV”)1 basis and 3.53% based on its market price2 per share.

The performance table shows the Fund’s total return for the six months ended May 31, 2019 based on its NAV and market price. The Fund’s broad-based market index, the S&P 500 Index3, returned 0.74% over the same time frame. The Lipper Equity Income Funds Category Average4 returned -1.30% for the period. Please note that Lipper performance returns are based on each fund’s NAV.

 

Performance Snapshot as of May 31, 2019
(unaudited)
 
      6 months  
ClearBridge Dividend Strategy ESG ETF:   

$ 29.05 (NAV)

      3.58 %*  

$ 29.09 (Market Price)

      3.53 %*  
S&P 500 Index      0.74
Lipper Equity Income Funds Category         
Average      -1.30

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. Principal value and investment returns will fluctuate so shares, when sold, may be worth more or less than their original cost. Performance data current to the most recent month-end is available at www.leggmason.com/etf.

Investors buy and sell shares of an exchange-traded fund (“ETF”) at market price (not NAV) in the secondary market throughout the trading day. These shares are not individually available for direct purchase from or direct redemption to the ETF. Market price returns shown are typically based upon the mid-point between the bid and ask on the Fund’s principal trading market when the Fund’s NAV is determined, which is typically 4:00 p.m. Eastern time (US). These returns do not represent investors’ returns had they traded shares at other times. Performance figures for periods shorter than one year represent cumulative figures and are not annualized.

Information showing the number of days the market price of the Fund’s shares was greater than the Fund’s NAV and the number of days it was less than the Fund’s NAV (i.e., premium or discount) for various time periods is available by visiting the Fund’s website at www.leggmason.com/etf.

 

 

1

Net Asset Value (NAV) is calculated by subtracting total liabilities from total assets and dividing the results by the number of shares outstanding.

 

2

Market price is determined by supply and demand. It is the price at which an investor purchases or sells shares of the Fund. The market price may differ from the Fund’s NAV.

 

3

The S&P 500 Index is an unmanaged index of 500 stocks and is generally representative of the performance of large companies in the U.S.

 

4

Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the six-month period ended May 31, 2019, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 551 funds in the Fund’s Lipper category.

 

ClearBridge Dividend Strategy ESG ETF  

 

   III   


Table of Contents

Performance review (cont’d)

 

As of the Fund’s current prospectus dated March 31, 2019, the gross total annual fund operating expense ratio for the Fund was 0.60%.

* Total returns are based on changes in NAV or market price, respectively. Returns reflect the deduction of all Fund expenses. Returns do not reflect the deduction of brokerage commissions or taxes that investors pay on distributions or the sale of shares.

† Total return assumes the reinvestment of all distributions, including returns of capital, if any, at NAV.

‡ Total return assumes the reinvestment of all distributions, including returns of capital, if any, at market price.

Looking for additional information?

The Fund’s daily NAV is available on-line at www.leggmason/etf. The Fund is traded under the symbol “YLDE” and its closing market price is available on most financial websites. In a continuing effort to provide information concerning the Fund, shareholders may call 1-877-721-1926 (toll free), Monday through Friday from 8:00 a.m. to 5:30 p.m. Eastern time, for the Fund’s current NAV, market price and other information.

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

Sincerely,

 

LOGO

Jane Trust, CFA

President and Chief Executive Officer

June 28, 2019

RISKS: Equity securities are subject to market and price fluctuations. Dividends are not guaranteed, and a company may reduce or eliminate its dividend at any time. The Fund’s environmental, social and governance (“ESG”) investment strategy may limit the types and number of investment opportunities available to the Fund and, as a result, may underperform funds that are not subject to such criteria. The Fund’s ESG investment strategy may result in the Fund investing in securities or industry sectors that underperform the market as a whole, or forgoing opportunities to invest in securities that might otherwise be advantageous to buy. The Fund may also underperform other funds screened for different ESG standards. In addition, the subadviser may be unsuccessful in creating a portfolio composed of companies that exhibit positive ESG characteristics.

Small-and mid-cap stocks involve greater risks and volatility than large-cap stocks. The Fund’s investments in securities of foreign issuers or issuers with significant exposure to foreign markets involve additional risk. Foreign securities are subject to certain risks of overseas investing, including currency fluctuations and social, political and economic uncertainties, which could result in significant market fluctuations. Securities or other assets in the Fund’s portfolio may underperform in comparison to the general financial markets, a particular financial market or other asset classes.

 

 

   IV   

   ClearBridge Dividend Strategy ESG ETF


Table of Contents

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.

 

ClearBridge Dividend Strategy ESG ETF  

 

   V   


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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 May 31, 2019 and November 30, 2018. The composition of the Fund’s investments is subject to change at any time.

 

ClearBridge Dividend Strategy ESG ETF 2019 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, such as brokerage commissions paid on purchases and sales of Fund shares; and (2) ongoing costs, including management 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 funds.

This example is based on an investment of $1,000 invested on December 1, 2018 and held for the six months ended May 31, 2019.

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 brokerage commissions paid on purchases and sales of Fund shares. 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
Return2
  Beginning
Account
Value
  Ending
Account
Value
  Annualized
Expense
Ratio
  Expenses
Paid During
the Period
      Hypothetical
Annualized
Total Return
  Beginning
Account
Value
  Ending
Account
Value
  Annualized
Expense
Ratio
  Expenses
Paid During
the Period3
    3.58%       $ 1,000.00     $ 1,035.80       0.59 %     $ 2.99         5.00 %       $1,000.00       $ 1,021.99       0.59 %     $ 2.97

 

1  

For the six months ended May 31, 2019.

 

2 

Assumes the reinvestment of all distributions, including return of capital, if any, at net asset value. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of 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 fee waivers and/or expense reimbursements) are equal to the Fund’s annualized expense ratio 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 365.

 

 

   2   

   ClearBridge Dividend Strategy ESG ETF 2019 Semi-Annual Report


Table of Contents

Schedule of investments (unaudited)

May 31, 2019

 

ClearBridge Dividend Strategy ESG ETF

 

Security                 Shares     Value  
Common Stocks — 91.9%                                
Communication Services — 7.4%                                

Diversified Telecommunication Services — 1.9%

                               

AT&T Inc.

                    1,172     $ 35,840  

Verizon Communications Inc.

                    887       48,208  

Total Diversified Telecommunication Services

                            84,048  

Entertainment — 2.8%

                               

Walt Disney Co.

                    921       121,609  

Media — 2.7%

                               

Comcast Corp., Class A Shares

                    2,842       116,522  

Total Communication Services

                            322,179  
Consumer Discretionary — 6.0%                                

Hotels, Restaurants & Leisure — 1.6%

                               

Starbucks Corp.

                    912       69,367  

Specialty Retail — 3.0%

                               

Home Depot Inc.

                    696       132,135  

Textiles, Apparel & Luxury Goods — 1.4%

                               

VF Corp.

                    732       59,936  

Total Consumer Discretionary

                            261,438  
Consumer Staples — 11.7%                                

Beverages — 0.5%

                               

PepsiCo Inc.

                    186       23,808  

Food & Staples Retailing — 1.4%

                               

Sysco Corp.

                    897       61,732  

Food Products — 4.3%

                               

Mondelez International Inc., Class A Shares

                    1,680       85,428  

Nestle SA, ADR

                    1,027       101,837  

Total Food Products

                            187,265  

Household Products — 3.8%

                               

Colgate-Palmolive Co.

                    888       61,822  

Procter & Gamble Co.

                    993       102,190  

Total Household Products

                            164,012  

Personal Products — 1.7%

                               

Unilever PLC, ADR

                    1,211       73,762  

Total Consumer Staples

                            510,579  
Energy — 1.0%                                

Energy Equipment & Services — 1.0%

                               

Schlumberger Ltd.

                    1,310       45,444  
Financials — 13.8%                                

Banks — 5.9%

                               

Bank of America Corp.

                    4,243       112,864  
       

 

 

See Notes to Financial Statements.

 

ClearBridge Dividend Strategy ESG ETF 2019 Semi-Annual Report  

 

   3   


Table of Contents

Schedule of investments (unaudited) (cont’d)

May 31, 2019

 

ClearBridge Dividend Strategy ESG ETF

 

Security                 Shares     Value  

Banks — continued

                               

PNC Financial Services Group Inc.

                    572     $ 72,793  

US Bancorp

                    1,435       72,037  

Total Banks

                            257,694  

Capital Markets — 3.3%

                               

Bank of New York Mellon Corp.

                    1,436       61,303  

BlackRock Inc.

                    193       80,203  

Total Capital Markets

                            141,506  

Insurance — 4.6%

                               

American International Group Inc.

                    1,480       75,583  

MetLife Inc.

                    1,537       71,025  

Travelers Cos. Inc.

                    372       54,152  

Total Insurance

                            200,760  

Total Financials

                            599,960  
Health Care — 7.9%                                

Health Care Providers & Services — 1.3%

                               

UnitedHealth Group Inc.

                    230       55,614  

Pharmaceuticals — 6.6%

                               

Johnson & Johnson

                    690       90,494  

Merck & Co. Inc.

                    1,482       117,389  

Pfizer Inc.

                    1,940       80,549  

Total Pharmaceuticals

                            288,432  

Total Health Care

                            344,046  
Industrials — 10.5%                                

Air Freight & Logistics — 1.7%

                               

United Par cel Service Inc., Class B Shares

                    792       73,593  

Commercial Services & Supplies — 2.9%

                               

Covanta Holding Corp.

                    2,166       36,519  

Waste Management Inc.

                    831       90,870  

Total Commercial Services & Supplies

                            127,389  

Electrical Equipment — 1.1%

                               

Emerson Electric Co.

                    771       46,445  

Industrial Conglomerates — 3.1%

                               

3M Co.

                    297       47,446  

Honeywell International Inc.

                    531       87,248  

Total Industrial Conglomerates

                            134,694  

Road & Rail — 1.7%

                               

Union Pacific Corp.

                    455       75,885  

Total Industrials

                            458,006  

 

See Notes to Financial Statements.

 

 

   4   

   ClearBridge Dividend Strategy ESG ETF 2019 Semi-Annual Report


Table of Contents

ClearBridge Dividend Strategy ESG ETF

 

 

Security                 Shares     Value  
Information Technology — 13.4%                                

Communications Equipment — 0.8%

                               

Cisco Systems Inc.

                    660     $ 34,340  

IT Services — 4.7%

                               

Mastercard Inc., Class A Shares

                    364       91,543  

Visa Inc., Class A Shares

                    707       114,060  

Total IT Services

                            205,603  

Semiconductors & Semiconductor Equipment — 2.1%

                               

Intel Corp.

                    449       19,774  

QUALCOMM Inc.

                    170       11,359  

Texas Instruments Inc.

                    597       62,273  

Total Semiconductors & Semiconductor Equipment

                            93,406  

Software — 3.7%

                               

Microsoft Corp.

                    1,287       159,176  

Technology Hardware, Storage & Peripherals — 2.1%

                               

Apple Inc.

                    509       89,111  

Total Information Technology

                            581,636  
Materials — 11.5%                                

Chemicals — 7.4%

                               

DowDuPont Inc.

                    1,293       39,462

Ecolab Inc.

                    590       108,613  

Linde PLC

                    439       79,261  

PPG Industries Inc.

                    910       95,232  

Total Chemicals

                            322,568  

Construction Materials — 1.5%

                               

Vulcan Materials Co.

                    510       63,704  

Containers & Packaging — 1.7%

                               

International Paper Co.

                    1,776       73,651  

Metals & Mining — 0.9%

                               

Nucor Corp.

                    830       39,840  

Total Materials

                            499,763  
Real Estate — 3.6%                                

Equity Real Estate Investment Trusts (REITs) — 3.6%

                               

American Tower Corp.

                    542       113,153  

Healthcare Trust of America Inc., Class A Shares

                    1,584       45,604  

Total Real Estate

                            158,757  
Utilities — 5.1%                                

Electric Utilities — 1.9%

                               

NextEra Energy Inc.

                    429       85,032  

Independent Power and Renewable Electricity Producers — 1.7%

                               

Brookfield Renewable Partners LP

                    2,280       73,393  

 

See Notes to Financial Statements.

 

ClearBridge Dividend Strategy ESG ETF 2019 Semi-Annual Report  

 

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Table of Contents

Schedule of investments (unaudited) (cont’d)

May 31, 2019

 

ClearBridge Dividend Strategy ESG ETF

 

 

Security                 Shares     Value  

Multi-Utilities — 1.5%

                               

Sempra Energy

                    498     $ 65,462  

Total Utilities

                            223,887  

Total Investments before Short-Term Investments (Cost — $3,588,599)

 

            4,005,695  
            Rate                
Short-Term Investments — 7.9%                                

JPMorgan 100% U.S. Treasury Securities Money Market Fund, Institutional Class
(Cost — $344,381)

            2.218%       344,381       344,381  

Total Investments — 99.8% (Cost — $3,932,980)

                            4,350,076  

Other Assets in Excess of Liabilities — 0.2%

                            7,805  

Total Net Assets — 100.0%

                          $ 4,357,881  

 

*

Non-income producing security.

 

Abbreviation used in this schedule:

ADR   —American Depositary Receipts

 

See Notes to Financial Statements.

 

 

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   ClearBridge Dividend Strategy ESG ETF 2019 Semi-Annual Report


Table of Contents

Statement of assets and liabilities (unaudited)

May 31, 2019

 

Assets:         

Investments, at value (Cost — $3,932,980)

   $ 4,350,076  

Dividends and interest receivable

     10,048  

Total Assets

     4,360,124  
Liabilities:         

Investment management fee payable

     2,243  

Total Liabilities

     2,243  
Total Net Assets    $ 4,357,881  
Net Assets:         

Par value (Note 5)

   $ 2  

Paid-in capital in excess of par value

     3,931,357  

Total distributable earnings (loss)

     426,522  
Total Net Assets    $ 4,357,881  
Shares Outstanding      150,000  
Net Asset Value      $29.05  

 

See Notes to Financial Statements.

 

ClearBridge Dividend Strategy ESG ETF 2019 Semi-Annual Report  

 

   7   


Table of Contents

Statement of operations (unaudited)

For the Six Months Ended May 31, 2019

 

Investment Income:         

Dividends

   $ 50,443  

Interest

     3,354  

Less: Foreign taxes withheld

     (623)  

Total Investment Income

     53,174  
Expenses:         

Investment management fee (Note 2)

     12,517  

Total Expenses

     12,517  
Net Investment Income      40,657  
Realized and Unrealized Gain (Loss) on Investments (Notes 1 and 3):         

Net Realized Loss From Investment Transactions

     (16,472)  

Change in Net Unrealized Appreciation (Depreciation) From Investments

     123,083  
Net Gain on Investments      106,611  
Increase in Net Assets From Operations    $ 147,268  

 

See Notes to Financial Statements.

 

 

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Statements of changes in net assets

 

For the Six Months Ended May 31, 2019 (unaudited)

and the Year Ended November 30, 2018

   2019      2018  
Operations:                  

Net investment income

   $ 40,657      $ 65,902  

Net realized gain (loss)

     (16,472)        22,474  

Change in net unrealized appreciation

     123,083        83,827  

Increase in Net Assets From Operations

     147,268        172,203  
Distributions to Shareholders From (Note 1):                  

Total distributable earnings

     (57,932)        (62,724)  

Decrease in Net Assets From Distributions to Shareholders

     (57,932)        (62,724)  
Fund Share Transactions (Note 5):                  

Net proceeds from sale of shares (0 and 50,000 shares issued, respectively)

            1,419,756  

Increase in Net Assets From Fund Share Transactions

            1,419,756  

Increase in Net Assets

     89,336        1,529,235  
Net Assets:                  

Beginning of period

     4,268,545        2,739,310  

End of period

   $ 4,357,881      $ 4,268,545  

 

See Notes to Financial Statements.

 

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Financial highlights

 

 

  For a share of beneficial interest outstanding throughout each year ended November 30, unless
  otherwise noted:
 
      20191,2      20182      20172,3  
Net asset value, beginning of period      $28.46        $27.39        $25.12  
Income from operations:         

Net investment income

     0.27        0.46        0.24  

Net realized and unrealized gain

     0.71        1.10        2.18  

Total income from operations

     0.98        1.56        2.42  
Less distributions from:         

Net investment income

     (0.29)        (0.48)        (0.15)  

Net realized gains

     (0.10)        (0.01)         

Total distributions

     (0.39)        (0.49)        (0.15)  
Net asset value, end of period      $29.05        $28.46        $27.39  

Total return, based on NAV4

     3.58      5.75      9.68
Net assets, end of period (000s)      $4,358        $4,269        $2,739  
Ratios to average net assets:         

Gross expenses

     0.59 %5       0.59      0.59 %5 

Net expenses

     0.59 5        0.59        0.59 5  

Net investment income

     1.92 5        1.65        1.78 5  
Portfolio turnover rate6      6      10      5

 

1 

For the six months ended May 31, 2019 (unaudited).

 

2 

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

 

3 

For the period May 22, 2017 (inception date) to November 30, 2017.

 

4 

Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. The total return calculation assumes that distributions are reinvested at NAV. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

5 

Annualized.

 

6 

Portfolio turnover excludes the value of portfolio securities received or delivered as a result of in-kind fund share transactions.

 

See Notes to Financial Statements.

 

 

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Notes to financial statements (unaudited)

 

1. Organization and significant accounting policies

ClearBridge Dividend Strategy ESG ETF (the “Fund”) is a separate diversified investment series of Legg Mason ETF Investment 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 is an actively managed exchange-traded fund (“ETF”). ETFs are funds that trade like other publicly-traded securities. Unlike shares of a mutual fund, which can be bought from and redeemed by the issuing fund by all shareholders at a price based on net asset value (“NAV”), shares of the Fund may be directly purchased from and redeemed by the Fund at NAV solely by certain large institutional investors who have entered into agreements with the Fund’s distributor (“Authorized Participants”). Also unlike shares of a mutual fund, shares of the Fund are listed on a national securities exchange and trade in the secondary market at market prices that change throughout the day.

Shares of the Fund are listed and traded at market prices on NASDAQ. The market price for the Fund’s shares may be different from the Fund’s NAV. The Fund issues and redeems shares at NAV only in blocks of a specified number of shares or multiples thereof (“Creation Units”). Only Authorized Participants may purchase or redeem Creation Units directly with the Fund at NAV. Creation Units are created and redeemed principally in-kind (although under some circumstances its shares are created redeemed partially for cash). Except when aggregated in Creation Units, shares of the Fund are not redeemable securities. Shareholders who are not Authorized Participants may not redeem shares directly from the Fund at NAV.

The Fund seeks dividend income, growth of dividend income and long-term capital appreciation.

The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted accounting principles (“GAAP”). 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 use inputs that are observable

 

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

 

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 use the currency exchange rates, generally determined as of 4:00 p.m. (London Time). If independent third party pricing services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/ dealers or at the transaction price if the security has recently been purchased and no value has yet been obtained from a pricing service or pricing broker. When reliable prices are not readily available, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities as determined in accordance with procedures approved by the Fund’s Board of Trustees.

The Board of Trustees is responsible for the valuation process and has delegated the supervision of the daily valuation process to the Legg Mason North Atlantic Fund Valuation Committee (the “Valuation Committee”). The Valuation Committee, pursuant to the policies adopted by the Board of Trustees, is responsible for making fair value determinations, evaluating the effectiveness of the Fund’s pricing policies, and reporting to 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.

 

 

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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.

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 — 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  
Common Stocks†   $ 4,005,695                 $ 4,005,695  
Short-Term Investments†     344,381                   344,381  
Total Investments   $ 4,350,076                 $ 4,350,076  

 

See Schedule of Investments for additional detailed categorizations.

(b) 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 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

 

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

 

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.

(c) 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), adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. 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.

(d) REIT distributions. The character of distributions received from Real Estate Investment Trusts (‘‘REITs’’) held by the Fund is generally comprised of net investment income, capital gains, and return of capital. It is the policy of the Fund to estimate the character of distributions received from underlying REITs based on historical data provided by the REITs. After each calendar year end, REITs report the actual tax character of these distributions. Differences between the estimated and actual amounts reported by the REITs are reflected in the Fund’s records in the year in which they are reported by the REITs by adjusting related investment cost basis, capital gains and income, as necessary.

(e) Distributions to shareholders. Distributions from net investment income of the Fund, if any, are declared and paid on a quarterly basis. 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.

(f) 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 November 30, 2018, no provision for income tax is required in the Fund’s financial statements. The Fund’s federal and state income and federal

 

 

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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.

(g) 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

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) 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. LMPFA, ClearBridge and Western Asset are wholly-owned subsidiaries of Legg Mason, Inc. (“Legg Mason”).

LMPFA provides administrative and certain oversight services to the Fund. LMPFA delegates to the subadviser the day-to-day portfolio management of the Fund. The Fund is responsible for paying interest expenses, taxes, brokerage expenses, future 12b-1 fees (if any), acquired fund fees and expenses, extraordinary expenses and the management fee payable to LMPFA under the investment management agreement.

Under the investment management agreement and subject to the general supervision of the Fund’s Board of Trustees, LMPFA provides or causes to be furnished all investment management, supervisory, administrative and other services reasonably necessary for the operation of the Fund, including certain distribution services (provided pursuant to a separate distribution agreement) and investment advisory services (provided pursuant to separate subadvisory agreements) under a unitary fee structure. The Fund pays an investment management fee, calculated daily and paid monthly, at an annual rate of 0.59% of the Fund’s average daily net assets.

As compensation for its subadvisory services, LMPFA pays ClearBridge monthly 70% of the management fee paid by the Fund to LMPFA, net of (i) all fees and expenses incurred by LMPFA under the investment management agreement (including without limitation any subadvisory fee paid to another subadviser to the Fund) and (ii) expense waivers, if any, and reimbursements. LMPFA pays Western Asset monthly a fee of 0.02% of the portion of the Fund’s average daily net assets allocated to Western Asset for the management of cash and other short-term instruments, net of expense waivers, if any, and reimbursements.

Legg Mason Investor Services, LLC, a wholly-owned broker-dealer subsidiary of Legg Mason, serves as the distributor of Creation Units for the Fund on an agency basis.

 

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

 

The Fund’s Board of Trustees has adopted a Rule 12b-1 shareholder services and distribution plan and under that plan, the Fund is authorized to pay service and/or distribution fees calculated at an annual rate of up to 0.25% of its average daily net assets. No service and/or distribution fees are currently paid by the Fund, and there are no current plans to impose these fees.

All officers and one Trustee of the Trust are employees of Legg Mason or its affiliates and do not receive compensation from the Trust.

As of May 31, 2019, Legg Mason and its affiliates owned 57% of the Fund.

3. Investments

During the six months ended May 31, 2019, the aggregate cost of purchases and proceeds from sales of investments (excluding in-kind transactions and short-term investments) were as follows:

 

Purchases      $ 221,786  
Sales        279,459  

During the six months ended May 31, 2019, there were no in-kind transactions (Note 5).

At May 31, 2019, 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    $ 3,932,980      $ 601,638      $ (184,542)      $ 417,096  

4. Derivative instruments and hedging activities

During the six months ended May 31, 2019, the Fund did not invest in derivative instruments.

5. Fund share transactions

At May 31, 2019, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. Fund shares are issued and redeemed by the Fund only in Creation Units or Creation Unit aggregations, where 50,000 shares of the Fund constitute a Creation Unit. Such transactions are made principally on an in-kind basis and, under some circumstances, partially on a cash basis, with a separate cash payment, which is a balancing cash component to equate the transaction to the net asset value per share of the Fund on the transaction date. Transactions in capital shares of the Fund are disclosed in detail in the Statement of Changes in Net Assets. Authorized Participants are subject to standard creation and redemption transaction fees to offset transfer and other transaction costs associated with the issuance and redemption of Creation Units. Creations and

 

 

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redemptions for cash (when cash creations and redemptions are available or specified) may be subject to an additional variable fee.

6. Recent accounting pronouncement

The Fund has adopted the disclosure provisions of the Financial Accounting Standards Board Accounting Standards Update No. 2018-13, Fair Value Measurement(Topic 820) – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”) which introduces new fair value disclosure requirements as well as eliminates and modifies certain existing fair value disclosure requirements. ASU 2018-13 would be effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years; however, management has elected to early adopt ASU 2018-13. The impact of the Fund’s adoption was limited to changes in the Fund’s financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.

 

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ClearBridge

Dividend Strategy ESG ETF

 

Trustees

Paul R. Ades

Andrew L. Breech

Dwight B. Crane

Althea L. Duersten

Stephen R. Gross*

Susan M. Heilbron*

Frank G. Hubbard

Howard J. Johnson

Chairman

Jerome H. Miller

Ken Miller

Jane Trust

 

*

Effective February 6, 2019, Mr. Gross and Ms. Heilbron became Trustees.

 

Investment manager

Legg Mason Partners Fund Advisor, LLC

Subadviser

ClearBridge Investments, LLC

Custodian

The Bank of New York Mellon

Transfer agent

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

Independent registered public accounting firm

PricewaterhouseCoopers LLP

Baltimore, MD

 

ClearBridge Dividend Strategy ESG ETF

The Fund is a separate investment series of Legg Mason ETF Investment Trust, a Maryland statutory trust.

ClearBridge Dividend Strategy ESG ETF

Legg Mason Funds

620 Eighth Avenue, 49th Floor

New York, NY 10018

 

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. Previously, the Fund filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-PORT and N-Q are available on the SEC’s website at www.sec.gov. To obtain information on Forms N-PORT and N-Q, shareholders can call the Fund at 1-877-721-1926.

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 1-877-721-1926, (2) at www.leggmason.com/etf and (3) on the SEC’s website at www.sec.gov.

 

This report is submitted for the general information of the shareholders of ClearBridge Dividend Strategy ESG ETF. 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.leggmason.com

© 2019 Legg Mason Investor Services, LLC

Member FINRA, SIPC


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www.leggmason.com

© 2019 Legg Mason Investor Services, LLC Member FINRA, SIPC

ETFF386459 7/19 SR19-3643


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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 EQUITY 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 second fiscal quarter of 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.    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 ETF Investment Trust
By:  

/s/ Jane Trust

  Jane Trust
  Chief Executive Officer
Date:   July 23, 2019

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

 

By:  

/s/ Jane Trust

  Jane Trust
  Chief Executive Officer
Date:   July 23, 2019
By:  

/s/ Richard F. Sennett

  Richard F. Sennett
  Principal Financial Officer
Date:   July 23, 2019