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: October 31
Date of reporting period: October 31, 2018
| ITEM 1. | REPORT TO STOCKHOLDERS. |
The Annual Report to Stockholders is filed herewith.
| | |
| Annual Report | | October 31, 2018 |
LEGG MASON
DEVELOPED EX-US DIVERSIFIED CORE ETF
DDBI
|
| INVESTMENT PRODUCTS: NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE |
Fund objective
The Fund seeks to track the investment results of an index composed of publicly traded equity securities of developed markets outside the United States.
Letter from the president
Dear Shareholder,
We are pleased to provide the annual report of Legg Mason Developed ex-US Diversified Core ETF for the twelve-month reporting period ended October 31, 2018. Please read on for a detailed look at prevailing economic and market conditions during the Fund’s reporting period and to learn how those conditions have affected Fund performance.
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,
Jane Trust, CFA
President and Chief Executive Officer
November 30, 2018
| | |
| II | | Legg Mason Developed ex-US Diversified Core ETF |
Investment commentary
Economic review
Economic activity in the U.S. was mixed during the twelve months ended October 31, 2018 (the “reporting period”). Looking back, the U.S. Department of Commerce reported that fourth quarter 2017 and first quarter 2018 U.S. gross domestic product (“GDP”)i growth was 2.3% and 2.2%, respectively. GDP growth then accelerated to 4.2% during the second quarter of 2018 — the strongest reading since the third quarter of 2014. Finally, the U.S. Department of Commerce’s second reading for third quarter 2018 GDP growth — released after the reporting period ended — was 3.5%. The deceleration in GDP growth in the third quarter of 2018 reflected a downturn in exports and decelerations in nonresidential fixed investment and personal consumption expenditures. Imports increased in the third quarter after decreasing in the second. These movements were partly offset by an upturn in private inventory investment.
Job growth in the U.S. was solid overall and supported the economy during the reporting period. As reported by the U.S. Department of Labor, when the reporting period ended on October 31, 2018, the unemployment rate was 3.7%, versus 4.1% when the period began. October 2018’s reading equaled the lowest unemployment rate since 1969. The percentage of longer-term unemployed also declined during the reporting period. In October 2018, 22.5% of Americans looking for a job had been out of work for more than six months, versus 23.8% when the period began.
Turning to the global economy, in its October 2018 World Economic Outlook, the International Monetary Fund (“IMF”)ii said, “Global growth for 2018–19 is projected to remain steady at its 2017 level, but its pace is less vigorous than projected in April [2018] and it has become less balanced. Downside risks to global growth have risen in the past six months and the potential for upside surprises has receded.” From a regional perspective, the IMF projects 2018 growth in the Eurozone will be 2.0%, versus 2.4% in 2017. Japan’s economy is expected to expand 1.1% in 2018, compared to 1.7% in 2017. Elsewhere, the IMF projects that overall growth in emerging market countries will be 4.7% in 2018, the same as in 2017.
Looking back, at its meeting that concluded on September 20, 2017, the Federal Reserve Board (the “Fed”)iii kept the federal funds rateiv on hold, but reiterated its intention to begin reducing its balance sheet, saying, “In October, the Committee will initiate the balance sheet normalization program….” At its meeting that ended on December 13, 2017, the Fed raised rates to a range between 1.25% and 1.50%. As expected, the Fed kept rates on hold at its meeting that concluded on January 31, 2018. However, at its meeting that ended on March 21, 2018, the Fed again raised the federal funds rate, moving it to a range between 1.50% and 1.75%. At its meeting that concluded on June 13, 2018, the Fed raised the federal funds rate to a range between 1.75% and 2.00%. Finally, at its meeting that ended on September 26, 2018, the Fed raised the federal funds rate to a range between 2.00% and 2.25%.
Central banks outside the U.S. took different approaches to monetary policy during the reporting period. Looking back, in December 2016, the European Central Bank (“ECB”)v extended its bond buying program until December 2017. From April 2017 through
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| Legg Mason Developed ex-US Diversified Core ETF | | III |
Investment commentary (cont’d)
December 2017, the ECB purchased €60 billion-per-month of bonds. In October 2017, the ECB announced that it would continue to buy bonds through September 2018, but after December 2017 it would pare its purchases to €30 billion-per-month. In June 2018, the ECB announced it would end its bond buying program by the end of the year, but it did not anticipate raising interest rates “at least through the summer of 2019”. In other developed countries, on November 2, 2017, the Bank of Englandvi raised rates from 0.25% to 0.50% — the first increase since July 2007. It then raised rates to 0.75% at its meeting on August 2, 2018. After holding rates steady at 0.10% for more than five years, in January 2016, the Bank of Japanvii announced that it cut the rate on current accounts that commercial banks hold with it to -0.10% and kept rates on hold during the reporting period. Elsewhere, the People’s Bank of Chinaviii kept rates steady at 4.35% during the reporting period.
As always, thank you for your confidence in our stewardship of your assets.
Sincerely,
Jane Trust, CFA
President and Chief Executive Officer
November 30, 2018
All investments are subject to risk including the possible loss of principal. Past performance is no guarantee of future results. Forecasts and predictions are inherently limited and should not be relied upon as an indication of actual or future performance.
| i | Gross domestic product (“GDP”) is the market value of all final goods and services produced within a country in a given period of time. |
| ii | The International Monetary Fund (“IMF”) is an organization of 189 countries, working to foster global monetary cooperation, secure financial stability, facilitate international trade, promote high employment and sustainable economic growth, and reduce poverty around the world. |
| iii | The Federal Reserve Board (the “Fed”) is responsible for the formulation of U.S. policies designed to promote economic growth, full employment, stable prices, and a sustainable pattern of international trade and payments. |
| iv | The federal funds rate is the rate charged by one depository institution on an overnight sale of immediately available funds (balances at the Federal Reserve) to another depository institution; the rate may vary from depository institution to depository institution and from day to day. |
| v | The European Central Bank (“ECB”) is responsible for the monetary system of the European Union and the euro currency. |
| vi | The Bank of England (“BoE”), formally the Governor and Company of the BoE, is the central bank of the United Kingdom. The BoE’s purpose is to maintain monetary and financial stability. |
| vii | The Bank of Japan is the central bank of Japan. The bank is responsible for issuing and handling currency and treasury securities, implementing monetary policy, maintaining the stability of the Japanese financial system and the yen currency. |
| viii | The People’s Bank of China is the central bank of the People’s Republic of China with the power to carry out monetary policy and regulate financial institutions in mainland China. |
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| IV | | Legg Mason Developed ex-US Diversified Core ETF |
Fund overview
Q. What is the Fund’s investment strategy?
A. Legg Mason Developed ex-US Diversified Core ETF (the “Fund”) seeks to track the investment results of the QS DBI Developed ex-US Diversified Index (the “Underlying Index”). The Underlying Index seeks to provide exposure to equity markets in developed countries outside the United States and is based on a proprietary methodology created and sponsored by QS Investors, LLC (“QS Investors”), the Fund’s subadviser. The Underlying Index is composed of equity securities in developed markets outside the United States that are included in the MSCI World ex-US Indexi.
The proprietary rules-based process initially groups this universe of securities into multiple investment categories based on geography and sector. Within each of these investment categories, securities are weighted by market capitalization. The process then combines those investment categories with more highly correlated historical performance into a smaller number of “clusters.” A cluster is a group of investment categories based on geography and sector that have demonstrated a tendency to behave similarly (high correlation). Thereafter, each of these clusters is equally weighted in the Underlying Index to produce a highly diversified portfolio. QS Investors anticipates that the number of component securities in the Underlying Index will range from 900 to 1,000. The Underlying Index may include large, medium and small capitalization companies. The components of the Underlying Index, and the degree to which these components represent certain countries and sectors, may change over time. The Underlying Index’s components are reconstituted annually and rebalanced quarterly. The Underlying Index is reconstituted on a different date from the MSCI World ex-US Index. Securities that are removed from, or added to, the MSCI World ex-US Index are removed from, or considered for inclusion in, the Underlying Index at the next annual reconstitution or quarterly rebalancing of the Underlying Index. The Fund’s portfolio is rebalanced when the Underlying Index is rebalanced or reconstituted. The Fund may trade at times other than when the Underlying Index is rebalanced or reconstituted for a variety of reasons, including when adjustments may be made to its representative sampling process from time to time or when investing cash.
The term “diversified” highlights the purpose of QS Investors’ Diversification Based Investing methodology, which seeks to avoid concentration risks often identified with market cap-weighted funds. The term “core” highlights the segment of the investment universe where the Fund invests — as opposed to introducing value or size biases or investing in niche segments of the market.
The Fund will invest at least 80% of its net assets, plus borrowings for investment purposes, if any, in securities that compose the Underlying Index. Securities that compose the Underlying Index include depositary receipts representing securities in the Underlying Index. The equity securities that the Fund will hold are principally common stocks.
The Fund may invest up to 20% of its net assets in certain index futures, options, options on index futures, swap contracts or other derivatives related to its Underlying Index and its component securities; cash and cash equivalents; other investment companies, including exchange-traded
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| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 1 |
Fund overview (cont’d)
funds; exchange-traded notes; depository receipts; and in securities and other instruments not included in its Underlying Index but which QS Investors believes will help the Fund track its Underlying Index. The Fund may invest in exchange-traded equity index futures and currency derivatives to gain exposure to local markets and may also use currency derivatives for cash management purposes.
Q. What were the overall market conditions during the Fund’s reporting period?
A. After a prolonged period of steady upward momentum in global equity markets during 2017, volatility returned in 2018, marked by two key episodes during the twelve-month reporting period ended October 31, 2018, the first in February 2018 and the second in October 2018.
For much of the reporting period, global equity returns were positive across most regions and sectors, although non-U.S. developed markets underperformed the U.S., which hit all-time highs in September 2018. In non-U.S. markets, growth slowed over the reporting period; a strong first quarter tapered off to more mixed results across regions and sectors for the remainder of the period, even prior to the significant decline in October 2018.
International equities ended 2017 with double-digit gains. Most major equity markets posted positive returns in each quarter of 2017, in spite of geopolitical tensions in the Middle East and the Korean peninsula as well as rate hikes in the U.S. and the United Kingdom. This persistent trend of global equity growth ended early in the first quarter of 2018. Despite a backdrop of solid global economic gains, the market in early February 2018 dipped into correction territory. The sell-off was believed to be sparked by a report that inflation in the U.S. was rising higher than expected, leading to fear that the U.S. Federal Reserve Board (the “Fed”)ii would accelerate their rate tightening schedule. Aside from inflation, global manufacturing indicators weakened slightly off a nearly three-and-a-half year high in January 2018. Equities remained volatile through the end of the quarter amid talks of new tariffs and trade friction between the U.S. and China. For the first quarter of 2018, only emerging markets stayed positive among the major regions.
Many developed markets outside the U.S. and all emerging markets declined in U.S. dollar terms in the second quarter of 2018, as the U.S. dollar continued to strengthen and global trade tensions increased amid tariff implementation. Equity market performance continued to be driven by a narrow segment of stocks, as the rally in momentum/growth stocks continued.
In the third quarter of 2018, equity markets outside the U.S. were modestly positive overall, but mixed among major regions. In keeping with the general trend of 2018, developed markets outperformed emerging markets, which declined slightly. Large cap indices outperformed small caps and growth stocks continued to outperform value. While business optimism in the U.S. reached new highs in September 2018, it deteriorated in other regions on weakening economic expansion, higher costs for oil and other commodities, and trade tensions.
The final month of the reporting period proved to be a challenging month for investors, as volatility returned in earnest. Throughout the month, practically every
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| 2 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
asset class sold off to some extent, both in the U.S. and abroad. The narrow, growth-based names that had driven most of the gains for most of 2018 became expensive on most fundamental metrics. Investors reacted to this rising risk by pivoting towards value; value indices solidly outperformed growth indices for the month of October. Most equity market regions and sectors had negative returns in U.S. dollar terms. In many markets, inflationary pressures, including commodity prices and interest rate hikes, were cited as causes for less optimistic views of business growth. Economic expansion weakened across a number of major markets as growth was impacted by tense trade negotiations. Growth and solvency in emerging markets and concerns about the outcome of the U.S. mid-term elections were also deemed to be catalysts.
From a regional perspective, Japan was the best performing developed region outside the U.S. for the reporting period, and prior to October 2018 had positive returns in most sectors, a number in double digits. October 2018 brought the twelve months return into negative territory, with wide performance dispersion across sectors. While business sentiment declined in the final months of the reporting period on the high cost of the materials, the economy is experiencing moderate growth with a rising gross domestic product (“GDP”)iii. The Bank of Japan (“BoJ”)iv reported that inflation is on trend, and the BoJ will continue an accommodative stance.
The U.K. also had a positive return for the early part of the reporting period despite periods of difficulty around Brexit negotiations. However, the third calendar quarter of 2018 as well as the final month of the reporting period saw negative returns across most sectors despite an uptick in manufacturing and the rate of job creation, likely as a result of fears around rising inflation and Brexit. The Bank of Englandv left interest rates unchanged in September 2018 and noted that news about difficult Brexit negotiations was making private companies take cost-cutting measures and hold back on investments.
Continental Europe was the laggard among the major regions throughout much of the period. Widely mixed returns among European markets persisted. By the end of the period, most markets experienced somewhat reduced trade activity, growth slowdowns, and rising input costs as well as reduced output prices, sending business sentiment down on these and other worries, including trade protectionism and higher tariffs. In October 2018, exports declined for the first time in over five years.
Across the smaller regions, the resource-based Australia, New Zealand & Canada region and Asia Developed ex-Japan posted negative returns and underperformed the MSCI World ex-US Index overall. Both were in positive territory until October 2018. Emerging Markets declined as well, underperforming developed markets throughout much of the reporting period.
The Fund uses a passive investment approach to achieve its investment objective, and therefore made no change in investment approach in response to market conditions.
Performance review
For the twelve months ended October 31, 2018, Legg Mason Developed ex-US Diversified Core ETF generated a -4.83% return on a net asset value (“NAV”)vi basis and -5.64% based on its market pricevii per share.
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| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 3 |
Fund overview (cont’d)
The performance table shows the Fund’s total return for the twelve months ended October 31, 2018 based on its NAV and market price as of October 31, 2018. The Fund’s seeks to track the investment results of the QS DBI Developed ex-US Diversified Index, which returned -4.62% for the same period. The Fund’s broad-based market index, the MSCI World ex-US Index returned -6.76% over the same time frame. The Lipper International Multi-Cap Core Funds Category Average1 returned -8.49% for the same period. Please note that Lipper performance returns are based on each fund’s NAV.
| | | | | | | | |
Performance Snapshot as of October 31, 2018
(unaudited) | |
| | | 6 months | | | 12 months | |
| Legg Mason Developed ex-US Diversified Core ETF: | | | | | | | | |
$27.29 (NAV) | | | -8.09 | % | | | -4.83 | %*† |
$27.34 (Market Price) | | | -8.32 | % | | | -5.64 | %*‡ |
| QS DBI Developed ex-US Diversified Index | | | -8.03 | % | | | -4.62 | % |
| MSCI World ex-US Index | | | -9.52 | % | | | -6.76 | % |
| Lipper International Multi-Cap Core Funds Category Average1 | | | -10.71 | % | | | -8.49 | % |
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 March 1, 2018, the gross total annual fund operating expense ratio for the Fund was 0.40%.
* 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 at NAV.
‡ Total return assumes the reinvestment of all distributions at market price.
| 1 | Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the period ended October 31, 2018, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 423 funds for the six-month period and among the 406 funds for the twelve-month period in the Fund’s Lipper category. |
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| 4 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
What were the leading contributors to performance?
A. Looking at the Underlying Index by country during the reporting period, Israel, Norway and Finland were the leading contributors to performance and were the only countries with positive returns for the reporting period. From a sector perspective, the Health Care and Energy sectors led the way, with double digit positive returns. Those sectors, along with the Consumer Staples sector, were the only ones in positive territory for the period.
What were the leading detractors from performance?
A. As represented in the Underlying Index, from a country perspective, Germany, France and Spain were the leading detractors from performance for the reporting period. From a sector perspective the Financials, Communication Services1 and Industrials sectors were the leading detractors for the period.
Looking for additional information?
The Fund’s daily NAV is available on-line at www.leggmason.com/etf. The Fund is traded under the symbol “DDBI” 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.
Thank you for your investment in Legg Mason Developed ex-US Diversified Core ETF. As always, we appreciate that you have chosen us to manage your assets and we remain focused on achieving the Fund’s investment goals.
Sincerely,
QS Investors, LLC
November 20, 2018
RISKS: Equity securities are subject to market and price fluctuations. International investments are subject to special risks including currency fluctuations, social, economic and political uncertainties, which could increase volatility. In rising markets, the value of large-cap stocks may not rise as much as smaller-cap stocks. Small-and mid-cap stocks involve greater risks and volatility than large-cap stocks. Diversification does not guarantee a profit or protect against a loss. The Fund may focus its investments in certain industries, increasing its vulnerability to market volatility. There is no guarantee that the Fund will achieve a high degree of correlation to the index it seeks to track. The Fund does not seek to outperform the index it tracks and does not seek temporary defensive positions when markets decline or appear overvalued. Derivatives, such as options and futures, can be illiquid, may disproportionately increase losses and have a potentially large impact on Fund performance. Please see the Fund’s prospectus for a more complete discussion of these and other risks and the Fund’s investment strategies.
The mention of sector breakdowns is for informational purposes only and should not be construed as a recommendation to purchase or sell any securities. The information provided regarding such sectors is not a sufficient basis upon which to make an investment decision. Investors seeking financial advice regarding the
| 1 | As of September 28, 2018, the Telecommunication Services sector was broadened to include some companies previously classified in the Consumer Discretionary and Information Technology sectors and renamed the Communication Services sector. |
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| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 5 |
Fund overview (cont’d)
appropriateness of investing in any securities or investment strategies discussed should consult their financial professional. The Fund’s top five sector holdings (as a percentage of net assets) as of October 31, 2018 were: Financials (15.3%), Communication Services (13.3%), Consumer Staples (10.2%), Utilities (10.0%) and Industrials (9.7%). The Fund’s composition may differ over time.
All investments are subject to risk including the possible loss of principal. Past performance is no guarantee of future results. An index is a statistical composite that tracks a specified financial market, sector or rules-based investment process. Unlike a fund, an index does not actually hold a portfolio of securities and therefore does not incur the expenses incurred by a fund. These expenses negatively impact fund performance. All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.
The information provided is not intended to be a forecast of future events, a guarantee of future results or investment advice. Views expressed may differ from those of the firm as a whole.
| i | MSCI World ex-US Index captures large and mid-cap companies across 22 of 23 developed markets countries, excluding the United States. |
| ii | The Federal Reserve Board (the “Fed”) is responsible for the formulation of U.S. policies designed to promote economic growth, full employment, stable prices and a sustainable pattern of international trade and payments. |
| iii | Gross domestic product (“GDP”) is the market value of all final goods and services produced within a country in a given period of time. |
| iv | The Bank of Japan (“BoJ”) is the central bank of Japan. The bank is responsible for issuing and handling currency and treasury securities, implementing monetary policy, maintaining the stability of the Japanese financial system and the yen currency. |
| v | The Bank of England (“BoE”), formally the Governor and Company of the BoE, is the central bank of the United Kingdom. The BoE’s purpose is to maintain monetary and financial stability. |
| vi | Net Asset Value (NAV) is calculated by subtracting total liabilities from total assets and dividing the results by the number of shares outstanding. |
| vii | 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. |
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| 6 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Fund at a glance† (unaudited)
Investment breakdown (%) as a percent of total investments
| † | The bar graph above represents the composition of the Fund’s investments as of October 31, 2018 and October 31, 2017. The composition of the Fund’s investments is subject to change at any time. |
| ‡ | Represents less than 0.1% |
| * | As of September 28, 2018, the Telecommunication Services sector was broadened to include some companies previously classified in the Consumer Discretionary and Information Technology sectors and renamed the Communication Services sector. |
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| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 7 |
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 May 1, 2018 and held for the six months ended October 31, 2018.
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 |
| | | -8.09% | | | | $ | 1,000.00 | | | | $ | 919.10 | | | | | 0.40 | % | | | $ | 1.93 | | | | | | | 5.00 | % | | | | $1,000.00 | | | | $ | 1,023.19 | | | | | 0.40 | % | | | $ | 2.04 | |
| 1 | For the six months ended October 31, 2018. |
| 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 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 (184), then divided by 365. |
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| 8 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Fund performance (unaudited)
| | | | |
| Net Asset Value | | | |
| Average annual total returns1 | | | |
| Twelve Months Ended 10/31/18 | | | -4.83 | % |
| Inception* through 10/31/18 | | | 4.90 | |
| |
| Cumulative total returns1 | | | |
| Inception date of 12/28/15 through 10/31/18 | | | 14.58 | % |
| | | | |
| Market Price | | | |
| Average annual total returns2 | | | |
| Twelve Months Ended 10/31/18 | | | -5.64 | % |
| Inception* through 10/31/18 | | | 4.96 | |
| |
| Cumulative total returns2 | | | |
| Inception date of 12/28/15 through 10/31/18 | | | 14.75 | % |
All figures represent past performance and are not a guarantee of future results. Investment returns and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of brokerage commissions or taxes that investors would pay on distributions or the sale of shares. 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.
Investors buy and sell shares of the Fund 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 Fund. The Fund’s per share NAV is the value of one share of the Fund and is calculated by dividing the value of total assets less total liabilities by the number of shares outstanding. The NAV return is based on the NAV of the Fund and the market price return is 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. NAV and market price returns assume that dividends and capital gain distributions have been reinvested in the Fund at NAV and market price, respectively. As with other exchange-traded funds, NAV returns and market price returns may differ because of factors such as the supply and demand for Fund shares and investors’ assessment of the underlying value of the Fund’s portfolio securities.
| 1 | Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value. |
| 2 | Assumes the reinvestment of all distributions, including returns of capital, if any, at market price. |
| * | Inception date of the Fund is December 28, 2015. |
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 9 |
Fund performance (unaudited) (cont’d)
Historical performance
Value of $10,000 invested in
Legg Mason Developed ex-US Diversified Core ETF vs QS DBI Developed ex-US Diversified Index and MSCI World ex-US Index† — December 28, 2015 - October 2018
All figures represent past performance and are not a guarantee of future results. Investment returns and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. NAV returns assume that dividends and capital gain distributions have been reinvested in the Fund at NAV. The returns shown do not reflect the deduction of brokerage commissions or taxes that investors would pay on distributions or the sale of shares. 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.
| † | Hypothetical illustration of $10,000 invested in Legg Mason Developed ex-US Diversified Core ETF on December 28, 2015, assuming the reinvestment of all distributions, including returns of capital, if any, at net asset value through October 31, 2018. The hypothetical illustration also assumes a $10,000 investment in the QS DBI Developed ex-US Diversified Index and the MSCI World ex-US Index. The Fund’s per share NAV is the value of one share of the Fund and is calculated by dividing the value of total assets less total liabilities by the number of shares outstanding. The NAV return is based on the NAV of the Fund. The QS DBI Developed ex-US Diversified Index (the “Underlying Index”) is an index composed of publicly traded equity securities of developed markets outside the United States that are included in the MSCI World ex-US Index. The Underlying Index is based on a proprietary methodology created and sponsored by QS Investors, LLC, the Fund’s subadvisor. The MSCI World ex-US Index captures large and mid-cap companies across 22 of 23 developed markets countries, excluding the United States. The indices are not subject to the same management and trading expenses as a fund. An index is a statistical composite that tracks a specified financial market, sector, or rules-based investment process. Unlike a fund, an index does not actually hold a portfolio of securities and therefore does not incur the expenses incurred by a fund. Theses expenses negatively impact fund performance. All index performance reflects no deductions for fees, expenses or taxes. Please note that an investor cannot invest directly in an index. |
| | |
| 10 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Schedule of investments
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
| Common Stocks — 98.2% | | | | | | | | | | | | | | | | |
| Communication Services — 13.2% | | | | | | | | | | | | | | | | |
Diversified Telecommunication Services — 8.5% | | | | | | | | | | | | | | | | |
BCE Inc. | | | | | | | | | | | 818 | | | $ | 31,736 | |
BT Group PLC | | | | | | | | | | | 4,611 | | | | 14,172 | |
Deutsche Telekom AG, Registered Shares | | | | | | | | | | | 3,752 | | | | 61,621 | |
Iliad SA | | | | | | | | | | | 69 | | | | 7,994 | |
Nippon Telegraph & Telephone Corp. | | | | | | | | | | | 900 | | | | 37,880 | |
Orange SA | | | | | | | | | | | 4,862 | | | | 76,133 | |
Singapore Telecommunications Ltd. | | | | | | | | | | | 50,052 | | | | 114,214 | |
Swisscom AG, Registered Shares | | | | | | | | | | | 243 | | | | 111,463 | |
Telecom Italia SpA | | | | | | | | | | | 87,241 | | | | 51,322 | * |
Telecom Italia SpA, Savings Shares | | | | | | | | | | | 43,397 | | | | 21,970 | |
Telefonica SA | | | | | | | | | | | 10,412 | | | | 85,389 | |
Telenor ASA | | | | | | | | | | | 5,591 | | | | 102,874 | |
Telia Co., AB | | | | | | | | | | | 14,024 | | | | 63,309 | |
Telstra Corp. Ltd. | | | | | | | | | | | 39,689 | | | | 86,639 | |
TELUS Corp. | | | | | | | | | | | 1,075 | | | | 36,902 | |
TPG Telecom Ltd. | | | | | | | | | | | 3,291 | | | | 16,724 | |
United Internet AG, Registered Shares | | | | | | | | | | | 132 | | | | 5,471 | |
Total Diversified Telecommunication Services | | | | | | | | | | | | | | | 925,813 | |
Entertainment — 0.3% | | | | | | | | | | | | | | | | |
Nintendo Co., Ltd. | | | | | | | | | | | 100 | | | | 31,155 | |
Vivendi SA | | | | | | | | | | | 304 | | | | 7,350 | |
Total Entertainment | | | | | | | | | | | | | | | 38,505 | |
Interactive Media & Services — 0.1% | | | | | | | | | | | | | | | | |
Auto Trader Group PLC | | | | | | | | | | | 2,023 | | | | 10,588 | |
Media — 0.9% | | | | | | | | | | | | | | | | |
Altice USA, Inc., Class A Shares | | | | | | | | | | | 1,854 | | | | 30,239 | |
Shaw Communications Inc., Class B Shares | | | | | | | | | | | 1,131 | | | | 21,108 | |
Singapore Press Holdings Ltd. | | | | | | | | | | | 19,859 | | | | 38,003 | |
WPP PLC | | | | | | | | | | | 674 | | | | 7,653 | |
Total Media | | | | | | | | | | | | | | | 97,003 | |
Wireless Telecommunication Services — 3.4% | | | | | | | | | | | | | | | | |
1&1 Drillisch AG | | | | | | | | | | | 129 | | | | 5,765 | |
KDDI Corp. | | | | | | | | | | | 2,400 | | | | 59,854 | |
Millicom International Cellular SA, SDR | | | | | | | | | | | 391 | | | | 22,117 | |
NTT DOCOMO Inc. | | | | | | | | | | | 1,800 | | | | 45,369 | |
Rogers Communications Inc., Class B Shares | | | | | | | | | | | 1,924 | | | | 99,317 | |
SoftBank Group Corp. | | | | | | | | | | | 1,087 | | | | 87,149 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 11 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Wireless Telecommunication Services — continued | | | | | | | | | | | | | | | | |
Tele2 AB, Class B Shares | | | | | | | | | | | 1,992 | | | $ | 22,667 | |
Vodafone Group PLC | | | | | | | | | | | 17,042 | | | | 32,188 | |
Total Wireless Telecommunication Services | | | | | | | | | | | | | | | 374,426 | |
Total Communication Services | | | | | | | | | | | | | | | 1,446,335 | |
| Consumer Discretionary — 7.1% | | | | | | | | | | | | | | | | |
Auto Components — 0.7% | | | | | | | | | | | | | | | | |
Bridgestone Corp. | | | | | | | | | | | 200 | | | | 7,732 | |
Cie Generale des Etablissements Michelin SCA | | | | | | | | | | | 52 | | | | 5,346 | |
Continental AG | | | | | | | | | | | 42 | | | | 6,946 | |
Denso Corp. | | | | | | | | | | | 200 | | | | 8,950 | |
Magna International Inc. | | | | | | | | | | | 807 | | | | 39,826 | |
Minth Group Ltd. | | | | | | | | | | | 2,000 | | | | 6,480 | |
Total Auto Components | | | | | | | | | | | | | | | 75,280 | |
Automobiles — 1.2% | | | | | | | | | | | | | | | | |
Bayerische Motoren Werke AG | | | | | | | | | | | 76 | | | | 6,564 | |
Daimler AG, Registered Shares | | | | | | | | | | | 136 | | | | 8,068 | |
Ferrari NV | | | | | | | | | | | 175 | | | | 20,522 | |
Fiat Chrysler Automobiles NV | | | | | | | | | | | 1,544 | | | | 23,530 | * |
Honda Motor Co., Ltd. | | | | | | | | | | | 400 | | | | 11,487 | |
Nissan Motor Co., Ltd. | | | | | | | | | | | 800 | | | | 7,284 | |
Subaru Corp. | | | | | | | | | | | 200 | | | | 5,411 | |
Suzuki Motor Corp. | | | | | | | | | | | 100 | | | | 5,007 | |
Toyota Motor Corp. | | | | | | | | | | | 694 | | | | 40,679 | |
Total Automobiles | | | | | | | | | | | | | | | 128,552 | |
Distributors — 0.2% | | | | | | | | | | | | | | | | |
Jardine Cycle & Carriage Ltd. | | | | | | | | | | | 1,200 | | | | 26,230 | |
Hotels, Restaurants & Leisure — 2.2% | | | | | | | | | | | | | | | | |
Aristocrat Leisure Ltd. | | | | | | | | | | | 2,018 | | | | 37,902 | |
Compass Group PLC | | | | | | | | | | | 374 | | | | 7,359 | |
Crown Resorts Ltd. | | | | | | | | | | | 1,144 | | | | 10,143 | |
Domino’s Pizza Enterprises Ltd | | | | | | | | | | | 259 | | | | 9,914 | |
Flight Centre Travel Group Ltd. | | | | | | | | | | | 292 | | | | 9,603 | |
Galaxy Entertainment Group Ltd. | | | | | | | | | | | 4,000 | | | | 21,634 | |
Genting Singapore Ltd. | | | | | | | | | | | 64,000 | | | | 40,670 | |
Melco Resorts & Entertainment Ltd., ADR | | | | | | | | | | | 501 | | | | 8,332 | |
MGM China Holdings Ltd. | | | | | | | | | | | 6,000 | | | | 8,480 | |
Restaurant Brands International Inc. | | | | | | | | | | | 555 | | | | 30,479 | |
Sands China Ltd. | | | | | | | | | | | 5,130 | | | | 20,221 | |
SJM Holdings Ltd. | | | | | | | | | | | 6,000 | | | | 4,845 | |
See Notes to Financial Statements.
| | |
| 12 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Hotels, Restaurants & Leisure — continued | | | | | | | | | | | | | | | | |
Tabcorp Holdings Ltd. | | | | | | | | | | | 6,704 | | | $ | 21,952 | |
Wynn Macau Ltd. | | | | | | | | | | | 3,600 | | | | 7,430 | |
Total Hotels, Restaurants & Leisure | | | | | | | | | | | | | | | 238,964 | |
Household Durables — 0.6% | | | | | | | | | | | | | | | | |
Electrolux AB, Class B Shares | | | | | | | | | | | 346 | | | | 7,200 | |
Husqvarna AB, Class B Shares | | | | | | | | | | | 813 | | | | 6,148 | |
Panasonic Corp. | | | | | | | | | | | 800 | | | | 8,857 | |
Sekisui House Ltd. | | | | | | | | | | | 397 | | | | 5,847 | |
Sony Corp. | | | | | | | | | | | 397 | | | | 21,599 | |
Techtronic Industries Co., Ltd. | | | | | | | | | | | 2,460 | | | | 11,517 | |
Total Household Durables | | | | | | | | | | | | | | | 61,168 | |
Multiline Retail — 0.5% | | | | | | | | | | | | | | | | |
Canadian Tire Corp. Ltd., Class A Shares | | | | | | | | | | | 180 | | | | 20,305 | |
Dollarama Inc. | | | | | | | | | | | 765 | | | | 21,209 | |
Marks & Spencer Group PLC | | | | | | | | | | | 2,296 | | | | 8,684 | |
Total Multiline Retail | | | | | | | | | | | | | | | 50,198 | |
Specialty Retail — 0.8% | | | | | | | | | | | | | | | | |
Dufry AG, Registered Shares | | | | | | | | | | | 85 | | | | 9,595 | |
Hennes & Mauritz AB | | | | | | | | | | | 1,632 | | | | 28,881 | |
Industria de Diseno Textil SA | | | | | | | | | | | 1,851 | | | | 52,285 | |
Total Specialty Retail | | | | | | | | | | | | | | | 90,761 | |
Textiles, Apparel & Luxury Goods — 0.9% | | | | | | | | | | | | | | | | |
adidas AG | | | | | | | | | | | 32 | | | | 7,541 | |
Cie Financiere Richemont SA, Registered Shares | | | | | | | | | | | 380 | | | | 27,842 | |
Gildan Activewear Inc. | | | | | | | | | | | 625 | | | | 18,727 | |
Luxottica Group SpA | | | | | | | | | | | 251 | | | | 15,790 | |
LVMH Moet Hennessy Louis Vuitton SE | | | | | | | | | | | 35 | | | | 10,660 | |
Moncler SpA | | | | | | | | | | | 255 | | | | 8,870 | |
Swatch Group AG | | | | | | | | | | | 30 | | | | 10,164 | |
Total Textiles, Apparel & Luxury Goods | | | | | | | | | | | | | | | 99,594 | |
Total Consumer Discretionary | | | | | | | | | | | | | | | 770,747 | |
| Consumer Staples — 10.1% | | | | | | | | | | | | | | | | |
Beverages — 1.7% | | | | | | | | | | | | | | | | |
Anheuser-Busch InBev SA/NV | | | | | | | | | | | 583 | | | | 43,029 | |
Asahi Group Holdings Ltd. | | | | | | | | | | | 400 | | | | 17,609 | |
Carlsberg A/S, Class B Shares | | | | | | | | | | | 384 | | | | 42,373 | |
Coca-Cola Amatil Ltd. | | | | | | | | | | | 880 | | | | 6,181 | |
Diageo PLC | | | | | | | | | | | 344 | | | | 11,905 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 13 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Beverages — continued | | | | | | | | | | | | | | | | |
Heineken Holding NV | | | | | | | | | | | 90 | | | $ | 7,801 | |
Heineken NV | | | | | | | | | | | 120 | | | | 10,823 | |
Kirin Holdings Co., Ltd. | | | | | | | | | | | 600 | | | | 14,347 | |
Pernod Ricard SA | | | | | | | | | | | 86 | | | | 13,135 | |
Suntory Beverage & Food Ltd. | | | | | | | | | | | 200 | | | | 8,161 | |
Treasury Wine Estates Ltd. | | | | | | | | | | | 948 | | | | 10,159 | |
Total Beverages | | | | | | | | | | | | | | | 185,523 | |
Food & Staples Retailing — 2.8% | | | | | | | | | | | | | | | | |
Aeon Co., Ltd. | | | | | | | | | | | 400 | | | | 9,180 | |
Alimentation Couche-Tard Inc., Class B Shares | | | | | | | | | | | 1,427 | | | | 68,316 | |
Empire Co., Ltd., Class A Shares | | | | | | | | | | | 881 | | | | 16,067 | |
FamilyMart UNY Holdings Co., Ltd. | | | | | | | | | | | 100 | | | | 11,626 | |
George Weston Ltd. | | | | | | | | | | | 196 | | | | 14,291 | |
ICA Gruppen AB | | | | | | | | | | | 306 | | | | 10,844 | |
Koninklijke Ahold Delhaize NV | | | | | | | | | | | 428 | | | | 9,810 | |
Loblaw Cos. Ltd. | | | | | | | | | | | 668 | | | | 33,490 | |
Metro Inc. | | | | | | | | | | | 873 | | | | 27,461 | |
Seven & i Holdings Co., Ltd. | | | | | | | | | | | 792 | | | | 34,338 | |
Wesfarmers Ltd. | | | | | | | | | | | 1,381 | | | | 45,631 | |
Woolworths Group Ltd. | | | | | | | | | | | 1,416 | | | | 28,532 | |
Total Food & Staples Retailing | | | | | | | | | | | | | | | 309,586 | |
Food Products — 3.5% | | | | | | | | | | | | | | | | |
Ajinomoto Co., Inc. | | | | | | | | | | | 400 | | | | 6,474 | |
Danone SA | | | | | | | | | | | 226 | | | | 16,025 | |
Kerry Group PLC, Class A Shares | | | | | | | | | | | 577 | | | | 59,166 | |
Marine Harvest ASA | | | | | | | | | | | 4,569 | | | | 110,896 | |
MEIJI Holdings Co., Ltd | | | | | | | | | | | 200 | | | | 13,291 | |
Nestle SA, Registered Shares | | | | | | | | | | | 494 | | | | 41,803 | |
Nisshin Seifun Group Inc. | | | | | | | | | | | 400 | | | | 7,978 | |
Nissin Foods Holdings Co., Ltd. | | | | | | | | | | | 100 | | | | 6,460 | |
Orkla ASA | | | | | | | | | | | 8,902 | | | | 77,042 | |
Saputo Inc. | | | | | | | | | | | 798 | | | | 24,373 | |
Toyo Suisan Kaisha Ltd. | | | | | | | | | | | 198 | | | | 6,825 | |
Yakult Honsha Co., Ltd. | | | | | | | | | | | 100 | | | | 7,097 | |
Total Food Products | | | | | | | | | | | | | | | 377,430 | |
Household Products — 0.5% | | | | | | | | | | | | | | | | |
Essity AB, Class B Shares | | | | | | | | | | | 1,132 | | | | 25,873 | |
Henkel AG & Co. KGaA | | | | | | | | | | | 70 | | | | 6,869 | |
See Notes to Financial Statements.
| | |
| 14 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Household Products — continued | | | | | | | | | | | | | | | | |
Lion Corp. | | | | | | | | | | | 300 | | | $ | 5,636 | |
Reckitt Benckiser Group PLC | | | | | | | | | | | 90 | | | | 7,283 | |
Unicharm Corp. | | | | | | | | | | | 395 | | | | 10,752 | |
Total Household Products | | | | | | | | | | | | | | | 56,413 | |
Personal Products — 1.0% | | | | | | | | | | | | | | | | |
Beiersdorf AG | | | | | | | | | | | 66 | | | | 6,835 | |
Kao Corp. | | | | | | | | | | | 400 | | | | 26,693 | |
L’Oreal SA | | | | | | | | | | | 96 | | | | 21,635 | |
Shiseido Co., Ltd. | | | | | | | | | | | 297 | | | | 18,782 | |
Unilever NV, CVA | | | | | | | | | | | 442 | | | | 23,801 | |
Unilever PLC | | | | | | | | | | | 190 | | | | 10,066 | |
Total Personal Products | | | | | | | | | | | | | | | 107,812 | |
Tobacco — 0.6% | | | | | | | | | | | | | | | | |
British American Tobacco PLC | | | | | | | | | | | 246 | | | | 10,667 | |
Imperial Brands PLC | | | | | | | | | | | 238 | | | | 8,068 | |
Japan Tobacco Inc. | | | | | | | | | | | 1,000 | | | | 25,754 | |
Swedish Match AB | | | | | | | | | | | 415 | | | | 21,173 | |
Total Tobacco | | | | | | | | | | | | | | | 65,662 | |
Total Consumer Staples | | | | | | | | | | | | | | | 1,102,426 | |
| Energy — 8.4% | | | | | | | | | | | | | | | | |
Energy Equipment & Services — 0.1% | | | | | | | | | | | | | | | | |
Tenaris SA | | | | | | | | | | | 605 | | | | 9,004 | |
Oil, Gas & Consumable Fuels — 8.3% | | | | | | | | | | | | | | | | |
Aker BP ASA | | | | | | | | | | | 372 | | | | 12,304 | |
BP PLC | | | | | | | | | | | 5,489 | | | | 39,788 | |
Caltex Australia Ltd. | | | | | | | | | | | 500 | | | | 10,015 | |
Canadian Natural Resources Ltd. | | | | | | | | | | | 394 | | | | 10,837 | |
Enagas SA | | | | | | | | | | | 916 | | | | 24,328 | |
Enbridge Inc. | | | | | | | | | | | 595 | | | | 18,585 | |
Eni SpA | | | | | | | | | | | 3,930 | | | | 69,937 | |
Equinor ASA | | | | | | | | | | | 3,868 | | | | 100,923 | |
Idemitsu Kosan Co., Ltd. | | | | | | | | | | | 397 | | | | 18,117 | |
Inpex Corp. | | | | | | | | | | | 3,175 | | | | 36,559 | |
JXTG Holdings Inc. | | | | | | | | | | | 8,691 | | | | 59,236 | |
Neste Oyj | | | | | | | | | | | 1,253 | | | | 103,298 | |
Oil Search Ltd. | | | | | | | | | | | 2,586 | | | | 14,241 | |
Origin Energy Ltd. | | | | | | | | | | | 3,611 | | | | 18,657 | * |
Pembina Pipeline Corp. | | | | | | | | | | | 196 | | | | 6,355 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 15 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Oil, Gas & Consumable Fuels — continued | | | | | | | | | | | | | | | | |
Repsol SA | | | | | | | | | | | 4,368 | | | $ | 78,321 | |
Royal Dutch Shell PLC, Class A Shares | | | | | | | | | | | 1,247 | | | | 39,842 | |
Royal Dutch Shell PLC, Class B Shares | | | | | | | | | | | 1,089 | | | | 35,691 | |
Santos Ltd. | | | | | | | | | | | 3,498 | | | | 16,462 | |
Showa Shell Sekiyu KK | | | | | | | | | | | 594 | | | | 11,453 | |
Snam SpA | | | | | | | | | | | 3,475 | | | | 14,387 | |
Suncor Energy Inc. | | | | | | | | | | | 591 | | | | 19,873 | |
Total SA | | | | | | | | | | | 1,818 | | | | 107,032 | |
TransCanada Corp. | | | | | | | | | | | 194 | | | | 7,333 | |
Woodside Petroleum Ltd. | | | | | | | | | | | 1,447 | | | | 35,741 | |
Total Oil, Gas & Consumable Fuels | | | | | | | | | | | | | | | 909,315 | |
Total Energy | | | | | | | | | | | | | | | 918,319 | |
| Financials — 15.3% | | | | | | | | | | | | | | | | |
Banks — 10.2% | | | | | | | | | | | | | | | | |
ABN AMRO Group NV, CVA | | | | | | | | | | | 492 | | | | 12,097 | |
Australia & New Zealand Banking Group Ltd. | | | | | | | | | | | 1,025 | | | | 18,837 | |
Banco Bilbao Vizcaya Argentaria SA | | | | | | | | | | | 3,203 | | | | 17,728 | |
Banco de Sabadell SA | | | | | | | | | | | 4,848 | | | | 6,399 | |
Banco Santander SA | | | | | | | | | | | 6,750 | | | | 32,084 | |
Bank Hapoalim BM | | | | | | | | | | | 8,805 | | | | 59,611 | |
Bank Leumi Le-Israel BM | | | | | | | | | | | 13,514 | | | | 84,304 | |
Bank of Montreal | | | | | | | | | | | 120 | | | | 8,994 | |
Bank of Nova Scotia | | | | | | | | | | | 418 | | | | 22,487 | |
Barclays PLC | | | | | | | | | | | 2,963 | | | | 6,531 | |
BNP Paribas SA | | | | | | | | | | | 464 | | | | 24,252 | |
BOC Hong Kong Holdings Ltd. | | | | | | | | | | | 2,000 | | | | 7,475 | |
CaixaBank SA | | | | | | | | | | | 2,064 | | | | 8,375 | |
Canadian Imperial Bank of Commerce | | | | | | | | | | | 200 | | | | 17,313 | |
Commonwealth Bank of Australia | | | | | | | | | | | 581 | | | | 28,508 | |
Credit Agricole SA | | | | | | | | | | | 595 | | | | 7,637 | |
Danske Bank A/S | | | | | | | | | | | 2,381 | | | | 45,688 | |
DBS Group Holdings Ltd. | | | | | | | | | | | 2,300 | | | | 38,964 | |
DNB ASA | | | | | | | | | | | 3,671 | | | | 66,629 | |
Erste Group Bank AG | | | | | | | | | | | 1,455 | | | | 59,349 | |
Hang Seng Bank Ltd. | | | | | | | | | | | 400 | | | | 9,368 | |
HSBC Holdings PLC | | | | | | | | | | | 3,267 | | | | 26,921 | |
ING Groep NV | | | | | | | | | | | 2,867 | | | | 34,044 | |
Intesa Sanpaolo SpA | | | | | | | | | | | 11,294 | | | | 24,992 | |
See Notes to Financial Statements.
| | |
| 16 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Banks — continued | | | | | | | | | | | | | | | | |
KBC Group NV | | | | | | | | | | | 565 | | | $ | 38,986 | |
Lloyds Banking Group PLC | | | | | | | | | | | 13,825 | | | | 10,108 | |
Mediobanca Banca di Credito Finaziario SPA | | | | | | | | | | | 1,064 | | | | 9,345 | |
Mitsubishi UFJ Financial Group Inc. | | | | | | | | | | | 6,400 | | | | 38,835 | |
Mizrahi Tefahot Bank Ltd. | | | | | | | | | | | 1,311 | | | | 22,077 | |
Mizuho Financial Group Inc. | | | | | | | | | | | 23,400 | | | | 40,225 | |
National Australia Bank Ltd. | | | | | | | | | | | 931 | | | | 16,635 | |
National Bank of Canada | | | | | | | | | | | 282 | | | | 12,832 | |
Nordea Bank Abp | | | | | | | | | | | 1,415 | | | | 12,322 | |
Oversea-Chinese Banking Corp. Ltd. | | | | | | | | | | | 3,367 | | | | 26,113 | |
Raiffeisen Bank International AG | | | | | | | | | | | 697 | | | | 19,033 | |
Royal Bank of Canada | | | | | | | | | | | 466 | | | | 34,037 | |
Skandinaviska Enskilda Banken AB, Class A Shares | | | | | | | | | | | 779 | | | | 8,077 | |
Societe Generale SA | | | | | | | | | | | 200 | | | | 7,360 | |
Standard Chartered PLC | | | | | | | | | | | 889 | | | | 6,242 | |
Sumitomo Mitsui Financial Group Inc. | | | | | | | | | | | 900 | | | | 35,201 | |
Svenska Handelsbanken AB, Class A Shares | | | | | | | | | | | 719 | | | | 7,831 | |
Swedbank AB, Class A Shares | | | | | | | | | | | 422 | | | | 9,516 | |
Toronto-Dominion Bank | | | | | | | | | | | 576 | | | | 32,031 | |
UniCredit SpA | | | | | | | | | | | 1,302 | | | | 16,694 | |
United Overseas Bank Ltd. | | | | | | | | | | | 1,386 | | | | 24,401 | |
Westpac Banking Corp. | | | | | | | | | | | 1,145 | | | | 21,789 | |
Total Banks | | | | | | | | | | | | | | | 1,118,277 | |
Capital Markets — 1.0% | | | | | | | | | | | | | | | | |
Brookfield Asset Management Inc., Class A Shares | | | | | | | | | | | 196 | | | | 8,018 | |
Credit Suisse Group AG, Registered Shares | | | | | | | | | | | 1,227 | | | | 16,126 | |
Deutsche Bank AG, Registered Shares | | | | | | | | | | | 789 | | | | 7,734 | |
Deutsche Boerse AG | | | | | | | | | | | 128 | | | | 16,222 | |
Hong Kong Exchanges & Clearing Ltd. | | | | | | | | | | | 600 | | | | 15,919 | |
Julius Baer Group Ltd. | | | | | | | | | | | 154 | | | | 7,048 | |
Macquarie Group Ltd. | | | | | | | | | | | 122 | | | | 10,134 | |
Nomura Holdings Inc. | | | | | | | | | | | 1,200 | | | | 5,822 | |
Singapore Exchange Ltd. | | | | | | | | | | | 1,200 | | | | 5,927 | |
UBS Group AG, Registered Shares | | | | | | | | | | | 1,313 | | | | 18,392 | |
Total Capital Markets | | | | | | | | | | | | | | | 111,342 | |
Diversified Financial Services — 0.3% | | | | | | | | | | | | | | | | |
Groupe Bruxelles Lambert SA | | | | | | | | | | | 154 | | | | 14,339 | |
Investor AB, Class B Shares | | | | | | | | | | | 148 | | | | 6,424 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 17 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Diversified Financial Services — continued | | | | | | | | | | | | | | | | |
Kinnevik AB, Class B Shares | | | | | | | | | | | 238 | | | $ | 6,612 | |
Total Diversified Financial Services | | | | | | | | | | | | | | | 27,375 | |
Insurance — 3.8% | | | | | | | | | | | | | | | | |
Aegon NV | | | | | | | | | | | 1,571 | | | | 9,662 | |
Ageas | | | | | | | | | | | 390 | | | | 19,536 | |
AIA Group Ltd. | | | | | | | | | | | 7,949 | | | | 60,180 | |
Allianz SE, Registered Shares | | | | | | | | | | | 204 | | | | 42,632 | |
Assicurazioni Generali SpA | | | | | | | | | | | 927 | | | | 14,999 | |
Aviva PLC | | | | | | | | | | | 1,433 | | | | 7,846 | |
AXA SA | | | | | | | | | | | 931 | | | | 23,355 | |
Dai-ichi Life Holdings Inc. | | | | | | | | | | | 400 | | | | 7,571 | |
Gjensidige Forsikring ASA | | | | | | | | | | | 725 | | | | 11,265 | |
Insurance Australia Group Ltd. | | | | | | | | | | | 1,250 | | | | 6,052 * | |
Intact Financial Corp. | | | | | | | | | | | 146 | | | | 11,563 | |
Japan Post Holdings Co., Ltd. | | | | | | | | | | | 1,200 | | | | 14,248 | |
Manulife Financial Corp. | | | | | | | | | | | 394 | | | | 6,219 | |
MS&AD Insurance Group Holdings Inc. | | | | | | | | | | | 198 | | | | 5,976 | |
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen, Registered Shares | | | | | | | | | | | 48 | | | | 10,331 | |
NN Group NV | | | | | | | | | | | 208 | | | | 8,955 | |
Prudential PLC | | | | | | | | | | | 326 | | | | 6,542 | |
Sampo Oyj, Class A Shares | | | | | | | | | | | 1,361 | | | | 62,701 | |
Sompo Holdings Inc. | | | | | | | | | | | 198 | | | | 8,211 | |
Sun Life Financial Inc. | | | | | | | | | | | 196 | | | | 7,195 | |
Suncorp Group Ltd. | | | | | | | | | | | 757 | | | | 7,517 | |
Swiss Re AG | | | | | | | | | | | 108 | | | | 9,766 | |
Tokio Marine Holdings Inc. | | | | | | | | | | | 600 | | | | 28,422 | |
Tryg A/S | | | | | | | | | | | 456 | | | | 11,025 | |
Zurich Insurance Group AG | | | | | | | | | | | 46 | | | | 14,323 | |
Total Insurance | | | | | | | | | | | | | | | 416,092 | |
Total Financials | | | | | | | | | | | | | | | 1,673,086 | |
| Health Care — 6.0% | | | | | | | | | | | | | | | | |
Biotechnology — 0.8% | | | | | | | | | | | | | | | | |
CSL Ltd. | | | | | | | | | | | 500 | | | | 66,622 | |
Genmab A/S | | | | | | | | | | | 38 | | | | 5,208 * | |
Shire PLC | | | | | | | | | | | 257 | | | | 15,370 | |
Total Biotechnology | | | | | | | | | | | | | | | 87,200 | |
Health Care Equipment & Supplies — 0.6% | | | | | | | | | | | | | | | | |
Cochlear Ltd. | | | | | | | | | | | 44 | | | | 5,538 | |
See Notes to Financial Statements.
| | |
| 18 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Health Care Equipment & Supplies — continued | | | | | | | | | | | | | | | | |
EssilorLuxottica SA | | | | | | | | | | | 60 | | | $ | 8,209 | |
Hoya Corp. | | | | | | | | | | | 400 | | | | 22,733 | |
Olympus Corp. | | | | | | | | | | | 197 | | | | 6,581 | |
Sysmex Corp. | | | | | | | | | | | 198 | | | | 13,902 | |
Terumo Corp. | | | | | | | | | | | 197 | | | | 10,631 | |
Total Health Care Equipment & Supplies | | | | | | | | | | | | | | | 67,594 | |
Health Care Providers & Services — 0.3% | | | | | | | | | | | | | | | | |
Fresenius SE & Co. KGaA | | | | | | | | | | | 102 | | | | 6,504 | |
Ramsay Health Care Ltd. | | | | | | | | | | | 209 | | | | 8,328 | |
Sonic Healthcare Ltd. | | | | | | | | | | | 979 | | | | 15,647 | |
Total Health Care Providers & Services | | | | | | | | | | | | | | | 30,479 | |
Health Care Technology — 0.1% | | | | | | | | | | | | | | | | |
M3 Inc. | | | | | | | | | | | 600 | | | | 9,666 | |
Pharmaceuticals — 4.2% | | | | | | | | | | | | | | | | |
Astellas Pharma Inc. | | | | | | | | | | | 2,081 | | | | 32,214 | |
AstraZeneca PLC | | | | | | | | | | | 264 | | | | 20,206 | |
Bayer AG, Registered Shares | | | | | | | | | | | 331 | | | | 25,420 | |
Chugai Pharmaceutical Co., Ltd. | | | | | | | | | | | 200 | | | | 11,749 | |
Daiichi Sankyo Co., Ltd. | | | | | | | | | | | 494 | | | | 18,884 | |
Eisai Co., Ltd. | | | | | | | | | | | 200 | | | | 16,678 | |
GlaxoSmithKline PLC | | | | | | | | | | | 1,083 | | | | 20,912 | |
Kyowa Hakko Kirin Co., Ltd. | | | | | | | | | | | 500 | | | | 9,725 | |
Merck KGaA | | | | | | | | | | | 76 | | | | 8,148 | |
Novartis AG, Registered Shares | | | | | | | | | | | 268 | | | | 23,510 | |
Novo Nordisk A/S, Class B Shares | | | | | | | | | | | 829 | | | | 35,868 | |
Ono Pharmaceutical Co., Ltd. | | | | | | | | | | | 400 | | | | 9,116 | |
Otsuka Holdings Co., Ltd. | | | | | | | | | | | 397 | | | | 19,024 | |
Roche Holding AG | | | | | | | | | | | 80 | | | | 19,493 | |
Sanofi | | | | | | | | | | | 408 | | | | 36,446 | |
Santen Pharmaceutical Co., Ltd | | | | | | | | | | | 500 | | | | 7,421 | |
Shionogi & Co., Ltd. | | | | | | | | | | | 397 | | | | 25,441 | |
Takeda Pharmaceutical Co., Ltd. | | | | | | | | | | | 692 | | | | 28,022 | |
Teva Pharmaceutical Industries Ltd., ADR | | | | | | | | | | | 4,510 | | | | 90,110 | |
Total Pharmaceuticals | | | | | | | | | | | | | | | 458,387 | |
Total Health Care | | | | | | | | | | | | | | | 653,326 | |
| Industrials — 9.7% | | | | | | | | | | | | | | | | |
Aerospace & Defense — 0.6% | | | | | | | | | | | | | | | | |
Airbus SE | | | | | | | | | | | 94 | | | | 10,407 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 19 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Aerospace & Defense — continued | | | | | | | | | | | | | | | | |
BAE Systems PLC | | | | | | | | | | | 1,203 | | | $ | 8,082 | |
Bombardier Inc., Class B Shares | | | | | | | | | | | 2,027 | | | | 4,924 * | |
CAE Inc. | | | | | | | | | | | 595 | | | | 10,520 | |
Leonardo SpA | | | | | | | | | | | 569 | | | | 6,183 | |
Safran SA | | | | | | | | | | | 82 | | | | 10,596 | |
Singapore Technologies Engineering Ltd. | | | | | | | | | | | 5,400 | | | | 13,843 | |
Total Aerospace & Defense | | | | | | | | | | | | | | | 64,555 | |
Air Freight & Logistics — 0.1% | | | | | | | | | | | | | | | | |
Deutsche Post AG, Registered Shares | | | | | | | | | | | 246 | | | | 7,791 | |
Airlines — 0.3% | | | | | | | | | | | | | | | | |
International Consolidated Airlines Group SA | | | | | | | | | | | 1,421 | | | | 10,981 | |
Singapore Airlines Ltd. | | | | | | | | | | | 2,881 | | | | 19,722 | |
Total Airlines | | | | | | | | | | | | | | | 30,703 | |
Building Products — 0.2% | | | | | | | | | | | | | | | | |
Assa Abloy AB, Class B Shares | | | | | | | | | | | 502 | | | | 10,024 | |
Cie de Saint-Gobain | | | | | | | | | | | 158 | | | | 5,950 | |
Geberit AG, Registered Shares | | | | | | | | | | | 18 | | | | 7,056 | |
Total Building Products | | | | | | | | | | | | | | | 23,030 | |
Commercial Services & Supplies — 0.3% | | | | | | | | | | | | | | | | |
Brambles Ltd. | | | | | | | | | | | 2,859 | | | | 21,519 | |
Secom Co., Ltd. | | | | | | | | | | | 198 | | | | 16,231 | |
Total Commercial Services & Supplies | | | | | | | | | | | | | | | 37,750 | |
Construction & Engineering — 0.6% | | | | | | | | | | | | | | | | |
ACS Actividades de Construccion y Servicios SA | | | | | | | | | | | 174 | | | | 6,528 | |
CIMIC Group Ltd. | | | | | | | | | | | 308 | | | | 10,323 | |
Ferrovial SA | | | | | | | | | | | 998 | | | | 20,015 | |
SNC-Lavalin Group Inc. | | | | | | | | | | | 196 | | | | 7,015 | |
Vinci SA | | | | | | | | | | | 116 | | | | 10,367 | |
WSP Global Inc. | | | | | | | | | | | 199 | | | | 9,959 | |
Total Construction & Engineering | | | | | | | | | | | | | | | 64,207 | |
Electrical Equipment — 0.8% | | | | | | | | | | | | | | | | |
ABB Ltd., Registered Shares | | | | | | | | | | | 867 | | | | 17,497 | |
Legrand SA | | | | | | | | | | | 122 | | | | 7,982 | |
Mitsubishi Electric Corp. | | | | | | | | | | | 1,000 | | | | 12,702 | |
Nidec Corp. | | | | | | | | | | | 100 | | | | 12,840 | |
Prysmian SpA | | | | | | | | | | | 258 | | | | 5,016 | |
Schneider Electric SE | | | | | | | | | | | 154 | | | | 11,160 | |
Siemens Gamesa Renewable Energy SA | | | | | | | | | | | 553 | | | | 6,135 * | |
See Notes to Financial Statements.
| | |
| 20 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Electrical Equipment — continued | | | | | | | | | | | | | | | | |
Vestas Wind Systems A/S | | | | | | | | | | | 206 | | | $ | 12,924 | |
Total Electrical Equipment | | | | | | | | | | | | | | | 86,256 | |
Industrial Conglomerates — 1.5% | | | | | | | | | | | | | | | | |
CK Hutchison Holdings Ltd. | | | | | | | | | | | 5,500 | | | | 55,390 | |
Jardine Matheson Holdings Ltd. | | | | | | | | | | | 500 | | | | 28,855 | |
Jardine Strategic Holdings Ltd. | | | | | | | | | | | 500 | | | | 16,750 | |
Keppel Corp., Ltd. | | | | | | | | | | | 5,546 | | | | 24,831 | |
NWS Holdings Ltd. | | | | | | | | | | | 4,000 | | | | 7,919 | |
Sembcorp Industries Ltd. | | | | | | | | | | | 4,563 | | | | 9,292 | |
Siemens AG, Registered Shares | | | | | | | | | | | 198 | | | | 22,820 | |
Total Industrial Conglomerates | | | | | | | | | | | | | | | 165,857 | |
Machinery — 1.2% | | | | | | | | | | | | | | | | |
Atlas Copco AB, Class A Shares | | | | | | | | | | | 332 | | | | 8,231 | |
CNH Industrial NV | | | | | | | | | | | 1,565 | | | | 16,289 | |
FANUC Corp. | | | | | | | | | | | 100 | | | | 17,487 | |
Komatsu Ltd. | | | | | | | | | | | 400 | | | | 10,436 | |
Kone OYJ, Class B Shares | | | | | | | | | | | 495 | | | | 24,128 | |
Metso OYJ | | | | | | | | | | | 237 | | | | 7,495 | |
Sandvik AB | | | | | | | | | | | 589 | | | | 9,338 | |
Schindler Holding AG | | | | | | | | | | | 38 | | | | 8,024 | |
Volvo AB, Class B Shares | | | | | | | | | | | 464 | | | | 6,945 | |
Wartsila OYJ Abp | | | | | | | | | | | 793 | | | | 13,527 | |
Yangzijiang Shipbuilding Holdings Ltd. | | | | | | | | | | | 14,300 | | | | 12,805 | |
Total Machinery | | | | | | | | | | | | | | | 134,705 | |
Marine — 0.1% | | | | | | | | | | | | | | | | |
A.P. Moller — Maersk A/S, Class B Shares | | | | | | | | | | | 6 | | | | 7,621 | |
Kuehne + Nagel International AG, Registered Shares | | | | | | | | | | | 48 | | | | 6,686 | |
Total Marine | | | | | | | | | | | | | | | 14,307 | |
Professional Services — 0.8% | | | | | | | | | | | | | | | | |
Adecco Group AG, Registered Shares | | | | | | | | | | | 186 | | | | 9,123 | |
Experian PLC | | | | | | | | | | | 360 | | | | 8,291 | |
Randstad NV | | | | | | | | | | | 156 | | | | 7,875 | |
Recruit Holdings Co., Ltd | | | | | | | | | | | 300 | | | | 8,073 | |
RELX PLC | | | | | | | | | | | 380 | | | | 7,526 | |
RELX PLC | | | | | | | | | | | 478 | | | | 9,462 | |
SEEK Ltd. | | | | | | | | | | | 970 | | | | 12,279 | |
SGS SA, Registered Shares | | | | | | | | | | | 4 | | | | 9,512 | |
Wolters Kluwer NV | | | | | | | | | | | 220 | | | | 12,503 | |
Total Professional Services | | | | | | | | | | | | | | | 84,644 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 21 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Road & Rail — 1.9% | | | | | | | | | | | | | | | | |
Aurizon Holdings Ltd. | | | | | | | | | | | 5,387 | | | $ | 16,036 | |
Canadian National Railway Co. | | | | | | | | | | | 1,045 | | | | 89,552 | |
Canadian Pacific Railway Ltd. | | | | | | | | | | | 196 | | | | 40,293 | |
ComfortDelGro Corp. Ltd. | | | | | | | | | | | 7,600 | | | | 12,348 | |
DSV A/S | | | | | | | | | | | 234 | | | | 18,820 | |
East Japan Railway Co. | | | | | | | | | | | 200 | | | | 17,500 | |
MTR Corp., Ltd. | | | | | | | | | | | 3,000 | | | | 14,542 | |
Total Road & Rail | | | | | | | | | | | | | | | 209,091 | |
Trading Companies & Distributors — 0.5% | | | | | | | | | | | | | | | | |
Finning International Inc. | | | | | | | | | | | 422 | | | | 8,786 | |
ITOCHU Corp. | | | | | | | | | | | 600 | | | | 11,138 | |
Mitsubishi Corp. | | | | | | | | | | | 400 | | | | 11,271 | |
Mitsui & Co., Ltd. | | | | | | | | | | | 600 | | | | 10,024 | |
Sumitomo Corp. | | | | | | | | | | | 595 | | | | 9,034 | |
Total Trading Companies & Distributors | | | | | | | | | | | | | | | 50,253 | |
Transportation Infrastructure — 0.8% | | | | | | | | | | | | | | | | |
Aena SME SA | | | | | | | | | | | 108 | | | | 17,273 | |
Atlantia SpA | | | | | | | | | | | 645 | | | | 12,979 | |
SATS Ltd. | | | | | | | | | | | 2,800 | | | | 10,069 | |
Sydney Airport | | | | | | | | | | | 2,977 | | | | 13,588 | |
Transurban Group | | | | | | | | | | | 4,254 | | | | 34,190 | |
Total Transportation Infrastructure | | | | | | | | | | | | | | | 88,099 | |
Total Industrials | | | | | | | | | | | | | | | 1,061,248 | |
| Information Technology — 4.8% | | | | | | | | | | | | | | | | |
Communications Equipment — 1.2% | | | | | | | | | | | | | | | | |
Nokia OYJ | | | | | | | | | | | 18,115 | | | | 102,626 | |
Telefonaktiebolaget LM Ericsson, Class B Shares | | | | | | | | | | | 3,509 | | | | 30,630 | |
Total Communications Equipment | | | | | | | | | | | | | | | 133,256 | |
Electronic Equipment, Instruments & Components — 0.6% | | | | | | | | | | | | | | | | |
Hexagon AB, Class B Shares | | | | | | | | | | | 384 | | | | 18,848 | |
Hitachi Ltd. | | | | | | | | | | | 400 | | | | 12,270 | |
Kyocera Corp. | | | | | | | | | | | 200 | | | | 10,878 | |
Murata Manufacturing Co., Ltd. | | | | | | | | | | | 100 | | | | 15,210 | |
Omron Corp. | | | | | | | | | | | 198 | | | | 8,035 | |
Total Electronic Equipment, Instruments & Components | | | | | | | | | | | | | | | 65,241 | |
IT Services — 1.0% | | | | | | | | | | | | | | | | |
Amadeus IT Group SA | | | | | | | | | | | 698 | | | | 56,294 | |
Atos SE | | | | | | | | | | | 68 | | | | 5,839 | |
See Notes to Financial Statements.
| | |
| 22 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
IT Services — continued | | | | | | | | | | | | | | | | |
Capgemini SE | | | | | | | | | | | 87 | | | $ | 10,646 | |
CGI Group Inc., Class A Shares | | | | | | | | | | | 272 | | | | 16,839 * | |
Fujitsu Ltd. | | | | | | | | | | | 100 | | | | 6,080 | |
Shopify Inc., Class A Shares | | | | | | | | | | | 69 | | | | 9,556 * | |
Total IT Services | | | | | | | | | | | | | | | 105,254 | |
Semiconductors & Semiconductor Equipment — 0.6% | | | | | | | | | | | | | | | | |
ASML Holding NV | | | | | | | | | | | 133 | | | | 22,743 | |
Infineon Technologies AG | | | | | | | | | | | 300 | | | | 6,020 | |
NXP Semiconductors NV | | | | | | | | | | | 190 | | | | 14,248 | |
STMicroelectronics NV | | | | | | | | | | | 454 | | | | 6,903 | |
Tokyo Electron Ltd. | | | | | | | | | | | 100 | | | | 13,899 | |
Total Semiconductors & Semiconductor Equipment | | | | | | | | | | | | | | | 63,813 | |
Software — 1.2% | | | | | | | | | | | | | | | | |
Check Point Software Technologies Ltd. | | | | | | | | | | | 300 | | | | 33,300 * | |
Constellation Software Inc. | | | | | | | | | | | 19 | | | | 13,108 | |
Dassault Systemes SE | | | | | | | | | | | 64 | | | | 8,038 | |
Micro Focus International PLC | | | | | | | | | | | 853 | | | | 13,281 | |
NICE Ltd. | | | | | | | | | | | 80 | | | | 8,477 * | |
Open Text Corp. | | | | | | | | | | | 247 | | | | 8,358 | |
Sage Group PLC | | | | | | | | | | | 2,390 | | | | 16,625 | |
SAP SE | | | | | | | | | | | 254 | | | | 27,243 | |
Total Software | | | | | | | | | | | | | | | 128,430 | |
Technology Hardware, Storage & Peripherals — 0.2% | | | | | | | | | | | | | | | | |
Canon Inc. | | | | | | | | | | | 600 | | | | 17,130 | |
FUJIFILM Holdings Corp. | | | | | | | | | | | 200 | | | | 8,671 | |
Total Technology Hardware, Storage & Peripherals | | | | | | | | | | | | | | | 25,801 | |
Total Information Technology | | | | | | | | | | | | | | | 521,795 | |
| Materials — 8.0% | | | | | | | | | | | | | | | | |
Chemicals — 3.9% | | | | | | | | | | | | | | | | |
Air Liquide SA | | | | | | | | | | | 259 | | | | 31,400 | |
Akzo Nobel NV | | | | | | | | | | | 308 | | | | 25,922 | |
Arkema SA | | | | | | | | | | | 82 | | | | 8,620 | |
Asahi Kasei Corp. | | | | | | | | | | | 1,700 | | | | 20,441 | |
BASF SE | | | | | | | | | | | 218 | | | | 16,804 | |
Croda International PLC | | | | | | | | | | | 150 | | | | 9,238 | |
Givaudan SA, Registered Shares | | | | | | | | | | | 4 | | | | 9,719 | |
Kansai Paint Co., Ltd. | | | | | | | | | | | 400 | | | | 5,923 | |
Koninklijke DSM NV | | | | | | | | | | | 220 | | | | 19,289 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 23 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Chemicals — continued | | | | | | | | | | | | | | | | |
Kuraray Co., Ltd. | | | | | | | | | | | 600 | | | $ | 8,267 | |
Linde AG | | | | | | | | | | | 62 | | | | 13,404 | |
Mitsubishi Chemical Holdings Corp. | | | | | | | | | | | 1,389 | | | | 10,844 | |
Nippon Paint Holdings Co., Ltd. | | | | | | | | | | | 200 | | | | 6,265 | |
Nitto Denko Corp. | | | | | | | | | | | 200 | | | | 12,544 | |
Nutrien Ltd. | | | | | | | | | | | 458 | | | | 24,305 | |
Shin-Etsu Chemical Co., Ltd. | | | | | | | | | | | 397 | | | | 33,310 | |
Showa Denko KK | | | | | | | | | | | 100 | | | | 4,368 | |
Sika AG | | | | | | | | | | | 120 | | | | 15,413 | |
Solvay SA | | | | | | | | | | | 181 | | | | 20,641 | |
Sumitomo Chemical Co., Ltd. | | | | | | | | | | | 1,984 | | | | 9,950 | |
Teijin Ltd. | | | | | | | | | | | 396 | | | | 6,878 | |
Toray Industries Inc. | | | | | | | | | | | 2,200 | | | | 15,632 | |
Umicore SA | | | | | | | | | | | 401 | | | | 18,897 | |
Yara International ASA | | | | | | | | | | | 1,857 | | | | 80,135 | |
Total Chemicals | | | | | | | | | | | | | | | 428,209 | |
Construction Materials — 0.4% | | | | | | | | | | | | | | | | |
CRH PLC | | | | | | | | | | | 929 | | | | 27,883 | |
LafargeHolcim Ltd., Registered Shares | | | | | | | | | | | 368 | | | | 17,067 | |
Total Construction Materials | | | | | | | | | | | | | | | 44,950 | |
Containers & Packaging — 0.2% | | | | | | | | | | | | | | | | |
Amcor Ltd. | | | | | | | | | | | 863 | | | | 8,135 | |
Smurfit Kappa Group PLC | | | | | | | | | | | 256 | | | | 8,393 | |
Total Containers & Packaging | | | | | | | | | | | | | | | 16,528 | |
Metals & Mining — 3.1% | | | | | | | | | | | | | | | | |
Agnico Eagle Mines Ltd. | | | | | | | | | | | 196 | | | | 6,940 | |
Anglo American PLC | | | | | | | | | | | 722 | | | | 15,454 | |
ArcelorMittal | | | | | | | | | | | 514 | | | | 12,836 | |
Barrick Gold Corp. | | | | | | | | | | | 776 | | | | 9,744 | |
BHP Billiton Ltd. | | | | | | | | | | | 1,814 | | | | 41,411 | |
BHP Billiton PLC | | | | | | | | | | | 1,157 | | | | 23,098 | |
First Quantum Minerals Ltd. | | | | | | | | | | | 794 | | | | 7,945 | |
Franco-Nevada Corp. | | | | | | | | | | | 153 | | | | 9,579 | |
Glencore PLC | | | | | | | | | | | 5,972 | | | | 24,331 | |
Goldcorp Inc. | | | | | | | | | | | 589 | | | | 5,333 | |
JFE Holdings Inc. | | | | | | | | | | | 600 | | | | 11,330 | |
Newcrest Mining Ltd. | | | | | | | | | | | 611 | | | | 8,925 | |
Nippon Steel & Sumitomo Metal Corp. | | | | | | | | | | | 600 | | | | 11,096 | |
See Notes to Financial Statements.
| | |
| 24 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Metals & Mining — continued | | | | | | | | | | | | | | | | |
Norsk Hydro ASA | | | | | | | | | | | 14,086 | | | $ | 73,338 | |
Rio Tinto Ltd. | | | | | | | | | | | 190 | | | | 10,288 | |
Rio Tinto PLC | | | | | | | | | | | 626 | | | | 30,423 | |
South32 Ltd. | | | | | | | | | | | 3,529 | | | | 9,054 | |
Sumitomo Metal Mining Co., Ltd. | | | | | | | | | | | 300 | | | | 9,463 | |
Teck Resources Ltd., Class B Shares | | | | | | | | | | | 400 | | | | 8,288 | |
Wheaton Precious Metals Corp. | | | | | | | | | | | 394 | | | | 6,492 | |
Total Metals & Mining | | | | | | | | | | | | | | | 335,368 | |
Paper & Forest Products — 0.4% | | | | | | | | | | | | | | | | |
Oji Holdings Corp. | | | | | | | | | | | 1,000 | | | | 7,124 | |
Stora Enso OYJ, Class R Shares | | | | | | | | | | | 1,105 | | | | 16,658 | |
UPM-Kymmene OYJ | | | | | | | | | | | 737 | | | | 23,724 | |
Total Paper & Forest Products | | | | | | | | | | | | | | | 47,506 | |
Total Materials | | | | | | | | | | | | | | | 872,561 | |
| Real Estate — 5.6% | | | | | | | | | | | | | | | | |
Equity Real Estate Investment Trusts (REITs) — 3.0% | | | | | | | | | | | | | | | | |
Ascendas Real Estate Investment Trust | | | | | | | | | | | 7,800 | | | | 14,194 | |
British Land Co. PLC | | | | | | | | | | | 1,714 | | | | 12,965 | |
CapitaLand Commercial Trust | | | | | | | | | | | 6,100 | | | | 7,621 | |
CapitaLand Mall Trust | | | | | | | | | | | 7,800 | | | | 11,885 | |
Daiwa House REIT Investment Corp. | | | | | | | | | | | 5 | | | | 10,943 | |
Dexus | | | | | | | | | | | 1,509 | | | | 10,909 | |
Goodman Group | | | | | | | | | | | 2,620 | | | | 19,275 | |
GPT Group | | | | | | | | | | | 3,043 | | | | 11,129 | |
Hammerson PLC | | | | | | | | | | | 1,437 | | | | 8,051 | |
Japan Prime Realty Investment Corp. | | | | | | | | | | | 3 | | | | 10,713 | |
Japan Real Estate Investment Corp. | | | | | | | | | | | 2 | | | | 10,314 | |
Japan Retail Fund Investment Corp. | | | | | | | | | | | 6 | | | | 11,080 | |
Klepierre SA | | | | | | | | | | | 202 | | | | 6,866 | |
Land Securities Group PLC | | | | | | | | | | | 1,559 | | | | 16,996 | |
Link REIT | | | | | | | | | | | 1,992 | | | | 17,660 | |
Mirvac Group | | | | | | | | | | | 6,800 | | | | 10,458 | |
Nippon Building Fund Inc. | | | | | | | | | | | 2 | | | | 11,431 | |
Nippon Prologis REIT Inc. | | | | | | | | | | | 4 | | | | 8,067 | |
Nomura Real Estate Master Fund Inc. | | | | | | | | | | | 8 | | | | 10,371 | |
Scentre Group | | | | | | | | | | | 8,848 | | | | 24,959 | |
Segro PLC | | | | | | | | | | | 2,048 | | | | 16,083 | |
Stockland | | | | | | | | | | | 3,948 | | | | 10,101 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 25 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Equity Real Estate Investment Trusts (REITs) — continued | | | | | | | | | | | | | | | | |
Suntec Real Estate Investment Trust | | | | | | | | | | | 5,159 | | | $ | 6,594 | |
Unibail-Rodamco-Westfield | | | | | | | | | | | 135 | | | | 24,517 | |
United Urban Investment Corp. | | | | | | | | | | | 8 | | | | 12,185 | |
Vicinity Centres | | | | | | | | | | | 5,999 | | | | 11,267 | |
Total Equity Real Estate Investment Trusts (REITs) | | | | | | | | | | | | | | | 326,634 | |
Real Estate Management & Development — 2.6% | | | | | | | | | | | | | | | | |
CapitaLand Ltd. | | | | | | | | | | | 13,400 | | | | 30,384 | |
City Developments Ltd. | | | | | | | | | | | 1,400 | | | | 7,997 | |
CK Asset Holdings Ltd. | | | | | | | | | | | 1,992 | | | | 12,934 | |
Daito Trust Construction Co., Ltd. | | | | | | | | | | | 100 | | | | 13,203 | |
Daiwa House Industry Co., Ltd. | | | | | | | | | | | 1,000 | | | | 30,207 | |
Hongkong Land Holdings Ltd. | | | | | | | | | | | 1,194 | | | | 7,068 | |
Lendlease Group | | | | | | | | | | | 971 | | | | 12,112 | |
Mitsubishi Estate Co., Ltd. | | | | | | | | | | | 2,000 | | | | 31,997 | |
Mitsui Fudosan Co., Ltd. | | | | | | | | | | | 1,400 | | | | 31,559 | |
New World Development Co., Ltd. | | | | | | | | | | | 6,000 | | | | 7,608 | |
Sumitomo Realty & Development Co., Ltd. | | | | | | | | | | | 1,000 | | | | 34,407 | |
Sun Hung Kai Properties Ltd. | | | | | | | | | | | 2,000 | | | | 25,997 | |
Swire Pacific Ltd., Class A Shares | | | | | | | | | | | 992 | | | | 10,294 | |
UOL Group Ltd. | | | | | | | | | | | 1,800 | | | | 7,838 | |
Wharf Holdings Ltd. | | | | | | | | | | | 4,000 | | | | 9,980 | |
Wharf Real Estate Investment Co., Ltd. | | | | | | | | | | | 1,000 | | | | 6,193 | |
Total Real Estate Management & Development | | | | | | | | | | | | | | | 279,778 | |
Total Real Estate | | | | | | | | | | | | | | | 606,412 | |
| Utilities — 10.0% | | | | | | | | | | | | | | | | |
Electric Utilities — 5.7% | | | | | | | | | | | | | | | | |
AusNet Services | | | | | | | | | | | 12,468 | | | | 15,111 | |
Chubu Electric Power Co. Inc. | | | | | | | | | | | 2,600 | | | | 37,518 | |
Chugoku Electric Power Co. Inc. | | | | | | | | | | | 1,200 | | | | 15,439 | |
CK Infrastructure Holdings Ltd. | | | | | | | | | | | 1,000 | | | | 7,309 | |
CLP Holdings Ltd. | | | | | | | | | | | 3,000 | | | | 33,638 | |
Electricite de France SA | | | | | | | | | | | 1,217 | | | | 20,243 | |
Emera Inc. | | | | | | | | | | | 260 | | | | 8,042 | |
Endesa SA | | | | | | | | | | | 615 | | | | 12,877 | |
Enel SpA | | | | | | | | | | | 15,514 | | | | 76,184 | |
Fortis Inc. | | | | | | | | | | | 1,492 | | | | 49,421 | |
Fortum OYJ | | | | | | | | | | | 4,303 | | | | 90,660 | |
Hydro One Ltd. | | | | | | | | | | | 1,201 | | | | 17,513 | |
Iberdrola SA | | | | | | | | | | | 8,484 | | | | 60,138 | |
See Notes to Financial Statements.
| | |
| 26 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
Electric Utilities — continued | | | | | | | | | | | | | | | | |
Kansai Electric Power Co. Inc. | | | | | | | | | | | 2,800 | | | $ | 42,935 | |
Kyushu Electric Power Co. Inc. | | | | | | | | | | | 1,600 | | | | 18,629 | |
Power Assets Holdings Ltd. | | | | | | | | | | | 3,500 | | | | 23,372 | |
Red Electrica Corp. SA | | | | | | | | | | | 639 | | | | 13,249 | |
SSE PLC | | | | | | | | | | | 731 | | | | 10,662 | |
Terna Rete Elettrica Nazionale SpA | | | | | | | | | | | 1,800 | | | | 9,310 | |
Tohoku Electric Power Co. Inc. | | | | | | | | | | | 1,790 | | | | 22,650 | |
Tokyo Electric Power Co. Holdings Inc. | | | | | | | | | | | 6,573 | | | | 33,664 * | |
Total Electric Utilities | | | | | | | | | | | | | | | 618,564 | |
Gas Utilities — 1.6% | | | | | | | | | | | | | | | | |
AltaGas Ltd. | | | | | | | | | | | 584 | | | | 7,360 | |
APA Group | | | | | | | | | | | 6,031 | | | | 41,035 | |
Hong Kong & China Gas Co., Ltd. | | | | | | | | | | | 13,266 | | | | 25,316 | |
Naturgy Energy Group SA | | | | | | | | | | | 594 | | | | 14,618 | |
Osaka Gas Co., Ltd. | | | | | | | | | | | 1,593 | | | | 29,233 | |
Toho Gas Co., Ltd. | | | | | | | | | | | 400 | | | | 13,823 | |
Tokyo Gas Co., Ltd. | | | | | | | | | | | 1,590 | | | | 39,181 | |
Total Gas Utilities | | | | | | | | | | | | | | | 170,566 | |
Independent Power and Renewable Electricity Producers — 0.2% | | | | | | | | | | | | | | | | |
Electric Power Development Co., Ltd. | | | | | | | | | | | 497 | | | | 13,542 | |
Uniper SE | | | | | | | | | | | 465 | | | | 13,440 | |
Total Independent Power and Renewable Electricity Producers | | | | | | | | | | | | | | | 26,982 | |
Multi-Utilities — 2.4% | | | | | | | | | | | | | | | | |
AGL Energy Ltd. | | | | | | | | | | | 3,139 | | | | 40,046 | |
Atco Ltd., Class I Shares | | | | | | | | | | | 296 | | | | 8,651 | |
Canadian Utilities Ltd., Class A Shares | | | | | | | | | | | 384 | | | | 9,132 | |
Centrica PLC | | | | | | | | | | | 3,439 | | | | 6,468 | |
E.ON SE | | | | | | | | | | | 5,650 | | | | 54,773 | |
Engie SA | | | | | | | | | | | 3,531 | | | | 47,109 | |
Innogy SE | | | | | | | | | | | 273 | | | | 12,064 | |
National Grid PLC | | | | | | | | | | | 2,026 | | | | 21,466 | |
RWE AG | | | | | | | | | | | 1,329 | | | | 25,930 | |
Suez | | | | | | | | | | | 759 | | | | 10,995 | |
Veolia Environnement SA | | | | | | | | | | | 1,193 | | | | 23,817 | |
Total Multi-Utilities | | | | | | | | | | | | | | | 260,451 | |
Water Utilities — 0.1% | | | | | | | | | | | | | | | | |
Severn Trent PLC | | | | | | | | | | | 328 | | | | 7,808 | |
United Utilities Group PLC | | | | | | | | | | | 809 | | | | 7,511 | |
Total Water Utilities | | | | | | | | | | | | | | | 15,319 | |
Total Utilities | | | | | | | | | | | | | | | 1,091,882 | |
Total Common Stocks (Cost — $10,787,565) | | | | | | | | | | | | | | | 10,718,137 | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 27 |
Schedule of investments (cont’d)
October 31, 2018
Legg Mason Developed ex-US Diversified Core ETF
| | | | | | | | | | | | | | | | |
| Security | | | | | | | | Shares | | | Value | |
| Investments in Underlying Funds — 1.3% | | | | | | | | | | | | | | | | |
Schwab International Equity ETF (Cost — $146,765) | | | | | | | | | | | 4,450 | | | $ | 136,659 | |
| | | | |
| | | Rate | | | | | | | | | | |
| Preferred Stocks — 0.2% | | | | | | | | | | | | | | | | |
| Consumer Discretionary — 0.1% | | | | | | | | | | | | | | | | |
Automobiles — 0.1% | | | | | | | | | | | | | | | | |
Volkswagen AG | | | — | | | | | | | | 42 | | | | 7,079 | |
| Consumer Staples — 0.1% | | | | | | | | | | | | | | | | |
Household Products — 0.1% | | | | | | | | | | | | | | | | |
Henkel AG & Co. KGaA | | | — | | | | | | | | 161 | | | | 17,618 | |
Total Preferred Stocks (Cost — $26,677) | | | | | | | | | | | | | | | 24,697 | |
Total Investments before Short-Term Investments (Cost — $10,961,007) | | | | | | | | 10,879,493 | |
| Short-Term Investments — 0.0% | | | | | | | | | | | | | | | | |
Invesco Treasury Portfolio, Institutional Class (Cost — $3,049) | | | 2.064 | % | | | | | | | 3,049 | | | | 3,049 | |
Total Investments — 99.7% (Cost — $10,964,056) | | | | | | | | | | | | | | | 10,882,542 | |
Other Assets in Excess of Liabilities — 0.3% | | | | | | | | | | | | | | | 33,026 | |
Total Net Assets — 100.0% | | | | | | | | | | | | | | $ | 10,915,568 | |
| * | Non-income producing security. |
| | |
Abbreviations used in this schedule: |
| ADR | | — American Depositary Receipts |
| CVA | | — Certificaaten van aandelen (Share Certificates) |
| ETF | | — Exchange-Traded Fund |
| REIT | | — Real Estate Investment Trust |
| SDR | | — Swedish Depository Receipts |
| SPA | | — Standby Bond Purchase Agreement — Insured Bonds |
| | | | |
| Summary of Investments by Country* (unaudited) | | | |
| Japan | | | 19.0 | % |
| Canada | | | 10.3 | |
| Australia | | | 9.5 | |
| Norway | | | 5.8 | |
| France | | | 5.8 | |
| United Kingdom | | | 4.9 | |
| Spain | | | 4.7 | |
| Singapore | | | 4.5 | |
| Germany | | | 4.2 | |
| Finland | | | 4.2 | |
| Switzerland | | | 4.1 | |
| Hong Kong | | | 4.0 | |
See Notes to Financial Statements.
| | |
| 28 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Legg Mason Developed ex-US Diversified Core ETF
| | | | |
| Summary of Investments by Country* (unaudited) (cont’d) | | | |
| Italy | | | 3.5 | % |
| Sweden | | | 2.8 | |
| Israel | | | 2.7 | |
| Netherlands | | | 2.5 | |
| Denmark | | | 1.6 | |
| Belgium | | | 1.4 | |
| Ireland | | | 0.9 | |
| Austria | | | 0.7 | |
| Macau | | | 0.4 | |
| United States | | | 0.4 | |
| China | | | 0.2 | |
| Colombia | | | 0.2 | |
| Luxembourg | | | 0.2 | |
| South Africa | | | 0.1 | |
| Zambia | | | 0.1 | |
| Investments in Underlying Funds | | | 1.3 | |
| Short-Term Investments | | | 0.0 | ** |
| | | | 100.0 | % |
| * | As a percentage of total investments. Please note that the Fund holdings are as of October 31, 2018 and are subject to change. |
| ** | Represents less than 0.1% |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 29 |
Statement of assets and liabilities
October 31, 2018
| | | | |
| |
| Assets: | | | | |
Investments, at value (Cost — $10,964,056) | | $ | 10,882,542 | |
Foreign currency, at value (Cost — $7,056) | | | 7,030 | |
Dividends and interest receivable | | | 29,804 | |
Total Assets | | | 10,919,376 | |
| |
| Liabilities: | | | | |
Investment management fee payable | | | 3,808 | |
Total Liabilities | | | 3,808 | |
| Total Net Assets | | $ | 10,915,568 | |
| |
| Net Assets: | | | | |
Par value (Note 5) | | $ | 4 | |
Paid-in capital in excess of par value | | | 10,606,773 | |
Undistributed net investment income | | | 284,942 | |
Accumulated net realized gain on investments, futures contracts and foreign currency transactions | | | 105,741 | |
Net unrealized depreciation on investments and foreign currencies | | | (81,892) | |
| Total Net Assets | | $ | 10,915,568 | |
| |
| Shares Outstanding | | | 400,000 | |
| |
| Net Asset Value | | | $27.29 | |
See Notes to Financial Statements.
| | |
| 30 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Statement of operations
For the Year Ended October 31, 2018
| | | | |
| |
| Investment Income: | | | | |
Dividends | | $ | 424,561 | |
Interest | | | 203 | |
Less: Foreign taxes withheld | | | (39,693) | |
Total Investment Income | | | 385,071 | |
| |
| Expenses: | | | | |
Investment management fee (Note 2) | | | 46,911 | |
Total Expenses | | | 46,911 | |
| Net Investment Income | | | 338,160 | |
| |
Realized and Unrealized Gain (Loss) on Investments, Futures Contracts
and Foreign Currency Transactions (Notes 1, 3 and 4): | | | | |
Net Realized Gain (Loss) From: | | | | |
Investment transactions | | | 131,659 | |
Futures contracts | | | (151) | |
Foreign currency transactions | | | (1,078) | |
Net Realized Gain | | | 130,430 | |
Change in Net Unrealized Appreciation (Depreciation) From: | | | | |
Investments | | | (1,021,904) | |
Foreign currencies | | | 425 | |
Change in Net Unrealized Appreciation (Depreciation) | | | (1,021,479) | |
| Net Loss on Investments, Futures Contracts and Foreign Currency Transactions | | | (891,049) | |
| Decrease in Net Assets From Operations | | $ | (552,889) | |
See Notes to Financial Statements.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 31 |
Statements of changes in net assets
| | | | | | | | |
| For the Years Ended October 31, | | 2018 | | | 2017 | |
| | |
| Operations: | | | | | | | | |
Net investment income | | $ | 338,160 | | | $ | 161,793 | |
Net realized gain | | | 130,430 | | | | 25,018 | |
Change in net unrealized appreciation (depreciation) | | | (1,021,479) | | | | 1,024,112 | |
Increase (Decrease) in Net Assets From Operations | | | (552,889) | | | | 1,210,923 | |
| | |
| Distributions to Shareholders From (Note 1): | | | | | | | | |
Net investment income | | | (185,000) | | | | (150,000) | |
Decrease in Net Assets From Distributions to Shareholders | | | (185,000) | | | | (150,000) | |
| | |
| Fund Share Transactions (Note 5): | | | | | | | | |
Net proceeds from sale of shares (0 and 200,000 shares issued, respectively) | | | — | | | | 5,617,575 | |
Increase in Net Assets From Fund Share Transactions | | | — | | | | 5,617,575 | |
Increase (Decrease) in Net Assets | | | (737,889) | | | | 6,678,498 | |
| | |
| Net Assets: | | | | | | | | |
Beginning of year | | | 11,653,457 | | | | 4,974,959 | |
End of year* | | $ | 10,915,568 | | | $ | 11,653,457 | |
*Includesundistributed net investment income of: | | | $284,942 | | | | $131,339 | |
See Notes to Financial Statements.
| | |
| 32 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Financial highlights
| | | | | | | | | | | | |
For a share of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted: | |
| | | 20181 | | | 20171 | | | 20161,2 | |
| | | |
| Net asset value, beginning of year | | | $29.13 | | | | $24.87 | | | | $24.95 | |
| | | |
| Income (loss) from operations: | | | | | | | | | | | | |
Net investment income | | | 0.85 | | | | 0.67 | | | | 0.60 | |
Net realized and unrealized gain (loss) | | | (2.23) | | | | 4.34 | | | | (0.68) | |
Total income (loss) from operations | | | (1.38) | | | | 5.01 | | | | (0.08) | |
| | | |
| Less distributions from: | | | | | | | | | | | | |
Net investment income | | | (0.46) | | | | (0.75) | | | | — | |
Total distributions | | | (0.46) | | | | (0.75) | | | | — | |
| | | |
| Net asset value, end of year | | | $27.29 | | | | $29.13 | | | | $24.87 | |
Total return, based on NAV3 | | | (4.83) | % | | | 20.78 | % | | | (0.32) | % |
| | | |
| Net assets, end of year (000s) | | | $10,916 | | | | $11,653 | | | | $4,975 | |
| | | |
| Ratios to average net assets: | | | | | | | | | | | | |
Gross expenses | | | 0.40 | % | | | 0.40 | % | | | 0.40 | %4 |
Net expenses | | | 0.40 | | | | 0.40 | | | | 0.40 | 4 |
Net investment income | | | 2.88 | | | | 2.47 | | | | 2.87 | 4 |
| | | |
| Portfolio turnover rate | | | 19 | % | | | 29 | %5 | | | 31 | %5 |
| 1 | Per share amounts have been calculated using the average shares method. |
| 2 | For the period December 28, 2015 (inception date) to October 31, 2016. |
| 3 | 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 | 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.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 33 |
Notes to financial statements
1. Organization and significant accounting policies
Legg Mason Developed ex-US Diversified Core 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 exchange-traded fund (“ETF”). ETFs are funds that trade like other publicly-traded securities. The Fund is designed to track an index. Similar to shares of an index mutual fund, each share of the Fund represents an ownership interest in an underlying portfolio of securities intended to track an index. 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 issued and redeemed generally in-kind for a basket of securities and/or 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 track the investment results of the QS DBI Developed ex-US Diversified Index (the “Underlying Index”). The Underlying Index seeks to provide exposure to equity markets in developed countries outside the United States and is based on a proprietary methodology created and sponsored by QS Investors, LLC, the Fund’s subadviser.
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,
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| 34 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. Prior to December 1, 2017, short-term fixed income securities that would mature in 60 days or less were valued at amortized cost, unless it was determined that using this method would not reflect an investment’s fair value. Investments in open-end funds are valued at the closing net asset value per share of each fund on the day of valuation. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. 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) (4:00 p.m. Eastern Time prior to October 1, 2018). 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
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 35 |
Notes to financial statements (cont’d)
tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.
For each portfolio security that has been fair valued pursuant to the policies adopted by the Board of Trustees, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such back testing monthly and fair valuation occurrences are reported to the Board of Trustees quarterly.
The Fund uses valuation techniques to measure fair value that are consistent with the market approach and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.
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 | |
| Long-term investments†: | | | | | | | | | | | | | | | | |
Common stocks | | $ | 10,718,137 | | | | — | | | | — | | | $ | 10,718,137 | |
Investments in underlying funds | | | 136,659 | | | | — | | | | — | | | | 136,659 | |
Preferred stocks | | | 24,697 | | | | — | | | | — | | | | 24,697 | |
| Total long-term investments | | | 10,879,493 | | | | — | | | | — | | | | 10,879,493 | |
| Short-term investments† | | | 3,049 | | | | — | | | | — | | | | 3,049 | |
| Total investments | | $ | 10,882,542 | | | | — | | | | — | | | $ | 10,882,542 | |
| † | See Schedule of Investments for additional detailed categorizations. |
| | |
| 36 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
(b) Futures contracts. The Fund uses futures contracts generally to gain or manage exposure to certain asset classes, sectors, or markets or for cash management purposes. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the Fund is required to deposit cash or cash equivalents with a broker in an amount equal to a certain percentage of the contract amount. This is known as the ‘‘initial margin’’ and subsequent payments (‘‘variation margin’’) are made or received by the Fund each day, depending on the daily fluctuation in the value of the contract. For certain futures, including foreign denominated futures, variation margin is not settled daily, but is recorded as a net variation margin payable or receivable. The daily changes in contract value are recorded as unrealized gains or losses in the Statement of Operations and the Fund recognizes a realized gain or loss when the contract is closed.
Futures contracts involve, to varying degrees, risk of loss in excess of the amounts reflected in the financial statements. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market.
(c) Foreign currency translation. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the respective dates of such transactions.
The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on the date of valuation, resulting from changes in exchange rates.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.
(d) 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
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 37 |
Notes to financial statements (cont’d)
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 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.
(e) Counterparty risk and credit-risk-related contingent features of derivative instruments. The Fund may invest in certain securities or engage in other transactions, where the Fund is exposed to counterparty credit risk in addition to broader market risks. The Fund may invest in securities of issuers, which may also be considered counterparties as trading partners in other transactions. This may increase the risk of loss in the event of default or bankruptcy by the counterparty or if the counterparty otherwise fails to meet its contractual obligations. The Fund’s subadviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment and (iii) requiring collateral from the counterparty for certain transactions. Market events and changes in overall economic conditions may impact the assessment of such counterparty risk by the subadviser. In addition, declines in the values of underlying collateral received may expose the Fund to increased risk of loss.
With exchange traded and centrally cleared derivatives, there is less counterparty risk to the Fund since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, the credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, the Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default of the clearing broker or clearinghouse.
The Fund has entered into master agreements, such as an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar agreement, with certain of its derivative counterparties that govern over-the-counter derivatives and provide for general obligations, representations, agreements, collateral posting terms, netting provisions in the event of default or termination and credit related contingent features. The credit related contingent features include, but are not limited to, a percentage decrease in the Fund’s net assets or NAV over a specified period of time. If these credit related contingent features were triggered, the derivatives counterparty could terminate the positions and demand payment or require additional collateral.
Under an ISDA Master Agreement, the Fund may, under certain circumstances, offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment. However, absent an event of default by the counterparty or a termination of the agreement, the terms of the ISDA Master Agreements do not result in an offset of reported amounts of financial assets and
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| 38 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
financial liabilities in the Statement of Assets and Liabilities across transactions between the Fund and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction.
Collateral requirements differ by type of derivative. Collateral or margin requirements are set by the broker or exchange clearinghouse for exchange traded derivatives while collateral terms are contract specific for over-the-counter traded derivatives. Cash collateral that has been pledged to cover obligations of the Fund under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Schedule of Investments.
As of October 31, 2018, the Fund did not have any open OTC derivative transactions with credit related contingent features in a net liability position.
(f) 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.
(g) 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.
(h) Federal and other taxes. It is the Fund’s policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986 (the “Code”), as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal or state income tax provision is required in the Fund’s financial statements.
Management has analyzed the Fund’s tax positions taken on income tax returns for all open tax years and has concluded that as of October 31, 2018, 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.
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 39 |
Notes to financial statements (cont’d)
(i) 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. During the current year, the following reclassifications have been made:
| | | | | | | | |
| | | Undistributed Net
Investment Income | | | Accumulated Net
Realized Gain | |
| (a) | | $ | 443 | | | $ | (443) | |
| (a) | Reclassifications are due to foreign currency transactions treated as ordinary income for tax purposes, book/tax differences in the treatment of passive foreign investment companies and book/tax differences in the treatment of partnership investments. |
2. Investment management agreement and other transactions with affiliates
Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager and QS Investors, LLC (“QS Investors”) is the Fund’s subadviser. Western Asset Management Company, LLC (formerly Western Asset Management Company) (“Western Asset”) manages the portion of the Fund’s cash and short-term instruments allocated to it. LMPFA, QS Investors 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 0.40% of the Fund’s average daily net assets.
As compensation for its subadvisory services, LMPFA pays QS Investors monthly 90% 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
| | |
| 40 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
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.
3. Investments
During the year ended October 31, 2018, the aggregate cost of purchases and proceeds from sales of investments (excluding in-kind transactions and short-term investments) were as follows:
| | | | |
| Purchases | | $ | 2,416,490 | |
| Sales | | | 2,253,734 | |
At October 31, 2018, the aggregate cost of investments and the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were as follows:
| | | | | | | | | | | | | | | | |
| | | Cost | | | Gross
Unrealized
Appreciation | | | Gross
Unrealized
Depreciation | | | Net
Unrealized
Depreciation | |
| Securities | | $ | 10,983,074 | | | $ | 788,380 | | | $ | (888,912) | | | $ | (100,532) | |
4. Derivative instruments and hedging activities
At October 31, 2018, the Fund did not have any derivative instruments outstanding.
The following table provides information about the effect of derivatives and hedging activities on the Fund’s Statement of Operations for the year ended October 31, 2018. The table provides additional detail about the amounts and sources of gains (losses) realized on derivatives during the period.
| | | | |
| AMOUNT OF REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED | |
| | | Equity
Risk | |
| Futures contracts | | $ | (151) | |
During the year ended October 31, 2018, the volume of derivative activity for the Fund was as follows:
| | | | |
| | | Average Market
Value | |
| Futures contracts (to buy)1 | | $ | 560 | |
| 1 | At October 31, 2018, there were no open positions held in this derivative. |
5. Fund share transactions
At October 31, 2018, 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 200,000 shares of the
| | |
| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 41 |
Notes to financial statements (cont’d)
Fund constitute a Creation Unit. Such transactions are generally on an in-kind 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.
6. Income tax information and distributions to shareholders
The tax character of distributions paid during the fiscal years ended October 31, was as follows:
| | | | | | | | |
| | | 2018 | | | 2017 | |
| Distributions paid from: | | | | | | | | |
| Ordinary income | | $ | 185,000 | | | $ | 150,000 | |
As of October 31, 2018, the components of accumulated earnings (losses) on a tax basis were as follows:
| | | | |
| Undistributed ordinary income — net | | $ | 302,004 | |
| Undistributed long-term capital gains — net | | | 107,697 | |
| Total undistributed earnings | | $ | 409,701 | |
| Unrealized appreciation (depreciation)(a) | | | (100,910) | |
| Total accumulated earnings (losses) — net | | $ | 308,791 | |
| (a) | The difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable to the tax deferral of losses on wash sales, the realization for tax purposes of unrealized gains on investments in foreign passive investment companies and book/tax differences in the treatment of partnership investments. |
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| 42 | | Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report |
Report of independent registered public accounting firm
To the Board of Trustees of Legg Mason ETF Investment Trust and Shareholders of Legg Mason Developed ex-US Diversified Core ETF
Opinion on the financial statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Legg Mason Developed ex-US Diversified Core ETF (one of the funds constituting Legg Mason ETF Investment Trust, referred to hereafter as the “Fund”) as of October 31, 2018, the related statement of operations for the year ended October 31, 2018 and the statement of changes in net assets and financial highlights for each of the two years in the period ended October 31, 2018, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, and the changes in its net assets and financial highlights for each of the two years in the period ended October 31, 2018 in conformity with accounting principles generally accepted in the United States of America.
The financial statements and financial highlights of the Fund as of October 31, 2016 and for the period December 28, 2015 (inception) through October 31, 2016 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated December 21, 2016 expressed an unqualified opinion on those financial statements and financial highlights.
Basis for opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Baltimore, Maryland
December 19, 2018
We have served as the auditor of one or more investment companies in Legg Mason investment company group since at least 1973. We have not determined the specific year we began serving as auditor.
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| Legg Mason Developed ex-US Diversified Core ETF 2018 Annual Report | | 43 |
Additional information (unaudited)
Information about Trustees and Officers
The business and affairs of Legg Mason Developed ex-US Diversified Core ETF (the “Fund”) are conducted by management under the supervision and subject to the direction of its Board of Trustees. The business address of each Trustee is c/o Jane Trust, Legg Mason, 100 International Drive, 11th Floor, Baltimore, Maryland 21202. Information pertaining to the Trustees and officers of the Fund is set forth below.
The Statement of Additional Information includes additional information about Trustees and is available, without charge, upon request by calling the Fund at 1-877-721-1926.
| | |
| Independent Trustees† | | |
| Paul R. Ades | | |
| Year of birth | | 1940 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 1983 |
| Principal occupation(s) during past five years | | Paul R. Ades, PLLC (law firm) (since 2000) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | None |
| |
| Andrew L. Breech | | |
| Year of birth | | 1952 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 1991 |
| Principal occupation(s) during past five years | | President, Dealer Operating Control Service, Inc. (automotive retail management) (since 1985) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | None |
| |
| Dwight B. Crane | | |
| Year of birth | | 1937 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 1981 |
| Principal occupation(s) during past five years | | Professor Emeritus, Harvard Business School (since 2007); formerly, Professor, Harvard Business School (1969 to 2007); Independent Consultant (since 1969) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | None |
| |
| Althea L. Duersten | | |
| Year of birth | | 1951 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 2014 |
| Principal occupation(s) during past five years | | Retired (since 2011); formerly, Chief Investment Officer, North America, JPMorgan Chase (investment bank) and member of JPMorgan Executive Committee (2007 to 2011) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | None |
| | |
| 44 | | Legg Mason Developed ex-US Diversified Core ETF |
| | |
| Independent Trustees† cont’d | | |
| Frank G. Hubbard | | |
| Year of birth | | 1937 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 1993 |
| Principal occupation(s) during past five years | | President, Fealds, Inc. (business development) (since 2016); formerly, President, Avatar International Inc. (business development) (1998 to 2015) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | None |
| |
| Howard J. Johnson | | |
| Year of birth | | 1938 |
| Position(s) with Trust | | Trustee and Chairman |
| Term of office1 and length of time served2 | | From 1981 to 1998 and since 2000 (Chairman since 2013) |
| Principal occupation(s) during past five years | | Chief Executive Officer, Genesis Imaging LLC (technology company) (since 2003) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | None |
| |
| Jerome H. Miller | | |
| Year of birth | | 1938 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 1995 |
| Principal occupation(s) during past five years | | Retired |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | None |
| |
| Ken Miller | | |
| Year of birth | | 1942 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 1983 |
| Principal occupation(s) during past five years | | Retired; formerly, President, Young Stuff Apparel Group, Inc. (apparel manufacturer), division of Li & Fung (1963 to 2012) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | None |
| | |
| Legg Mason Developed ex-US Diversified Core ETF | | 45 |
Additional information (unaudited) (cont’d)
Information about Trustees and Officers
| | |
| Independent Trustees† cont’d | | |
| John J. Murphy | | |
| Year of birth | | 1944 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 2002 |
| Principal occupation(s) during past five years | | President (since 2017) and formerly, Founder and Senior Principal (1983 to 2017), Murphy Capital Management (investment management); and Senior Vice President, Peapack-Gladstone Bank (commercial bank) (since 2017) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | Trustee, UBS Funds (24 funds) (since 2008); Trustee, Consulting Group Capital Markets Funds (11 funds) (since 2002); Director, Fort Dearborn Income Securities, Inc. (2013 to 2016) |
| |
| Thomas F. Schlafly | | |
| Year of birth | | 1948 |
| Position(s) with Trust | | Trustee |
| Term of office1 and length of time served2 | | Since 1983 |
| Principal occupation(s) during past five years | | Chairman, The Saint Louis Brewery, LLC (brewery) (since 2012); formerly, President, The Saint Louis Brewery, Inc. (1989 to 2012); Senior Counsel (since 2017) and formerly, Partner (2009 to 2016), Thompson Coburn LLP (law firm) |
| Number of funds in fund complex overseen by Trustee | | 48 |
| Other board memberships held by Trustee during past five years | | Director, Citizens National Bank of Greater St. Louis (since 2006) |
| | |
| Interested Trustee and Officer | | |
| Jane Trust, CFA3 | | |
| Year of birth | | 1962 |
| Position(s) with Trust | | Trustee, President and Chief Executive Officer |
| Term of office1 and length of time served2 | | Since 2015 |
| Principal occupation(s) during past five years | | Senior Managing Director of Legg Mason & Co., LLC (“Legg Mason & Co.”) (since 2018); Managing Director of Legg Mason & Co. (2016 to 2018); Officer and/or Trustee/ Director of 147 funds associated with Legg Mason Partners Fund Advisor, LLC (“LMPFA”) or its affiliates (since 2015); President and Chief Executive Officer of LMPFA (since 2015); formerly, Senior Vice President of LMPFA (2015); Director of ClearBridge, LLC (formerly, Legg Mason Capital Management, LLC) (2007 to 2014); Managing Director of Legg Mason Investment Counsel & Trust Co. (2000 to 2007) |
| Number of funds in fund complex overseen by Trustee | | 138 |
| Other board memberships held by Trustee during past five years | | None |
| | |
| 46 | | Legg Mason Developed ex-US Diversified Core ETF |
| | |
| Additional Officers | | |
Ted P. Becker Legg Mason 620 Eighth Avenue, 49th Floor, New York, NY 10018 | | |
| Year of birth | | 1951 |
| Position(s) with Trust | | Chief Compliance Officer |
| Term of office1 and length of time served2 | | Since 2007 |
| Principal occupation(s) during past five years | | Director of Global Compliance at Legg Mason (since 2006); Chief Compliance Officer of LMPFA (since 2006); Managing Director of Compliance of Legg Mason & Co. (since 2005); Chief Compliance Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2006) |
| |
Susan Kerr Legg Mason 620 Eighth Avenue, 49th Floor, New York, NY 10018 | | |
| Year of birth | | 1949 |
| Position(s) with Trust | | Chief Anti-Money Laundering Compliance Officer |
| Term of office1 and length of time served2 | �� | Since 2013 |
| Principal occupation(s) during past five years | | Assistant Vice President of Legg Mason & Co. and Legg Mason Investor Services, LLC (“LMIS”) (since 2010); Chief Anti-Money Laundering Compliance Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2013) and Anti-Money Laundering Compliance Officer of LMIS (since 2012); Senior Compliance Officer of LMIS (since 2011); formerly, AML Consultant, DTCC (2010); AML Consultant, Rabobank Netherlands, (2009); First Vice President, Director of Marketing & Advertising Compliance and Manager of Communications Review Group at Citigroup Inc. (1996 to 2008) |
| |
Jenna Bailey Legg Mason 100 First Stamford Place, 5th Floor, Stamford, CT 06902 | | |
| Year of birth | | 1978 |
| Position(s) with Trust | | Identity Theft Prevention Officer |
| Term of office1 and length of time served2 | | Since 2015 |
| Principal occupation(s) during past five years | | Identity Theft Prevention Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2015); Compliance Officer of Legg Mason & Co. (since 2013); Assistant Vice President of Legg Mason & Co. (since 2011); formerly, Associate Compliance Officer of Legg Mason & Co. (2011 to 2013) |
| | |
| Legg Mason Developed ex-US Diversified Core ETF | | 47 |
Additional information (unaudited) (cont’d)
Information about Trustees and Officers
| | |
| Additional Officers cont’d | | |
Robert I. Frenkel Legg Mason 100 First Stamford Place, 6th Floor, Stamford, CT 06902 | | |
| Year of birth | | 1954 |
| Position(s) with Trust | | Secretary and Chief Legal Officer |
| Term of office1 and length of time served2 | | Since 2007 |
| Principal occupation(s) during past five years | | Vice President and Deputy General Counsel of Legg Mason (since 2006); Managing Director and General Counsel— U.S. Mutual Funds for Legg Mason & Co. (since 2006) and Legg Mason & Co. predecessors (since 1994); Secretary and Chief Legal Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2006) and Legg Mason & Co. predecessors (prior to 2006) |
| |
Thomas C. Mandia Legg Mason 100 First Stamford Place, 6th Floor, Stamford, CT 06902 | | |
| Year of birth | | 1962 |
| Position(s) with Trust | | Assistant Secretary |
| Term of office1 and length of time served2 | | Since 2007 |
| Principal occupation(s) during past five years | | Managing Director and Deputy General Counsel of Legg Mason & Co. (since 2005) and Legg Mason & Co. predecessors (prior to 2005); Secretary of LMPFA (since 2006); Assistant Secretary of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2006) and Legg Mason & Co. predecessors (prior to 2006); Secretary of LM Asset Services, LLC (“LMAS”) (since 2002) and Legg Mason Fund Asset Management, Inc. (“LMFAM”) (since 2013) (formerly registered investment advisers) |
| |
Richard F. Sennett Legg Mason 100 International Drive, 7th Floor, Baltimore, MD 21202 | | |
| Year of birth | | 1970 |
| Position(s) with Trust | | Principal Financial Officer |
| Term of office1 and length of time served2 | | Since 2011 |
| Principal occupation(s) during past five years | | Principal Financial Officer and Treasurer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2011 and since 2013); Managing Director of Legg Mason & Co. and Senior Manager of the Treasury Policy group for Legg Mason & Co.’s Global Fiduciary Platform (since 2011); formerly, Chief Accountant within the SEC’s Division of Investment Management (2007 to 2011); Assistant Chief Accountant within the SEC’s Division of Investment Management (2002 to 2007) |
| | |
| 48 | | Legg Mason Developed ex-US Diversified Core ETF |
| | |
| Additional Officers cont’d | | |
Christopher Berarducci Legg Mason 620 Eighth Avenue, 49th Floor, New York, NY 10018 | | |
| Year of birth | | 1974 |
| Position(s) with Trust | | Treasurer |
| Term of office1 and length of time served2 | | Since 2014 |
| Principal occupation(s) during past five years | | Director of Legg Mason & Co. (since 2015); Treasurer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2010); formerly, Vice President of Legg Mason & Co. (2011 to 2015); Assistant Controller of certain mutual funds associated with Legg Mason & Co. or its affiliates (prior to 2010) |
| |
Jeanne M. Kelly Legg Mason 620 Eighth Avenue, 49th Floor, New York, NY 10018 | | |
| Year of birth | | 1951 |
| Position(s) with Trust | | Senior Vice President |
| Term of office1 and length of time served2 | | Since 2007 |
| Principal occupation(s) during past five years | | Senior Vice President of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2007); Senior Vice President of LMPFA (since 2006); President and Chief Executive Officer of LMAS and LMFAM (since 2015); Managing Director of Legg Mason & Co. (since 2005) and Legg Mason & Co. predecessors (prior to 2005); formerly, Senior Vice President of LMFAM (2013 to 2015) |
| † | Trustees who are not “interested persons” of the Fund within the meaning of Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “1940 Act”). |
| 1 | Each Trustee and officer serves until his or her respective successor has been duly elected and qualified or until his or her earlier death, resignation, retirement or removal. |
| 2 | Indicates the earliest year in which the Trustee became a board member for a fund in the Legg Mason fund complex or the officer took such office. |
| 3 | Ms. Trust is an “interested person” of the Funds, as defined in the 1940 Act, because of her position with LMPFA and/or certain of its affiliates. |
| | |
| Legg Mason Developed ex-US Diversified Core ETF | | 49 |
Important tax information (unaudited)
The following information is provided with respect to the distributions paid during the taxable year ended October 31, 2018:
| | | | |
| Record date: | | | 12/27/2017 | |
| Payable date: | | | 12/29/2017 | |
| Ordinary income: | | | | |
Qualified dividend income for individuals | | | 91.83 | % |
| Foreign source income | | | 91.46 | %* |
| Foreign taxes paid per share | | | $0.049168 | |
| * | Expressed as a percentage of the cash distribution grossed-up for foreign taxes. |
The foreign taxes paid represent taxes incurred by the Fund on income received by the Fund from foreign sources. Foreign taxes paid may be included in taxable income with an offsetting deduction from gross income or may be taken as a credit for taxes paid to foreign governments. You should consult your tax adviser regarding the appropriate treatment of foreign taxes paid.
Please retain this information for your records.
| | |
| 50 | | Legg Mason Developed ex-US Diversified Core ETF |
Legg Mason
Developed ex-US Diversified Core ETF
Trustees
Paul R. Ades
Andrew L. Breech
Dwight B. Crane
Althea L. Duersten
Frank G. Hubbard
Howard J. Johnson
Chairman
Jerome H. Miller
Ken Miller
John J. Murphy
Thomas F. Schlafly
Jane Trust
Investment manager
Legg Mason Partners Fund Advisor, LLC
Subadviser
QS Investors, LLC
Custodian
The Bank of New York Mellon (“BNY”)*
Transfer agent
BNY Mellon Investment Servicing (US) Inc. (“BNY Mellon”)*
4400 Computer Drive
Westborough, MA 01581
Independent registered public accounting firm
PricewaterhouseCoopers LLP Baltimore, MD
| * | Effective July 16, 2018, BNY became custodian and BNY Mellon became transfer agent. |
Legg Mason Developed ex-US Diversified Core ETF
The Fund is a separate investment series of Legg Mason ETF Investment Trust, a Maryland statutory trust.
Legg Mason Developed ex-US Diversified Core 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 on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. To obtain information on Form N-Q, shareholders can call the Fund at 1-877-721-1926.
Information on how the Fund voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a description of the
policies and procedures that the Fund uses to determine how to vote proxies related to portfolio transactions are available (1) without charge, upon request, by calling the Fund at 1-877-721-1926, (2) at www.leggmason.com/etf and (3) on the SEC’s website at www.sec.gov.
This report is submitted for the general information of the shareholders of Legg Mason Developed ex-US Diversified Core 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
© 2018 Legg Mason Investors Services, LLC
Member FINRA, SIPC
ETF Index Disclaimers
The MSCI World ex-US Index (the “MSCI Index”) was used by QS Investors, LLC (“QS Investors”), the Fund’s subadvisor, as the reference universe for selection of the component securities included in the QS DBI Developed ex-US Diversified Index (the “QS DBI Index” or the “Underlying Index”). MSCI Inc. does not in any way sponsor, support, promote or endorse the QS DBI Index of the Legg Mason Developed ex-US Diversified Core ETF (the “Fund”). MSCI Inc. was not and is not involved in any way in the creation, calculation, maintenance or review of the QS DBI Index. The MSCI Index was provided on an “as is”basis. MSCI Inc., its affiliates and any other person or entity involved in or related to compiling, computing or creating the MSCI Index (collectively, the “MSCI Parties”) expressly disclaim all warranties (including, without limitation, any warranties of originality, accuracy, completeness, timeliness, non-infringement, merchantability and fitness for a particular purpose). Without limiting any of the foregoing, in no event shall any MSCI Party have any liability for any direct, indirect, special, incidental, punitive, consequential (including with-out limitation lost profits) or any other damages in connection with the MSCI Index, the QS DBI Index, or the Fund.
The Fund is not sponsored, promoted, sold or supported in any other manner by Solactive AG nor does Solactive AG offer any express or implicit guarantee or assurance either with regard to the results of using the Underlying Index and/or Underlying Index trade marks or the Underlying Index Price at any time or in any other respect. The Underlying Index is calculated and published by Solactive AG. Solactive AG uses its best efforts to ensure that the Underlying Index is calculated correctly. Irrespective of its obligations towards the Fund, Solactive AG has no obligation to point out errors in the Underlying Index to third parties including but not limited to investors and/or financial intermediaries of the Fund. Neither publication of the Underlying Index by Solactive AG nor the licensing of the Underlying Index or Underlying Index trade marks for the purpose of use in connection with the Fund constitutes a recommendation by Solactive AG to invest capital in this Fund nor does it in any way represent an assurance or opinion of Solactive AG with regard to any investment in this Fund.
QS Investors does not guarantee the accuracy and/or the completeness of the Underlying Index or any data included therein, and QS Investors shall not have any liability for any errors, omissions or interruptions therein. QS Investors makes no warranty, express or implied, as to results to be obtained by the Fund, owners of the shares of the Fund or any other person or entity from the use of the Underlying Index or any data included therein, either in connection with the Fund or for any use. QS Investors makes no sense or implied warranties, and expressly disclaims all warranties of merchantability or fitness for a particular purpose or use with respect to the Underlying Index or any data included therein. Without limiting any of the foregoing, in no event shall QS Investors have any liability for any special, punitive, direct, indirect or consequential damages (including lost profits) arising out of matters relating to the use of the Underlying Index, even if notified of the possibility of such damages.
www.leggmason.com
© 2018 Legg Mason Investor Services, LLC Member FINRA, SIPC
ETFF323369 12/18 SR18-3503
The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller.
| ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
The Board of Trustees of the registrant has determined that Dwight B. Crane, possess the technical attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as “audit committee financial experts,” and have designated Dwight B. Crane as the Audit Committee’s financial experts. Dwight B. Crane is an “independent” Trustees pursuant to paragraph (a) (2) of Item 3 to Form N-CSR.
| ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
a) Audit Fees. The aggregate fees billed in the last fiscal period ending October 31, 2017 and October 31, 2018 (the “Reporting Period”) for professional services rendered by the Registrant’s principal accountant (the “Auditor”) for the audit of the Registrant’s annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Period, were $80,000 in October 31, 2017 and $140,000 in October 31, 2018.
b) Audit-Related Fees. The aggregate fees billed in the Reporting Period for assurance and related services by the Auditor that are reasonably related to the performance of the Registrant’s financial statements were $0 in October 31, 2017 and $52,489 in October 31, 2018.
In addition, there were no Audit-Related Fees billed in the Reporting Period for assurance and related services by the Auditor to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Legg Mason ETF Investment Trust (“service affiliates”), that were reasonably related to the performance of the annual audit of the service affiliates. Accordingly, there were no such fees that required pre-approval by the Audit Committee for the Reporting Period.
(c) Tax Fees. The aggregate fees billed in the Reporting Period for professional services rendered by the Auditor for tax compliance, tax advice and tax planning (“Tax Services”) were $12,500 in October 31, 2017 and $0 in October 31, 2018. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.
There were no fees billed for tax services by the Auditors to service affiliates during the Reporting Period that required pre-approval by the Audit Committee.
d) All Other Fees. The aggregate fees for other fees billed in the Reporting Periods for products and services provided by the Auditor were $0 in October 31, 2017 and $0 in October 31, 2018, other than the services reported in paragraphs (a) through (c) of this item for the Legg Mason ETF Investment Trust.
All Other Fees. There were no other non-audit services rendered by the Auditor to Legg Mason Partners Fund Advisors, LLC (“LMPFA”), and any entity controlling, controlled by or under common control with LMPFA that provided ongoing services to Legg Mason ETF Investment Trust requiring pre-approval by the Audit Committee in the Reporting Period.
(e) Audit Committee’s pre–approval policies and procedures described in paragraph (c) (7) of Rule 2-01 of Regulation S-X.
(1) The Charter for the Audit Committee (the “Committee”) of the Board of each registered investment company (the “Fund”) advised by LMPFA or one of their affiliates (each, an “Adviser”) requires that the Committee shall approve (a) all audit and permissible non-audit services to be provided to the Fund and (b) all permissible non-audit services to be provided by the Fund’s independent auditors to the Adviser and any Covered Service Providers if the engagement relates directly to the operations and financial reporting of the Fund. The Committee may implement policies and procedures by which such services are approved other than by the full Committee.
The Committee shall not approve non-audit services that the Committee believes may impair the independence of the auditors. As of the date of the approval of this Audit Committee Charter, permissible non-audit services include any professional services (including tax services), that are not prohibited services as described below, provided to the Fund by the independent auditors, other than those provided to the Fund in connection with an audit or a review of the financial statements of the Fund. Permissible non-audit services may not include: (i) bookkeeping or other services related to the accounting records or financial statements of the Fund; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions or human resources; (vii) broker or dealer, investment adviser or investment banking services; (viii) legal services and expert services unrelated to the audit; and (ix) any other service the Public Company Accounting Oversight Board determines, by regulation, is impermissible.
Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, the Adviser and any service providers controlling, controlled by or under common control with the Adviser that provide ongoing services to the Fund (“Covered Service Providers”) constitutes not more than 5% of the total amount of revenues paid to the independent auditors during the fiscal year in which the permissible non-audit services are provided to (a) the Fund, (b) the Adviser and (c) any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund during the fiscal year in which the services are provided that would have to be approved by the Committee; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit.
(2) For the Legg Mason ETF Investment Trust, the percentage of fees that were approved by the audit committee, with respect to: Audit-Related Fees were 100% and 100% for October 31, 2017 and October 31, 2018; Tax Fees were 100% and 100% for October 31, 2017 and October 31, 2018; and Other Fees were 100% and 100% for October 31, 2017 and October 31, 2018.
(f) N/A
(g) Non-audit fees billed by the Auditor for services rendered to Legg Mason ETF Investment Trust, LMPFA and any entity controlling, controlled by, or under common control with LMPFA that provides ongoing services to Legg Mason ETF Investment Trust during the reporting period were $160,000 in October 31, 2017 and $678,000 in October 31, 2018.
(h) Yes. Legg Mason ETF Investment Trust’s Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Accountant’s independence. All services provided by the Auditor to the Legg Mason ETF Investment Trust or to Service Affiliates, which were required to be pre-approved, were pre-approved as required.
| ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
| | a) | The independent board members are acting as the registrant’s audit committee as specified in Section 3(a)(58)(B) of the Exchange Act . The Audit Committee consists of the following Board members: |
Paul R. Ades
Andrew L. Breech
Dwight B. Crane
Althea L. Duersten
Frank G. Hubbard
Howard J. Johnson
Jerome H. Miller
Ken Miller
John J. Murphy
Thomas F. Schlafly
| 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. |
(a) (1) Code of Ethics attached hereto.
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: | | December 27, 2018 |
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: | | December 27, 2018 |
| |
| By: | | /s/ Richard F. Sennett |
| | Richard F. Sennett |
| | Principal Financial Officer |
| |
| Date: | | December 27, 2018 |
