UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
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[ ]Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
[ ]Definitive Proxy Statement
[X]Definitive Additional Materials
[ ] Soliciting Material Pursuant to §240.14a-12
LEGG MASON PARTNERS INCOME TRUST
LEGG MASON PARTNERS INSTITUTIONAL TRUST
LEGG MASON PARTNERS MONEY MARKET TRUST
LEGG MASON PARTNERS PREMIUM MONEY MARKET TRUST
MASTER PORTFOLIO TRUST
LEGG MASON PARTNERS VARIABLE INCOME TRUST
(Name of Registrant(s) as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction applies:
| 2)Aggregate number of securities to which transaction applies: |
3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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LEGG MASON-SPONSORED FUNDS
620 Eighth Avenue, 49th Floor
New York, New York 10018
ADDITIONAL INFORMATION REGARDING THE SPECIAL MEETING OF
SHAREHOLDERS SCHEDULED TO BE HELD ON JULY 14, 2020
The following Notice of Change of Location relates to the joint proxy statement of the Funds listed in Appendix A, dated April 16, 2020, and the joint proxy statement of the Funds listed in Appendix B, dated April 20, 2020 (each, a "Proxy Statement" and together, the "Proxy Statements"), furnished to shareholders of each fund identified in Appendix A and Appendix B below (each, a "Fund" and together, the "Funds") in connection with the solicitation of proxies by the Board of Trustees of each Fund (the "Board") for use at each Fund's Special Meeting of Shareholders, which are being held together for convenience (the "Meeting"). Each Meeting is scheduled to be held on Tuesday, July 14, 2020. This supplement to each Proxy Statement is being filed with the Securities and Exchange Commission (the "SEC") to provide notice of a change of location of the Meeting and is being made available to shareholders on or about June 26, 2020.
THE NOTICE SHOULD BE READ IN CONJUNCTION WITH THE PROXY
STATEMENT.
NOTICE OF CHANGE OF LOCATION
OF THE SPECIAL MEETING OF SHAREHOLDERS
SCHEDULED TO BE HELD ON JULY 14, 2020
To the shareholders of each Fund:
Due to the public health impact of the coronavirus ("COVID-19") pandemic and to support the health and safety of Fund shareholders, NOTICE IS HEREBY GIVEN that the location of the Meeting of each Fund has been changed. As previously announced, each Fund's Meeting is scheduled to be held on Tuesday, July 14, 2020 at 11:00 a.m. (Eastern Time). In light of public health concerns regarding COVID-19, the Meeting will be held in a virtual meeting format only. The Meeting will be accessible solely by means of remote communication.
As described in the proxy materials for the Meeting previously distributed, the Board has fixed the close of business on April 1, 2020 with respect to each Fund listed in Appendix A and the close of business on April 15, 2020 with respect to each Fund listed in Appendix B as the record date for the determination of shareholders entitled to notice of and to vote at the Meeting or any postponement or adjournment thereof. The Meeting will be held at the following Meeting website: http://www.meetingcenter.io/249604861. To participate in the Meeting, shareholders of each Fund must enter the following password: LMOE2020. Shareholders must also enter the control number found on their proxy card previously received. Shareholders may vote during the Meeting by following the instructions available on the Meeting website during the Meeting.
We encourage shareholders to access the Meeting website prior to the Meeting's start time to allow ample time to log into the Meeting webcast and test their computer system. Accordingly, the Meeting website will become accessible to shareholders beginning at approximately 11:00 a.m. (Eastern Time) on July 13, 2020. For questions relating to participation at the Meeting by remote communication, please call the Computershare technical support number at (888) 888-0151.
If shares are held through an intermediary, such as a bank or broker, shareholders must register in advance to attend the Meeting. To register shareholders must submit proof of their proxy power (legal proxy) reflecting their Fund holdings along with their name and email address to Computershare Fund Services ("Computershare"). Shareholders may forward an email from their intermediary or send an image of their legal proxy to shareholdermeetings@computershare.com. Requests for registration must be received no later than 11:00 a.m. (Eastern Time) on July 9, 2020. Shareholders will receive a confirmation email from Computershare of the shareholder's registration and a control number that will allow the shareholder to vote at the Meeting.
Shareholders are not required to attend the Meeting to vote on the proposals. Whether or not shareholders plan to attend the Meeting, each Fund urges shareholders to authorize a proxy to vote their shares in advance of the
Meeting by one of the methods described in the proxy materials for the Meeting. In connection with the Meeting, each Fund has filed a definitive Proxy Statement with the SEC. Shareholders are advised to read their Fund's Proxy Statement because it contains important information. The Proxy Statement for Funds listed on Appendix A is available on the Internet at https://www.proxy-direct.com/lmf-31298. The Proxy Statement for Funds listed on Appendix B is available on the Internet at https://www.proxy-direct.com/lmf-31280. The proxy card included with the proxy materials previously distributed will not be updated to reflect the change in location and may continue to be used to vote your shares in connection with the Meeting. The Proxy Statement and other documents filed by the Funds are also available for free on the SEC website, www.sec.gov.
By Order of the Board of Trustees
Robert I. Frenkel
Secretary
June 26, 2020
Appendix A
Funds Holding Special Meetings of Shareholders Scheduled to be Held on July 14, 2020
Funds with a Record Date of April 1, 2020
LEGG MASON GLOBAL ASSET MANAGEMENT TRUST
BrandywineGLOBAL — Alternative Credit Fund | | ClearBridge Global Infrastructure Income Fund |
BrandywineGLOBAL — Diversified US Large Cap | | ClearBridge Small Cap Fund |
Value Fund | | |
BrandywineGLOBAL — Dynamic US Large Cap | | ClearBridge Value Trust |
Value Fund | | |
BrandywineGLOBAL — Global Flexible Income Fund | | Martin Currie Emerging Markets Fund |
BrandywineGLOBAL — Global High Yield Fund | | Martin Currie International Unconstrained Equity Fund |
BrandywineGLOBAL — Global Opportunities Bond | | Martin Currie SMASh Series EM Fund |
Fund | | |
BrandywineGLOBAL — Global Opportunities Bond | | QS Global Market Neutral Fund |
Fund (USD Hedged) | | |
BrandywineGLOBAL — Global Unconstrained Bond | | QS International Equity Fund |
Fund | | |
BrandywineGLOBAL — International Opportunities | | QS Strategic Real Return Fund |
Bond Fund | | |
ClearBridge International Growth Fund | | QS U.S. Small Capitalization Equity Fund |
LEGG MASON PARTNERS EQUITY TRUST | | |
| |
ClearBridge Aggressive Growth Fund | | ClearBridge Small Cap Value Fund |
ClearBridge All Cap Value Fund | | ClearBridge Sustainability Leaders Fund |
ClearBridge Appreciation Fund | | ClearBridge Tactical Dividend Income Fund |
ClearBridge Dividend Strategy Fund | | QS Conservative Growth Fund |
ClearBridge International Small Cap Fund | | QS Defensive Growth Fund |
ClearBridge International Value Fund | | QS Global Dividend Fund |
ClearBridge Large Cap Growth Fund | | QS Global Equity Fund |
ClearBridge Large Cap Value Fund | | QS Growth Fund |
ClearBridge Mid Cap Fund | | QS Moderate Growth Fund |
ClearBridge Mid Cap Growth Fund | | QS S&P 500 Index Fund |
ClearBridge Select Fund | | QS U.S. Large Cap Equity Fund |
ClearBridge Small Cap Growth Fund | | |
LEGG MASON ETF INVESTMENT TRUST | | |
| |
ClearBridge All Cap Growth ETF | | Legg Mason Low Volatility High Dividend ETF |
|
ClearBridge Dividend Strategy ESG ETF | | Legg Mason Small-Cap Quality Value ETF |
ClearBridge Large Cap Growth ESG ETF | | Western Asset Short Duration Income ETF |
Legg Mason Global Infrastructure ETF | | Western Asset Total Return ETF |
Legg Mason International Low Volatility High | | |
Dividend ETF | | |
LEGG MASON PARTNERS VARIABLE EQUITY TRUST | | |
|
ClearBridge Variable Aggressive Growth Portfolio | | ClearBridge Variable Small Cap Growth Portfolio |
|
ClearBridge Variable Appreciation Portfolio | | QS Legg Mason Dynamic Multi-Strategy VIT |
| | Portfolio |
ClearBridge Variable Dividend Strategy Portfolio | | QS Variable Conservative Growth |
ClearBridge Variable Large Cap Growth Portfolio | | QS Variable Growth |
ClearBridge Variable Large Cap Value Portfolio | | QS Variable Moderate Growth |
ClearBridge Variable Mid Cap Portfolio | | |
Appendix B
Funds Holding Special Meetings of Shareholders Scheduled to be Held on July 14, 2020
Funds with a Record Date of April 15, 2020
LEGG MASON PARTNERS INCOME TRUST | | |
Western Asset Ultra-Short Income Fund | | Western Asset Massachusetts Municipals Fund |
Western Asset California Municipals Fund | | Western Asset Mortgage Total Return Fund |
Western Asset Corporate Bond Fund | | Western Asset Municipal High Income Fund |
Western Asset Emerging Markets Debt Fund | | Western Asset New Jersey Municipals Fund |
Western Asset Global High Yield Bond Fund | | Western Asset New York Municipals Fund |
Western Asset Income Fund | | Western Asset Oregon Municipals Fund |
Western Asset Intermediate Maturity California | | Western Asset Pennsylvania Municipals Fund |
Municipals Fund | | |
Western Asset Intermediate Maturity New York | | Western Asset Short Duration High Income Fund |
Municipals Fund | | |
Western Asset Intermediate-Term Municipals Fund | | Western Asset Short Duration Municipal Income Fund |
Western Asset Managed Municipals Fund | | Western Asset Short-Term Bond Fund |
| | |
LEGG MASON PARTNERS INSTITUTIONAL TRUST |
Western Asset Institutional Government Reserves | | Western Asset Premier Institutional U.S. Treasury |
| | Reserves |
Western Asset Institutional Liquid Reserves | | Western Asset Select Tax Free Reserves |
Western Asset Institutional U.S. Treasury Obligations | | Western Asset SMASh Series C Fund |
Money Market Fund | | |
Western Asset Institutional U.S. Treasury Reserves | | Western Asset SMASh Series EC Fund (to be renamed |
| | Western Asset SMASh Series Core Plus Completion |
| | Fund on or about August 11, 2020) |
Western Asset Premier Institutional Government | | Western Asset SMASh Series M Fund |
Reserves | | |
Western Asset Premier Institutional Liquid Reserves | | Western Asset SMASh Series TF Fund |
| | |
LEGG MASON PARTNERS MONEY MARKET TRUST |
Western Asset Government Reserves | | Western Asset Tax Free Reserves |
Western Asset New York Tax Free Money Market | | Western Asset U.S. Treasury Reserves |
Fund | | |
LEGG MASON PARTNERS PREMIUM MONEY MARKET TRUST | | |
|
Western Asset Premium Liquid Reserves | | Western Asset Premium U.S. Treasury Reserves |
MASTER PORTFOLIO TRUST | | |
| |
Government Portfolio | | U.S. Treasury Obligations Portfolio |
Liquid Reserves Portfolio | | U.S. Treasury Reserves Portfolio |
Tax Free Reserves Portfolio | | |
LEGG MASON PARTNERS VARIABLE INCOME TRUST
Western Asset Core Plus VIT PortfolioWestern Asset Variable Global High Yield Bond Portfolio