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: September 30

Date of reporting period: March 31, 2020

 

 

 


ITEM 1.

REPORT TO STOCKHOLDERS.

The Semi-Annual Report to Stockholders is filed herewith.


LOGO

 

Semi-Annual Report   March 31, 2020

CLEARBRIDGE

ALL CAP GROWTH ETF

CACG

 

 

 

Beginning in March 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


What’s inside      
Letter from the president     II  
Performance review     III  
Fund at a glance     1  
Fund expenses     2  
Schedule of investments     3  
Statement of assets and liabilities     8  
Statement of operations     9  
Statements of changes in net assets     10  
Financial highlights     11  
Notes to financial statements     12  
Board approval of management and subadvisory agreements     19  

 

Fund objective

The Fund seeks to achieve Long-term capital appreciation.

 

Letter from the president

 

LOGO

 

Dear Shareholder,

We are pleased to provide the semi-annual report of ClearBridge All Cap Growth ETF for the six-month reporting period ended March 31, 2020. 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

April 30, 2020

 

II    ClearBridge All Cap Growth ETF


Performance review

 

For the six months ended March 31, 2020, ClearBridge All Cap Growth ETF generated a -7.18% return on a net asset value (“NAV”)i basis and -7.24% based on its market priceii per share.

The performance table shows the Fund’s total return for the six months ended March 31, 2020 based on its NAV and market price as of March 31, 2020. The Fund’s broad-based market index, the Russell 3000 Growth Indexiii, returned -5.77% over the same time frame. The Lipper Multi-Cap Growth Funds Category Averageiv returned -7.93% for the period. Please note that Lipper performance returns are based on each fund’s NAV.

 

Performance Snapshot as of March 31, 2020 (unaudited)      
     6 months  
ClearBridge All Cap Growth ETF:  

$29.17 (NAV)

    -7.18 %*† 

$29.16 (Market Price)

    -7.24 %*‡ 
Russell 3000 Growth Index     -5.77
Lipper Multi-Cap Growth Funds Category Average     -7.93

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.

As of the Fund’s current prospectus dated February 1, 2020, the gross total annual fund operating expense ratio for the Fund was 0.54%.

* 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.

 

ClearBridge All Cap Growth ETF   III


Performance review (cont’d)

 

Looking for additional information?

The Fund’s daily NAV is available on-line at www.leggmason/etf. The Fund is traded under the symbol “CACG” 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

April 30, 2020

RISKS: Equity securities are subject to market and price fluctuations. In addition to investments in large-capitalization companies, investments may be made in speculative and/or small-cap and mid-cap companies which involve a higher degree of risk and volatility than investments in larger, more established companies. The Fund’s growth-oriented investment style may increase the risks of investing in the Fund. Growth securities typically are very sensitive to market movements because their market prices tend to reflect future expectations. When it appears those expectations will not be met, the prices of growth securities typically fall. Growth stocks as a group may be out of favor and underperform the overall equity market while the market concentrates on value stocks. Although the Fund will not concentrate its investments in any one industry or industry group, it may, like many growth funds, weight its investments toward certain industries, thus increasing its exposure to factors adversely affecting issuers within those industries. Investments may also be made in depositary receipts and other securities of non-U.S. companies in developed and emerging markets which involve risks in addition to those ordinarily associated with investing in domestic securities, including the potentially negative effects of currency fluctuation, political and economic developments, foreign taxation and differences in auditing and other financial standards. These risks are magnified in emerging markets. Active management and diversification does not ensure gains or protect against market declines. Distributions are not guaranteed and are subject to change. 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.

 

IV    ClearBridge All Cap Growth ETF


 

 

 

 

 

i  

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

 

ii 

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.

 

iii 

The Russell 3000 Growth Index measures the performance of the broad growth segment of the U.S. equity universe. It includes those Russell 3000 Index companies with higher price-to-book ratios and higher forecasted growth values. (A price-to-book ratio is the price of a stock compared to the difference between a company’s assets and liabilities.) The Russell 3000 Index measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the U.S. equity market.

 

iv 

Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the six-month period ended March 31, 2020, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 549 funds in the Fund’s Lipper category.

 

ClearBridge All Cap Growth ETF   V


 

 

 

(This page intentionally left blank.)


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 March 31, 2020 and September 30, 2019. The composition of the Fund’s investments is subject to change at any time.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   1


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 October 1, 2019 and held for the six months ended March 31, 2020.

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 Period3
          Hypothetical
Annualized
Total Return
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid During
the Period3
 
  -7.18   $ 1,000.00     $ 928.20       0.53   $ 2.55         5.00   $ 1,000.00     $ 1,022.35       0.53   $ 2.68  

 

1  

For the six months ended March 31, 2020.

 

2

Assumes the reinvestment of all distributions, including returns 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 (183), then divided by 366.

 

 

2    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


Schedule of investments (unaudited)

March 31, 2020

 

ClearBridge All Cap Growth ETF

 

Security   Shares     Value  
Common Stocks — 98.6%                
Communication Services — 14.6%                

Diversified Telecommunication Services — 0.2%

               

GCI Liberty Inc., Class A Shares

    3,627     $ 206,630   * 

Entertainment — 1.3%

               

Liberty Media Corp.-Liberty Formula One, Class A Shares

    1,395       36,019  * 

Liberty Media Corp.-Liberty Formula One, Class C Shares

    2,139       58,245  * 

Lions Gate Entertainment Corp., Class B Shares

    9,207       51,375  * 

Walt Disney Co.

    17,192       1,660,747  

Total Entertainment

            1,806,386  

Interactive Media & Services — 8.4%

               

Alphabet Inc., Class A Shares

    1,581       1,837,043  * 

Alphabet Inc., Class C Shares

    2,418       2,811,675  * 

Facebook Inc., Class A Shares

    23,630       3,941,484  * 

Twitter Inc.

    110,809       2,721,469  * 

Total Interactive Media & Services

            11,311,671  

Media — 4.7%

               

AMC Networks Inc., Class A Shares

    7,533       183,127  * 

Comcast Corp., Class A Shares

    143,780       4,943,156  

Discovery Inc., Class A Shares

    23,436       455,596  * 

Liberty Broadband Corp., Class A Shares

    837       89,559  * 

Liberty Broadband Corp., Class C Shares

    1,581       175,048  * 

Liberty Media Corp.-Liberty SiriusXM, Class A Shares

    5,952       188,619  * 

Liberty Media Corp.-Liberty SiriusXM, Class C Shares

    11,904       376,405  * 

Total Media

            6,411,510  

Total Communication Services

            19,736,197  
Consumer Discretionary — 8.8%                

Auto Components — 0.2%

               

Aptiv PLC

    4,732       233,004  

Internet & Direct Marketing Retail — 6.6%

               

Alibaba Group Holding Ltd., ADR

    8,490       1,651,135  * 

Amazon.com Inc.

    3,587       6,993,646  * 

Qurate Retail Inc., Class A Shares

    45,477       277,637  * 

Total Internet & Direct Marketing Retail

            8,922,418  

Specialty Retail — 2.0%

               

Advance Auto Parts Inc.

    9,588       894,752  

Home Depot Inc.

    10,121       1,889,692  

Total Specialty Retail

            2,784,444  

Total Consumer Discretionary

            11,939,866  

 

 

See Notes to Financial Statements.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   3


Schedule of investments (unaudited) (cont’d)

March 31, 2020

 

ClearBridge All Cap Growth ETF

 

Security   Shares     Value  
Consumer Staples — 2.7%                

Beverages — 1.6%

               

Anheuser-Busch InBev SA/NV, ADR

    18,053     $ 796,499  

Monster Beverage Corp.

    24,093       1,355,472  * 

Total Beverages

            2,151,971  

Food & Staples Retailing — 1.1%

               

Costco Wholesale Corp.

    5,155       1,469,845  

Total Consumer Staples

            3,621,816  
Energy — 0.7%                

Energy Equipment & Services — 0.2%

               

National Oilwell Varco Inc.

    22,506       221,234  

Oil, Gas & Consumable Fuels — 0.5%

               

Occidental Petroleum Corp.

    10,337       119,702  

Pioneer Natural Resources Co.

    8,853       621,038  

Total Oil, Gas & Consumable Fuels

            740,740  

Total Energy

            961,974  
Financials — 1.7%                

Capital Markets — 0.8%

               

Charles Schwab Corp.

    31,872       1,071,537  

Consumer Finance — 0.9%

               

American Express Co.

    14,787       1,265,915  

Total Financials

            2,337,452  
Health Care — 22.1%                

Biotechnology — 9.5%

               

Alexion Pharmaceuticals Inc.

    14,716       1,321,350  * 

Amgen Inc.

    7,993       1,620,421  

Biogen Inc.

    14,415       4,560,618  * 

BioMarin Pharmaceutical Inc.

    12,177       1,028,956  * 

ImmunoGen Inc.

    19,257       65,666  * 

Ionis Pharmaceuticals Inc.

    26,402       1,248,287  * 

Vertex Pharmaceuticals Inc.

    13,020       3,098,109  * 

Total Biotechnology

            12,943,407  

Health Care Equipment & Supplies — 0.6%

               

Medtronic PLC

    8,370       754,807  

Health Care Providers & Services — 6.5%

               

Guardant Health Inc.

    17,251       1,200,669  * 

UnitedHealth Group Inc.

    30,502       7,606,589  

Total Health Care Providers & Services

            8,807,258  

Life Sciences Tools & Services — 1.6%

               

Thermo Fisher Scientific Inc.

    7,467       2,117,641  

 

See Notes to Financial Statements.

 

4    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


 

ClearBridge All Cap Growth ETF

 

Security   Shares     Value  

Pharmaceuticals — 3.9%

               

Allergan PLC

    17,567     $ 3,111,116  

Zoetis Inc.

    18,715       2,202,568  

Total Pharmaceuticals

            5,313,684  

Total Health Care

            29,936,797  
Industrials — 9.8%                

Aerospace & Defense — 2.9%

               

L3Harris Technologies Inc.

    14,029       2,526,904  

United Technologies Corp.

    14,922       1,407,592  

Total Aerospace & Defense

            3,934,496  

Air Freight & Logistics — 1.4%

               

CH Robinson Worldwide Inc.

    7,166       474,389  

United Parcel Service Inc., Class B Shares

    15,561       1,453,709  

Total Air Freight & Logistics

            1,928,098  

Building Products — 0.7%

               

Johnson Controls International PLC

    37,665       1,015,448  

Industrial Conglomerates — 1.1%

               

Honeywell International Inc.

    11,053       1,478,781  

Machinery — 0.3%

               

Pentair PLC

    11,532       343,192  

Professional Services — 1.1%

               

IHS Markit Ltd.

    25,957       1,557,420  

Road & Rail — 1.0%

               

Uber Technologies Inc.

    48,295       1,348,396   * 

Trading Companies & Distributors — 1.3%

               

NOW Inc.

    22,878       118,051  * 

W.W. Grainger Inc.

    6,494       1,613,759  

Total Trading Companies & Distributors

            1,731,810  

Total Industrials

            13,337,641  
Information Technology — 34.9%                

Electronic Equipment, Instruments & Components — 1.9%

               

Dolby Laboratories Inc., Class A Shares

    18,135       983,098  

TE Connectivity Ltd.

    24,645       1,552,142  

Total Electronic Equipment, Instruments & Components

            2,535,240  

IT Services — 5.1%

               

Akamai Technologies Inc.

    19,977       1,827,696  * 

Fidelity National Information Services Inc.

    11,504       1,399,347  

Visa Inc., Class A Shares

    22,878       3,686,103  

Total IT Services

            6,913,146  

Semiconductors & Semiconductor Equipment — 6.2%

               

Broadcom Inc.

    14,158       3,356,862  

 

See Notes to Financial Statements.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   5


Schedule of investments (unaudited) (cont’d)

March 31, 2020

 

ClearBridge All Cap Growth ETF

 

Security   Shares     Value  

Semiconductors & Semiconductor Equipment — continued

               

Cree Inc.

    25,046     $ 888,131  * 

NVIDIA Corp.

    6,954       1,833,074  

QUALCOMM Inc.

    21,263       1,438,442  

Texas Instruments Inc.

    9,005       899,870  

Total Semiconductors & Semiconductor Equipment

            8,416,379  

Software — 16.7%

               

Adobe Inc.

    9,593       3,052,876  * 

Autodesk Inc.

    15,345       2,395,355  * 

Cerence Inc.

    3,307       50,928  * 

Citrix Systems Inc.

    24,273       3,435,843  

FireEye Inc.

    90,908       961,807  * 

Microsoft Corp.

    37,679       5,942,355  

Nuance Communications Inc.

    26,412       443,193  * 

Nutanix Inc., Class A Shares

    30,508       482,027  * 

Palo Alto Networks Inc.

    6,881       1,128,209  * 

salesforce.com Inc.

    9,895       1,424,682  * 

Splunk Inc.

    15,262       1,926,522  * 

VMware Inc., Class A Shares

    11,943       1,446,297  * 

Total Software

            22,690,094  

Technology Hardware, Storage & Peripherals — 5.0%

               

Apple Inc.

    9,524       2,421,858  

Seagate Technology PLC

    54,890       2,678,632  

Western Digital Corp.

    39,217       1,632,211  

Total Technology Hardware, Storage & Peripherals

            6,732,701  

Total Information Technology

            47,287,560  
Materials — 1.8%                

Chemicals — 0.9%

               

Ecolab Inc.

    7,564       1,178,698  

Metals & Mining — 0.9%

               

Freeport-McMoRan Inc.

    84,444       569,997  

Nucor Corp.

    18,135       653,223  

Total Metals & Mining

            1,223,220  

Total Materials

            2,401,918  
Real Estate — 1.5%                

Equity Real Estate Investment Trusts (REITs) — 1.5%

               

Equinix Inc.

    3,336       2,083,565  

Total Investments before Short-Term Investments (Cost — $139,171,483)

            133,644,786  

 

 

See Notes to Financial Statements.

 

6    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


ClearBridge All Cap Growth ETF

 

     
Security   Rate     Shares     Value  
Short-Term Investments — 1.4%                        

JPMorgan 100% U.S. Treasury Securities Money Market Fund, Institutional Class
(Cost — $1,930,195)

    0.266     1,930,195     $ 1,930,195  

Total Investments — 100.0% (Cost — $141,101,678)

                    135,574,981  

Other Assets in Excess of Liabilities — 0.0%

                    54,872  

Total Net Assets — 100.0%

                  $ 135,629,853  

 

*

Non-income producing security.

 

Abbreviation used in this schedule:

ADR   — American Depositary Receipts

 

See Notes to Financial Statements.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   7


Statement of assets and liabilities (unaudited)

March 31, 2020

 

Assets:         

Investments, at value (Cost — $141,101,678)

   $ 135,574,981  

Dividends and interest receivable

     116,603  

Total Assets

     135,691,584  
Liabilities:         

Investment management fee payable

     61,731  

Total Liabilities

     61,731  
Total Net Assets    $ 135,629,853  
Net Assets:         

Par value (Note 5)

   $ 47  

Paid-in capital in excess of par value

     141,636,898  

Total distributable earnings (loss)

     (6,007,092)  
Total Net Assets    $ 135,629,853  
Shares Outstanding      4,650,000  
Net Asset Value    $ 29.17  

 

See Notes to Financial Statements.

 

8    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


Statement of operations (unaudited)

For the Six Months Ended March 31, 2020

 

Investment Income:         

Dividends

   $ 857,820  

Interest

     28,556  

Less: Foreign taxes withheld

     (3,688)  

Total Investment Income

     882,688  
Expenses:         

Investment management fee (Note 2)

     379,028  

Total Expenses

     379,028  
Net Investment Income      503,660  
Realized and Unrealized Loss on Investments (Notes 1 and 3):         

Net Realized Loss From Investment Transactions

     (485,380)  

Change in Net Unrealized Appreciation (Depreciation) From Investments

     (12,176,156)  
Net Loss on Investments      (12,661,536)  
Decrease in Net Assets From Operations    $ (12,157,876)  

 

See Notes to Financial Statements.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   9


Statements of changes in net assets

 

 

For the Six Months Ended March 31, 2020 (unaudited)

and the Year Ended September 30, 2019

   2020      2019  
Operations:                  

Net investment income

   $ 503,660      $ 766,037  

Net realized gain (loss)

     (485,380)        1,735,399  

Change in net unrealized appreciation (depreciation)

     (12,176,156)        1,337,495  

Increase (Decrease) in Net Assets From Operations

     (12,157,876)        3,838,931  
Distributions to Shareholders From (Note 1):                  

Total distributable earnings

     (1,096,747)        (525,004)  

Decrease in Net Assets From Distributions to Shareholders

     (1,096,747)        (525,004)  
Fund Share Transactions (Note 5):                  

Net proceeds from sale of shares (650,000 and 2,250,000 shares issued, respectively)

     21,964,434        68,053,891  

Cost of shares repurchased (50,000 and 250,000 shares repurchased, respectively)

     (1,300,958)        (7,502,689)  

Increase in Net Assets From Fund Share Transactions

     20,663,476        60,551,202  

Increase in Net Assets

     7,408,853        63,865,129  
Net Assets:                  

Beginning of period

     128,221,000        64,355,871  

End of period

   $ 135,629,853      $ 128,221,000  

 

See Notes to Financial Statements.

 

10    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


Financial highlights

 

For a share of beneficial interest outstanding throughout each year ended September 30,

unless otherwise noted:

 
      20201,2      20191      20181      20171,3  
Net asset value, beginning of period      $31.66        $31.39        $26.16        $24.84  
Income (loss) from operations:            

Net investment income

     0.12        0.24        0.17        0.06  

Net realized and unrealized gain (loss)

     (2.35)        0.21        5.13        1.26  

Total income (loss) from operations

     (2.23)        0.45        5.30        1.32  
Less distributions from:            

Net investment income

     (0.22)        (0.18)        (0.07)         

Net realized gains

     (0.04)                       

Total distributions

     (0.26)        (0.18)        (0.07)         
Net asset value, end of period      $29.17        $31.66        $31.39        $26.16  

Total return, based on NAV4

     (7.18)      1.55      20.28      5.31
Net assets, end of period (000s)      $135,630        $128,221        $64,356        $36,627  
Ratios to average net assets:            

Gross expenses

     0.53 %5        0.53      0.53      0.53 %5  

Net expenses

     0.53 5        0.53        0.53        0.53 5  

Net investment income

     0.70 5        0.80        0.59        0.62 5  
Portfolio turnover rate6      8      16      15      2

 

1 

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

 

2 

For the six months ended March 31, 2020 (unaudited).

 

3 

For the period May 3, 2017 (inception date) to September 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.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   11


Notes to financial statements (unaudited)

 

1. Organization and significant accounting policies

ClearBridge All Cap Growth 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 and 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 to achieve long-term capital appreciation through investing in a diversified portfolio of large, medium and small capitalization stocks that have the potential for above-average long-term earnings and/or cash flow growth.

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

 

12    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


techniques and methodologies. The independent third party pricing services 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 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.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   13


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

 

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†   $ 133,644,786                 $ 133,644,786  
Short-Term Investments†     1,930,195                   1,930,195  
Total Investments   $ 135,574,981                 $ 135,574,981  

 

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

 

14    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


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) 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.

(e) 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 September 30, 2019, 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.

(f) 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.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   15


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

 

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 0.53% of the Fund’s average daily net assets.

As compensation for its subadvisory services, LMPFA pays ClearBridge a fee monthly, at an annual rate equal to 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.

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.

 

16    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


3. Investments

During the six months ended March 31, 2020, the aggregate cost of purchases and proceeds from sales of investments (excluding in-kind transactions and short-term investments) were as follows:

 

Purchases      $ 13,936,320  
Sales        11,410,534  

During the six months ended March 31, 2020, in-kind transactions (Note 5) were as follows:

 

Contributions      $ 21,414,808  
Redemptions        1,280,097  
Realized gain (loss)*        132,804  

 

*

Net realized gains on redemptions in-kind are not taxable to the remaining shareholders of the Fund.

The in-kind contributions and in-kind redemptions shown in this table may not agree with the Fund Share Transactions on the Statement of Changes in Net Assets. This table represents the accumulation of the Fund’s daily net shareholder transactions while the Statement of Changes in Net Assets reflects gross shareholder transactions including any cash component of the transactions.

At March 31, 2020, 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
Depreciation
 
Securities    $ 141,101,678      $ 10,073,168      $ (15,599,865)      $ (5,526,697)  

4. Derivative instruments and hedging activities

During the six months ended March 31, 2020, the Fund did not invest in derivative instruments.

5. Fund share transactions

At March 31, 2020, 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 redemptions for cash (when cash creations and redemptions are available or specified) may be subject to an additional variable fee.

 

ClearBridge All Cap Growth ETF 2020 Semi-Annual Report   17


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

 

6. Other matters

On February 18, 2020, Franklin Resources, Inc. (“Franklin Resources”) and Legg Mason announced that they have entered into a definitive agreement for Franklin Resources to acquire Legg Mason in an all-cash transaction. As part of this transaction, LMPFA and the subadviser(s), each currently a subsidiary of Legg Mason, would become a subsidiary of Franklin Resources. The transaction is subject to approval by Legg Mason’s shareholders and customary closing conditions, including receipt of applicable regulatory approvals. Subject to such approvals and the satisfaction of the other conditions, the transaction is expected to be consummated later this year.

Under the Investment Company Act of 1940, consummation of the transaction will result in the automatic termination of the Fund’s management contract, and any related subadvisory contract(s), where applicable. Therefore, the Fund’s Board has approved new management and subadvisory contracts, where applicable, that will be presented to the shareholders of the Fund for their approval.

***

The outbreak of the respiratory illness COVID-19 (commonly referred to as “coronavirus”) has continued to rapidly spread around the world, causing considerable uncertainty for the global economy and financial markets. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known. The COVID-19 pandemic could adversely affect the value and liquidity of the Fund’s investments, impair the Fund’s ability to satisfy redemption requests, and negatively impact the Fund’s performance. In addition, the outbreak of COVID-19, and measures taken to mitigate its effects, could result in disruptions to the services provided to the Fund by its service providers.

 

18    ClearBridge All Cap Growth ETF 2020 Semi-Annual Report


Board approval of management and

subadvisory agreements (unaudited)

 

At a meeting of the Trust’s Board of Trustees, the Board considered the re-approval for an annual period of the management agreement pursuant to which Legg Mason Partners Fund Advisor, LLC (the “Manager”) provides the Fund with investment advisory and administrative services, the sub-advisory agreement pursuant to which ClearBridge Investments, LLC (“ClearBridge”) provides day-to-day management of the Fund’s portfolio, and the sub-advisory agreement pursuant to which Western Asset Management Company, LLC (“Western Asset” and, together with ClearBridge, the “Sub-Advisers”) provides day-to-day management of the Fund’s cash and short-term instruments allocated to it by the Manager. (The management agreement and sub-advisory agreements are collectively referred to as the “Agreements.”) The Manager and the Sub-Advisers are wholly-owned subsidiaries of Legg Mason, Inc. The Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “Independent Trustees”)) of the Fund were assisted in their review by Fund counsel and independent legal counsel and met with independent legal counsel in executive sessions separate from representatives of the Manager and the Sub-Advisers. The Independent Trustees requested and received information from the Manager and the Sub-Advisers they deemed reasonably necessary for their review of the Agreements and the performance of the Manager and the Sub-Advisers. Included was information about the Manager, the Sub-Advisers and the Fund’s distributor, as well as the management, sub-advisory and distribution arrangements and services provided to the Fund and other funds overseen by the Board. This information was initially reviewed by a special committee of the Independent Trustees and then by the full Board.

In voting to approve the Agreements, the Independent Trustees considered whether the approval of the Agreements would be in the best interests of the Fund and its shareholders, an evaluation based on several factors including those discussed below.

Nature, Extent and Quality of the Services provided to the Fund under the Management Agreement and Sub-Advisory Agreements

The Board received and considered information regarding the nature, extent and quality of services provided to the Fund by the Manager and the Sub-Advisers under the Management Agreement and Sub-Advisory Agreements, respectively, during the past year. The Trustees also considered the Manager’s supervisory activities over the Sub-Advisers. In addition, the Independent Trustees received and considered other information regarding the administrative and other services rendered to the Fund by the Manager, including services specific to the Fund’s operation as an exchange-traded fund. The Board noted information received at regular meetings throughout the year related to the services rendered by the Manager in its management of the Fund’s affairs and the Manager’s role in coordinating the activities of the Sub-Advisers and the Fund’s other service providers. The Board’s evaluation of the services provided by the Manager and the Sub-Advisers took into account the Board’s knowledge and familiarity gained as Trustees of funds in the Legg Mason fund complex, including the scope and quality of the investment management and other capabilities of the

 

ClearBridge All Cap Growth ETF   19


Board approval of management and

subadvisory agreements (unaudited) (cont’d)

 

Manager and the Sub-Advisers and the quality of the Manager’s administrative and other services. The Board observed that the scope of services provided by the Manager had expanded over time as a result of regulatory and other developments, including maintaining and monitoring its own and the Fund’s compliance programs specific to the Fund’s operation as an exchange-traded fund. The Board reviewed information received from the Manager and the Fund’s Chief Compliance Officer regarding the Fund’s compliance policies and procedures established pursuant to Rule 38a-1 under the Investment Company Act of 1940, as amended.

The Board reviewed the qualifications, backgrounds and responsibilities of the Fund’s senior personnel and the portfolio management team primarily responsible for the day-to-day portfolio management of the Fund. The Board considered the services provided to the Legg Mason fund complex and the Manager’s commitment to continue to provide effective and efficient investment management services. The Board also considered, based on its knowledge of the Manager and the Manager’s affiliates, the financial resources available to the Manager’s parent organization, Legg Mason, Inc.

The Board considered the division of responsibilities among the Manager and the Sub-Advisers and the oversight provided by the Manager. The Board also considered the arrangements for communication and processing of orders for creations and redemptions of Fund shares. In addition, management also reported to the Board on, among other things, its business plans regarding exchange-traded funds, recent organizational changes, portfolio manager compensation plan and policy regarding portfolio managers’ ownership of fund shares.

The Board concluded that, overall, it was satisfied with the nature, extent and quality of services provided (and expected to be provided) under the respective Agreement by the Manager and the Sub-Advisers.

Fund Performance

The Board received and reviewed performance information for the Fund and for a group of multi-cap growth and multi-cap core institutional actively managed exchange-traded funds (the “Performance Group”) selected by Broadridge Financial Solutions Inc. (“Broadridge”), an independent provider of investment company data. The Board was provided with a description of the methodology Broadridge used to determine the similarity of the Fund with the funds included in the Performance Group. The Trustees noted that they also had received and discussed with management at periodic intervals information on the investment performance of the Fund in comparison to similar exchange-traded funds and benchmark performance indices. The information comparing the Fund’s performance to that of the Performance Group was for the one-year period ended June 30, 2019 and the period since the Fund’s inception (May 3, 2017) through June 30, 2019. The Fund performed better than the median performance of the funds in the Performance Group and was ranked in the

 

20    ClearBridge All Cap Growth ETF


first quintile of the funds in the Performance Group for each period. The Board reviewed performance information provided by the Manager for periods ended September 30, 2019, which showed that the Fund’s performance was better than the Broadridge category average during the third quarter. The Trustees noted that the Manager and ClearBridge were committed to providing the resources necessary to assist the Fund’s portfolio managers. Based on its review, and noting the limited period of performance data available, the Board was satisfied with the Fund’s performance. The Board determined to continue to evaluate the Fund’s performance and directed the Independent Trustees’ performance committee to continue to periodically review Fund performance with the Manager and report to the full Board during periods between Board meetings.

Management Fees and Expense Ratios

The Board reviewed and considered the contractual management fee rate (the “Actual Management Fee”) paid by the Fund to the Manager over the Fund’s last fiscal year in light of the nature, extent and quality of the management and sub-advisory services provided by the Manager and the Sub-Advisers, respectively. The Board noted that the Manager, and not the Fund, pays the sub-advisory fees to the Sub-Advisers and, accordingly, that the retention of the Sub-Advisers does not increase the fees and expenses incurred by the Fund. The Board also noted that the Manager pays all fund expenses, other than the Actual Management Fee and certain other expenses. Because of the Fund’s “unitary fee” structure, the Board recognized that the Fund’s fees and expenses will vary within a much smaller range and the Manager will bear the risk that Fund expenses may increase over time. On the other hand, the Board noted that it is possible that the Manager could earn a profit on the fees charged under the management agreement and would benefit from any price decreases in third-party services covered by the management agreement.

The Board also reviewed information regarding the fees the Manager and ClearBridge charged any of their U.S. clients investing primarily in an asset class similar to that of the Fund including, where applicable, institutional separate and commingled accounts and retail managed accounts. The Manager reviewed with the Board the significant differences in the scope of services provided to the Fund and to such other clients, noting that the Fund is provided with regulatory compliance and administrative services, office facilities and Fund officers (including the Fund’s chief financial, chief legal and chief compliance officers), and that the Manager coordinates and oversees the provision of services to the Fund by other fund service providers, including the Sub-Advisers. The Board considered the fee comparisons in light of the scope of services required to manage these different types of accounts. Management also discussed with the Board the Fund’s distribution arrangements.

Additionally, the Board received and considered information comparing the Fund’s Actual Management Fee and the Fund’s overall expense ratio with those of the same group of institutional actively managed exchange-traded funds, which included two multi-cap growth

 

ClearBridge All Cap Growth ETF   21


Board approval of management and

subadvisory agreements (unaudited) (cont’d)

 

funds and five multi-cap core funds, selected by Broadridge as the Performance Group for the Fund (the “Expense Group”), and the Fund’s overall expense ratio with a broader group of funds selected by Broadridge consisting of all institutional actively managed multi-cap growth and multi-cap core exchange-traded funds (the “Expense Universe”). This information showed that the Fund’s Actual Management Fee was lower than the median of management fees paid by the funds in the Expense Group, and that the Fund’s total expense ratio was lower than the median of the total expense ratios of the funds in the Expense Group (before and after fee waivers and expense reimbursements) and the funds in the Expense Universe.

Manager Profitability

The Board received and considered a profitability analysis of the Manager and its affiliates in providing services to the Fund. The Board also received profitability information with respect to the Legg Mason fund complex as a whole. In addition, the Board received information with respect to the Manager’s allocation methodologies used in preparing this profitability data as well as a report from an outside consultant that had reviewed the Manager’s methodology. The Board noted the profitability percentage ranges determined by appropriate court cases to be reasonable given the services rendered to investment companies. The Board determined that the Manager’s profitability was not excessive in light of the nature, extent and quality of the services provided to the Fund.

Economies of Scale

The Board discussed any economies of scale or other efficiencies that may result from increases in the Fund’s assets. The Board noted that the Fund’s management agreement did not provide for any breakpoints in the Fund’s Actual Management Fee to the extent the assets of the Fund increase. The Board further noted that should material economies of scale exist in the future, a breakpoint structure for the Fund may be appropriate, and that it would continue to monitor the sharing of economies of scale to determine the appropriateness of adding breakpoints in the future. The Board also noted that there are various ways to share potential economies of scale with Fund shareholders and that it appeared that the benefits of any economies of scale would be appropriately shared with shareholders through increased investment in fund management and administration resources.

Taking all of the above into consideration, the Board determined that the management fee was reasonable in light of the comparative performance and expense information and the nature, extent and quality of the services provided to the Fund under the Agreements.

Other Benefits to the Manager

The Board considered other benefits received by the Manager and its affiliates, including the Sub-Advisers, as a result of the Manager’s relationship with the Fund, including the opportunity to offer additional products and services such as 529 College Savings Plans and retail managed accounts.

 

22    ClearBridge All Cap Growth ETF


In light of the costs of providing investment management and other services to the Fund and the Manager’s ongoing commitment to the Fund, the profits and other ancillary benefits that the Manager and its affiliates received were considered reasonable.

Based on their discussions and considerations, including those described above, the Trustees approved the Management Agreement and the Sub-Advisory Agreements to continue for another year.

No single factor reviewed by the Board was identified by the Board as the principal factor in determining whether to approve the Management Agreement and the Sub-Advisory Agreements.

 

ClearBridge All Cap Growth ETF   23


 

 

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ClearBridge

All Cap Growth 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

Thomas F. Schlafly

Jane Trust

Investment manager

Legg Mason Partners Fund Advisor, LLC

Subadviser

ClearBridge Investments, LLC

Custodian

The Bank of New York Mellon

Transfer agent

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Independent registered public accounting firm

PricewaterhouseCoopers LLP

Baltimore, MD

 

ClearBridge All Cap Growth ETF

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

ClearBridge All Cap Growth 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. 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 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 All Cap Growth 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

© 2020 Legg Mason Investor Services, LLC

Member FINRA, SIPC


www.leggmason.com

© 2020 Legg Mason Investor Services, LLC Member FINRA, SIPC

CBAX450670 5/20 SR20-3877


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.


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


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:   May 20, 2020

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:   May 20, 2020
By:  

/s/ Christopher Berarducci

  Christopher Berarducci
  Principal Financial Officer
Date:   May 20, 2020
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