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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Western Asset Intermediate Muni Fund Inc | NYSE:SBI | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 8.02 | 0 | 09:09:45 |
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
811-6506
Western Asset Intermediate Muni Fund Inc.
(Exact name of registrant as specified in charter)
620 Eighth Avenue, 47th Floor, New York, NY 10018
(Address of principal executive offices) (Zip code)
Marc A. De Oliveira
Franklin Templeton
100 First Stamford Place
Stamford, CT 06902
(Name and address of agent for service)
Registrant’s telephone number, including area code:
1-888-777-0102
Date of fiscal year end: November 30
Date of reporting period: May 31, 2024
ITEM 1. | REPORT TO STOCKHOLDERS. |
The Semi-Annual Report to Stockholders is filed herewith.
Letter from the chairman
|
III
|
V
|
|
1
|
|
2
|
|
19
|
|
20
|
|
21
|
|
22
|
|
23
|
|
26
|
|
37
|
|
43
|
|
44
|
Performance Snapshot as of May 31, 2024 (unaudited)
|
|
Price Per Share
|
6-Month
Total Return**
|
$8.80 (NAV)
|
1.89
%†
|
$7.65 (Market Price)
|
5.18
%‡
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Municipal Bonds — 135.2%
|
|||||
Alabama — 5.0%
|
|||||
Alabama State Corrections Institution Finance
Authority Revenue, Series A
|
5.000%
|
7/1/42
|
$750,000
|
$795,684
|
|
Black Belt Energy Gas District, AL, Gas Project
Revenue Bonds:
|
|
|
|
|
|
Series D-1, Refunding
|
5.500%
|
2/1/29
|
200,000
|
211,146
(a)(b)
|
|
Series F
|
5.500%
|
12/1/28
|
2,000,000
|
2,105,914
(a)(b)
|
|
Energy Southeast, A Cooperative District
Energy, AL, Supply Revenue, Series B-1
|
5.750%
|
11/1/31
|
1,000,000
|
1,093,532
(a)(b)
|
|
Jefferson County, AL, Sewer Revenue,
Warrants, Series 2024, Refunding
|
5.250%
|
10/1/45
|
1,500,000
|
1,620,336
|
|
Southeast Alabama Gas Supply District, Gas
Supply Revenue, Project No 1, Series A,
Refunding
|
5.000%
|
4/1/31
|
400,000
|
408,461
|
|
Total Alabama
|
6,235,073
|
||||
Alaska — 0.2%
|
|||||
Alaska State Housing Finance Corp. Revenue,
State Capital Project, Series B, Refunding
|
4.000%
|
12/1/36
|
250,000
|
249,615
|
|
Arizona — 2.9%
|
|||||
Chandler, AZ, IDA Revenue:
|
|
|
|
|
|
Intel Corp. Project
|
5.000%
|
9/1/27
|
500,000
|
510,677
(a)(b)(c)
|
|
Intel Corp. Project
|
3.800%
|
6/15/28
|
500,000
|
496,364
(a)(b)
|
|
Intel Corp. Project
|
4.100%
|
6/15/28
|
250,000
|
248,102
(a)(b)(c)
|
|
Intel Corp. Project
|
4.000%
|
6/1/29
|
650,000
|
644,612
(a)(b)(c)(d)
|
|
La Paz County, AZ, IDA, Lease Revenue, Charter
School Solutions Harmony Public Schools
Project
|
5.000%
|
2/15/38
|
500,000
|
501,917
|
|
Navajo Nation, AZ, Revenue, Series A,
Refunding
|
5.000%
|
12/1/25
|
165,000
|
166,425
(e)
|
|
Phoenix, AZ, Civic Improvement Corp., Airport
Revenue, Junior Lien, Refunding
|
5.000%
|
7/1/27
|
1,000,000
|
1,000,686
|
|
Total Arizona
|
3,568,783
|
||||
Arkansas — 0.3%
|
|||||
Arkansas State Development Finance Authority,
Environmental Improvement Revenue,
United States Steel Corporation Project, Green
Bonds
|
5.700%
|
5/1/53
|
350,000
|
361,673
(c)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
California — 10.3%
|
|||||
Alameda, CA, Corridor Transportation Authority
Revenue, Second Subordinated Lien, Series B,
Refunding
|
5.000%
|
10/1/34
|
$500,000
|
$509,423
|
|
California State Community Choice Financing
Authority Revenue:
|
|
|
|
|
|
Clean Energy Project, Green Bonds, Series
B-1
|
5.000%
|
8/1/29
|
600,000
|
627,581
(a)(b)
|
|
Clean Energy Project, Green Bonds, Series
B-1
|
4.000%
|
8/1/31
|
500,000
|
496,415
(a)(b)
|
|
California State MFA Revenue:
|
|
|
|
|
|
Senior Lien, LINXS APM Project, Series A
|
5.000%
|
12/31/34
|
350,000
|
354,224
(c)
|
|
Senior Lien, LINXS APM Project, Series A
|
5.000%
|
12/31/43
|
400,000
|
400,994
(c)
|
|
Waste Management, Inc. Project, Series B
|
4.800%
|
6/2/25
|
2,000,000
|
2,001,201
(a)(b)(c)
|
|
California State MFA Special Facility Revenue,
United Airlines, Inc., Los Angeles International
Airport Project
|
4.000%
|
7/15/29
|
250,000
|
248,405
(c)
|
|
California State PCFA Water Furnishing
Revenue, Poseidon Resources
|
5.000%
|
7/1/27
|
1,250,000
|
1,261,385
(c)(e)
|
|
Los Angeles, CA, Department of Water &
Power, Power System Revenue, Series C
|
5.000%
|
7/1/37
|
750,000
|
783,440
|
|
M-S-R Energy Authority, CA, Natural Gas
Revenue, Series B
|
6.125%
|
11/1/29
|
2,480,000
|
2,601,251
|
|
River Islands, CA, Public Financing Authority,
Special Tax Revenue:
|
|
|
|
|
|
Community Facilities District No 2003-1
|
5.500%
|
9/1/37
|
350,000
|
356,148
|
|
Community Facilities District No 2023-1
|
5.500%
|
9/1/43
|
250,000
|
253,214
|
|
Riverside, CA, Electric Revenue:
|
|
|
|
|
|
Series A, Refunding
|
5.000%
|
10/1/36
|
750,000
|
810,619
|
|
Series A, Refunding
|
5.000%
|
10/1/43
|
250,000
|
265,053
|
|
Sacramento Municipal Utility District, CA,
Electric Revenue, Green Bonds, Series M
|
5.000%
|
11/15/49
|
1,000,000
|
1,101,625
|
|
San Francisco, CA, City & County Airport
Commission, International Airport Revenue, SFO
Fuel Co. LLC, Series A, Refunding
|
5.000%
|
1/1/33
|
645,000
|
671,563
(c)
|
|
Total California
|
12,742,541
|
||||
Colorado — 1.7%
|
|||||
Base Village Metropolitan District No 2, CO,
GO, Series A, Refunding
|
5.500%
|
12/1/36
|
500,000
|
502,268
|
|
Colorado State Health Facilities Authority
Revenue, Commonspirit Health Initiatives,
Series B-2
|
5.000%
|
8/1/26
|
250,000
|
254,293
(a)(b)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Colorado — continued
|
|||||
Denver, CO, City & County Airport System
Revenue, Subordinated, Series B, Refunding
|
5.000%
|
11/15/32
|
$1,000,000
|
$1,076,625
(c)
|
|
Denver, CO, City & County Special Facility
Apartment Revenue, United Airlines Inc. Project,
Refunding
|
5.000%
|
10/1/32
|
100,000
|
99,997
(c)
|
|
Vauxmont Metropolitan District, CO, GO,
Subordinate Limited Tax, Series 2019,
Refunding, AGM
|
5.000%
|
12/15/28
|
125,000
|
129,535
|
|
Total Colorado
|
2,062,718
|
||||
Connecticut — 1.9%
|
|||||
Connecticut State HEFA Revenue, Sacred Heart
University Issue, Series I-1, Refunding
|
5.000%
|
7/1/36
|
250,000
|
256,760
|
|
Connecticut State Special Tax Revenue,
Transportation Infrastructure, Series A
|
5.000%
|
1/1/37
|
500,000
|
521,993
|
|
Connecticut State, GO:
|
|
|
|
|
|
Series A
|
5.000%
|
4/15/39
|
1,290,000
|
1,365,945
|
|
Series B
|
4.000%
|
1/15/41
|
250,000
|
249,012
|
|
Total Connecticut
|
2,393,710
|
||||
Florida — 7.4%
|
|||||
Broward County, FL, Airport System Revenue,
Series 2017
|
5.000%
|
10/1/36
|
250,000
|
256,738
(c)
|
|
Broward County, FL, Port Facilities Revenue,
Series 2022
|
5.000%
|
9/1/37
|
450,000
|
477,857
(c)
|
|
Florida State Development Finance Corp.,
Educational Facilities Revenue, Renaissance
Charter School Inc. Projects, Series A
|
6.000%
|
6/15/35
|
150,000
|
151,609
(e)
|
|
Florida State Development Finance Corp.,
Revenue:
|
|
|
|
|
|
Brightline Passenger Rail Project, Refunding
|
5.000%
|
7/1/41
|
1,300,000
|
1,336,571
(c)
|
|
Brightline Passenger Rail Project, Refunding,
AGM
|
5.250%
|
7/1/47
|
1,250,000
|
1,299,532
(c)
|
|
Florida State Insurance Assistance Interlocal
Agency Inc., Revenue, Series A-1
|
5.000%
|
9/1/26
|
1,100,000
|
1,125,319
|
|
Florida State Mid-Bay Bridge Authority
Revenue, Series A, Refunding
|
5.000%
|
10/1/27
|
545,000
|
547,797
|
|
Hillsborough County, FL, Aviation Authority
Revenue, Tampa International Airport, Series E
|
5.000%
|
10/1/43
|
250,000
|
255,730
(c)
|
|
Miami-Dade County, FL, Health Facilities
Authority Hospital Revenue, Nicklaus Children’s
Hospital, Refunding
|
5.000%
|
8/1/36
|
250,000
|
256,053
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Florida — continued
|
|||||
Miami-Dade County, FL, Seaport Revenue,
Senior Bonds, Series A, Refunding
|
5.000%
|
10/1/47
|
$1,000,000
|
$1,040,945
(c)
|
|
Orange County, FL, Health Facilities Authority
Revenue, Orlando Health Obligated Group,
Series A
|
5.000%
|
10/1/42
|
250,000
|
267,894
|
|
Palm Beach County, FL, Health Facilities
Authority Revenue, Toby & Leon Cooperman
Sinai Residences of Boca Raton Expansion,
Series 2022, Refunding
|
4.000%
|
6/1/31
|
150,000
|
145,192
|
|
Pasco County, FL, Capital Improvement,
Cigarette Tax Allocation Bonds, H. Lee Moffitt
Cancer Center Project, Series A, AGM
|
5.750%
|
9/1/54
|
1,825,000
|
2,027,203
|
|
Total Florida
|
9,188,440
|
||||
Georgia — 1.6%
|
|||||
Georgia State Municipal Electric Authority,
Power Revenue:
|
|
|
|
|
|
Plant Vogtle Units 3&4, Project M, Series A
|
5.250%
|
7/1/64
|
200,000
|
209,256
|
|
Plant Vogtle Units 3&4, Project P, Series A
|
5.500%
|
7/1/64
|
200,000
|
208,731
|
|
Main Street Natural Gas Inc., GA, Gas Project
Revenue:
|
|
|
|
|
|
Series A
|
5.000%
|
5/15/33
|
250,000
|
256,756
|
|
Series B
|
5.000%
|
6/1/29
|
1,000,000
|
1,039,545
(a)(b)
|
|
Series C
|
5.000%
|
9/1/30
|
300,000
|
315,167
(a)(b)
|
|
Total Georgia
|
2,029,455
|
||||
Guam — 0.2%
|
|||||
Guam Government, Business Privilege Tax
Revenue, Series F, Refunding
|
4.000%
|
1/1/36
|
200,000
|
196,484
|
|
Hawaii — 0.3%
|
|||||
Honolulu, HI, City & County Wastewater System
Revenue, First Senior Bond Resolution, Series A
|
3.000%
|
7/1/41
|
400,000
|
328,578
|
|
Illinois — 23.2%
|
|||||
Chicago, IL, Board of Education, Dedicated
Capital Improvement, Special Tax Revenue,
Series 2018
|
5.000%
|
4/1/38
|
500,000
|
511,626
|
|
Chicago, IL, Board of Education, GO:
|
|
|
|
|
|
Dedicated, Series A
|
5.000%
|
12/1/43
|
1,000,000
|
1,006,514
|
|
Dedicated, Series G, Refunding
|
5.000%
|
12/1/34
|
270,000
|
276,252
|
|
Series C, Refunding
|
5.000%
|
12/1/24
|
250,000
|
250,876
|
|
Series C, Refunding, AGM
|
5.000%
|
12/1/32
|
2,000,000
|
2,070,252
|
|
Series D
|
5.000%
|
12/1/46
|
1,500,000
|
1,484,105
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Illinois — continued
|
|||||
Chicago, IL, GO:
|
|
|
|
|
|
Chicago Works, Series A
|
5.500%
|
1/1/39
|
$250,000
|
$270,686
|
|
Series A
|
5.500%
|
1/1/35
|
250,000
|
267,189
|
|
Series A
|
5.000%
|
1/1/40
|
610,000
|
623,989
|
|
Series A, Refunding
|
5.625%
|
1/1/29
|
500,000
|
518,331
|
|
Series C, Refunding
|
5.000%
|
1/1/25
|
500,000
|
502,576
|
|
Chicago, IL, O’Hare International Airport
Revenue:
|
|
|
|
|
|
Senior Lien, Series D
|
5.250%
|
1/1/36
|
500,000
|
519,711
|
|
Senior Lien, Series D
|
5.250%
|
1/1/37
|
400,000
|
415,183
|
|
Series A, Refunding
|
5.000%
|
1/1/31
|
1,750,000
|
1,756,589
(c)
|
|
Series C, Refunding
|
5.000%
|
1/1/43
|
600,000
|
621,755
(c)
|
|
Chicago, IL, Transit Authority, Sales Tax
Receipts Revenue, Second Lien, Series A,
Refunding
|
5.000%
|
12/1/45
|
550,000
|
559,691
|
|
Chicago, IL, Wastewater Transmission Revenue:
|
|
|
|
|
|
Second Lien, Series A, AGM
|
5.250%
|
1/1/58
|
500,000
|
530,713
|
|
Second Lien, Series A, Refunding
|
5.000%
|
1/1/47
|
300,000
|
302,058
|
|
Second Lien, Series B, Refunding
|
5.000%
|
1/1/36
|
600,000
|
614,435
|
|
Chicago, IL, Waterworks Revenue, Second Lien,
Series 2017-2, Refunding, AGM
|
5.000%
|
11/1/32
|
630,000
|
654,166
|
|
Illinois State Finance Authority Revenue,
Southern Illinois Healthcare Enterprises Inc.,
Refunding
|
5.000%
|
3/1/34
|
500,000
|
509,410
|
|
Illinois State Sports Facilities Authority
Revenue, State Tax Supported, Refunding, AGM
|
5.250%
|
6/15/30
|
3,000,000
|
3,008,824
|
|
Illinois State Toll Highway Authority Revenue,
Series A, Refunding
|
5.000%
|
1/1/37
|
500,000
|
567,239
|
|
Illinois State University, Auxiliary Facilities
System Revenue, Series A, Refunding, AGM
|
5.000%
|
4/1/28
|
100,000
|
104,486
|
|
Illinois State, GO:
|
|
|
|
|
|
Series 2016, Refunding
|
5.000%
|
2/1/29
|
500,000
|
514,368
|
|
Series A
|
5.000%
|
5/1/36
|
770,000
|
801,512
|
|
Series A
|
5.000%
|
5/1/39
|
300,000
|
309,713
|
|
Series A, Refunding
|
5.000%
|
10/1/29
|
1,300,000
|
1,365,782
|
|
Series B
|
5.250%
|
5/1/47
|
1,000,000
|
1,070,699
|
|
Series B, Refunding
|
5.000%
|
9/1/27
|
600,000
|
622,244
|
|
Series C
|
5.000%
|
12/1/41
|
1,250,000
|
1,336,655
|
|
Series D
|
5.000%
|
11/1/27
|
300,000
|
311,698
|
|
Series D, Refunding
|
5.000%
|
7/1/34
|
400,000
|
436,084
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Illinois — continued
|
|||||
Metropolitan Pier & Exposition Authority, IL,
Revenue:
|
|
|
|
|
|
McCormick Place Expansion Project, Series
A, Refunding
|
4.000%
|
12/15/42
|
$600,000
|
$574,505
|
|
McCormick Place Expansion Project, Series
A, Refunding
|
5.000%
|
6/15/50
|
1,200,000
|
1,224,368
|
|
McCormick Place Expansion Project, Series
B, Refunding
|
5.000%
|
12/15/31
|
250,000
|
258,545
|
|
McCormick Place Expansion Project, Series
B, Refunding
|
5.000%
|
6/15/42
|
500,000
|
519,575
|
|
McCormick Place Expansion Project, Series
B, Refunding, AGM
|
0.000%
|
12/15/56
|
500,000
|
95,901
|
|
Regional Transportation Authority, IL, GO, Series
A, Refunding, NATL
|
6.000%
|
7/1/29
|
1,020,000
|
1,103,237
|
|
Sales Tax Securitization Corp., IL, Revenue,
Series A, Refunding
|
5.000%
|
1/1/28
|
250,000
|
262,406
|
|
Total Illinois
|
28,753,948
|
||||
Indiana — 5.6%
|
|||||
Hammond, IN, Multi-School Building Corp.:
|
|
|
|
|
|
First Mortgage Bond, State Intercept Program
|
5.000%
|
7/15/34
|
750,000
|
776,795
|
|
First Mortgage Bond, State Intercept Program
|
5.000%
|
7/15/35
|
1,035,000
|
1,071,660
|
|
Indiana State Finance Authority Revenue:
|
|
|
|
|
|
Marion General Hospital, Series A
|
4.000%
|
7/1/45
|
250,000
|
226,683
|
|
Midwestern Disaster Relief, Ohio Valley
Electric Corp. Project, Series A
|
4.250%
|
11/1/30
|
200,000
|
198,567
|
|
Indianapolis, IN, Department of Public Utilities
Gas Utility Revenue, Second Lien, Series A,
Refunding
|
5.250%
|
8/15/29
|
4,000,000
|
4,005,766
|
|
Valparaiso, IN, Exempt Facilities Revenue, Pratt
Paper LLC Project, Refunding
|
4.500%
|
1/1/34
|
600,000
|
611,679
(c)
|
|
Total Indiana
|
6,891,150
|
||||
Iowa — 1.0%
|
|||||
Iowa State Finance Authority Revenue:
|
|
|
|
|
|
Midwestern Disaster Area, Iowa Fertilizer
Co. Project, Refunding
|
5.000%
|
12/1/42
|
750,000
|
780,511
(a)(b)
|
|
Midwestern Disaster Area, Iowa Fertilizer
Co. Project, Refunding
|
5.000%
|
12/1/50
|
500,000
|
522,152
|
|
Total Iowa
|
1,302,663
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Kentucky — 3.1%
|
|||||
Kentucky State PEA, Gas Supply Revenue:
|
|
|
|
|
|
Series A
|
4.000%
|
6/1/26
|
$1,200,000
|
$1,197,039
(a)(b)
|
|
Series C
|
4.000%
|
6/1/25
|
1,600,000
|
1,599,292
(a)(b)
|
|
Trimble County, KY, Environmental Facility
Revenue, Louisville Gas and Electric Company
Project, Series A
|
4.700%
|
6/1/27
|
1,000,000
|
1,000,937
(a)(b)(c)
|
|
Total Kentucky
|
3,797,268
|
||||
Louisiana — 5.6%
|
|||||
Lafayette Parish, LA, School Board Sales Tax
Revenue, Series 2023
|
4.000%
|
4/1/48
|
500,000
|
476,092
|
|
New Orleans, LA, Aviation Board, General
Airport Revenue:
|
|
|
|
|
|
Series B
|
5.000%
|
1/1/29
|
2,000,000
|
2,006,848
(c)
|
|
Series B
|
5.000%
|
1/1/30
|
2,000,000
|
2,006,867
(c)
|
|
Port New Orleans, LA, Board of Commissioners,
Revenue, Series B, Refunding, AGM
|
5.000%
|
4/1/38
|
1,625,000
|
1,656,217
(c)
|
|
St. John the Baptist Parish, LA, State Revenue,
Marathon Oil Corp. Project, Series B-2,
Refunding
|
2.375%
|
7/1/26
|
900,000
|
857,821
(a)(b)
|
|
Total Louisiana
|
7,003,845
|
||||
Maryland — 0.6%
|
|||||
Maryland State EDC, Senior Student Housing
Revenue, Morgan State University Project
|
4.000%
|
7/1/40
|
500,000
|
460,535
|
|
Maryland State Stadium Authority, Built to
Learn Revenue, Series 2021
|
4.000%
|
6/1/46
|
250,000
|
236,500
|
|
Total Maryland
|
697,035
|
||||
Massachusetts — 1.5%
|
|||||
Massachusetts State Department of
Transportation, Metropolitan Highway System
Revenue, Series B-1, Refunding
|
5.000%
|
1/1/35
|
350,000
|
375,845
|
|
Massachusetts State DFA Revenue:
|
|
|
|
|
|
Boston Medical Center, Series G, Refunding
|
5.250%
|
7/1/48
|
500,000
|
528,488
|
|
Partners Healthcare System, Refunding
|
5.000%
|
7/1/37
|
250,000
|
260,808
|
|
UMass Boston Student Housing Project
|
5.000%
|
10/1/28
|
200,000
|
204,974
|
|
Massachusetts State Port Authority Revenue,
Series E
|
5.000%
|
7/1/51
|
500,000
|
514,447
(c)
|
|
Total Massachusetts
|
1,884,562
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Michigan — 3.0%
|
|||||
Detroit, MI, Downtown Development Authority,
Tax Increment Revenue, Series A, Refunding,
AGM
|
5.000%
|
7/1/38
|
$250,000
|
$249,987
|
|
Great Lakes, MI, Water Authority, Water Supply
System Revenue:
|
|
|
|
|
|
Senior Lien, Series B
|
5.000%
|
7/1/42
|
1,000,000
|
1,093,387
|
|
Senior Lien, Series C, Refunding
|
5.000%
|
7/1/33
|
800,000
|
820,957
|
|
Senior Lien, Series C, Refunding
|
5.000%
|
7/1/35
|
350,000
|
357,712
|
|
Michigan State Finance Authority Revenue:
|
|
|
|
|
|
Hospital Revenue, Trinity Health Credit
Group, Series A, Refunding
|
5.000%
|
12/1/42
|
250,000
|
255,552
|
|
Local Government Loan Program, Detroit, MI,
Water & Sewer Department, Second Lien
Local Project, Series C, Refunding
|
5.000%
|
7/1/33
|
275,000
|
277,578
|
|
The Henry Ford Health Detroit South Campus
Central Utility Plant Project, Green Bonds,
Series 2024
|
4.375%
|
2/28/54
|
250,000
|
241,057
|
|
Tobacco Settlement Asset-Backed, Series
A-1, Refunding
|
4.000%
|
6/1/39
|
150,000
|
146,035
|
|
Michigan State Strategic Fund Limited
Obligation Revenue, I-75 Improvement Project
|
5.000%
|
12/31/43
|
300,000
|
300,707
(c)
|
|
Total Michigan
|
3,742,972
|
||||
Missouri — 1.0%
|
|||||
Kansas City, MO, IDA, Airport System Revenue,
Kansas City International Airport Terminal
Modernization Project, Series B
|
5.000%
|
3/1/35
|
750,000
|
783,042
(c)
|
|
Missouri State Health Senior Living Facilities
Revenue, Lutheran Senior Services Projects,
Series A
|
5.000%
|
2/1/34
|
150,000
|
151,287
|
|
St. Louis County, MO, IDA, Senior Living
Facilities Revenue, Friendship Village, St. Louis
Obligated Group, Series A
|
5.000%
|
9/1/38
|
300,000
|
301,343
|
|
Total Missouri
|
1,235,672
|
||||
Nebraska — 0.8%
|
|||||
Central Plains, NE, Energy Project, Gas Project
Revenue, Project No 3, Series A, Refunding
|
5.000%
|
9/1/37
|
500,000
|
522,995
|
|
Omaha, NE, Public Power District, Electric
System Revenue, Series B, Refunding
|
4.000%
|
2/1/46
|
500,000
|
484,666
|
|
Total Nebraska
|
1,007,661
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
New Jersey — 5.8%
|
|||||
Casino Reinvestment Development Authority,
NJ, Luxury Tax Revenue, Refunding, AGM
|
5.000%
|
11/1/28
|
$1,000,000
|
$1,005,567
|
|
New Jersey State EDA Revenue, Special
Facility, Port Newark Container Terminal LLC
Project, Refunding
|
5.000%
|
10/1/37
|
1,000,000
|
1,024,859
(c)
|
|
New Jersey State Transportation Trust Fund
Authority Revenue:
|
|
|
|
|
|
Transportation Program, Series AA
|
5.000%
|
6/15/36
|
1,000,000
|
1,081,259
|
|
Transportation Program, Series CC
|
5.000%
|
6/15/40
|
2,000,000
|
2,160,755
|
|
Transportation System, Series A, Refunding
|
5.000%
|
12/15/28
|
575,000
|
611,475
|
|
New Jersey State Turnpike Authority Revenue,
Series C, Refunding
|
5.000%
|
1/1/44
|
750,000
|
800,158
(d)
|
|
Tobacco Settlement Financing Corp., NJ,
Revenue, Series A, Refunding
|
5.000%
|
6/1/35
|
500,000
|
524,688
|
|
Total New Jersey
|
7,208,761
|
||||
New York — 21.1%
|
|||||
Build NYC Resource Corp., NY, Revenue, East
Harlem Scholars Academy Charter School
Project
|
5.750%
|
6/1/52
|
350,000
|
357,457
(e)
|
|
Hudson Yards Infrastructure Corp., NY, Second
Indenture Revenue, Series A, Refunding
|
5.000%
|
2/15/35
|
1,000,000
|
1,037,737
|
|
MTA, NY, Transportation Revenue:
|
|
|
|
|
|
Green Bonds, Series E, Refunding
|
5.000%
|
11/15/28
|
1,000,000
|
1,064,168
|
|
Series A-2
|
5.000%
|
5/15/30
|
400,000
|
425,217
(a)(b)
|
|
New York City, NY, GO:
|
|
|
|
|
|
Series A
|
5.000%
|
8/1/43
|
250,000
|
270,783
|
|
Subseries B-1
|
5.250%
|
10/1/43
|
1,000,000
|
1,095,832
|
|
New York City, NY, TFA, Future Tax Secured
Revenue:
|
|
|
|
|
|
Subseries A-1
|
5.000%
|
5/1/44
|
2,000,000
|
2,157,662
|
|
Subseries C-1
|
4.000%
|
5/1/39
|
2,200,000
|
2,183,563
|
|
New York State Dormitory Authority, Sales Tax
Revenue, Bidding Group 3, Series E, Refunding
|
5.000%
|
3/15/38
|
1,500,000
|
1,579,906
|
|
New York State Dormitory Authority, State
Personal Income Tax Revenue:
|
|
|
|
|
|
Series A, Refunding
|
5.000%
|
3/15/40
|
750,000
|
788,705
|
|
Series D, Refunding
|
5.000%
|
2/15/41
|
750,000
|
795,738
(f)
|
|
New York State Thruway Authority General
Revenue, Junior Indebtedness Obligations,
Junior Lien, Series A
|
5.000%
|
1/1/41
|
1,250,000
|
1,263,783
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
New York — continued
|
|||||
New York State Transportation Development
Corp., Special Facilities Revenue:
|
|
|
|
|
|
Delta Air Lines Inc., LaGuardia Airport
Terminals C and D Redevelopment Project
|
5.000%
|
1/1/30
|
$850,000
|
$877,761
(c)
|
|
Delta Air Lines Inc., LaGuardia Airport
Terminals C and D Redevelopment Project
|
5.000%
|
1/1/32
|
1,200,000
|
1,237,981
(c)
|
|
Delta Air Lines Inc., LaGuardia Airport
Terminals C and D Redevelopment Project
|
6.000%
|
4/1/35
|
250,000
|
284,231
(c)
|
|
Delta Air Lines Inc., LaGuardia Airport
Terminals C and D Redevelopment Project
|
5.625%
|
4/1/40
|
250,000
|
272,744
(c)
|
|
John F. Kennedy International Airport New
Terminal One Project, Green Bonds
|
6.000%
|
6/30/54
|
2,000,000
|
2,193,857
(c)
|
|
John F. Kennedy International Airport New
Terminal One Project, Green Bonds
|
5.375%
|
6/30/60
|
500,000
|
518,553
(c)
|
|
John F. Kennedy International Airport
Terminal 4 Project, Series C, Refunding
|
5.000%
|
12/1/27
|
500,000
|
519,050
|
|
LaGuardia Airport Terminal B Redevelopment
Project
|
5.000%
|
7/1/30
|
1,225,000
|
1,224,984
(c)
|
|
New York State Urban Development Corp.,
Revenue, State Personal Income Tax, Series C,
Refunding
|
4.000%
|
3/15/45
|
550,000
|
526,952
|
|
Niagara Area Development Corp., NY, Solid
Waste Disposal Facility Revenue, Covanta
Project, Series B, Refunding
|
3.500%
|
11/1/24
|
750,000
|
748,719
(e)
|
|
Port Authority of New York & New Jersey
Revenue, Consolidated Series 193, Refunding
|
5.000%
|
10/15/30
|
1,500,000
|
1,514,929
(c)
|
|
Triborough Bridge & Tunnel Authority, NY,
Revenue:
|
|
|
|
|
|
MTA Bridges & Tunnels, Senior Lien, Series
A-1, Refunding
|
5.000%
|
5/15/51
|
1,040,000
|
1,094,323
|
|
MTA Bridges & Tunnels, Senior Lien, Series
C, Refunding
|
5.000%
|
5/15/47
|
2,000,000
|
2,125,876
|
|
Total New York
|
26,160,511
|
||||
North Carolina — 0.2%
|
|||||
Charlotte, NC, COP, Series P, Refunding
|
5.000%
|
6/1/44
|
250,000
|
262,812
|
|
North Dakota — 0.4%
|
|||||
Grand Forks, ND, Health Care System Revenue,
Altru Health System, Refunding, AGM
|
3.000%
|
12/1/46
|
700,000
|
530,596
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Ohio — 2.0%
|
|||||
American Municipal Power Inc., OH, Revenue,
AMP Fremont Energy Center Project, Series A,
Refunding
|
5.000%
|
2/15/29
|
$500,000
|
$523,895
|
|
Buckeye, OH, Tobacco Settlement Financing
Authority Revenue:
|
|
|
|
|
|
Senior Bonds, Series A-2, Refunding
|
5.000%
|
6/1/33
|
500,000
|
530,243
|
|
Senior Bonds, Series B-2, Refunding
|
5.000%
|
6/1/55
|
550,000
|
492,822
|
|
Ohio State Air Quality Development Authority
Revenue:
|
|
|
|
|
|
American Electric Co. Project, Series B,
Refunding
|
2.500%
|
10/1/29
|
350,000
|
301,438
(a)(b)(c)
|
|
AMG Vanadium Project, Series 2019
|
5.000%
|
7/1/49
|
500,000
|
446,242
(c)
|
|
Duke Energy Corp. Project, Series B,
Refunding
|
4.250%
|
6/1/27
|
250,000
|
249,187
(a)(b)(c)
|
|
Total Ohio
|
2,543,827
|
||||
Pennsylvania — 4.0%
|
|||||
Bucks County, PA, Water and Sewer Authority,
Sewer System Revenue, Series A, AGM
|
4.000%
|
12/1/42
|
250,000
|
244,132
|
|
Commonwealth Financing Authority, PA,
Tobacco Master Settlement Payment Revenue
|
5.000%
|
6/1/30
|
200,000
|
209,242
|
|
Cumberland County, PA, Municipal Authority
Revenue:
|
|
|
|
|
|
Diakon Lutheran Social Ministries, Refunding
|
5.000%
|
1/1/27
|
150,000
|
150,923
(g)
|
|
Diakon Lutheran Social Ministries, Refunding
|
5.000%
|
1/1/27
|
290,000
|
291,054
|
|
Pennsylvania State Economic Development
Financing Authority Revenue:
|
|
|
|
|
|
Presbyterian Senior Living Project, Series
B-2, Refunding
|
5.000%
|
7/1/42
|
250,000
|
255,152
|
|
Tax-Exempt Private Activity, The Penndot
Major Bridges Package One Project
|
5.500%
|
6/30/41
|
1,500,000
|
1,625,565
(c)
|
|
Tax-Exempt Private Activity, The Penndot
Major Bridges Package One Project
|
5.250%
|
6/30/53
|
200,000
|
207,398
(c)
|
|
Pennsylvania State Turnpike Commission
Revenue:
|
|
|
|
|
|
Series B
|
5.000%
|
12/1/45
|
500,000
|
529,433
|
|
Series B, Refunding
|
5.250%
|
12/1/47
|
250,000
|
272,469
|
|
Philadelphia, PA, Authority for IDR, City Service
Agreement Revenue, Rebuild Project
|
5.000%
|
5/1/35
|
500,000
|
526,815
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Pennsylvania — continued
|
|||||
State Public School Building Authority, PA,
Lease Revenue:
|
|
|
|
|
|
Philadelphia SD Project, Series A, Refunding,
AGM, State Aid Withholding
|
5.000%
|
6/1/31
|
$150,000
|
$153,630
|
|
Philadelphia SD Project, Series A, Refunding,
AGM, State Aid Withholding
|
5.000%
|
6/1/33
|
450,000
|
460,461
|
|
Total Pennsylvania
|
4,926,274
|
||||
Puerto Rico — 6.2%
|
|||||
Puerto Rico Commonwealth Aqueduct & Sewer
Authority Revenue:
|
|
|
|
|
|
Senior Lien, Series A, Refunding
|
5.000%
|
7/1/37
|
1,500,000
|
1,568,839
(e)
|
|
Senior Lien, Series A, Refunding
|
5.000%
|
7/1/47
|
400,000
|
404,154
(e)
|
|
Puerto Rico Commonwealth, GO:
|
|
|
|
|
|
CAB, Restructured, Series A-1
|
0.000%
|
7/1/24
|
1,799
|
1,793
|
|
CAB, Restructured, Series A-1
|
0.000%
|
7/1/33
|
14,271
|
9,478
|
|
Restructured, Series A-1
|
5.375%
|
7/1/25
|
12,350
|
12,458
|
|
Restructured, Series A-1
|
5.625%
|
7/1/27
|
12,238
|
12,797
|
|
Restructured, Series A-1
|
5.625%
|
7/1/29
|
12,040
|
12,959
|
|
Restructured, Series A-1
|
5.750%
|
7/1/31
|
11,694
|
13,036
|
|
Restructured, Series A-1
|
4.000%
|
7/1/33
|
11,089
|
11,089
|
|
Restructured, Series A-1
|
4.000%
|
7/1/35
|
229,968
|
225,921
|
|
Restructured, Series A-1
|
4.000%
|
7/1/37
|
740,000
|
717,949
|
|
Restructured, Series A-1
|
4.000%
|
7/1/41
|
111,631
|
103,764
|
|
Restructured, Series A-1
|
4.000%
|
7/1/46
|
12,097
|
10,941
|
|
Subseries CW
|
0.000%
|
11/1/43
|
49,029
|
30,459
(b)
|
|
Puerto Rico Electric Power Authority Revenue:
|
|
|
|
|
|
Series A
|
5.000%
|
7/1/42
|
220,000
|
58,300
*(h)
|
|
Series A
|
5.050%
|
7/1/42
|
75,000
|
19,875
*(h)
|
|
Series DDD, Refunding
|
—
|
7/1/21
|
280,000
|
73,500
*(i)
|
|
Series TT
|
5.000%
|
7/1/37
|
450,000
|
119,250
*(h)
|
|
Series XX
|
5.250%
|
7/1/40
|
400,000
|
106,000
*(h)
|
|
Series ZZ, Refunding
|
—
|
7/1/18
|
250,000
|
65,625
*(i)
|
|
Puerto Rico Sales Tax Financing Corp., Sales Tax
Revenue:
|
|
|
|
|
|
CAB, Restructured, Series A-1
|
0.000%
|
7/1/27
|
220,000
|
196,169
|
|
Restructured, Series A-1
|
4.550%
|
7/1/40
|
50,000
|
50,357
|
|
Restructured, Series A-2
|
4.329%
|
7/1/40
|
1,490,000
|
1,485,338
|
|
Restructured, Series A-2A
|
4.550%
|
7/1/40
|
2,380,000
|
2,397,004
|
|
Total Puerto Rico
|
7,707,055
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
South Carolina — 0.9%
|
|||||
Patriots Energy Group Financing Agency, SC,
Gas Supply Revenue, Subseries B-2, Refunding
(SOFR x 0.670 + 1.900%)
|
5.464%
|
3/1/31
|
$250,000
|
$254,915
(a)(b)
|
|
South Carolina State Jobs-EDA Hospital
Facilities Revenue, Bon Secours Mercy
Health Inc., Series A, Refunding
|
4.000%
|
12/1/44
|
500,000
|
475,686
|
|
South Carolina State Ports Authority Revenue,
Series 2018
|
5.000%
|
7/1/36
|
400,000
|
412,551
(c)
|
|
Total South Carolina
|
1,143,152
|
||||
Tennessee — 3.7%
|
|||||
Clarksville, TN, Water, Sewer & Gas Revenue,
Series A
|
4.000%
|
2/1/51
|
750,000
|
709,021
|
|
Metropolitan Government of Nashville &
Davidson County, TN, Water & Sewer Revenue,
Subordinated, Green Bonds, Series A
|
5.000%
|
7/1/42
|
300,000
|
309,863
|
|
Tennessee State Energy Acquisition Corp.,
Natural Gas Revenue:
|
|
|
|
|
|
Series 2018
|
4.000%
|
11/1/25
|
500,000
|
499,676
(a)(b)
|
|
Series A-1, Refunding
|
5.000%
|
5/1/28
|
3,000,000
|
3,100,206
(a)(b)
|
|
Total Tennessee
|
4,618,766
|
||||
Texas — 6.3%
|
|||||
Arlington, TX, Special Tax Revenue,
Subordinated Lien, Series C, BAM
|
5.000%
|
2/15/41
|
250,000
|
250,648
|
|
Austin, TX, Airport System Revenue:
|
|
|
|
|
|
Series 2014
|
5.000%
|
11/15/27
|
1,000,000
|
1,001,374
(c)
|
|
Series 2022
|
5.000%
|
11/15/39
|
350,000
|
370,403
(c)
|
|
Central Texas Regional Mobility Authority
Revenue, Senior Lien, Series E
|
5.000%
|
1/1/45
|
500,000
|
518,915
|
|
Harris County, TX, Cultural Education Facilities
Finance Corp., Hospital Revenue, Texas
Children’s Hospital, Series B, Refunding
|
5.000%
|
10/1/31
|
300,000
|
326,969
(a)(b)
|
|
Harris County, TX, Houston Sports Authority
Revenue, Senior Lien, Series A, Refunding,
AGM
|
5.000%
|
11/15/25
|
1,000,000
|
1,005,517
|
|
Hays, TX, ISD, GO, Unlimited Tax School
Building Bonds, PSF - GTD
|
4.000%
|
2/15/47
|
300,000
|
280,127
|
|
Houston, TX, Airport System Revenue:
|
|
|
|
|
|
Special Facilities, United Airlines Inc., Airport
Improvements Project
|
5.000%
|
7/15/28
|
500,000
|
509,689
(c)
|
|
Special Facilities, United Airlines Inc.,
Terminal Improvement Project, Series B-1
|
4.000%
|
7/15/41
|
500,000
|
469,826
(c)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Texas — continued
|
|||||
Subordinated, Series A
|
5.000%
|
7/1/36
|
$1,055,000
|
$1,091,304
(c)
|
|
Love Field, TX, Airport Modernization Corp.,
General Airport Revenue, Series 2017
|
5.000%
|
11/1/31
|
90,000
|
91,832
(c)
|
|
Newark, TX, Higher Education Finance Corp.,
Education Revenue, TLC Academy, Series A
|
4.000%
|
8/15/31
|
230,000
|
221,884
|
|
North Texas Tollway Authority Revenue, First
Tier, Series B, Refunding
|
5.000%
|
1/1/34
|
1,300,000
|
1,307,208
|
|
Texas State Private Activity Bond Surface
Transportation Corp. Revenue, NTE Mobility
Partners Segments 3 LLC, Senior Lien,
Refunding
|
5.500%
|
6/30/41
|
300,000
|
322,039
(c)
|
|
Total Texas
|
7,767,735
|
||||
Utah — 0.7%
|
|||||
Utah State Charter School Finance Authority,
Charter School Revenue, Syracuse Arts
Academy Project, UT CSCE
|
5.000%
|
4/15/37
|
250,000
|
253,798
|
|
Utah State Infrastructure Agency,
Telecommunications Revenue:
|
|
|
|
|
|
Series 2019
|
5.000%
|
10/15/25
|
470,000
|
471,695
|
|
Series 2021
|
4.000%
|
10/15/36
|
100,000
|
94,783
|
|
Total Utah
|
820,276
|
||||
Virginia — 3.1%
|
|||||
Arlington County, VA, IDA, Hospital Revenue,
Virginia Hospital Center, Refunding
|
5.000%
|
7/1/35
|
200,000
|
213,514
|
|
Isle of Wight County, VA, EDA Revenue,
Riverside Health System, Series 2023, AGM
|
5.250%
|
7/1/48
|
250,000
|
268,073
|
|
Virginia Beach, VA, Development Authority,
Residential Care Facility Revenue, Westminster-
Canterbury on Chesapeake Bay, Refunding
|
5.000%
|
9/1/40
|
1,250,000
|
1,257,021
|
|
Virginia State Small Business Financing
Authority Revenue:
|
|
|
|
|
|
Senior Lien, 95 Express Lanes LLC Project,
Refunding
|
5.000%
|
1/1/38
|
1,250,000
|
1,302,580
(c)
|
|
Senior Lien, I-495 HOT Lanes Project,
Refunding
|
5.000%
|
12/31/47
|
500,000
|
507,815
(c)
|
|
The Obligated Group of National Senior
Campuses Inc., Series A, Refunding
|
5.000%
|
1/1/31
|
250,000
|
258,901
|
|
Total Virginia
|
3,807,904
|
||||
Washington — 0.9%
|
|||||
Port of Seattle, WA, Intermediate Lien Revenue,
Series B, Refunding
|
5.000%
|
8/1/37
|
1,000,000
|
1,062,905
(c)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
Wisconsin — 2.7%
|
|||||
Central Brown County, WI, Water Authority
System Revenue, Series A, Refunding
|
5.000%
|
11/1/35
|
$2,105,000
|
$2,112,184
|
|
Public Finance Authority, WI, Revenue, The
Carmelite System Inc. Obligated Group,
Refunding
|
5.000%
|
1/1/45
|
150,000
|
146,046
|
|
Village of Mount Pleasant, WI, Tax Increment
Revenue, Series A, Moral Obligations
|
5.000%
|
4/1/43
|
500,000
|
516,297
|
|
Wisconsin State HEFA Revenue, Bellin
Memorial Hospital, Inc., Series A
|
5.000%
|
12/1/43
|
500,000
|
523,363
|
|
Total Wisconsin
|
3,297,890
|
||||
|
|||||
Total Municipal Bonds (Cost — $167,681,513)
|
167,532,310
|
||||
Municipal Bonds Deposited in Tender Option Bond Trusts(j) — 4.5%
|
|||||
New York — 4.5%
|
|||||
New York City, NY, Municipal Water Finance
Authority, Water & Sewer System Revenue,
Second General Resolution Fiscal 2023,
Subseries AA-3, Refunding
|
5.000%
|
6/15/47
|
1,625,000
|
1,732,435
|
|
New York State Dormitory Authority, State
Personal Income Tax Revenue, Series A
|
4.000%
|
3/15/45
|
1,925,000
|
1,841,883
|
|
New York State Urban Development Corp.,
State Sales Tax Revenue, Series A
|
5.000%
|
3/15/49
|
1,900,000
|
2,029,658
|
|
|
|||||
Total Municipal Bonds Deposited in Tender Option Bond Trusts
(Cost — $5,534,265)
|
5,603,976
|
||||
Total Investments before Short-Term Investments (Cost — $173,215,778)
|
173,136,286
|
||||
|
|||||
Short-Term Investments — 0.3%
|
|||||
Municipal Bonds — 0.3%
|
|||||
New York — 0.3%
|
|||||
New York City, NY, GO, Series D, LOC - TD Bank
N.A. (Cost — $300,000)
|
4.000%
|
8/1/40
|
300,000
|
300,000
(k)(l)
|
|
Total Investments — 140.0% (Cost — $173,515,778)
|
173,436,286
|
||||
Variable Rate Demand Preferred Stock, at Liquidation Value — (38.3)%
|
(47,400,000
)
|
||||
TOB Floating Rate Notes — (2.4)%
|
(3,000,000
)
|
||||
Other Assets in Excess of Other Liabilities — 0.7%
|
863,124
|
||||
Total Net Assets Applicable to Common Shareholders — 100.0%
|
$123,899,410
|
*
|
Non-income producing security.
|
(a)
|
Maturity date shown represents the mandatory tender date.
|
(b)
|
Variable rate security. Interest rate disclosed is as of the most recent information
available. Certain variable rate
securities are not based on a published reference rate and spread but are determined
by the issuer or agent and
are based on current market conditions. These securities do not indicate a reference
rate and spread in their
description above.
|
(c)
|
Income from this issue is considered a preference item for purposes of calculating
the alternative minimum tax
(“AMT”).
|
(d)
|
Securities traded on a when-issued or delayed delivery basis.
|
(e)
|
Security is exempt from registration under Rule 144A of the Securities Act of 1933.
This security may be resold in
transactions that are exempt from registration, normally to qualified institutional
buyers. This security has been
deemed liquid pursuant to guidelines approved by the Board of Directors.
|
(f)
|
All or a portion of this security is held at the broker as collateral for open futures
contracts.
|
(g)
|
Pre-Refunded bonds are generally escrowed with U.S. government obligations and/or
U.S. government agency
securities.
|
(h)
|
The coupon payment on this security is currently in default as of May 31, 2024.
|
(i)
|
The maturity principal is currently in default as of May 31, 2024.
|
(j)
|
Represents securities deposited into a special purpose entity, referred to as a Tender
Option Bond (“TOB”) trust
(Note 1).
|
(k)
|
Variable rate demand obligations (“VRDOs”) have a demand feature under which the Fund can tender them back to
the issuer or liquidity provider on no more than 7 days notice. The interest rate
generally resets on a daily or
weekly basis and is determined on the specific interest rate reset date by the remarketing
agent, pursuant to a
formula specified in official documents for the VRDO, or set at the highest rate allowable
as specified in official
documents for the VRDO. VRDOs are benchmarked to the Securities Industry and Financial
Markets Association
(“SIFMA”) Municipal Swap Index. The SIFMA Municipal Swap Index is compiled from weekly interest rate resets
of tax-exempt VRDOs reported to the Municipal Securities Rulemaking Board’s Short-term Obligation Rate
Transparency System.
|
(l)
|
Maturity date shown is the final maturity date. The security may be sold back to the
issuer before final maturity.
|
Abbreviation(s) used in this schedule:
|
||
AGM
|
—
|
Assured Guaranty Municipal Corporation — Insured Bonds
|
BAM
|
—
|
Build America Mutual — Insured Bonds
|
CAB
|
—
|
Capital Appreciation Bonds
|
COP
|
—
|
Certificates of Participation
|
CSCE
|
—
|
Charter School Credit Enhancement
|
DFA
|
—
|
Development Finance Agency
|
EDA
|
—
|
Economic Development Authority
|
EDC
|
—
|
Economic Development Corporation
|
GO
|
—
|
General Obligation
|
GTD
|
—
|
Guaranteed
|
HEFA
|
—
|
Health & Educational Facilities Authority
|
IDA
|
—
|
Industrial Development Authority
|
IDR
|
—
|
Industrial Development Revenue
|
ISD
|
—
|
Independent School District
|
LOC
|
—
|
Letter of Credit
|
MFA
|
—
|
Municipal Finance Authority
|
MTA
|
—
|
Metropolitan Transportation Authority
|
NATL
|
—
|
National Public Finance Guarantee Corporation — Insured Bonds
|
PCFA
|
—
|
Pollution Control Financing Authority
|
PEA
|
—
|
Public Energy Authority
|
PSF
|
—
|
Permanent School Fund
|
SD
|
—
|
School District
|
SOFR
|
—
|
Secured Overnight Financing Rate
|
TFA
|
—
|
Transitional Finance Authority
|
|
Number of
Contracts
|
Expiration
Date
|
Notional
Amount
|
Market
Value
|
Unrealized
Depreciation
|
Contracts to Buy:
|
|
|
|
|
|
U.S. Treasury Ultra Long-Term
Bonds
|
43
|
9/24
|
$5,337,737
|
$5,264,812
|
$(72,925
)
|
Assets:
|
|
Investments, at value (Cost — $173,515,778)
|
$173,436,286
|
Interest receivable
|
2,562,570
|
Receivable from brokers — net variation margin on open futures contracts
|
28,219
|
Dividends receivable from affiliated investments
|
217
|
Deposits with brokers for open futures contracts
|
103
|
Prepaid expenses
|
29,601
|
Total Assets
|
176,056,996
|
Liabilities:
|
|
Variable Rate Demand Preferred Stock ($25,000 liquidation value per share; 1,896 shares
issued and outstanding) (net of deferred offering costs of $572,973) (Note 5)
|
46,827,027
|
TOB Floating Rate Notes (Note 1)
|
3,000,000
|
Payable for securities purchased
|
1,459,242
|
Distributions payable to Common Shareholders
|
591,457
|
Due to custodian
|
91,038
|
Investment management fee payable
|
80,410
|
Interest expense payable
|
36,633
|
Directors’ fees payable
|
4,101
|
Accrued expenses
|
67,678
|
Total Liabilities
|
52,157,586
|
Total Net Assets Applicable to Common Shareholders
|
$123,899,410
|
Net Assets Applicable to Common Shareholders:
|
|
Common stock par value ($0.001 par value; 14,082,315 shares issued and outstanding;
100,000,000 common shares authorized)
|
$14,082
|
Paid-in capital in excess of par value
|
132,301,470
|
Total distributable earnings (loss)
|
(8,416,142
)
|
Total Net Assets Applicable to Common Shareholders
|
$123,899,410
|
Common Shares Outstanding
|
14,082,315
|
Net Asset Value Per Common Share
|
$8.80
|
Investment Income:
|
|
Interest
|
$3,564,546
|
Dividends from affiliated investments
|
878
|
Total Investment Income
|
3,565,424
|
Expenses:
|
|
Distributions to Variable Rate Demand Preferred Stockholders (Notes 1 and 5)
|
853,865
|
Investment management fee (Note 2)
|
478,301
|
Liquidity fees (Note 5)
|
184,056
|
Interest expense (Note 1)
|
60,642
|
Transfer agent fees
|
30,027
|
Rating agency fees
|
28,065
|
Audit and tax fees
|
23,451
|
Directors’ fees
|
21,762
|
Shareholder reports
|
14,783
|
Fund accounting fees
|
14,765
|
Amortization of Variable Rate Demand Preferred Stock offering costs (Note 5)
|
13,842
|
Remarketing fees (Note 5)
|
12,047
|
Stock exchange listing fees
|
6,256
|
Insurance
|
657
|
Custody fees
|
520
|
Legal fees
|
(60,916
)
|
Miscellaneous expenses
|
6,830
|
Total Expenses
|
1,688,953
|
Less: Fee waivers and/or expense reimbursements (Note 2)
|
(18
)
|
Net Expenses
|
1,688,935
|
Net Investment Income
|
1,876,489
|
Realized and Unrealized Gain (Loss) on Investments and Futures Contracts (Notes 1, 3 and 4):
|
|
Net Realized Gain (Loss) From:
|
|
Investment transactions in unaffiliated securities
|
49,853
|
Futures contracts
|
(115,421
)
|
Net Realized Loss
|
(65,568
)
|
Change in Net Unrealized Appreciation (Depreciation) From:
|
|
Investments in unaffiliated securities
|
582,094
|
Futures contracts
|
(72,925
)
|
Change in Net Unrealized Appreciation (Depreciation)
|
509,169
|
Net Gain on Investments and Futures Contracts
|
443,601
|
Increase in Net Assets Applicable to Common Shareholders From Operations
|
$2,320,090
|
For the Six Months Ended May 31, 2024 (unaudited)
and the Year Ended November 30, 2023
|
2024
|
2023
|
Operations:
|
|
|
Net investment income
|
$1,876,489
|
$2,743,844
|
Net realized loss
|
(65,568
)
|
(3,136,266
)
|
Change in net unrealized appreciation (depreciation)
|
509,169
|
3,623,137
|
Distributions paid to Auction Rate Cumulative Preferred Stockholders from
net investment income
|
—
|
(7,003
)
|
Increase in Net Assets Applicable to Common Shareholders
From Operations
|
2,320,090
|
3,223,712
|
Distributions to Common Shareholders From (Note 1):
|
|
|
Total distributable earnings
|
(3,084,027
)
|
(3,128,050
)
|
Return of capital
|
—
|
(843,163
)
|
Decrease in Net Assets From Distributions to Common
Shareholders
|
(3,084,027
)
|
(3,971,213
)
|
Fund Share Transactions:
|
|
|
Net increase from repurchase of Auction Rate Cumulative Preferred
Shares (Note 6)
|
—
|
25,000
|
Increase in Net Assets From Fund Share Transactions
|
—
|
25,000
|
Decrease in Net Assets Applicable to Common Shareholders
|
(763,937
)
|
(722,501
)
|
Net Assets Applicable to Common Shareholders:
|
|
|
Beginning of period
|
124,663,347
|
125,385,848
|
End of period
|
$123,899,410
|
$124,663,347
|
Increase (Decrease) in Cash:
|
|
Cash Flows from Operating Activities:
|
|
Net increase in net assets applicable to common shareholders resulting from operations
|
$2,320,090
|
Adjustments to reconcile net increase in net assets resulting from operations to net
cash
provided (used) by operating activities:
|
|
Purchases of portfolio securities
|
(10,969,480
)
|
Sales of portfolio securities
|
11,853,765
|
Net purchases, sales and maturities of short-term investments
|
1,835,015
|
Net amortization of premium (accretion of discount)
|
568,707
|
Decrease in receivable for securities sold
|
2,459,344
|
Increase in interest receivable
|
(58,349
)
|
Increase in prepaid expenses
|
(17,314
)
|
Increase in dividends receivable from affiliated investments
|
(33
)
|
Increase in receivable from brokers — net variation margin on open futures contracts
|
(28,219
)
|
Decrease in payable for securities purchased
|
(4,246,898
)
|
Amortization of preferred stock offering costs
|
13,842
|
Increase in investment management fee payable
|
4,195
|
Decrease in Directors’ fees payable
|
(1,327
)
|
Decrease in interest expense payable
|
(32,207
)
|
Decrease in accrued expenses
|
(232,248
)
|
Net realized gain on investments
|
(49,853
)
|
Change in net unrealized appreciation (depreciation) of investments
|
(582,094
)
|
Net Cash Provided in Operating Activities*
|
2,836,936
|
Cash Flows from Financing Activities:
|
|
Distributions paid on common stock (net of distributions payable)
|
(2,823,504
)
|
Decrease in due to custodian
|
(13,329
)
|
Net Cash Used by Financing Activities
|
(2,836,833
)
|
Net Increase in Cash and Restricted Cash
|
103
|
Cash and restricted cash at beginning of period
|
—
|
Cash and restricted cash at end of period
|
$103
|
*
|
Included in operating expenses is $92,849 paid for interest fees on borrowings and
$853,865 paid for distributions
to Variable Rate Demand Preferred Stockholders.
|
|
May 31, 2024
|
Cash
|
—
|
Restricted cash
|
103
|
Total cash and restricted cash shown in the Statement of Cash Flows
|
$103
|
For a common share of capital stock outstanding throughout each year ended November
30,
unless otherwise noted:
|
||||||
|
20241,2
|
20231
|
20221
|
20211
|
20201
|
20191
|
Net asset value, beginning of
period
|
$8.85
|
$8.90
|
$10.41
|
$10.25
|
$10.24
|
$9.75
|
Income (loss) from operations:
|
||||||
Net investment income
|
0.13
|
0.19
|
0.25
|
0.30
|
0.29
|
0.32
|
Net realized and unrealized gain
(loss)
|
0.04
|
0.04
|
(1.48
)
|
0.14
|
0.00
3
|
0.50
|
Distributions paid to Auction Rate
Cumulative Preferred Stockholders
from net investment income
|
—
|
(0.00
)3
|
(0.00
)3
|
(0.00
)3
|
(0.00
)3
|
(0.00
)3
|
Total income (loss) from
operations
|
0.17
|
0.23
|
(1.23)
|
0.44
|
0.29
|
0.82
|
Less distributions to common
shareholders from:
|
|
|
|
|
|
|
Net investment income
|
(0.22
)4
|
(0.22
)
|
(0.28
)
|
(0.28
)
|
(0.28
)
|
(0.33
)
|
Return of capital
|
—
|
(0.06
)
|
—
|
—
|
—
|
—
|
Total distributions to
common shareholders
|
(0.22
)
|
(0.28
)
|
(0.28
)
|
(0.28
)
|
(0.28
)
|
(0.33
)
|
Net increase from repurchase of
Auction Rate Cumulative
Preferred Shares
|
—
|
0.00
3
|
0.00
3
|
—
|
—
|
—
|
Net asset value, end of period
|
$8.80
|
$8.85
|
$8.90
|
$10.41
|
$10.25
|
$10.24
|
Market price, end of period
|
$7.65
|
$7.48
|
$7.72
|
$9.75
|
$9.07
|
$9.21
|
Total return, based on NAV5,6
|
1.89
%7
|
2.65
%8,9
|
(11.87
)%8
|
4.33
%
|
2.96
%
|
8.51
%
|
Total return, based on Market
Price10
|
5.18
%
|
0.54
%
|
(18.08
)%
|
10.72
%
|
1.66
%
|
15.26
%
|
Net assets applicable to common
shareholders, end of period
(millions)
|
$124
|
$125
|
$125
|
$147
|
$144
|
$144
|
Ratios to average net assets:11
|
||||||
Gross expenses
|
2.79
%7,12
|
3.01
%9
|
1.70
%
|
1.29
%
|
1.60
%
|
1.76
%
|
Net expenses13
|
2.79
7,12,14
|
3.01
9,14
|
1.70
14
|
1.29
14
|
1.60
14
|
1.76
|
Net investment income
|
2.85
7,12
|
2.19
9
|
2.72
|
2.82
|
2.87
|
3.15
|
Portfolio turnover rate
|
6
%
|
26
%
|
29
%
|
11
%
|
27
%
|
18
%
|
For a common share of capital stock outstanding throughout each year ended November
30,
unless otherwise noted:
|
||||||
|
20241,2
|
20231
|
20221
|
20211
|
20201
|
20191
|
Supplemental data:
|
|
|
|
|
|
|
Auction Rate Cumulative Preferred
Stock at Liquidation Value, End of
Period (000s)
|
—
|
—
|
$500
|
$600
|
$600
|
$600
|
Variable Rate Demand Preferred
Stock at Liquidation Value, End of
Period (000s)
|
$47,400
|
$47,400
|
$47,400
|
$47,400
|
$47,400
|
$47,400
|
Asset Coverage Ratio for Auction
Rate Cumulative Preferred Stock
and Variable Rate Demand
Preferred Stock15
|
361
%
|
363
%
|
362
%
|
405
%
|
401
%
|
400
%
|
Asset Coverage, per $25,000
Liquidation Value per Share of
Auction Rate Cumulative Preferred
Stock and Variable Rate Demand
Preferred Stock15
|
$90,348
|
$90,751
|
$90,441
|
$101,366
|
$100,168
|
$100,095
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
For the six months ended May 31, 2024 (unaudited).
|
3
|
Amount represents less than $0.005 or greater than $(0.005) per share.
|
4
|
The actual source of the Fund’s current fiscal year distributions may be from net investment income, return of
capital or a combination of both. Shareholders will be informed of the tax characteristics
of the distributions after
the close of the fiscal year.
|
5
|
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.
|
6
|
Performance figures may reflect compensating balance arrangements, fee waivers and/or
expense
reimbursements. In the absence of compensating balance arrangements, fee waivers and/or
expense
reimbursements, the total return would have been lower. Past performance is no guarantee
of future results. Total
returns for periods of less than one year are not annualized.
|
7
|
Ratios and total return for the six months ended May 31, 2024, include the write-off
of certain non-recurring fees
incurred by the Fund during the period. Without these items, the gross and net expense
ratios and the net
investment income ratio would have been 2.90%, 2.90% and 2.74%, respectively, and
total return based on NAV
would have been 1.78%.
|
8
|
The total return based on NAV reflects the impact of the repurchase by the Fund of
a portion of its Auction Rate
Cumulative Preferred Shares at 95% of the per share liquidation preference. Absent
this transaction, the total
return based on NAV would have been the same.
|
9
|
Ratios and total return for the year ended November 30, 2023, include certain non-recurring
fees incurred by the
Fund during the period. Without these fees, the gross and net expense ratios and the
net investment income ratio
would have been 2.75%, 2.75% and 2.46%, respectively, and total return based on NAV
would have been 2.88%.
|
10
|
The total return calculation assumes that distributions are reinvested in accordance with the Fund’s dividend
reinvestment plan. Past performance is no guarantee of future results. Total returns
for periods of less than one
year are not annualized.
|
11
|
Calculated on the basis of average net assets of common stock shareholders. Ratios
do not reflect the effect of
dividend payments to auction rate cumulative preferred stockholders.
|
12
|
Annualized, except for non-recurring items, if any.
|
13
|
The manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management
fee payable in connection with any investment in an affiliated money market fund.
|
14
|
Reflects fee waivers and/or expense reimbursements.
|
15
|
Represents value of net assets plus the liquidation value of the auction rate cumulative
preferred stock and
variable rate demand preferred stock, if any, at the end of the period divided by
the liquidation value of the auction
rate cumulative preferred stock and variable rate demand preferred stock, if any,
outstanding at the end of the
period.
|
ASSETS
|
||||
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
Long-Term Investments†:
|
|
|
|
|
Municipal Bonds
|
—
|
$167,532,310
|
—
|
$167,532,310
|
Municipal Bonds Deposited in
Tender Option Bond Trusts
|
—
|
5,603,976
|
—
|
5,603,976
|
Total Long-Term Investments
|
—
|
173,136,286
|
—
|
173,136,286
|
Short-Term Investments†
|
—
|
300,000
|
—
|
300,000
|
Total Investments
|
—
|
$173,436,286
|
—
|
$173,436,286
|
LIABILITIES
|
||||
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
Other Financial Instruments:
|
|
|
|
|
Futures Contracts††
|
$72,925
|
—
|
—
|
$72,925
|
†
|
See Schedule of Investments for additional detailed categorizations.
|
††
|
Reflects the unrealized appreciation (depreciation) of the instruments.
|
Purchases
|
$10,969,480
|
Sales
|
11,853,765
|
|
Cost*
|
Gross
Unrealized
Appreciation
|
Gross
Unrealized
Depreciation
|
Net
Unrealized
Depreciation
|
Securities
|
$170,515,778
|
$2,626,173
|
$(2,705,665)
|
$(79,492)
|
Futures contracts
|
—
|
—
|
(72,925)
|
(72,925)
|
*
|
Cost of investments for federal income tax purposes includes the value of Inverse
Floaters issued in TOB
transactions (Note 1).
|
LIABILITY DERIVATIVES1
|
|
|
Interest
Rate Risk
|
Futures contracts2
|
$72,925
|
1
|
Generally, the balance sheet location for asset derivatives is receivables/net unrealized
appreciation and for
liability derivatives is payables/net unrealized depreciation.
|
2
|
Includes cumulative unrealized appreciation (depreciation) of futures contracts as
reported in the Schedule of
Investments. Only net variation margin is reported within the receivables and/or payables
on the Statement of
Assets and Liabilities.
|
AMOUNT OF NET REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED
|
|
|
Interest
Rate Risk
|
Futures contracts
|
$(115,421
)
|
CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
|
|
|
Interest
Rate Risk
|
Futures contracts
|
$(72,925
)
|
|
Average Market
Value
|
Futures contracts (to buy)
|
$3,433,906
|
Series
|
Mandatory
Redemption Date
|
Shares
|
Liquidation
Preference
Per Share
|
Aggregate
Liquidation
Value
|
Series 1
|
2/25/2045
|
1,896
|
$25,000
|
$47,400,000
|
Record Date
|
Payable Date
|
Amount
|
5/23/2024
|
6/3/2024
|
$0.0420
|
6/21/2024
|
7/1/2024
|
$0.0420
|
7/24/2024
|
8/1/2024
|
$0.0420
|
8/23/2024
|
9/3/2024
|
$0.0420
|
|
Affiliate
Value at
November 30, 2023
|
Purchased
|
Sold
|
||
Cost
|
Shares
|
Proceeds
|
Shares
|
||
Western Asset
Premier
Institutional
Government
Reserves, Premium
Shares
|
—
|
$1,797,998
|
1,797,998
|
$1,797,998
|
1,797,998
|
(cont’d)
|
Realized
Gain (Loss)
|
Dividend
Income
|
Net Increase
(Decrease) in
Unrealized
Appreciation
(Depreciation)
|
Affiliate
Value at
May 31,
2024
|
Western Asset Premier
Institutional
Government Reserves,
Premium Shares
|
—
|
$878
|
—
|
—
|
Nominees
|
Common
Shares and
Preferred
Shares, voting
together,
Voted
FOR
Election
|
Common
Shares and
Preferred
Shares, voting
together,
WITHHELD
|
Common
Shares and
Preferred
Shares, voting
together,
ABSTAIN
|
Preferred
Shares,
Voted
FOR
Election
|
Preferred
Shares,
WITHHELD
|
Preferred
Shares,
ABSTAIN
|
Eileen A.
Kamerick
|
9,712,254
|
1,510,676
|
172,922
|
0
|
0
|
0
|
Jane Trust
|
0
|
0
|
0
|
1,896
|
0
|
0
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
11,117,688
|
236,474
|
41,690
|
N/A
|
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. | FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 8. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 9. | PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 10. | REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 11. | STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT. |
Not applicable.
ITEM 12. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 13. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
On March 1, 2024, Michael C. Buchanan and Ryan Brist became part of the portfolio management team of the Fund.
NAME AND ADDRESS | LENGTH
OF TIME SERVED |
PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS |
||
Michael C. Buchanan
Western Asset 385 East Pasadena, CA 91101 |
Since March 1, 2024 |
Responsible for the day-to-day management with other members of the Fund’s portfolio management team; Became Co-Chief Investment Officer of Western Asset in September 2023 with S. Kenneth Leech, with whom he leads the Global and US Strategy Committees; employed by Western Asset Management as an investment professional for at least the past five years; Managing Director and head of U.S. Credit Products from 2003-2005 at Credit Suisse Asset Management
| ||
Ryan Brist
Western Asset 385 East Pasadena, CA 91101 |
Since March 1, 2024 |
Responsible for the day-to-day management with other members of the Fund’s portfolio management team; Head of Investment-Grade Credit of Western Asset and has oversight of US credit research as well as of the Municipal Team; employed by Western Asset Management as an investment professional for at least the past five years. |
The following tables set forth certain additional information with respect to the above named fund’s investment professional responsible for the day-to-day management with other members of the Fund’s portfolio management team for the fund. Unless noted otherwise, all information is provided as of May 31, 2024.
Other Accounts Managed by Investment Professional
The table below identifies the number of accounts (other than the fund) for which the below named fund’s investment professional has day-to-day management responsibilities and the total assets in such accounts, within each of the following categories: registered investment companies, other pooled investment vehicles, and other accounts. For each category, the number of accounts and total assets in the accounts where fees are based on performance is also indicated.
Name of PM | Type of Account | Number of Accounts Managed | Total Assets Managed | Number of Accounts Managed for which Advisory Fee is Performance-Based | Assets Managed for which Advisory Fee is Performance-Based |
Michael C. Buchanan ‡ | Other Registered Investment Companies | 75 | $111.74 billion | None | None |
Other Pooled Vehicles | 286 | $68.00 billion | 22 | $2.56 billion | |
Other Accounts | 574 | $173.55 billion | 20 | $11.26 billion | |
Ryan Brist ‡ | Other Registered Investment Companies | 29 | $14.72 billion | None | None |
Other Pooled Vehicles | 29 | $14.84 billion | None | None | |
Other Accounts | 169 | $72.46 billion | 5 | $1.32 billion |
‡ | The numbers above reflect the overall number of portfolios managed by employees of Western Asset Management Company (“Western Asset”). Western Asset’s investment discipline emphasizes a team approach that combines the efforts of groups of specialists working in different market sectors. They are responsible for overseeing implementation of Western Asset’s overall investment ideas and coordinating the work of the various sector teams. This structure ensures that client portfolios benefit from a consensus that draws on the expertise of all team members. |
(a)(3): As of May 31, 2024 : Investment Professional Compensation
Conflicts of Interest
The Subadviser has adopted compliance policies and procedures to address a wide range of potential conflicts of interest that could directly impact client portfolios. For example, potential conflicts of interest may arise in connection with the management of multiple portfolios (including portfolios managed in a personal capacity). These could include potential conflicts of interest related to the knowledge and timing of a portfolio’s trades, investment opportunities and broker selection. Portfolio managers are privy to the size, timing, and possible market impact of a portfolio’s trades.
It is possible that an investment opportunity may be suitable for both a portfolio and other accounts managed by a portfolio manager, but may not be available in sufficient quantities for both the portfolio and the other accounts to participate fully. Similarly, there may be limited opportunity to sell an investment held by a portfolio and another account. A conflict may arise where the portfolio manager may have an incentive to treat an account preferentially as compared to a portfolio because the account pays a performance-based fee or the portfolio manager, the Subadviser or an affiliate has an interest in the account. The Subadviser has adopted procedures for allocation of portfolio transactions and investment opportunities across multiple client accounts on a fair and equitable basis over time. Eligible accounts that can participate in a trade generally share the same price on a pro-rata allocation basis, taking into account differences based on factors such as cash availability, investment restrictions and guidelines, and portfolio composition versus strategy.
With respect to securities transactions, the Subadviser determines which broker or dealer to use to execute each order, consistent with their duty to seek best execution of the transaction. However, with respect to certain other accounts (such as pooled investment vehicles that are not registered investment companies and other accounts managed for organizations and individuals), the Subadviser may be limited by the client with respect to the selection of brokers or dealers or may be instructed to direct trades through a particular broker or dealer. In these cases, trades for a portfolio in a particular security may be placed separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible detriment of a portfolio or the other account(s) involved. Additionally, the management of multiple portfolios and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each portfolio and/or other account. The Subadviser’s team approach to portfolio management and block trading approach seeks to limit this potential risk.
The Subadviser also maintains a gift and entertainment policy to address the potential for a business contact to give gifts or host entertainment events that may influence the business judgment of an employee. Employees are permitted to retain gifts of only a nominal value and are required to make reimbursement for entertainment events above a certain value. All gifts (except those of a de minimis value) and entertainment events that are given or sponsored by a business contact are required to be reported in a gift and entertainment log which is reviewed on a regular basis for possible issues.
Employees of the Subadviser have access to transactions and holdings information regarding client accounts and the Subadviser’s overall trading activities. This information represents a potential conflict of interest because employees may take advantage of this information as they trade in their personal accounts. Accordingly, the Subadviser maintains a Code of Ethics that is compliant with Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Advisers Act to address personal trading. In addition, the Code of Ethics seeks to establish broader principles of good conduct and fiduciary responsibility in all aspects of the Subadviser’s business. The Code of Ethics is administered by the Legal and Compliance Department and monitored through the Subadviser’s compliance monitoring program.
The Subadviser may also face other potential conflicts of interest with respect to managing client assets, and the description above is not a complete description of every conflict of interest that could be deemed to exist. The Subadviser also maintains a compliance monitoring program and engages independent auditors to conduct a SOC1/ISAE 3402 audit on an annual basis. These steps help to ensure that potential conflicts of interest have been addressed.
Investment Professional Compensation
With respect to the compensation of the Fund’s investment professionals, the Subadviser’s compensation system assigns each employee a total compensation range, which is derived from annual market surveys that benchmark each role with its job function and peer universe. This method is designed to reward employees with total compensation reflective of the external market value of their skills, experience and ability to produce desired results. Standard compensation includes competitive base salaries, generous employee benefits and a retirement plan.
In addition, the Subadviser’s employees are eligible for bonuses. These are structured to closely align the interests of employees with those of the Subadviser, and are determined by the professional’s job function and pre-tax performance as measured by a formal review process. All bonuses are completely discretionary. The principal factor considered is an investment professional’s investment performance versus appropriate peer groups and benchmarks (e.g., a securities index and with respect to the Fund, the benchmark set forth in the Fund’s Prospectus to which the Fund’s average annual total returns are compared or, if none, the benchmark set forth in the Fund’s annual report). Performance is reviewed on a 1, 3 and 5 year basis for compensation—with 3 and 5 years having a larger emphasis. The Subadviser may also measure an investment professional’s pre-tax investment performance against other benchmarks, as it determines appropriate. Because investment professionals are generally responsible for multiple accounts (including the Fund) with similar investment strategies, they are generally compensated on the performance of the aggregate group of similar accounts, rather than a specific account. Other factors that may be considered when making bonus decisions include client service, business development, length of service to the Subadviser, management or supervisory responsibilities, contributions to developing business strategy and overall contributions to the Subadviser’s business.
Finally, in order to attract and retain top talent, all investment professionals are eligible for additional incentives in recognition of outstanding performance. These are determined based upon the factors described above and include long-term incentives that vest over a set period of time past the award date.
Investment Professional Securities Ownership
The table below identifies the dollar range of securities beneficially owned by the named investment professional as of May 31, 2024.
Investment Professional | Dollar Range of Portfolio Securities Beneficially Owned | |
Michael C. Buchanan | A | |
Ryan Brist | A |
Dollar Range ownership is as follows:
A: none
B: $1 - $10,000
C: 10,001 - $50,000
D: $50,001 - $100,000
E: $100,001 - $500,000
F: $500,001 - $1 million
G: over $1 million
ITEM 14. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
Not applicable.
ITEM 15. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
Not applicable.
ITEM 16. | CONTROLS AND PROCEDURES. |
(a) | The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934. |
(b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting. |
ITEM 17. | DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable
ITEM 18. | RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION. |
(a) | Not applicable. |
(b) | Not applicable. |
ITEM 19. | EXHIBITS. |
(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.
Western Asset Intermediate Muni Fund Inc.
By: | /s/ Jane Trust | |
Jane Trust | ||
Chief Executive Officer | ||
Date: | July 25, 2024 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ Jane Trust | |
Jane Trust | ||
Chief Executive Officer | ||
Date: | July 25, 2024 |
By: | /s/ Christopher Berarducci | |
Christopher Berarducci | ||
Principal Financial Officer | ||
Date: | July 25, 2024 |
CERTIFICATIONS PURSUANT TO SECTION 302
EX-99.CERT
CERTIFICATIONS
I, Jane Trust, certify that:
1. | I have reviewed this report on Form N-CSR of Western Asset Intermediate Muni Fund Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officers and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | July 25, 2024 | /s/ Jane Trust |
Jane Trust | ||
Chief Executive Officer |
CERTIFICATIONS
I, Christopher Berarducci, certify that:
1. | I have reviewed this report on Form N-CSR of Western Asset Intermediate Muni Fund Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial information included in this report, and the financial statements on which the financial information is based, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officers and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | July 25, 2024 | /s/ Christopher Berarducci |
Christopher Berarducci | ||
Principal Financial Officer |
CERTIFICATIONS PURSUANT TO SECTION 906
EX-99.906CERT
CERTIFICATION
Jane Trust, Chief Executive Officer, and Christopher Berarducci, Principal Financial Officer of Western Asset Intermediate Muni Fund Inc. (the “Registrant”), each certify to the best of their knowledge that:
1. The Registrant’s periodic report on Form N-CSR for the period ended May 31, 2024 (the “Form N-CSR”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and
2. The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
Chief Executive Officer | Principal Financial Officer | |
Western Asset Intermediate Muni Fund Inc. | Western Asset Intermediate Muni Fund Inc. | |
/s/ Jane Trust | /s/ Christopher Berarducci | |
Jane Trust | Christopher Berarducci | |
Date: July 25, 2024 | Date: July 25, 2024 |
This certification is being furnished to the Securities and Exchange Commission solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of the Form N-CSR with the Commission.
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