UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORMN-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number811-23096
Legg Mason ETF Investment Trust
(Exact name of registrant as specified in charter)
620 Eighth Avenue, 49th Floor, New York, NY 10018
(Address of principal executive offices) (Zip code)
Robert I. Frenkel, Esq.
Legg Mason & Co., LLC
100 First Stamford Place
Stamford, CT 06902
(Name and address of agent for service)
Registrant’s telephone number, including area code:1-877-721-1926
Date of fiscal year end: November 30
Date of reporting period: May 31, 2019
| ITEM 1. | REPORT TO STOCKHOLDERS. |
TheSemi-Annual Report to Stockholders is filed herewith.
| Semi-Annual Report | May 31, 2019 |
CLEARBRIDGE
LARGE CAP GROWTH ESG ETF
LRGE
Beginning in January 2021, as permitted by regulations adopted by the Securities and Exchange Commission, the Fund intends to no longer mail paper copies of the Fund’s shareholder reports like this one, unless you specifically request paper copies of the reports from your financial intermediary (such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically(“e-delivery”), you will not be affected by this change and you need not take any action. If you have not already electede-delivery, you may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary.
You may elect to receive all future reports in paper free of charge by contacting your financial intermediary to request that you continue to receive paper copies of your shareholder reports. Your election to receive reports in paper will apply to all Legg Mason Funds held in your account with your financial intermediary.
| INVESTMENT PRODUCTS: NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE |
Fund objective
The Fund seeks long-term capital appreciation through investing in large capitalization companies with the potential for high future earnings growth.
Dear Shareholder,
We are pleased to provide the semi-annual report of ClearBridge Large Cap Growth ESG ETF for thesix-month reporting period ended May 31, 2019. Please read on for Fund performance information during the Fund’s reporting period.
As always, we remain committed to providing you with excellent service and a full spectrum of investment choices. We also remain committed to supplementing the support you receive from your financial advisor. One way we accomplish this is through our website, www.leggmason.com. Here you can gain immediate access to market and investment information, including:
| • | Fund net asset value and market price, |
| • | Market insights and commentaries from our portfolio managers, and |
| • | A host of educational resources. |
We look forward to helping you meet your financial goals.
Sincerely,
Jane Trust, CFA
President and Chief Executive Officer
June 28, 2019
II | ClearBridge Large Cap Growth ESG ETF |
For the six months ended May 31, 2019, ClearBridge Large Cap Growth ESG ETF generated a 4.16% return on a net asset value (“NAV”)1 basis and 4.26% based on its market price2 per share.
The performance table shows the Fund’s total return for the six months ended May 31, 2019 based on its NAV and market price. The Fund’s broad-based market index, the Russell 1000 Growth Index3, returned 3.91% over the same time frame. The LipperLarge-Cap Growth Funds Category Average4 returned 4.64% for the period. Please note that Lipper performance returns are based on each fund’s NAV.
| Performance Snapshotas of May 31, 2019 (unaudited) |
| |||
| 6 months | ||||
| ClearBridge Large Cap Growth ESG ETF: | ||||
$32.72 (NAV) | 4.16 | %*† | ||
$32.74 (Market Price) | 4.26 | %*‡ | ||
| Russell 1000 Growth Index | 3.91 | % | ||
| LipperLarge-Cap Growth Funds Category Average | 4.64 | % | ||
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 recentmonth-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 themid-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
| 1 | Net Asset Value (NAV) is calculated by subtracting total liabilities from total assets and dividing the results by the number of shares outstanding. |
| 2 | Market price is determined by supply and demand. It is the price at which an investor purchases or sells shares of the Fund. The market price may differ from the Fund’s NAV. |
| 3 | The Russell 1000 Growth Index measures the performance of those Russell 1000 Index companies with higherprice-to-book ratios and higher forecasted growth values (Aprice-to-book ratio is the price of a stock compared to the difference between a company’s assets and liabilities). The Russell 1000 Index measures the performance of thelarge-cap segment of the U.S. equity universe. It is a subset of the Russell 3000 Index and includes approximately 1,000 of the largest securities based on a combination of their market cap and current index membership. The Russell 1000 represents approximately 90% of the U.S. market. The Russell 3000 Index measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the U.S. equity market |
| 4 | Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on thesix-month period ended May 31, 2019, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 668 funds in the Fund’s Lipper category. |
| ClearBridge Large Cap Growth ESG ETF |
III |
Performance review (cont’d)
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 31, 2019, the gross total annual fund operating expense ratio for the Fund was 0.60%.
* Total returns are based on changes in NAV or market price, respectively. Returns reflect the deduction of all Fund expenses. Returns do not reflect the deduction of brokerage commissions or taxes that investors pay on distributions or the sale of shares.
† Total return assumes the reinvestment of all distributions, including returns of capital, if any, at NAV.
‡ Total return assumes the reinvestment of all distributions, including returns of capital, if any, at market price.
Looking for additional information?
The Fund’s daily NAV is availableon-line at www.leggmason/etf. The Fund is traded under the symbol “LRGE” and its closing market price is available on most financial websites. In a continuing effort to provide information concerning the Fund, shareholders may call1-877-721-1926 (toll free), Monday through Friday from 8:00 a.m. to 5:30 p.m. Eastern time, for the Fund’s current NAV, market price and other information.
As always, thank you for your confidence in our stewardship of your assets.
Sincerely,
Jane Trust, CFA
President and Chief Executive Officer
June 28, 2019
RISKS: Equity securities are subject to market and price fluctuations. Large capitalization companies may fall out of favor with investors based on market and economic conditions. The Fund’s environmental, social and governance (“ESG”) investment strategy may limit the types and number of investment opportunities available to the Fund and, as a result, the Fund may underperform funds that are not subject to such criteria. The Fund’s ESG investment strategy may result in the Fund investing in securities or industry sectors that underperform the market as a whole, or forgoing opportunities to invest in securities that might otherwise be advantageous to buy. The Fund may also underperform other funds screened for different ESG standards. In addition, the subadviser may be unsuccessful in creating a portfolio composed of companies that exhibit positive ESG characteristics.
The Fund’s growth-oriented investment style may increase the risks of investing in the Fund. Growth securities typically are very sensitive to market movements because their market prices tend to reflect future expectations. Growth stocks as a group may be out of favor and underperform the overall equity market while the market concentrates on value stocks. Securities or other assets in the Fund’s portfolio may underperform in comparison to the general financial markets, a particular financial
IV | ClearBridge Large Cap Growth ESG ETF |
market or other asset classes. Please see the Fund’s prospectus for a more complete discussion of these and other risks and the Fund’s investment strategies.
All investments are subject to risk including the possible loss of principal. Past performance is no guarantee of future results. All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.
| ClearBridge Large Cap Growth ESG ETF |
V |
Investment breakdown(%) as a percent of total investments
| † | The bar graph above represents the composition of the Fund’s investments as of May 31, 2019 and November 30, 2018. The composition of the Fund’s investments is subject to change at any time. |
| ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
1 |
Example
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, such as brokerage commissions paid on purchases and sales of Fund shares; and (2) ongoing costs, including management fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds.
This example is based on an investment of $1,000 invested on December 1, 2018 and held for the six months ended May 31, 2019.
Actual expenses
The table below titled “Based on Actual Total Return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.
Hypothetical example for comparison purposes
The table below titled “Based on Hypothetical Total Return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
| Based on actual total return1 | Based on hypothetical total return1 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Actual Total Return2 | Beginning 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 | |||||||||||||||||||||||||||||||||||||||||
| 4.16% | $ | 1,000.00 | $ | 1,041.60 | 0.59 | % | $ | 3.00 | 5.00 | % | $1,000.00 | $ | 1,021.99 | 0.59 | % | $ | 2.97 | |||||||||||||||||||||||||||||||||
| 1 | For the six months ended May 31, 2019. |
| 2 | Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. |
| 3 | Expenses (net of fee waivers and/or expense reimbursements) are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (182), then divided by 365. |
2 | ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
Schedule of investments(unaudited)
May 31, 2019
ClearBridge Large Cap Growth ESG ETF
| Security | Shares | Value | ||||||||||
| Common Stocks — 98.0% | ||||||||||||
| Communication Services — 16.6% | ||||||||||||
Entertainment — 3.3% | ||||||||||||
Walt Disney Co. | 35,446 | $ | 4,680,290 | |||||||||
Interactive Media & Services — 10.4% | ||||||||||||
Alphabet Inc., Class A Shares | 2,605 | 2,882,432 | * | |||||||||
Alphabet Inc., Class C Shares | 3,859 | 4,258,908 | * | |||||||||
Facebook Inc., Class A Shares | 41,044 | 7,284,079 | * | |||||||||
Total Interactive Media & Services | 14,425,419 | |||||||||||
Media — 2.9% | ||||||||||||
Comcast Corp., Class A Shares | 97,504 | 3,997,664 | ||||||||||
Total Communication Services | 23,103,373 | |||||||||||
| Consumer Discretionary — 10.9% | ||||||||||||
Internet & Direct Marketing Retail — 7.5% | ||||||||||||
Amazon.com Inc. | 5,098 | 9,049,307 | * | |||||||||
GrubHub Inc. | 20,458 | 1,332,839 | * | |||||||||
Total Internet & Direct Marketing Retail | 10,382,146 | |||||||||||
Specialty Retail — 3.4% | ||||||||||||
Advance Auto Parts Inc. | 13,094 | 2,029,570 | ||||||||||
Home Depot Inc. | 14,450 | 2,743,332 | ||||||||||
Total Specialty Retail | 4,772,902 | |||||||||||
Total Consumer Discretionary | 15,155,048 | |||||||||||
| Consumer Staples — 4.5% | ||||||||||||
Beverages — 1.4% | ||||||||||||
Coca-Cola Co. | 38,419 | 1,887,525 | ||||||||||
Food & Staples Retailing — 2.0% | ||||||||||||
Costco Wholesale Corp. | 11,902 | 2,851,481 | ||||||||||
Food Products — 1.1% | ||||||||||||
McCormick & Co. Inc., Non Voting Shares | 9,437 | 1,472,550 | ||||||||||
Total Consumer Staples | 6,211,556 | |||||||||||
| Energy — 1.4% | ||||||||||||
Oil, Gas & Consumable Fuels — 1.4% | ||||||||||||
Pioneer Natural Resources Co. | 13,855 | 1,966,856 | ||||||||||
| Financials — 5.4% | ||||||||||||
Capital Markets — 3.5% | ||||||||||||
BlackRock Inc. | 5,281 | 2,194,573 | ||||||||||
Charles Schwab Corp. | 61,694 | 2,567,087 | ||||||||||
Total Capital Markets | 4,761,660 | |||||||||||
Consumer Finance — 1.9% | ||||||||||||
American Express Co. | 23,119 | 2,651,980 | ||||||||||
Total Financials | 7,413,640 | |||||||||||
See Notes to Financial Statements.
| ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
3 |
Schedule of investments (unaudited) (cont’d)
May 31, 2019
ClearBridge Large Cap Growth ESG ETF
| Security | Shares | Value | ||||||||||
| Health Care — 9.9% | ||||||||||||
Biotechnology — 2.8% | ||||||||||||
Alexion Pharmaceuticals Inc. | 19,879 | $2,259,845 | * | |||||||||
BioMarin Pharmaceutical Inc. | 19,327 | 1,589,452 | * | |||||||||
Total Biotechnology | 3,849,297 | |||||||||||
Health Care Providers & Services — 3.2% | ||||||||||||
UnitedHealth Group Inc. | 18,375 | 4,443,075 | ||||||||||
Life Sciences Tools & Services — 2.4% | ||||||||||||
Thermo Fisher Scientific Inc. | 12,580 | 3,358,609 | ||||||||||
Pharmaceuticals — 1.5% | ||||||||||||
Johnson & Johnson | 16,028 | 2,102,072 | ||||||||||
Total Health Care | 13,753,053 | |||||||||||
| Industrials — 11.3% | ||||||||||||
Air Freight & Logistics — 2.3% | ||||||||||||
CH Robinson Worldwide Inc. | 10,729 | 854,350 | ||||||||||
United Parcel Service Inc., Class B Shares | 25,433 | 2,363,235 | ||||||||||
Total Air Freight & Logistics | 3,217,585 | |||||||||||
Industrial Conglomerates — 2.7% | ||||||||||||
Honeywell International Inc. | 23,120 | 3,798,847 | ||||||||||
Machinery — 1.2% | ||||||||||||
Caterpillar Inc. | 13,176 | 1,578,617 | ||||||||||
Professional Services — 1.6% | ||||||||||||
IHS Markit Ltd. | 39,206 | 2,250,032 | * | |||||||||
Road & Rail — 0.7% | ||||||||||||
Uber Technologies Inc. | 24,840 | 1,003,784 | * | |||||||||
Trading Companies & Distributors — 2.8% | ||||||||||||
W.W. Grainger Inc. | 14,791 | 3,870,657 | ||||||||||
Total Industrials | 15,719,522 | |||||||||||
| Information Technology — 31.6% | ||||||||||||
IT Services — 8.2% | ||||||||||||
Akamai Technologies Inc. | 38,929 | 2,933,690 | * | |||||||||
PayPal Holdings Inc. | 20,968 | 2,301,238 | * | |||||||||
Visa Inc., Class A Shares | 38,252 | 6,171,195 | ||||||||||
Total IT Services | 11,406,123 | |||||||||||
Semiconductors & Semiconductor Equipment — 4.9% | ||||||||||||
NVIDIA Corp. | 12,325 | 1,669,544 | ||||||||||
QUALCOMM Inc. | 44,022 | 2,941,550 | ||||||||||
Texas Instruments Inc. | 20,486 | 2,136,895 | ||||||||||
Total Semiconductors & Semiconductor Equipment | 6,747,989 | |||||||||||
Software — 15.8% | ||||||||||||
Adobe Inc. | 14,386 | 3,897,167 | * | |||||||||
See Notes to Financial Statements.
4 | ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
ClearBridge Large Cap Growth ESG ETF
| Security | Shares | Value | ||||||||||
Software — continued | ||||||||||||
Microsoft Corp. | 56,951 | $ | 7,043,700 | |||||||||
Nutanix Inc., Class A Shares | 44,124 | 1,238,561 | * | |||||||||
Oracle Corp. | 52,361 | 2,649,467 | ||||||||||
Palo Alto Networks Inc. | 11,219 | 2,245,371 | * | |||||||||
Red Hat Inc. | 6,148 | 1,133,076 | * | |||||||||
Splunk Inc. | 18,603 | 2,120,556 | * | |||||||||
VMware Inc., Class A Shares | 9,180 | 1,624,676 | ||||||||||
Total Software | 21,952,574 | |||||||||||
Technology Hardware, Storage & Peripherals — 2.7% | ||||||||||||
Apple Inc. | 21,834 | 3,822,478 | ||||||||||
Total Information Technology | 43,929,164 | |||||||||||
| Materials — 4.0% | ||||||||||||
Chemicals — 4.0% | ||||||||||||
Ecolab Inc. | 16,454 | 3,029,017 | ||||||||||
Linde PLC | 14,193 | 2,562,546 | ||||||||||
Total Materials | 5,591,563 | |||||||||||
| Real Estate — 2.4% | ||||||||||||
Equity Real Estate Investment Trusts (REITs) — 2.4% | ||||||||||||
Equinix Inc. |
| 6,885 | 3,344,664 | |||||||||
Total Investments before Short-Term Investments (Cost — $134,726,367) |
| 136,188,439 | ||||||||||
| Rate | ||||||||||||
| Short-Term Investments — 1.9% | ||||||||||||
JPMorgan 100% U.S. Treasury Securities Money Market Fund, Institutional Class | 2.218 | % | 2,669,720 | 2,669,720 | ||||||||
Total Investments — 99.9% (Cost — $137,396,087) |
| 138,858,159 | ||||||||||
Other Assets in Excess of Liabilities — 0.1% | 203,024 | |||||||||||
Total Net Assets — 100.0% | $ | 139,061,183 | ||||||||||
*Non-income producing security.
See Notes to Financial Statements.
| ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
5 |
Statement of assets and liabilities(unaudited)
May 31, 2019
| Assets: | ||||
Investments, at value (Cost — $137,396,087) | $ | 138,858,159 | ||
Receivable for securities sold | 304,018 | |||
Dividends and interest receivable | 144,417 | |||
Receivable for Fund shares sold | 60,366 | |||
Total Assets | 139,366,960 | |||
| Liabilities: | ||||
Payable for securities purchased | 236,496 | |||
Investment management fee payable | 69,281 | |||
Total Liabilities | 305,777 | |||
| Total Net Assets | $ | 139,061,183 | ||
| Net Assets: | ||||
Par value (Note 5) | $ | 43 | ||
Paid-in capital in excess of par value | 137,355,827 | |||
Total distributable earnings (loss) | 1,705,313 | |||
| Total Net Assets | $ | 139,061,183 | ||
| Shares Outstanding | 4,250,000 | |||
| Net Asset Value | $32.72 | |||
See Notes to Financial Statements.
6 | ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
Statement of operations(unaudited)
For the Six Months Ended May 31, 2019
| Investment Income: | ||||
Dividends | $ | 422,591 | ||
Interest | 11,973 | |||
Total Investment Income | 434,564 | |||
| Expenses: | ||||
Investment management fee (Note 2) | 210,663 | |||
Total Expenses | 210,663 | |||
| Net Investment Income | 223,901 | |||
| Realized and Unrealized Gain on Investments (Notes 1 and 3): | ||||
Net Realized Gain From Investment Transactions | 27,611 | |||
Change in Net Unrealized Appreciation (Depreciation) From Investments | 714,728 | |||
| Net Gain on Investments | 742,339 | |||
| Increase in Net Assets From Operations | $ | 966,240 | ||
See Notes to Financial Statements.
| ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
7 |
Statements of changes in net assets
For the Six Months Ended May 31, 2019 (unaudited) and the Year Ended November 30, 2018 | 2019 | 2018 | ||||||
| Operations: | ||||||||
Net investment income | $ | 223,901 | $ | 23,476 | ||||
Net realized gain | 27,611 | 92,855 | ||||||
Change in net unrealized appreciation (depreciation) | 714,728 | 395,922 | ||||||
Increase in Net Assets From Operations | 966,240 | 512,253 | ||||||
| Distributions to Shareholders From (Note 1): | ||||||||
Total distributable earnings | (124,407) | (11,000) | ||||||
Decrease in Net Assets From Distributions to Shareholders | (124,407) | (11,000) | ||||||
| Fund Share Transactions (Note 5): | ||||||||
Net proceeds from sale of shares (4,150,000 and 100,000 shares issued, respectively) | 134,992,103 | 3,037,481 | ||||||
Cost of shares repurchased (100,000 and 0 shares repurchased, respectively) | (3,191,433) | — | ||||||
Increase in Net Assets From Fund Share Transactions | 131,800,670 | 3,037,481 | ||||||
Increase in Net Assets | 132,642,503 | 3,538,734 | ||||||
| Net Assets: | ||||||||
Beginning of period | 6,418,680 | 2,879,946 | ||||||
End of period | $ | 139,061,183 | $ | 6,418,680 | ||||
See Notes to Financial Statements.
8 | ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
| For a share of beneficial interest outstanding throughout each year ended November 30, unless otherwise noted: | ||||||||||||
| 20191,2 | 20182 | 20172,3 | ||||||||||
| Net asset value, beginning of period | $ | 32.09 | $ | 28.80 | $ | 25.18 | ||||||
| Income from operations: | ||||||||||||
Net investment income | 0.10 | 0.16 | 0.08 | |||||||||
Net realized and unrealized gain | 1.14 | 3.24 | 3.54 | |||||||||
Total income from operations | 1.24 | 3.40 | 3.62 | |||||||||
| Less distributions from: | ||||||||||||
Net investment income | (0.16) | (0.11) | — | |||||||||
Net realized gains | (0.45) | — | — | |||||||||
Total distributions | (0.61) | (0.11) | — | |||||||||
| Net asset value, end of period | $ | 32.72 | $ | 32.09 | $ | 28.80 | ||||||
Total return, based on NAV4 | 4.16 | % | 11.84 | % | 14.38 | % | ||||||
| Net assets, end of period (000s) | $ | 139,061 | $ | 6,419 | $ | 2,880 | ||||||
| Ratios to average net assets: | ||||||||||||
Gross expenses | 0.59 | %5 | 0.59 | % | 0.59 | %5 | ||||||
Net expenses | 0.59 | 5 | 0.59 | 0.59 | 5 | |||||||
Net investment income | 0.63 | 5 | 0.52 | 0.54 | 5 | |||||||
| Portfolio turnover rate6 | 10 | % | 20 | % | 7 | % | ||||||
| 1 | For the six months ended May 31, 2019 (unaudited). |
| 2 | Per share amounts have been calculated using the average shares method. |
| 3 | For the period May 22, 2017 (inception date) to November 30, 2017. |
| 4 | Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. The total return calculation assumes that distributions are reinvested at NAV. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized. |
| 5 | Annualized. |
| 6 | Portfolio turnover excludes the value of portfolio securities received or delivered as a result ofin-kind fund share transactions. |
See Notes to Financial Statements.
| ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
9 |
Notes to financial statements(unaudited)
1. Organization and significant accounting policies
ClearBridge Large Cap Growth ESG ETF (the “Fund”) is a separate diversified investment series of Legg Mason ETF Investment Trust (the “Trust”). The Trust, a Maryland statutory trust, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as anopen-end management investment company.
The Fund is an actively managed exchange-traded fund (“ETF”). ETFs are funds that trade like other publicly-traded securities. Unlike shares of a mutual fund, which can be bought from and redeemed by the issuing fund by all shareholders at a price based on net asset value (“NAV”), shares of the Fund may be directly purchased from and redeemed by the Fund at NAV solely by certain large institutional investors who have entered into agreements with the Fund’s distributor (“Authorized Participants”). Also unlike shares of a mutual fund, shares of the Fund are listed on a national securities exchange and trade in the secondary market at market prices that change throughout the day.
Shares of the Fund are listed and traded at market prices on NASDAQ. The market price for the Fund’s shares may be different from the Fund’s NAV. The Fund issues and redeems shares at NAV only in blocks of a specified number of shares or multiples thereof (“Creation Units”). Only Authorized Participants may purchase or redeem Creation Units directly with the Fund at NAV. Creation Units are created and redeemed principallyin-kind (although under some circumstances its shares are created and redeemed partially for cash). Except when aggregated in Creation Units, shares of the Fund are not redeemable securities. Shareholders who are not Authorized Participants may not redeem shares directly from the Fund at NAV.
The Fund seeks long-term capital appreciation through investing in large-capitalization companies with the potential for high future earnings growth.
The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted accounting principles (“GAAP”). Estimates and assumptions are required to be made regarding assets, liabilities and changes in net assets resulting from operations when financial statements are prepared. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ. Subsequent events have been evaluated through the date the financial statements were issued.
(a) Investment valuation. Equity securities for which market quotations are available are valued at the last reported sales price or official closing price on the primary market or exchange on which they trade. The valuations for fixed income securities (which may include, but are not limited to, corporate, government, municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) and certain derivative instruments are typically the prices supplied by independent third party pricing services, which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. Investments inopen-end funds are valued at the closing net asset value per share of each fund on the day of valuation. When the Fund holds securities or other assets that are denominated in a foreign currency, the
10 | ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
Fund will use the currency exchange rates, generally determined as of 4:00 p.m. (London Time). If independent third party pricing services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/ dealers or at the transaction price if the security has recently been purchased and no value has yet been obtained from a pricing service or pricing broker. When reliable prices are not readily available, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities as determined in accordance with procedures approved by the Fund’s Board of Trustees.
The Board of Trustees is responsible for the valuation process and has delegated the supervision of the daily valuation process to the Legg Mason North Atlantic Fund Valuation Committee (the “Valuation Committee”). The Valuation Committee, pursuant to the policies adopted by the Board of Trustees, is responsible for making fair value determinations, evaluating the effectiveness of the Fund’s pricing policies, and reporting to the Board of Trustees. When determining the reliability of third party pricing information for investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of pricing vendors, monitors the daily change in prices and reviews transactions among market participants.
The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer’s financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts’ research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.
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.
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11 |
Notes to financial statements(unaudited) (cont’d)
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 (Level 2) | Significant (Level 3) | Total | ||||||||||||
| Common Stocks† | $ | 136,188,439 | — | — | $ | 136,188,439 | ||||||||||
| Short-Term Investments† | 2,669,720 | — | — | 2,669,720 | ||||||||||||
| Total Investments | $ | 138,858,159 | — | — | $ | 138,858,159 | ||||||||||
| † | See Schedule of Investments for additional detailed categorizations. |
(b) Security transactions and investment income. Security transactions are accounted for on a trade date basis. Interest income (including interest income frompayment-in-kind securities), adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Dividend income is recorded on theex-dividend date for dividends received in cash and/or securities. 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.
(c) REIT distributions. The character of distributions received from Real Estate Investment Trusts (‘‘REITs’’) held by the Fund is generally comprised of net investment income, capital gains, and return of capital. It is the policy of the Fund to estimate the character of distributions received from underlying REITs based on historical data provided by the REITs. After each calendar year end, REITs report the actual tax character of these distributions. Differences between the estimated and actual amounts reported by the REITs are reflected in the Fund’s records in the year in which they are reported by the REITs by adjusting related investment cost basis, capital gains and income, as necessary.
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(d) Distributions to shareholders. Distributions from net investment income and distributions of net realized gains, if any, are declared at least annually. Distributions to shareholders of the Fund are recorded on theex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.
(e) Federal and other taxes. It is the Fund’s policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986 (the “Code”), as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal or state income tax provision is required in the Fund’s financial statements.
Management has analyzed the Fund’s tax positions taken on income tax returns for all open tax years and has concluded that as of November 30, 2018, no provision for income tax is required in the Fund’s financial statements. The Fund’s federal and state income and federal 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.
(f) Reclassification. GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share.
2. Investment management agreement and other transactions with affiliates
Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager and ClearBridge Investments, LLC (“ClearBridge”) is the Fund’s subadviser. Western Asset Management Company, LLC (“Western Asset”) manages the portion of the Fund’s cash and short-term instruments allocated to it. LMPFA, ClearBridge and Western Asset are wholly-owned subsidiaries of Legg Mason, Inc. (“Legg Mason”).
LMPFA provides administrative and certain oversight services to the Fund. LMPFA delegates to the subadviser theday-to-day portfolio management of the Fund. The Fund is responsible for paying interest expenses, taxes, brokerage expenses, future12b-1 fees (if any), acquired fund fees and expenses, extraordinary expenses and the management fee payable to LMPFA under the investment management agreement.
Under the investment management agreement and subject to the general supervision of the Fund’s Board of Trustees, LMPFA provides or causes to be furnished all investment management, supervisory, administrative and other services reasonably necessary for the operation of the Fund, including certain distribution services (provided pursuant to a separate distribution agreement) and investment advisory services (provided pursuant to separate subadvisory agreements) under a unitary fee structure. The Fund pays an investment management fee, calculated daily and paid monthly, at an annual rate of 0.59% of the Fund’s average daily net assets.
As compensation for its subadvisory services, LMPFA pays ClearBridge monthly 70% of the management fee paid by the Fund to LMPFA, net of (i) all fees and expenses incurred by LMPFA under the investment management agreement (including without limitation any
| ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
13 |
Notes to financial statements(unaudited) (cont’d)
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 Rule12b-1 shareholder services and distribution plan and under that plan, the Fund is authorized to pay service and/or distribution fees calculated at an annual rate of up to 0.25% of its average daily net assets. No service and/or distribution fees are currently paid by the Fund, and there are no current plans to impose these fees.
All officers and one Trustee of the Trust are employees of Legg Mason or its affiliates and do not receive compensation from the Trust.
3. Investments
During the six months ended May 31, 2019, the aggregate cost of purchases and proceeds from sales of investments (excludingin-kind transactions and short-term investments) were as follows:
| Purchases | $ | 7,291,544 | ||
| Sales | 8,842,246 |
During the six months ended May 31, 2019,in-kind transactions (Note 5) were as follows:
| Contributions | $ | 133,955,440 | ||
| Redemptions | 3,183,309 | |||
| Realized gain (loss)* | 746,879 |
| * | Net realized gains on redemptionsin-kind are not taxable to the remaining shareholders of the Fund. |
Thein-kind contributions andin-kind redemptions shown in this table may not agree with the Fund Share Transactions on the Statement of Changes in Net Assets. This table represents the accumulation of the Fund’s daily net shareholder transactions while the Statement of Changes in Net Assets reflects gross shareholder transactions including any cash component of the transactions.
At May 31, 2019, the aggregate cost of investments and the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:
| Cost | Gross Unrealized Appreciation | Gross Unrealized Depreciation | Net Unrealized Appreciation | |||||||||||||
| Securities | $ | 137,396,087 | $ | 6,400,018 | $ | (4,937,946) | $ | 1,462,072 | ||||||||
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4. Derivative instruments and hedging activities
During the six months ended May 31, 2019, the Fund did not invest in derivative instruments.
5. Fund share transactions
At May 31, 2019, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. Fund shares are issued and redeemed by the Fund only in Creation Units or Creation Unit aggregations, where 50,000 shares of the Fund constitute a Creation Unit. Such transactions are made principally on anin-kind basis and, under some circumstances, partially on a cash basis, with a separate cash payment, which is a balancing cash component to equate the transaction to the net asset value per share of the Fund on the transaction date. Transactions in capital shares of the Fund are disclosed in detail in the Statement of Changes in Net Assets. Authorized Participants are subject to standard creation and redemption transaction fees to offset transfer and other transaction costs associated with the issuance and redemption of Creation Units. Creations and redemptions for cash (when cash creations and redemptions are available or specified) may be subject to an additional variable fee.
6. Recent accounting pronouncement
The Fund has adopted the disclosure provisions of the Financial Accounting Standards Board Accounting Standards UpdateNo. 2018-13,Fair Value Measurement (Topic 820) — Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement(“ASU2018-13”) which introduces new fair value disclosure requirements as well as eliminates and modifies certain existing fair value disclosure requirements. ASU2018-13 would be effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years; however, management has elected to early adopt ASU2018-13. The impact of the Fund’s adoption was limited to changes in the Fund’s financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
| ClearBridge Large Cap Growth ESG ETF 2019 Semi-Annual Report |
15 |
ClearBridge
Large Cap Growth ESG ETF
Trustees
Paul R. Ades
Andrew L. Breech
Dwight B. Crane
Althea L. Duersten
Stephen R. Gross*
Susan M. Heilbron*
Frank G. Hubbard
Howard J. Johnson
Chairman
Jerome H.Miller
Ken Miller
Thomas F. Schlafly
Jane Trust
| * | Effective February 6, 2019, Mr. Gross and Ms. Heilbron became Trustees. |
Investment manager
Legg Mason Partners Fund Advisor, LLC
Subadviser
ClearBridge Investments, LLC
Custodian
The Bank of New York Mellon
Transfer agent
BNYMellon Investment Servicing (US) Inc.
4400 Computer Drive
Westborough, MA 01581
Independent registered public accounting firm
PricewaterhouseCoopers LLP
Baltimore, MD
ClearBridge Large Cap Growth ESG ETF
The Fund is a separate investment series of Legg Mason ETF Investment Trust, a Maryland statutory trust.
ClearBridge Large Cap Growth ESG ETF
Legg Mason Funds
620 Eighth Avenue, 49th Floor
New York, NY 10018
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year as an exhibit to its reports on FormN-PORT. Previously, the Fund filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on FormN-Q. The Fund’s FormsN-PORT andN-Q are available on the SEC’s website at www.sec.gov. To obtain information on FormsN-PORT andN-Q, shareholders can call the Fund at1-877-721-1926.
Information on how the Fund voted proxies relating to portfolio securities during the prior12-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 at1-877-721-1926, (2) at www.leggmason.com/etf and (3) on the SEC’s website at www.sec.gov.
This report is submitted for the general information of the shareholders of ClearBridge Large Cap Growth ESG ETF. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by a current prospectus.
Investors should consider the Fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other important information about the Fund. Please read the prospectus carefully before investing.
www.leggmason.com
© 2019 Legg Mason Investor Services, LLC
Member FINRA, SIPC
www.leggmason.com
© 2019 Legg Mason Investor Services, LLC Member FINRA, SIPC
ETFF386463 7/19 SR19-3644
| ITEM 2. | CODE OF ETHICS. |
Not applicable.
| ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
Not applicable.
| ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
Not applicable.
| ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
Not applicable.
| ITEM 6. | SCHEDULE OF INVESTMENTS. |
Included herein under Item 1.
| ITEM 7. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FORCLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 8. | PORTFOLIO MANAGERS OFCLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 9. | PURCHASES OF EQUITY SECURITIES BYCLOSED-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 Rule30a- 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 Rule30a-3(b) under the 1940 Act and15d-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 Rule30a-3(d) under the 1940 Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting. |
| ITEM 12. | DISCLOSURE OF SECURITIES LENDING ACTIVITIES FORCLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 13. | EXHIBITS. |
(a) (1) Not applicable.
Exhibit 99.CODE ETH
(a) (2) Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto.
Exhibit 99.CERT
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto.
Exhibit 99.906CERT
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this Report to be signed on its behalf by the undersigned, there unto duly authorized.
| Legg Mason ETF Investment Trust | ||
| By: | /s/Jane Trust | |
| Jane Trust | ||
| Chief Executive Officer | ||
Date: July 23, 2019
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| By: | /s/Jane Trust | |
| Jane Trust | ||
| Chief Executive Officer | ||
| Date: | July 23, 2019 | |
| By: | /s/Richard F. Sennett | |
| Richard F. Sennett | ||
| Principal Financial Officer | ||
| Date: | July 23, 2019 | |