UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-CSRS
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-23124
Franklin Templeton ETF Trust
(Exact name of registrant as specified in charter)
One Franklin Parkway, San Mateo, CA 94403-1906
(Address of principal executive offices) (Zip code)
Alison Baur, One Franklin Parkway, San Mateo, CA 94403-1906
(Name and address of agent for service)
Registrants telephone number, including area code: 650 312-2000
Date of fiscal year end: 5/31
Date of reporting period: 11/30/22
Item 1. Reports to Stockholders.
a.) | The following is a copy of the report transmitted to shareholders pursuant to Rule30e-1 under the Investment Company Act of 1940, as amended (the 1940 Act) (17 CFR 270.30e-1.) |
SEMIANNUAL REPORT
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MARTIN CURRIE SUSTAINABLE INTERNATIONAL EQUITY ETF
A Series of Franklin Templeton ETF Trust November 30, 2022
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Visit franklintempleton.com for fund updates and documents, or to find helpful financial planning tools. |
Not FDIC Insured | | | May Lose Value | | | No Bank Guarantee |
franklintempleton.com | Semiannual Report |
1 |
SEMIANNUAL REPORT
Martin Currie Sustainable International Equity ETF
This inaugural semiannual report for Martin Currie Sustainable International Equity ETF (the Fund) covers the period ended November 30, 2022. Effective after the market close on October 28, 2022, the Funds predecessor mutual fund, Martin Currie International Sustainable Equity Fund, reorganized into this Fund (the Reorganization). The Fund has an identical investment goal and substantially similar investment strategies as the predecessor mutual fund.
Your Funds Goal and Main Investments
The Fund seeks long-term capital appreciation. Under normal market conditions, the Fund invests at least 80% of its net assets in equity and equity-related securities of foreign companies and other investments with similar economic characteristics that meet the sub-advisors environmental, social and governance (ESG) criteria for the Fund. Subject to the ESG criteria, the Fund is generally unconstrained by any particular sector, geography or market capitalization.
Geographic Composition* | ||||
11/30/22 | ||||
% of Total Net Assets |
||||
Europe |
70.6% | |||
North America |
14.1% | |||
Asia |
10.1% | |||
Australia & New Zealand |
4.8% | |||
Other Net Assets |
0.4% |
*Figures are stated as a percentage of total and may not equal 100% or may be negative due to rounding, use of any derivatives, unsettled trades or other factors.
Top 10 Sectors/Industries | ||||
11/30/22 | ||||
% of Total Net Assets |
||||
Life Sciences Tools & Services |
11.4% | |||
Health Care Equipment & Supplies |
10.9% | |||
Semiconductors & Semiconductor Equipment |
10.8% | |||
Chemicals |
8.5% | |||
Textiles, Apparel & Luxury Goods |
8.4% | |||
Building Products |
8.2% | |||
Electronic Equipment, Instruments & Components |
6.2% | |||
Machinery |
6.1% | |||
Personal Products |
5.7% | |||
Software |
5.6% |
Performance Overview
During the six-month period, the Fund posted cumulative total returns of -3.04% based on market price and -5.19% based on net asset value (NAV).1 In comparison, the MSCI All Country World Index (ACWI) ex-U.S. posted a -5.00% cumulative total return for the same period.2 You can find more of the Funds performance data in the Performance Summary beginning on page 4.3
Performance data represent past performance, which does not guarantee future results. Investment return and principal value will fluctuate, and you may have a gain or loss when you sell your shares. Current performance may differ from figures shown. For most recent month-end performance, go to franklintempleton.com or call (800) 342-5236.
1. The Fund adopted the performance of the predecessor mutual fund as the result of the Reorganization. Prior to the Reorganization, the Fund had not yet commenced operations. The returns shown for periods ended on or prior to October 28, 2022, are those of the predecessor mutual fund. The predecessor mutual funds performance is represented by the performance of the predecessor mutual funds Class IS Shares. Prior to the Funds listing on October 31, 2022, the NAV performance of the Class IS Shares of the predecessor mutual fund is used as a proxy for the Funds market price returns. Had the predecessor mutual fund been structured as an ETF, its performance may have differed.
2. Source: Morningstar.
The indexes are unmanaged and include reinvestment of any income or distributions. They do not reflect any fees, expenses or sales charges. One cannot invest directly in an index.
3. Effective September 30, 2021, the predecessor mutual fund changed its name from Martin Currie International Unconstrained Equity Fund to Martin Currie International Sustainable Equity Fund and adopted the Funds current ESG-related investment strategies.
See www.franklintempletondatasources.com for additional data provider information.
The dollar value, number of shares or principal amount, and names of all portfolio holdings are listed in the Funds Schedule of Investments (SOI). The SOI begins on page 8.
2 | Semiannual Report |
franklintempleton.com |
MARTIN CURRIE SUSTAINABLE INTERNATIONAL EQUITY ETF
Top 10 Holdings | ||||
11/30/22 | ||||
Company Sector/Industry, Country |
% of Total Net Assets |
|||
ASML Holding NV Semiconductors & Semiconductor Equipment, Netherlands |
8.5% | |||
Mettler-Toledo International Inc. Life Sciences Tools & Services, United States |
7.2% | |||
ResMed Inc. Health Care Equipment & Supplies, United States |
6.9% | |||
Linde PLC Chemicals, United Kingdom |
6.2% | |||
Hexagon AB, B Electronic Equipment, Instruments & Components, Sweden |
6.2% | |||
Atlas Copco AB, A Machinery, Sweden |
6.1% | |||
LOreal SA Personal Products, France |
5.7% | |||
CSL Ltd. Biotechnology, Australia |
4.8% | |||
AIA Group Ltd. Insurance, Hong Kong |
4.7% | |||
Assa Abloy AB, B Building Products, Sweden |
4.7% |
Top 10 Countries | ||||
11/30/22 | ||||
% of Total Net Assets |
||||
Sweden | 17.0% | |||
United States | 14.1% | |||
France | 14.0% | |||
United Kingdom | 10.7% | |||
Netherlands | 8.5% | |||
Italy | 8.3% | |||
Ireland | 6.9% | |||
Australia | 4.8% | |||
Hong Kong | 4.7% | |||
Denmark | 4.0% |
CFA® is a trademark owned by CFA Institute.
Thank you for your participation in Martin Currie Sustainable International Equity ETF. We look forward to serving your future investment needs.
Zehrid Osmani
Lead Portfolio Manager
Ken Hughes, CFA
Portfolio Manager
The foregoing information reflects our analysis, opinions and portfolio holdings as of November 30, 2022, the end of the reporting period. These opinions may not be relied upon as investment advice or an offer for a particular security. The information is not a complete analysis of every aspect of any market, country, industry, security or the Fund. Statements of fact are from sources considered reliable, but the investment manager makes no representation or warranty as to their completeness or accuracy. Although historical performance is no guarantee of future results, these insights may help you understand our investment management philosophy.
franklintempleton.com | Semiannual Report |
3 |
MARTIN CURRIE SUSTAINABLE INTERNATIONAL EQUITY ETF
Performance Summary as of November 30, 2022
Total return reflects reinvestment of the Funds dividends and capital gain distributions, if any, and any unrealized gains or losses. Total returns do not include brokerage commissions that may be payable on secondary market transactions. The performance table does not reflect any taxes that a shareholder would pay on Fund dividends, capital gain distributions, if any, or any realized gains on the sale of Fund shares.
Net asset value or NAV is the value of one share of a fund as calculated in accordance with the standard formula for valuing mutual fund shares. Market Price returns typically are based upon the official closing price of the ETFs shares. Since shares of the Fund did not trade in the secondary market until after the Funds inception, for the period from the Funds inception (October 28, 2022) to the first day of secondary trading (October 31, 2022), the NAV performance of the class IS Shares of the predecessor mutual fund is used as a proxy for the Market Price to calculate Market Price returns. Market price and NAV returns assume that dividends and capital gain distributions have been reinvested at Market Price and NAV.
Your dividend income will vary depending on dividends or interest paid by securities in the Funds portfolio, adjusted for operating expenses. Capital gain distributions are net profits realized from the sale of portfolio securities.
Performance as of 11/30/221
Cumulative Total Return2 | Average Annual Total Return2 | |||||||||||||||
|
Based on NAV |
3 |
|
Based on market price |
4 |
|
Based on NAV |
3 |
|
Based on market price |
4 | |||||
6-Month |
-5.19% | -3.04% | -5.19% | -3.04% | ||||||||||||
1-Year |
-27.06% | -25.41% | -27.06% | -25.41% | ||||||||||||
5-Year |
+25.73% | +28.58% | +4.69% | +5.16% | ||||||||||||
Since Inception (11/30/15) |
+51.29% | +54.72% | +6.09% | +6.43% |
Performance data represent past performance, which does not guarantee future results. Investment return and principal value will fluctuate, and you may have a gain or loss when you sell your shares. Current performance may differ from figures shown. For most recent month-end performance, go to franklintempleton.com or call (800) 342-5236.
See page 5 for Performance Summary footnotes.
4 | Semiannual Report |
franklintempleton.com |
MARTIN CURRIE SUSTAINABLE INTERNATIONAL EQUITY ETF
PERFORMANCE SUMMARY
Total Annual Operating Expenses5
0.75% |
All investments involve risks, including possible loss of principal. Equity securities are subject to price fluctuation and possible loss of principal. Small- and mid-cap stocks involve greater risks and volatility than large-cap stocks. The Fund may be significantly overweight to underweight certain companies, industries or market sectors, which may cause the Funds performance to be more sensitive to developments affecting those companies, industries or sectors. International investments are subject to special risks including currency fluctuations, as well as social, economic and political uncertainties, which could increase volatility. These risks are magnified in emerging markets. To the extent the Fund focuses its investments in a single country or only a few countries in a particular geographic region, economic, political, regulatory or other conditions affecting such country or region may have a greater impact on Fund performance relative to a more geographically diversified fund. The managers environmental social and governance (ESG) strategies may limit the types and number of investments available and, as a result, may forego favorable market opportunities or underperform strategies that are not subject to such criteria. ESG factors or criteria are subjective and qualitative, and the analysis by the manager may not always accurately assess ESG practices of a security or issuer, or reflect the opinions of other investors or advisors. There is no guarantee that the strategys ESG directives will be successful or will result in better performance and may not work as intended. Derivatives, such as options and futures, can be illiquid, may disproportionately increase losses and have a potentially large impact on Fund performance. In addition to the Funds operating expenses, the Fund will indirectly bear the operating expenses of any underlying funds. The Fund is classified as non-diversified, which means it may invest a larger percentage of its assets in a smaller number of issuers than a diversified fund. To the extent the Fund invests its assets in a smaller number of issuers, the Fund will be more susceptible to negative events affecting those issuers than a diversified fund. Events such as the spread of deadly diseases, disasters, and financial, political or social disruptions, may heighten risks and adversely affect performance. The Funds prospectus also includes a description of the main investment risks.
Russias military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict could increase volatility and uncertainty in the financial markets and adversely affect regional and global economies. The United States and other countries have imposed broad-ranging economic sanctions on Russia and certain Russian individuals, banking entities and corporations as a response to its invasion of Ukraine. The United States and other countries have also imposed economic sanctions on Belarus and may impose sanctions on other countries that support Russias military invasion. These sanctions, as well as any other economic consequences related to the invasion, such as additional sanctions, boycotts or changes in consumer or purchaser preferences or cyberattacks on governments, companies or individuals, may further decrease the value and liquidity of certain Russian securities and securities of issuers in other countries that are subject to economic sanctions related to the invasion.
ETFs trade like stocks, fluctuate in market value and may trade at prices above or below their net asset value. Brokerage commissions and ETF expenses will reduce returns.
1. The total annual operating expenses are as of the Funds prospectus available at the time of publication. Actual expenses may be higher and may impact portfolio returns.
2. The Fund adopted the performance of the predecessor mutual fund as the result of the Reorganization. Prior to the Reorganization, the Fund had not yet commenced operations. Total return calculations represent the cumulative and average annual changes in value of an investment over the periods indicated. Return for less than one year, if any, has not been annualized. The returns shown for periods ended on or prior to October 28, 2022, are those of the predecessor mutual fund. The predecessor mutual funds performance is represented by the performance of the predecessor mutual funds Class IS Shares. Prior to the Funds listing on October 31, 2022, the NAV performance of the Class IS Shares of the predecessor mutual fund is used as a proxy for the Funds market price returns. Had the predecessor mutual fund been structured as an ETF, its performance may have differed.
3. Assumes reinvestment of distributions based on net asset value.
4. Assumes reinvestment of distributions based on market price.
5. Figures are as stated in the Funds current prospectus and may differ from the expense ratios disclosed in the Your Funds Expenses and Financial Highlights sections in this report.
See www.franklintempletondatasources.com for additional data provider information.
franklintempleton.com | Semiannual Report |
5 |
MARTIN CURRIE SUSTAINABLE INTERNATIONAL EQUITY ETF
As a Fund shareholder, you can incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares; and (2) ongoing Fund costs, including management fees and other Fund expenses. All funds have ongoing costs, sometimes referred to as operating expenses. The table below shows ongoing costs of investing in the Fund and can help you understand these costs and compare them with those of other funds. The table assumes a $1,000 investment held for the six months indicated.
Actual Fund Expenses
The table below provides information about actual account values and actual expenses in the columns under the heading Actual. In these columns the Funds actual return, which includes the effect of Fund expenses, is used to calculate the Ending Account Value. You can estimate the expenses you paid during the period by following these steps (of course, your account value and expenses will differ from those in this illustration): Divide your account value by $1,000 (if your account had an $8,600 value, then $8,600 ÷ $1,000 = 8.6). Then multiply the result by the number in the row under the headings Actual and Expenses Paid During Period (if Actual Expenses Paid During Period were $7.50, then 8.6 × $7.50 = $64.50). In this illustration, the actual expenses paid this period are $64.50.
Hypothetical Example for Comparison with Other Funds
Under the heading Hypothetical in the table, information is provided about hypothetical account values and hypothetical expenses based on the Funds actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds actual return. This information may not be used to estimate the actual ending account balance or expenses you paid for the period, but it can help you compare ongoing costs of investing in the Fund with those of other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that expenses shown in the table are meant to highlight ongoing costs and do not reflect any transactional costs. Therefore, information under the heading Hypothetical is useful in comparing ongoing costs only, and will not help you compare total costs of owning different funds. In addition, if transactional costs were included, your total costs would have been higher.
Actual (actual return after expenses) |
Hypothetical (5% annual return before expenses) |
|||||||||||||||||||||
|
Beginning Account Value 6/1/22 |
|
Ending Account Value 11/30/22 |
|
Expenses Paid During Period 6/1/2211/30/22 |
1 |
|
Ending Account Value 11/30/22 |
|
Expenses Paid During Period 6/1/2211/30/22 |
|
|
Net Annualized Expense Ratio |
| ||||||||
$1,000.00 | $948.10 | $3.66 | $1,021.31 | $3.80 | 0.75 | % |
1. Expenses are equal to the annualized expense ratio for the six-month period as indicated abovein the far right columnmultiplied by the simple average account value over the period indicated, and then multiplied by 183/365 to reflect the one-half year period.
6 | Semiannual Report |
franklintempleton.com |
FRANKLIN TEMPLETON ETF TRUST
Martin Currie Sustainable International Equity ETF
Six Months Ended November 30, 2022 (unaudited) |
Year Ended May 31, | |||||||||||||||||||||||
2022 | 2021 | 2020 | 2019 | 2018 | ||||||||||||||||||||
Per share operating performancea (for a share outstanding throughout the period) |
||||||||||||||||||||||||
Net asset value, beginning of period |
$ | 13.88 | $ | 18.93 | $ | 12.72 | $ | 11.58 | $ | 11.55 | $ | 11.43 | ||||||||||||
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|
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Income from investment operationsb: | ||||||||||||||||||||||||
Net investment income (loss)c |
(0.02 | ) | 0.10 | 0.04 | 0.02 | 0.10 | 0.17 | |||||||||||||||||
Net realized and unrealized gains (losses) |
(0.70 | ) | (4.10 | ) | 6.19 | 1.17 | 0.21 | 0.27 | ||||||||||||||||
|
|
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Total from investment operations |
(0.72 | ) | (4.00 | ) | 6.23 | 1.19 | 0.31 | 0.44 | ||||||||||||||||
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|
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Less distributions from: | ||||||||||||||||||||||||
Net investment income |
| | ( | )d | (0.05 | ) | (0.16 | ) | (0.17 | ) | ||||||||||||||
Net realized gains |
| (1.05 | ) | (0.02 | ) | | (0.12 | ) | (0.15 | ) | ||||||||||||||
|
|
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Total distributions |
| (1.05 | ) | (0.02 | ) | (0.05 | ) | (0.28 | ) | (0.32 | ) | |||||||||||||
|
|
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Net asset value, end of period |
$ | 13.16 | $ | 13.88 | $ | 18.93 | $ | 12.72 | $ | 11.58 | $ | 11.55 | ||||||||||||
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Total returne,f |
(5.19)% | (22.38)% | 49.06% | 10.26% | 3.06% | 3.86% | ||||||||||||||||||
Ratios to average net assetsg | ||||||||||||||||||||||||
Expenses before waiver and payments by affiliates |
1.31% | 1.50% | 1.89% | 4.61%h | 5.22%h | 4.38% | ||||||||||||||||||
Expenses net of waiver and payments by affiliates |
0.75% | 0.75% | 0.75% | 0.75%h | 0.75%h | 0.78% | ||||||||||||||||||
Net investment income (loss) |
(0.24)% | 0.57% | 0.22% | 0.14% | 0.88% | 1.42% | ||||||||||||||||||
Supplemental data | ||||||||||||||||||||||||
Net assets, end of period (000s) |
$33,790 | $40,848 | $20,966 | $4,783 | $4,800 | $4,655 | ||||||||||||||||||
Portfolio turnover rate |
7.70%i | 25.00% | 49.00% | 37.00% | 63.00% | 15.00% |
aEffective after the market close on October 28, 2022, the Funds predecessor mutual fund, Martin Currie International Sustainable Equity Fund, reorganized into this Fund (the Reorganization). See Note 1 in the Notes to Financial Statements for additional information about the Reorganization.
bThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of Creation Unit Fund shares in relation to income earned and/or fluctuating fair value of the investments of the Fund.
cBased on average daily shares outstanding.
dAmount rounds to less than $0.005 per share.
eThe Fund adopted the performance of the predecessor mutual fund as the result of the Reorganization. Prior to the Reorganization, the Fund had not yet commenced operations. The returns shown for periods ending on or prior to October 28, 2022, are those of the predecessor mutual fund. The predecessor mutual funds performance is represented by the performance of the predecessor mutual funds Class IS Shares. Had the predecessor mutual fund been structured as an ETF, its performance may have differed.
fTotal return is not annualized for periods less than one year. Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period.
gRatios are annualized for periods less than one year.
hReflects recapture of expenses waived/reimbursed from prior fiscal years for period prior to the Reorganization.
iPortfolio turnover rate includes portfolio transactions that are executed as a result of the Fund offering and redeeming Creation Units solely for cash (Cash creations).
franklintempleton.com | The accompanying notes are an integral part of these financial statements. | Semiannual Report |
7 |
FRANKLIN TEMPLETON ETF TRUST
Schedule of Investments, November 30, 2022 (unaudited)
Martin Currie Sustainable International Equity ETF
Country | Shares | Value | ||||||||||||
Common Stocks 99.6% | ||||||||||||||
Automobiles 4.2% | ||||||||||||||
Ferrari NV |
Italy | 6,528 | $ | 1,424,297 | ||||||||||
|
|
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Biotechnology 4.8% | ||||||||||||||
CSL Ltd. |
Australia | 8,151 | 1,638,218 | |||||||||||
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Building Products 8.2% | ||||||||||||||
Assa Abloy AB, B |
Sweden | 70,222 | 1,569,225 | |||||||||||
Kingspan Group PLC |
Ireland | 21,544 | 1,185,448 | |||||||||||
|
|
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2,754,673 | ||||||||||||||
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|
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Chemicals 8.6% | ||||||||||||||
Croda International PLC |
United Kingdom | 9,717 | 786,200 | |||||||||||
Linde PLC |
United Kingdom | 6,379 | 2,102,460 | |||||||||||
|
|
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2,888,660 | ||||||||||||||
|
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Electronic Equipment, Instruments & Components 6.2% | ||||||||||||||
Hexagon AB, B |
Sweden | 188,143 | 2,084,538 | |||||||||||
|
|
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Food Products 3.4% | ||||||||||||||
Kerry Group PLC, A |
Ireland | 12,485 | 1,163,908 | |||||||||||
|
|
|||||||||||||
Health Care Equipment & Supplies 10.9% | ||||||||||||||
Coloplast AS, B |
Denmark | 11,605 | 1,339,193 | |||||||||||
ResMed Inc. |
United States | 104,563 | 2,342,364 | |||||||||||
|
|
|||||||||||||
3,681,557 | ||||||||||||||
|
|
|||||||||||||
Insurance 4.7% | ||||||||||||||
AIA Group Ltd. |
Hong Kong | 157,600 | 1,584,985 | |||||||||||
|
|
|||||||||||||
Internet & Direct Marketing Retail 0.6% | ||||||||||||||
a | Farfetch Ltd., A |
United Kingdom | 24,473 | 208,020 | ||||||||||
|
|
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Life Sciences Tools & Services 11.4% | ||||||||||||||
a | Mettler-Toledo International Inc. |
United States | 1,658 | 2,436,530 | ||||||||||
a | Oxford Nanopore Technologies PLC |
United Kingdom | 121,258 | 369,680 | ||||||||||
a | Wuxi Biologics Cayman Inc. |
China | 161,500 | 1,037,631 | ||||||||||
|
|
|||||||||||||
3,843,841 | ||||||||||||||
|
|
|||||||||||||
Machinery 6.1% | ||||||||||||||
Atlas Copco AB, A |
Sweden | 170,143 | 2,060,773 | |||||||||||
|
|
|||||||||||||
Personal Products 5.7% | ||||||||||||||
LOreal SA |
France | 5,239 | 1,913,910 | |||||||||||
|
|
|||||||||||||
Semiconductors & Semiconductor Equipment 10.8% | ||||||||||||||
ASML Holding NV |
Netherlands | 5,002 | 2,889,838 | |||||||||||
Taiwan Semiconductor Manufacturing Co. Ltd., ADR |
Taiwan | 9,246 | 767,233 | |||||||||||
|
|
|||||||||||||
3,657,071 | ||||||||||||||
|
|
|||||||||||||
Software 5.6% | ||||||||||||||
Dassault Systemes SE |
France | 40,998 | 1,481,063 | |||||||||||
Nemetschek SE |
Germany | 8,751 | 419,888 | |||||||||||
|
|
|||||||||||||
1,900,951 | ||||||||||||||
|
|
|||||||||||||
Textiles, Apparel & Luxury Goods 8.4% | ||||||||||||||
Dr Martens PLC |
United Kingdom | 53,735 | 130,034 | |||||||||||
Kering SA |
France | 2,256 | 1,318,008 |
8 | Semiannual Report |
franklintempleton.com |
FRANKLIN TEMPLETON ETF TRUST
SCHEDULE OF INVESTMENTS
Martin Currie Sustainable International Equity ETF (continued)
Country | Shares | Value | ||||||||||||
Common Stocks (continued) | ||||||||||||||
Textiles, Apparel & Luxury Goods (continued) |
||||||||||||||
Moncler SpA |
Italy | 27,485 | $ | 1,388,111 | ||||||||||
|
|
|||||||||||||
2,836,153 | ||||||||||||||
|
|
|||||||||||||
Total Common Stocks (Cost $34,286,951) |
33,641,555 | |||||||||||||
|
|
|||||||||||||
Total Investments (Cost $34,286,951) 99.6% |
33,641,555 | |||||||||||||
Other Assets, less Liabilities 0.4% |
148,165 | |||||||||||||
|
|
|||||||||||||
Net Assets 100.0% |
$ | 33,789,720 | ||||||||||||
|
|
aNon-income producing.
See Abbreviations on page 20.
franklintempleton.com | The accompanying notes are an integral part of these financial statements. | Semiannual Report |
9 |
FRANKLIN TEMPLETON ETF TRUST
FINANCIAL STATEMENTS
Statement of Assets and Liabilities
November 30, 2022 (unaudited)
Martin Currie Sustainable International Equity ETFa
Assets: |
| |||
Investments in securities: |
| |||
Cost Unaffiliated issuers |
$ 34,286,951 | |||
Value Unaffiliated issuers |
$ 33,641,555 | |||
Cash |
135,953 | |||
Foreign currency, at value (cost $17,643) |
17,325 | |||
Receivables: |
||||
Dividends |
34,883 | |||
Investment securities sold |
21,362 | |||
|
|
|||
Total assets |
33,851,078 | |||
|
|
|||
Liabilities: |
||||
Payables: |
||||
Management fees |
20,266 | |||
Transfer agent fees |
718 | |||
Trustees fees and expenses |
149 | |||
Custodian fees |
851 | |||
Professional fees |
5,746 | |||
Reports to shareholders |
6,972 | |||
Accrued expenses and other liabilities |
26,656 | |||
|
|
|||
Total liabilities |
61,358 | |||
|
|
|||
Net assets, at value |
$ 33,789,720 | |||
|
|
|||
Net assets consist of: |
||||
Paid-in capital |
$ 39,142,179 | |||
Total distributable earnings (loss) |
(5,352,459 | ) | ||
|
|
|||
Net assets, at value |
$ 33,789,720 | |||
|
|
|||
Shares outstanding |
2,566,807 | |||
|
|
|||
Net asset value per share |
$ 13.16 | |||
|
|
aEffective after the market close on October 28, 2022, the Funds predecessor mutual fund, Martin Currie International Sustainable Equity Fund, reorganized into this Fund (the Reorganization). See Note 1 in the Notes to Financial Statements for additional information about the Reorganization.
10 | Semiannual Report | The accompanying notes are an integral part of these financial statements. |
franklintempleton.com |
FRANKLIN TEMPLETON ETF TRUST
FINANCIAL STATEMENTS
Statement of Operations
for the period ended November 30, 2022 (unaudited)
Martin Currie Sustainable International Equity ETFa
Investment income: |
||||
Dividends: (net of foreign taxes)b |
||||
Unaffiliated issuers |
$ 87,875 | |||
Interest: |
||||
Unaffiliated issuers |
202 | |||
|
|
|||
Total investment income |
88,077 | |||
|
|
|||
Expenses: |
||||
Management fees (Note 3a) |
127,162 | |||
Fund accounting fees |
32,233 | |||
Reports to shareholders |
9,710 | |||
Registration and filing fees |
30,527 | |||
Professional fees |
10,336 | |||
Trustee fees |
1,138 | |||
Other |
5,774 | |||
|
|
|||
Total expenses |
216,880 | |||
Expenses waived/paid by affiliates (Note 3c) |
(88,984 | ) | ||
|
|
|||
Net expenses |
127,896 | |||
|
|
|||
Net investment income |
(39,819 | ) | ||
|
|
|||
Realized and unrealized gains (losses): |
||||
Net realized gain (loss) from: |
||||
Investments: |
||||
Unaffiliated issuers |
(3,710,786 | ) | ||
Foreign currency transactions |
1,411 | |||
|
|
|||
Net realized gain (loss) |
(3,709,375 | ) | ||
|
|
|||
Net change in unrealized appreciation (depreciation) on: |
||||
Investments: |
||||
Unaffiliated issuers |
1,321,200 | |||
Translation of other assets and liabilities denominated in foreign currencies |
(2,003 | ) | ||
|
|
|||
Net change in unrealized appreciation (depreciation) |
1,319,197 | |||
|
|
|||
Net realized and unrealized gain (loss) |
(2,390,178 | ) | ||
|
|
|||
Net increase (decrease) in net assets resulting from operations |
$(2,429,997 | ) | ||
|
|
aEffective after the market close on October 28, 2022, the Funds predecessor mutual fund, Martin Currie International Sustainable Equity Fund, reorganized into this Fund (the Reorganization). See Note 1 in the Notes to Financial Statements for additional information about the Reorganization.
bForeign taxes withheld on dividends |
$ | 19,828 | ||
|
|
franklintempleton.com | The accompanying notes are an integral part of these financial statements. | Semiannual Report |
11 |
FRANKLIN TEMPLETON ETF TRUST
FINANCIAL STATEMENTS
Statements of Changes in Net Assets
Martin Currie Sustainable International Equity ETFa
Six Months Ended November 30, 2022 (unaudited) |
Year Ended May 31, 2022 |
|||||||
Increase (decrease) in net assets: |
||||||||
Operations: |
||||||||
Net investment income (loss) |
$ | (39,819 | ) | $ | 159,345 | |||
Net realized loss |
(3,709,375 | ) | (713,870 | ) | ||||
Net change in unrealized appreciation (depreciation) |
1,319,197 | (9,373,421 | ) | |||||
|
|
|||||||
Net increase (decrease) in net assets resulting from operations |
(2,429,997 | ) | (9,927,946 | ) | ||||
|
|
|||||||
Distributions to shareholders (Note 1e) |
| (1,443,082 | ) | |||||
|
|
|||||||
Capital share transactions: (Note 2) |
(5,725,867 | ) | 29,246,241 | |||||
|
|
|||||||
Net increase (decrease) in net assets |
(8,155,864 | ) | 17,875,213 | |||||
Net assets: |
||||||||
Beginning of period |
41,945,584 | 24,070,371 | ||||||
|
|
|||||||
End of period |
$ | 33,789,720 | $ | 41,945,584 | ||||
|
|
aEffective after the market close on October 28, 2022, the Funds predecessor mutual fund, Martin Currie International Sustainable Equity Fund, reorganized into this Fund (the Reorganization). See Note 1 in the Notes to Financial Statements for additional information about the Reorganization.
12 | Semiannual Report | The accompanying notes are an integral part of these financial statements. |
franklintempleton.com |
FRANKLIN TEMPLETON ETF TRUST
Notes to Financial Statements (unaudited)
1. Organization and Significant Accounting Policies
Martin Currie Sustainable International Equity ETF (the Fund) is a separate non-diversified investment series of the Trust. The Trust, a Delaware 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 follows the accounting and reporting guidance in Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946, Financial Services - Investment Companies (ASC 946)
The Fund adopted the performance of the Martin Currie International Sustainable Equity Fund (the predecessor mutual fund) as the result of a reorganization of the predecessor mutual fund into the fund (the Reorganization) that was effective after the market close on October 28, 2022. Prior to the Reorganization, the Fund had not yet commenced operations. The returns shown for periods ended on or prior to October 28, 2022 are those of the predecessor mutual fund. The predecessor mutual funds performance is represented by the performance of the predecessor mutual funds Class IS Shares.
Prior to the Funds listing on October 31, 2022, the NAV performance of the Class IS Shares of the predecessor mutual fund is used as a proxy for the Funds market price returns. Had the predecessor mutual fund have been structured as an ETF, its performance may have differed.
State Street Bank and Trust Company, serves as the Funds Custodian and Transfer Agent pursuant to a Global Custodial and Agency Services Agreement with the Trust. American Stock Transfer & Trust Company, LLC serves as stock transfer agent for the Acquiring Fund listed above. Prior to the Reorganizations, The Bank of New York Mellon was the Custodian and Franklin Templeton Investor Services, LLC was the Transfer Agent for the Target Fund.
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. Financial Instrument Valuation
The Funds investments in financial instruments are carried at fair value daily. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Fund calculates the net asset value (NAV) per share each business day as of 4 p.m. Eastern time or the regularly scheduled close of the New York Stock Exchange (NYSE), whichever is earlier. Under compliance policies and procedures approved by the Funds Board of Trustees (the Board), the Board has designated the Funds investment manager as the valuation designee and has responsibility for oversight of valuation. The investment manager is assisted by the Funds administrator in performing this responsibility, including leading the cross-functional Valuation Committee (VC).
The Fund may utilize independent pricing services, quotations from securities and financial instrument dealers, and other market sources to determine fair value.
Equity securities, exchange trade funds and derivative financial instruments listed on an exchange or on the NASDAQ National Market System are valued at the last quoted sale price or the official closing price of the day, respectively. Foreign equity securities are valued as of the close of trading on the foreign stock exchange on which the security is primarily traded or as of 4 p.m. Eastern time. The value is then converted into its U.S. dollar equivalent at the foreign exchange rate in effect at 4 p.m. London time on the day that the value of the security is determined. Over-the-counter (OTC) securities are valued within the range of the most recent quoted bid and ask prices. Securities that trade in multiple markets or on multiple exchanges are valued according to the broadest and most representative market. Certain equity securities are valued based upon fundamental characteristics or relationships to similar securities.
Investments in open-end mutual funds are valued at the closing NAV.
Certain derivative financial instruments are centrally cleared or trade in the OTC market. The Funds pricing services use various techniques including industry standard option pricing models and proprietary discounted cash flow models to determine the fair value of those instruments. The Funds net benefit or obligation under the derivative contract, as measured by the fair value of the contract, is included in net assets.
franklintempleton.com | Semiannual Report |
13 |
FRANKLIN TEMPLETON ETF TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. Organization and Significant Accounting
Policies (continued)
a. Financial Instrument Valuation (continued)
The Fund have procedures to determine the fair value of financial instruments for which market prices are not reliable or readily available. Under these procedures, the Fund primarily employ a market-based approach which may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine the fair value of the investment. An income-based valuation approach may also be used in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed.
Trading in securities on foreign securities stock exchanges and OTC markets may be completed before 4 p.m. Eastern time. In addition, trading in certain foreign markets may not take place on Fund business day. Occasionally, events occur between the time at which trading in a foreign security is completed and 4 p.m. Eastern time that might call into question the reliability of the value of a portfolio security held by the Fund. As a result, differences may arise between the value of the Funds portfolio securities as determined at the foreign market close and the latest indications of value at 4 p.m. Eastern time. In order to minimize the potential for these differences, an independent pricing service may be used to adjust the Funds portfolio securities to the latest indications of fair value at 4 p.m. Eastern time on November 30, 2022. At November 30, 2022, certain securities may have been fair valued using these procedures, in which case the securities were categorized as Level 2 inputs within the fair value hierarchy (referred to as market level fair value).
When the last day of the reporting period is a non-business day, certain foreign markets may be open on those days that the Funds NAV is not calculated, which could result in differences between the value of the Funds portfolio securities on the last business day and the last calendar day of the reporting period. Any significant security valuation changes due to an open foreign market are adjusted and reflected by the Fund for financial reporting purposes.
b. 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 Funds 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.
The Funds investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign currencies, may require settlement in foreign currencies or may 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.
14 | Semiannual Report | franklintempleton.com |
FRANKLIN TEMPLETON ETF TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. Organization and Significant Accounting
Policies (continued)
c. Derivative Financial Instruments
During the period ended November 30, 2022, the Fund did not invest in derivative instruments.
d. Income and Deferred Taxes
It is the Funds 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 Funds financial statements.
Management has analyzed the Funds tax positions taken on income tax returns for all open tax years and has concluded that as of November 30, 2022, no provision for income tax is required in the Funds financial statements. The Funds 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.
e. Security Transactions, Investment Income, Expenses and Distributions
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.
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.
f. Compensating Balance Arrangements
Prior to the reorganization, the predecessor mutual fund had an arrangement with its custodian bank whereby a portion of the custodians fees is paid indirectly by credits earned on the Funds cash on deposit with the bank.
g. Accounting Estimates
The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
h. Guarantees and Indemnifications
Under the Trusts organizational documents, its officers and trustees are indemnified by the Trust against certain liabilities arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust, on behalf of the Fund, enters into contracts with service providers that contain general indemnification clauses. The Trusts maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred. Currently, the Trust expects the risk of loss to be remote.
2. Shares of Beneficial Interest
Shares of the Funds are issued and redeemed at their respective NAV only in aggregations of a specific number of shares or multiples thereof (Creation Units). Only certain large institutional investors (Authorized Participants) may engage in creation or redemption transactions directly with the Funds. Once created, shares of the Funds generally trade in the secondary market in amounts less than one Creation Unit. The market price of the Funds shares will be based on the price in the secondary market which may be at, above or below the most recent NAV. Creation Units may be issued and redeemed in exchange for a designated portfolio of securities and/or cash (which may include cash in lieu of certain securities).
franklintempleton.com | Semiannual Report |
15 |
FRANKLIN TEMPLETON ETF TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
2. Shares of Beneficial Interest (continued)
Authorized Participants pay a standard transaction fee to the shareholder servicing agent when purchasing or redeeming Creation Units of the Funds regardless of the number of Creation Units that are being created or redeemed on the same day by the Authorized Participant. The standard transaction fee is imposed to offset transfer and other transaction costs associated with the issuance and redemption of Creation Units and is not charged to or paid by the Funds. Such transactions fees are treated as increases in capital and are disclosed in the Funds Statements of Changes in Net Assets.
In addition, for cash Creation Unit transactions, a variable fee for creation transactions and redemption transactions may be charged to the Authorized Participant to cover certain brokerage, tax, foreign exchange, execution, market impact and other costs and expenses related to the execution of trades. Variable fees, if any, are included in capital share transactions in the Statements of Changes in Net Assets.
At November 30, 2022, there were an unlimited number of shares authorized (without par value). Transactions in the Funds shares were as follows:
Six Months Ended November 30, 2022 |
Year Ended May 31, 2022 |
|||||||||||||||||||
Shares | Amount | Shares | Amount | |||||||||||||||||
Capital Transactions(a) | ||||||||||||||||||||
Shares sold |
187,311 | $ | 2,390,852 | 2,095,132 | $ | 34,967,223 | ||||||||||||||
Shares reinvested |
| | 70,688 | 1,260,375 | ||||||||||||||||
Shares redeemed |
(562,488 | ) | (7,201,694 | ) | (331,581 | ) | (5,789,430 | ) | ||||||||||||
|
|
|||||||||||||||||||
Net increase (decrease) |
(375,177 | ) | $ | (4,810,842 | ) | 1,834,239 | $ | 30,438,168 | ||||||||||||
|
|
|||||||||||||||||||
Class A(b) | ||||||||||||||||||||
Shares sold |
4,822 | 60,967 | 32,274 | 540,466 | ||||||||||||||||
Shares reinvested |
| | 1,355 | 23,847 | ||||||||||||||||
Shares redeemed |
(43,699 | ) | (501,526 | ) | (11,404 | ) | (190,145 | ) | ||||||||||||
|
|
|||||||||||||||||||
Net increase (decrease) |
(38,877 | ) | $ | (440,559 | ) | 22,225 | $ | 374,168 | ||||||||||||
|
|
|||||||||||||||||||
Class I(b) | ||||||||||||||||||||
Shares sold |
745 | 10,400 | 117,838 | 2,291,106 | ||||||||||||||||
Shares reinvested |
| | 8,522 | 151,694 | ||||||||||||||||
Shares redeemed |
(41,637 | ) | (484,866 | ) | (233,235 | ) | (4,008,895 | ) | ||||||||||||
|
|
|||||||||||||||||||
Net increase (decrease) |
(40,892 | ) | $ | (474,466 | ) | (106,875 | ) | $ | (1,566,095 | ) | ||||||||||
|
|
aEffective after the market close on October 28, 2022, the Funds predecessor mutual fund, Martin Currie International Sustainable Equity Fund, reorganized into Martin Currie Sustainable International Equity ETF (the Reorganization). The predecessor mutual funds Class IS Shares performance and financial history have been adopted by Martin Currie Sustainable International Equity ETF and will be used going forward. As a result, the information prior to the Reorganization reflects that of the predecessor mutual funds Class IS Shares. Shares of the other classes of the predecessor mutual fund were converted into Class IS Shares as a part of the Reorganization. Such conversion of the other classes of shares into Class IS Shares is included under Shares sold.
bShares of the other classes of the predecessor mutual fund were converted into Class IS Shares as a part of the Reorganization. Such conversion of the other classes of shares into Class IS Shares is included under Shares redeemed.
16 | Semiannual Report | franklintempleton.com |
FRANKLIN TEMPLETON ETF TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
3. Transactions with Affiliates
Franklin Resources, Inc. is the holding company for various subsidiaries that together are referred to as Franklin Templeton. Certain officers and trustees of the Funds are also officers and/or directors of the following subsidiaries:
Subsidiary | Affiliation | |
Franklin Advisers, Inc. (Advisers) |
Investment manager | |
Martin Currie Inc. (Martin Currie) |
Sub-Advisor | |
Franklin Templeton Services, LLC (FT Services) |
Administrative manager | |
Franklin Templeton Distributors, LLC (Distributors) |
Principal underwriter |
a. Management fees
Effective after the market close on October 28, 2022 pursuant to the investment management agreement with the Trust on behalf of the Fund, the Fund pays Advisers a unified management fee equal to the annual rate of 0.75% based on the average daily net assets of the Fund. Pursuant to the investment management agreement, Advisers reimburses the Fund for all acquired fund fees and expenses (such as those associated with the Funds investment in a Franklin Templeton money fund) and pays all of the ordinary operating expenses of the Fund, except for (i) the Funds management fee, (ii) payments under the Funds Rule 12b-1 plan (if any), (iii) brokerage expenses (including any costs incidental to transactions in portfolio securities or instruments), (iv) taxes, (v) interest (including borrowing costs and dividend expenses on securities sold short and overdraft charges), (vi) litigation expenses (including litigation to which the Trust or the Fund may be a party and indemnification of the Trustees and officers with respect thereto), and (vii) other non-routine or extraordinary expenses. Advisers pays Martin Currie for its services.
For the period June 1, 2022 through October 28, 2022 the predecessor mutual fund paid an investment management fee to Legg Mason Partners Fund Advisor, LLC (LMPFA), the investment advisor to the predecessor fund based on the average daily net assets of the fund as follows:
Average Daily Net Assets | Annual Rate | |
First $1 billion |
0.750% | |
Next $1 billion |
0.700 | |
Next $3 billion |
0.650 | |
Next $5 billion |
0.600 | |
Over $10 billion |
0.550 |
For its services, LMPFA paid Martin Currie monthly, an aggregate fee equal to 70% of the net management fee it receives from the predecessor mutual fund.
For the period ended November 30, 2022, the Funds annualized effective investment management fee rate based on average daily net assets was 0.75%.
b. Administrative Fees
Under an agreement with Advisers, FT Services provides administrative services to the Fund. The fee is paid by Advisers based on the Funds average daily net assets, and is not an additional expense of the Fund. For the period June 1, 2022 through October 28, 2022, LMPFA provided administrative and certain oversight services to the Fund.
c. Investments in Affiliated Management Investment Companies
The Fund invests in one or more affiliated management investment companies. As defined in the 1940 Act, an investment is deemed to be a Controlled Affiliate of a fund when a fund owns, either directly or indirectly, 25% or more of the affiliated funds outstanding shares or has the power to exercise control over management or policies of such fund. The Fund does not invest for purposes of exercising a controlling influence over the management or policies. Management fees paid by the Fund are waived on assets invested in the affiliated management investment companies, as noted in the Statements of Operations, in an amount not to exceed the management and administrative fees paid directly or indirectly by each affiliate. During the period ended November 30, 2022, investments in affiliated management investment companies were as follows:
franklintempleton.com | Semiannual Report |
17 |
FRANKLIN TEMPLETON ETF TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
4. Income Taxes
For tax purposes, capital losses of the predecessor mututal fund may be carried over to offset future capital gains, if any. At May 31, 2022, the capital loss carryforwards were as follows:
Capital loss carryforwards not subject to expiration: |
||||
Long term |
$ | 392,685 | ||
Short term |
265,477 | |||
|
|
|||
Total capital loss carryforwards |
$ | 658,162 | ||
|
|
At November 30, 2022, the cost of investments and net unrealized appreciation (depreciation) for income tax purposes of the Fund were as follows:
Cost of investments |
$ | 34,286,951 | ||
|
|
|||
Unrealized appreciation |
$ | 2,660,261 | ||
Unrealized depreciation |
(3,305,657 | ) | ||
|
|
|||
Net unrealized appreciation (depreciation) |
$ | (645,396 | ) | |
|
|
Differences between income and/or capital gains as determined on a book basis and a tax basis are primarily due to differing treatments of passive foreign investment company shares and wash sales.
5. Investment Transactions
Purchases and sales of investments (excluding short term securities and in-kind transactions, if any) for the period ended November 30, 2022 was $2,600,537 and $8,337,407, respectively.
6. Global Credit Facility
On February 4, 2022, the predecessor mutual fund, together with other U.S. registered and foreign investment funds (collectively, the Borrowers) managed by Franklin Resources or its affiliates, became a borrower in a joint syndicated senior unsecured credit facility totaling $2.675 billion (the Global Credit Facility). The Global Credit Facility provides a source of funds to the Borrowers for temporary and emergency purposes, including the ability to meet future unanticipated or unusually large redemption requests. Unless renewed, the Global Credit Facility will terminate on February 3, 2023.
Under the terms of the Global Credit Facility, the Fund shall, in addition to interest charged on any borrowings made by the Fund and other costs incurred by the Fund, pay its share of fees and expenses incurred in connection with the implementation and maintenance of the Global Credit Facility, based upon its relative share of the aggregate net assets of all the Borrowers, including an annual commitment fee of 0.15% based upon the unused portion of the Global Credit Facility. These fees are reflected in the Statement of Operations. The Fund did not utilize the Global Credit Facility during the period ended November 30, 2022.
7. Concentration of Risk
Investing in foreign securities may include certain risks and considerations not typically associated with investing in U.S. securities, such as fluctuating currency values and changing local, regional and global economic, political and social conditions, which may result in greater market volatility. Political and financial uncertainty in many foreign regions may increase market volatility and the economic risk of investing in foreign securities. In addition, certain foreign securities may not be as liquid as U.S. securities.
18 | Semiannual Report | franklintempleton.com |
FRANKLIN TEMPLETON ETF TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
7. Concentration of Risk (continued)
Russias military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict could increase volatility and uncertainty in the financial markets and adversely affect regional and global economies. The United States and other countries have imposed broad-ranging economic sanctions on Russia and certain Russian individuals, banking entities and corporations as a response to its invasion of Ukraine. The United States and other countries have also imposed economic sanctions on Belarus and may impose sanctions on other countries that support Russias military invasion. These sanctions, as well as any other economic consequences related to the invasion, such as additional sanctions, boycotts or changes in consumer or purchaser preferences or cyberattacks on governments, companies or individuals, may further decrease the value and liquidity of certain Russian securities and securities of issuers in other countries that are subject to economic sanctions related to the invasion. To the extent that the Fund has exposure to Russian investments or investments in countries affected by the invasion, the Funds ability to price, buy, sell, receive or deliver such investments was impaired. The Fund could determine at any time that certain of the most affected securities have little or no value. In addition, any exposure that the Fund may have to counterparties in Russia or in countries affected by the invasion could negatively impact the Funds portfolio. The extent and duration of Russias military actions and the repercussions of such actions (including any retaliatory actions or countermeasures that may be taken by those subject to sanctions) are impossible to predict, but could result in significant market disruptions, including in the oil and natural gas markets, and may negatively affect global supply chains, inflation and global growth. These and any related events could significantly impact the Funds performance and the value of an investment in the Fund, even beyond any direct exposure the Fund may have to Russian issuers or issuers in other countries affected by the invasion.
8. Novel Coronavirus Pandemic
The outbreak of the respiratory illness COVID-19 (commonly referred to as coronavirus) has continued to rapidly spread around the world, causing considerable uncertainty for the global economy and financial markets. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known. The COVID-19 pandemic could adversely affect the value and liquidity of the Funds investments, impair the Funds ability to satisfy redemption requests, and negatively impact the Funds performance. In addition, the outbreak of COVID-19, and measures taken to mitigate its effects, could result in disruptions to the services provided to the Fund by its service providers.
9. Fair Value Measurements
The Fund follows a fair value hierarchy that distinguishes between market data obtained from independent sources (observable inputs) and the Funds own market assumptions (unobservable inputs). These inputs are used in determining the value of the Funds financial instruments and are summarized in the following fair value hierarchy:
| Level 1 quoted prices in active markets for identical financial instruments |
| Level 2 other significant observable inputs (including quoted prices for similar financial instruments, interest rates, prepayment speed, credit risk, etc.) |
| Level 3 significant unobservable inputs (including the Funds own assumptions in determining the fair value of financial instruments) |
The input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level.
franklintempleton.com | Semiannual Report |
19 |
FRANKLIN TEMPLETON ETF TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
9. Fair Value Measurements (continued)
A summary of inputs used as of November 30, 2022, in valuing the Funds assets and liabilities carried at fair value, is as follows:
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Martin Currie Sustainable International Equity ETF | ||||||||||||||||
Assets: | ||||||||||||||||
Investments in Securities:a |
||||||||||||||||
Equity Investmentsb |
$ | 33,641,555 | $ | | $ | | $ | 33,641,555 | ||||||||
|
|
aFor detailed categories, see the accompanying Statement of Investments.
bIncludes common stocks.
10. Subsequent Events
The Fund has evaluated subsequent events through the issuance of the financial statements and determined that no events have occurred that require disclosure, except for the following. On November 12th, 2022, the Funds Board approved changing the Funds fiscal year end from May 31st to March 31st.
Selected Portfolio | ||
ADR | American Depositary Receipt |
20 | Semiannual Report | franklintempleton.com |
Board Approval of Investment Management Agreements
FRANKLIN TEMPLETON ETF TRUST
Martin Currie Sustainable International Equity ETF
(Fund)
At a meeting held on November 19, 2021 (Meeting), the Board of Trustees (Board) of Franklin Templeton ETF Trust (Trust), including a majority of the trustees who are not interested persons as defined in the Investment Company Act of 1940 (Independent Trustees), reviewed and approved (i) an investment management agreement between Franklin Advisers, Inc. (FAV) and the Trust, on behalf of the Fund, and (ii) an investment sub-advisory agreement between FAV and Martin Currie, Inc. (Martin Currie), on behalf of the Fund (each a Management Agreement), for an initial two-year period. The Independent Trustees received advice from and met separately with Independent Trustee counsel in considering whether to approve each Management Agreement. FAV and Martin Currie are each referred to herein as a Manager
In considering the approval of each Management Agreement, the Board reviewed and considered information provided by each Manager at the Meeting and by FAV throughout the year at meetings of the Board and its committees. The Board reviewed and considered all of the factors it deemed relevant in approving each Management Agreement, including, but not limited to: (i) the nature, extent and quality of the services to be provided by each Manager; (ii) the costs of the services to be provided by each Manager; and (iii) the extent to which economies of scale may be realized as the Fund grows. The Board also considered managements representation that the Fund was being established to acquire the assets of a series of Legg Mason Global Asset Management Trust, the Martin Currie Sustainable International Equity Fund (Legg Mason Fund), in connection with the reorganization of the Legg Mason Fund into the Fund. The Board noted that the current investment sub-adviser and portfolio managers for the Legg Mason Fund would sub-advise and manage the Fund. The Board then reviewed and considered the form of each Management Agreement and the terms of each Management Agreement which were explained at the Meeting.
In approving each Management Agreement, the Board, including a majority of the Independent Trustees, determined that the terms of the proposed Management Agreement are fair and reasonable and that such Management Agreement is in the best interests of the Fund and its shareholders.
While attention was given to all information furnished, the following discusses some primary factors relevant to the Boards determination.
Nature, Extent and Quality of Services
The Board reviewed and considered information regarding the nature, extent and quality of investment management services to be provided by each Manager and its affiliates to the Fund and its shareholders. This information included, among other things, the Funds proposed investment strategies and the ability of each Manager to implement such investment strategies; the qualifications, background and experience of the investment personnel that will be responsible for the day-to-day portfolio management of the Fund; each Managers experience as the Manager of other funds and accounts, including other series of the Trust and other funds in the Franklin Templeton family of funds; each Managers strength and reputation within the industry; the personnel, operations, financial condition, and investment management capabilities, methodologies and resources of each Manager; and each Managers compliance capabilities, as demonstrated by, among other things, its policies and procedures reasonably designed to prevent violations of the Federal Securities Laws (as defined in Rule 38a-1 of the Investment Company Act of 1940). Following consideration of such information, the Board was satisfied with the nature, extent and quality of services to be provided by each Manager and its affiliates to the Fund and its shareholders.
Fund Performance
The Board noted that the Fund was being established to acquire the assets of the Legg Mason Fund and that the current investment sub-adviser and portfolio managers for the Legg Mason Fund would sub-advise and manage the Fund. Accordingly, the Board further noted the historical performance information of the Legg Mason Fund. The Board considered the proposed performance benchmark for the Fund and how such benchmark would be utilized to measure performance of each Manager.
Comparative Fees and Expenses
The Board reviewed and considered information regarding the Funds proposed total expense ratio, noting that the Fund will pay a Unified Fee (as defined below). The Board considered the proposed total expense ratio and, separately, the proposed contractual management fee rate, without the effect of fee waivers, if any (Management Rate) of the Fund in comparison to the median expense ratio and median Management Rate, respectively, of other exchange-traded funds deemed comparable to and with a similar expense structure as the Fund (Expense Group) as selected by
franklintempleton.com | Semiannual Report |
21 |
Broadridge Financial Solutions, Inc. (Broadridge), an independent provider of investment company data. Broadridge fee and expense data is based upon information taken from each funds most recent annual report (excluding the Fund), which reflects historical asset levels that may be quite different from those currently existing, particularly in a period of market volatility. While recognizing such inherent limitation and the fact that expense ratios and Management Rates generally increase as assets decline and decrease as assets grow, the Board believed the independent analysis conducted by Broadridge to be an appropriate measure of comparative fees and expenses. The Broadridge Management Rate includes administrative charges. The Board received a description of the methodology used by Broadridge to select the exchange-traded funds included in an Expense Group. The Expense Group for the Fund was comprised of actively managed exchange-traded funds, which included the Fund, five international multi-cap growth funds, one international multi-cap core fund, one international small-/mid-cap growth fund, two international multi-cap value funds, and one international small-/mid-cap value fund. The Board noted that the proposed Management Rate and total expense ratio for the Fund was above the median of its Expense Group. The Board also noted that the Fund proposed to implement a unified management fee (Unified Fee). The Board further noted that pursuant to the Unified Fee arrangement FAV would reimburse the Fund for all of its acquired fund fees and expenses (if any) and pay all of the ordinary operating expenses of the Fund, except for (i) the Funds Unified Fee, (ii) payments under the Funds Rule 12b-1 plan (if any), (iii) brokerage expenses, (iv) taxes, (v) interest (including borrowing costs and dividend expenses on securities sold short and overdraft charges), (vi) litigation expenses (including litigation to which the Trust or the Fund may be a party and indemnification of the Trustees and officers with respect thereto), and (vii) other non-routine or extraordinary expenses. The Board concluded that the Management Rate to be charged to the Fund is reasonable. In doing so, the Board noted that the fee paid to Martin Currie would be paid out of the Unified Fee FAV receives from the Fund, as applicable.
Profitability
The Board noted that each Manager (and its affiliates) could not report any financial results from their relationships with the Fund because the Fund has not commenced investment operations, and thus, the Board could not evaluate each Managers (or its affiliates) profitability with respect to the Fund.
Economies of Scale
The Board reviewed and considered the extent to which each Manager may realize economies of scale, if any, as the Fund grows larger and whether the Funds management fee structure reflects any economies of scale for the benefit of shareholders. With respect to possible economies of scale in the future, the Board noted that it is not anticipated that the Fund will generate significant, if any, profit for its respective Managers and/or its affiliates for some time.
Conclusion
Based on its review, consideration and evaluation of all factors it believed relevant, including the above-described factors and conclusions, the Board unanimously approved the applicable Management Agreements for the Fund for an initial two-year period.
Proxy Voting Policies and Procedures
The investment manager delegates to the sub-adviser (Martin Currie) the responsibility to vote proxies related to the portfolio securities held by the Fund. The sub-adviser votes proxies in accordance with the Proxy Voting Policies and Procedures (Policies) adopted by the sub-adviser. Shareholders may view the Trusts complete Policies online at franklintempleton.com. Alternatively, shareholders may request copies of the Policies free of charge by calling the Proxy Group collect at (954) 527-7678 or by sending a written request to: Franklin Templeton Companies, LLC, 300 S.E. 2nd Street, Fort Lauderdale, FL 33301, Attention: Proxy Group. Copies of the Trusts proxy voting records are also made available online at franklintempleton.com and posted on the U.S. Securities and Exchange Commissions website at sec.gov and reflect the most recent 12-month period ended June 30.
Results of Special Meeting of Shareholders
A special meeting of shareholders of Martin Currie International Sustainable Equity Fund (the predecessor mutual fund), a series of Legg Mason Global Asset Management Trust (the Legg Mason Trust), was held on June 30, 2022, for shareholders of the predecessor mutual fund on record as of April 20, 2022 (the Record Date), to consider a proposal to approve an Agreement and Plan of Reorganization (the Plan) between the Legg Mason Trust, on behalf of the predecessor mutual fund, and the Franklin Templeton ETF Trust (the ETF Trust), on behalf of the Martin Currie Sustainable International Equity ETF (the Fund), a newly-created series of the ETF Trust, that
22 | Semiannual Report |
franklintempleton.com |
provided for: (i) the acquisition of the assets and assumption of the liabilities of the predecessor mutual fund, (ii) the pro rata distribution of such shares to the shareholders of the predecessor mutual fund, and (iii) the complete liquidation and dissolution of the predecessor mutual fund.
Shareholders of the predecessor mutual fund voted together as a single class to approve the Proposal.
Shareholders of the predecessor mutual fund voted as indicated below (vote totals are rounded to the nearest whole number).
Overall Voting Power | Voting Power Represented at the Meeting |
% of Outstanding Securities Voted | ||
45,422,459 |
34,857,504 | 77 |
For | % Voting For |
Against | % Voting Against |
Abstain | % Voting Abstain | |||||
34,857,504 |
100 | 0 | 0 | 0 | 0 |
Effective after the market close on October 28, 2022, the Funds predecessor mutual fund reorganized into the Fund.
Quarterly Schedule of Investments
The Trust files a complete schedule of investments with the U.S. Securities and Exchange Commission for the first and third quarters for each fiscal year as an exhibit to its report on Form N-PORT. Shareholders may view the filed Form N-PORT by visiting the Commissions website at sec.gov. The filed form may also be viewed and copied at the Commissions Public Reference Room in Washington, DC. Information regarding the operations of the Public Reference Room may be obtained by calling (800) SEC-0330.
Premium/Discount Information
Information about the differences between the daily market price on the secondary market for the shares of each Fund and each Funds net asset value may be found on each Funds website at franklintempleton.com.
franklintempleton.com | Semiannual Report |
23 |
Authorized for distribution only when accompanied or preceded by a summary prospectus and/or prospectus. Investors should carefully consider a funds investment goals, risks, charges and expenses before investing. A prospectus contains this and other information; please read it carefully before investing.
To help ensure we provide you with quality service, all calls to and from our service areas are monitored and/or recorded.
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Semiannual Report | |||||
Martin Currie Sustainable International Equity ETF | ||||||
Investment Manager Franklin Advisers, Inc.
Subadvisor Martin Currie Inc. |
Distributor Franklin Distributors, LLC (800) DIAL BEN®/342-5236 franklintempleton.com |
Investor Services Transfer Agent State Street Bank and Trust Company 1 Heritage Drive Mail Stop OHD0100 North Quincy, MA 02171 |
www.franklintempleton.com | ||
© 2023 Franklin Templeton Investments. All rights reserved. | MCSE S 01/23 |
b.) Not Applicable.
Item 2. Code of Ethics.
(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer.
(c) | N/A |
(d) | N/A |
(f) Pursuant to Item 13(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.
Item 3. Audit Committee Financial Expert.
(a)(1) The Registrant has an audit committee financial expert serving on its audit committee.
(2) The audit committee financial expert is Rohit Baghat and he is independent as defined under the relevant Securities and Exchange Commission Rules and Releases.
Item 4. Principal Accountant Fees and Services. | N/A | |||||
Item 5. Audit Committee of Listed Registrants. | N/A | |||||
Item 6. Schedule of Investments. | N/A | |||||
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed- End Management Investment Companies. | N/A | |||||
Item 8. Portfolio Managers of Closed-End Management Investment Companies. | N/A | |||||
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. | N/A |
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no changes to the procedures by which shareholders may recommend nominees to the Registrants Board of Trustees that would require disclosure herein.
Item 11. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures. The Registrant maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the Registrants filings under the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such information is accumulated and communicated to the Registrants management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Registrants management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrants management, including the Registrants principal executive officer and the Registrants principal financial officer, of the effectiveness of the design and operation of the Registrants disclosure controls and procedures. Based on such evaluation, the Registrants principal executive officer and principal financial officer concluded that the Registrants disclosure controls and procedures are effective.
(b) Changes in Internal Controls. There have been no changes in the Registrants internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect the internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Company. N/A
Item 13. Exhibits.
(a)(1) Code of Ethics
(a)(2)(1) There were no written solicitations to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the Registrant to 10 or more persons.
(a)(2)(2) There was no change in the Registrants independent public accountant during the period covered by the report.
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, thereunto duly authorized.
FRANKLIN TEMPLETON ETF TRUST | ||
By | S\MATTHEW T. HINKLE | |
Matthew T. Hinkle | ||
Chief Executive Officer - Finance and Administration | ||
Date | January 27, 2023 |
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\MATTHEW T. HINKLE | |
Matthew T. Hinkle | ||
Chief Executive Officer - Finance and Administration | ||
Date | January 27, 2023 | |
By | S\VIVEK PAI | |
Vivek Pai | ||
Chief Financial Officer and Chief Accounting Officer | ||
Date | January 27, 2023 |
Code of Ethics for Principal Executives & Senior Financial Officers
Procedures |
Revised December 19, 2014
|
FRANKLIN TEMPLETON FUNDS
CODE OF ETHICS FOR PRINCIPAL EXECUTIVES AND
SENIOR FINANCIAL OFFICERS
I. | Covered Officers and Purpose of the Code |
This code of ethics (the Code) applies to the Principal Executive Officers, Principal Financial Officer and Principal Accounting Officer (the Covered Officers, each of whom is set forth in Exhibit A) of each investment company advised by a Franklin Resources subsidiary and that is registered with the United States Securities & Exchange Commission (SEC) (collectively, FT Funds) for the purpose of promoting:
| Honest and ethical conduct, including the ethical resolution of actual or apparent conflicts of interest between personal and professional relationships; |
| Full, fair, accurate, timely and understandable disclosure in reports and documents that a registrant files with, or submits to, the SEC and in other public communications made by or on behalf of the FT Funds; |
| Compliance with applicable laws and governmental rules and regulations; |
| The prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and |
| Accountability for adherence to the Code. |
Each Covered Officer will be expected to adhere to a high standard of business ethics and must be sensitive to situations that may give rise to actual as well as apparent conflicts of interest.
* Rule 38a-1 under the Investment Company Act of 1940 (1940 Act) and Rule 206(4)-7 under the Investment Advisers Act of 1940 (Advisers Act) (together the Compliance Rule) require registered investment companies and registered investment advisers to, among other things, adopt and implement written policies and procedures reasonably designed to prevent violations of the federal securities laws (Compliance Rule Policies and Procedures).
CONFIDENTIAL INFORMATION. This document is the proprietary product of Franklin Templeton Investments. It may NOT be distributed outside the company unless it is made subject to a non-disclosure agreement and/or such release receives authorization by an FTI Chief Compliance Officer. Any unauthorized use, reproduction or transfer of this document is strictly prohibited. Franklin Templeton Investments © 2014. All Rights Reserved.
II. | Other Policies and Procedures |
This Code shall be the sole code of ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder.
Franklin Resources, Inc. has separately adopted the Code of Ethics and Business Conduct (Business Conduct), which is applicable to all officers, directors and employees of Franklin Resources, Inc., including Covered Officers. It summarizes the values, principles and business practices that guide the employees business conduct and also provides a set of basic principles to guide officers, directors and employees regarding the minimum ethical requirements expected of them. It supplements the values, principles and business conduct identified in the Code and other existing employee policies.
Additionally, the Franklin Templeton Funds have separately adopted the FTI Personal Investments and Insider Trading Policy governing personal securities trading and other related matters. The Code for Insider Trading provides for separate requirements that apply to the Covered Officers and others, and therefore is not part of this Code.
Insofar as other policies or procedures of Franklin Resources, Inc., the Funds, the Funds adviser, principal underwriter, or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superceded by this Code to the extent that they overlap or conflict with the provisions of this Code. Please review these other documents or consult with the Legal Department if have questions regarding the applicability of these policies to you.
III. | Covered Officers Should Handle Ethically Actual and Apparent Conflicts of Interest |
Overview. A conflict of interest occurs when a Covered Officers private interest interferes with the interests of, or his or her service to, the FT Funds. For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of apposition with the FT Funds.
Certain conflicts of interest arise out of the relationships between Covered Officers and the FT Funds and already are subject to conflict of interest provisions in the Investment Company Act of 1940 (Investment Company Act) and the Investment Advisers Act of 1940 (Investment Advisers Act). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the FT Funds because of their status as affiliated persons of the FT Funds. The FT Funds and the investment advisers compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code.
Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between the FT Funds, the investment advisers and the fund administrator of which the Covered Officers are also officers or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the FT Funds, for the adviser, the administrator, or
2
for all three), be involved in establishing policies and implementing decisions that will have different effects on the adviser, administrator and the FT Funds. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the FT Funds, the adviser, and the administrator and is consistent with the performance by the Covered Officers of their duties as officers of the FT Funds. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically. In addition, it is recognized by the FT Funds Boards of Directors (Boards) that the Covered Officers may also be officers or employees of one or more other investment companies covered by this or other codes.
Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of the FT Funds.
Each Covered Officer must:
| Not use his or her personal influence or personal relationships improperly to influence investment decisions or financial reporting by the FT Funds whereby the Covered Officer would benefit personally to the detriment of the FT Funds; |
| Not cause the FT Funds to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit the FT Funds; |
| Not retaliate against any other Covered Officer or any employee of the FT Funds or their affiliated persons for reports of potential violations that are made in good faith; |
| Report at least annually the following affiliations or other relationships:1 |
○ | all directorships for public companies and all companies that are required to file reports with the SEC; |
○ | any direct or indirect business relationship with any independent directors of the FT Funds; |
○ | any direct or indirect business relationship with any independent public accounting firm (which are not related to the routine issues related to the firms service as the Covered Persons accountant); and |
○ | any direct or indirect interest in any transaction with any FT Fund that will benefit the officer (not including benefits derived from the advisory, sub-advisory, distribution or service agreements with affiliates of Franklin Resources). |
These reports will be reviewed by the Legal Department for compliance with the Code.
There are some conflict of interest situations that should always be approved in writing by Franklin Resources General Counsel or Deputy General Counsel, if material. Examples of these include2:
| Service as a director on the board of any public or private Company. |
1 Reporting of these affiliations or other relationships shall be made by completing the annual Directors and Officers Questionnaire and returning the questionnaire to Franklin Resources Inc, General Counsel or Deputy General Counsel.
2 Any activity or relationship that would present a conflict for a Covered Officer may also present a conflict for the Covered Officer if a member of the Covered Officers immediate family engages in such an activity or has such a relationship. The Cover Person should also obtain written approval by FTs General Counsel in such situations.
3
| The receipt of any gifts in excess of $100 from any person, from any corporation or association. |
| The receipt of any entertainment from any Company with which the FT Funds has current or prospective business dealings unless such entertainment is business related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety. Notwithstanding the foregoing, the Covered Officers must obtain prior approval from the Franklin Resources General Counsel for any entertainment with a value in excess of $1000. |
| Any ownership interest in, or any consulting or employment relationship with, any of the FT Funds service providers, other than an investment adviser, principal underwriter, administrator or any affiliated person thereof. |
| A direct or indirect financial interest in commissions, transaction charges or spreads paid by the FT Funds for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officers employment, such as compensation or equity ownership. |
| Franklin Resources General Counsel or Deputy General Counsel will provide a report to the FT Funds Audit Committee of any approvals granted at the next regularly scheduled meeting. |
IV. | Disclosure and Compliance |
| Each Covered Officer should familiarize himself with the disclosure requirements generally applicable to the FT Funds; |
| Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the FT Funds to others, whether within or outside the FT Funds, including to the FT Funds directors and auditors, and to governmental regulators and self-regulatory organizations; |
| Each Covered Officer should, to the extent appropriate within his or her area of responsibility, consult with other officers and employees of the FT Funds, the FT Funds adviser and the administrator with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the FT Funds file with, or submit to, the SEC and in other public communications made by the FT Funds; and |
| It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations. |
V. | Reporting and Accountability |
Each Covered Officer must:
| Upon becoming a covered officer affirm in writing to the Board that he or she has received, read, and understands the Code (see Exhibit B); |
| Annually thereafter affirm to the Board that he has complied with the requirements of the Code; and |
| Notify Franklin Resources General Counsel or Deputy General Counsel promptly if he or she knows of any violation of this Code. Failure to do so is itself is a violation of this |
4
Code. |
Franklin Resources General Counsel and Deputy General Counsel are responsible for applying this Code to specific situations in which questions are presented under it and have the authority to interpret this Code in any particular situation.3 However, the Independent Directors of the respective FT Funds will consider any approvals or waivers4 sought by any Chief Executive Officers of the Funds.
The FT Funds will follow these procedures in investigating and enforcing this Code:
| Franklin Resources General Counsel or Deputy General Counsel will take all appropriate action to investigate any potential violations reported to the Legal Department; |
| If, after such investigation, the General Counsel or Deputy General Counsel believes that no violation has occurred, The General Counsel is not required to take any further action; |
| Any matter that the General Counsel or Deputy General Counsel believes is a violation will be reported to the Independent Directors of the appropriate FT Fund; |
| If the Independent Directors concur that a violation has occurred, it will inform and make a recommendation to the Board of the appropriate FT Fund or Funds, which will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer; |
| The Independent Directors will be responsible for granting waivers, as appropriate; and |
| Any changes to or waivers of this Code will, to the extent required, are disclosed as provided by SEC rules.5 |
VI. | Other Policies and Procedures |
This Code shall be the sole code of ethics adopted by the FT Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the FT Funds, the FT Funds advisers, principal underwriter, or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code. The FTI Personal Investments and Insider Trading Policy, adopted by the FT Funds, FT investment advisers and FT Funds principal underwriter pursuant to Rule 17j-1 under the Investment Company Act, the Code of Ethics and Business Conduct and more detailed policies and procedures set forth in FTs Employee Handbook are separate requirements applying to the Covered Officers and others, and are not part of this Code.
3 Franklin Resources General Counsel and Deputy General Counsel are authorized to consult, as appropriate, with members of the Audit Committee, counsel to the FT Funds and counsel to the Independent Directors, and are encouraged to do so.
4 Item 2 of Form N-CSR defines waiver as the approval by the registrant of a material departure from a provision of the code of ethics and implicit waiver, which must also be disclosed, as the registrants failure to take action within a reasonable period of time regarding a material departure from a provision of the code of ethics that has been made known to an executive officer of the registrant. See Part X.
5 See Part X.
5
VII. | Amendments |
Any amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the FT Funds Board including a majority of independent directors.
VIII. | Confidentiality |
All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the FT Funds Board and their counsel.
IX. | Internal Use |
The Code is intended solely for the internal use by the FT Funds and does not constitute an admission, by or on behalf of any FT Funds, as to any fact, circumstance, or legal conclusion.
X. | Disclosure on Form N-CSR |
Item 2 of Form N-CSR requires a registered management investment company to disclose annually whether, as of the end of the period covered by the report, it has adopted a code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these officers are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, it must explain why it has not done so.
The registrant must also: (1) file with the SEC a copy of the code as an exhibit to its annual report; (2) post the text of the code on its Internet website and disclose, in its most recent report on Form N-CSR, its Internet address and the fact that it has posted the code on its Internet website; or (3) undertake in its most recent report on Form N-CSR to provide to any person without charge, upon request, a copy of the code and explain the manner in which such request may be made. Disclosure is also required of amendments to, or waivers (including implicit waivers) from, a provision of the code in the registrants annual report on Form N-CSR or on its website. If the registrant intends to satisfy the requirement to disclose amendments and waivers by posting such information on its website, it will be required to disclose its Internet address and this intention.
The Legal Department shall be responsible for ensuring that:
| a copy of the Code is filed with the SEC as an exhibit to each Funds annual report; and |
| any amendments to, or waivers (including implicit waivers) from, a provision of the Code is disclosed in the registrants annual report on Form N-CSR. |
In the event that the foregoing disclosure is omitted or is determined to be incorrect, the Legal Department shall promptly file such information with the SEC as an amendment to Form N-CSR.
In such an event, the Fund Chief Compliance Officer shall review the Code and propose such changes to the Code as are necessary or appropriate to prevent reoccurrences.
6
EXHIBIT A
Persons Covered by the Franklin Templeton Funds
Code of Ethics
January 1, 2022
FRANKLIN GROUP OF FUNDS
Edward Perks |
President and Chief Executive Officer Investment Management | |
Rupert H. Johnson, Jr. |
Chairman of the Board and Vice President | |
Michael McCarthy |
President and Chief Executive Officer Investment Management | |
Sonal Desai, Ph D |
President and Chief Executive Officer Investment Management | |
Matthew Hinkle |
Chief Executive Officer Finance and Administration | |
Christopher Kings |
Chief Financial Officer and Chief Accounting Officer and Treasurer |
FRANKLIN MUTUAL SERIES FUNDS
Christian K. Correa |
Chief Executive Officer Investment Management | |
Matthew Hinkle |
Chief Executive Officer Finance and Administration | |
Christopher Kings |
Chief Financial Officer and Chief Accounting Officer and Treasurer |
FRANKLIN ALTERNATIVE STRATEGIES FUNDS
Brooks Ritchey |
President and Chief Executive Officer Investment Management | |
Matthew Hinkle |
Chief Executive Officer Finance and Administration | |
Christopher Kings |
Chief Financial Officer, Chief Accounting Officer and Treasurer |
TEMPLETON GROUP OF FUNDS
Rupert H. Johnson Jr. |
Chairman of the Board and Vice President | |
Manraj S. Sekhon |
President and Chief Executive Officer Investment Management | |
Michael Hasenstab, Ph.D. |
President and Chief Executive Officer Investment Management | |
Alan Bartlett |
President and Chief Executive Officer Investment Management | |
Matthew Hinkle |
Chief Executive Officer Finance and Administration | |
Christopher Kings |
Chief Financial Officer, Chief Accounting Officer and Treasurer |
7
Exhibit B
ACKNOWLEDGMENT FORM
Franklin Templeton Funds Code of Ethics
For Principal Executives and Senior Financial Officers
Instructions:
1. | Complete all sections of this form. |
2. | Print the completed form, sign, and date. |
3. | Submit completed form to FTs General Counsel c/o Code of Ethics Administration within 10 days of becoming a Covered Officer and by February 15th of each subsequent year. |
E-mail: Code of Ethics Inquiries & Requests (internal address);
lpreclear@franklintempleton.com (external address)
Covered Officers Name: | ||
Title: | ||
Department: | ||
Location: | ||
Certification for Year Ending: |
To: | Franklin Resources General Counsel, Legal Department |
I acknowledge receiving, reading and understanding the Franklin Templeton Funds Code of Ethics for Principal Executive Officers and Senior Financial Officers (the Code). I will comply fully with all provisions of the Code to the extent they apply to me during the period of my employment. I further understand and acknowledge that any violation of the Code may subject me to disciplinary action, including termination of employment.
Signature | Date signed |
8
I, Matthew T. Hinkle, certify that:
1. | I have reviewed this report on Form N-CSR of Franklin Templeton ETF Trust; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer(s) and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
1/27/2023 |
S\MATTHEW T. HINKLE |
Matthew T. Hinkle |
Chief Executive Officer - Finance and Administration |
I, Vivek Pai, certify that:
1. | I have reviewed this report on Form N-CSR of Franklin Templeton ETF Trust; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer(s) and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
1/27/2023 |
S\VIVEK PAI |
Vivek Pai |
Chief Financial Officer, Chief Accounting Officer and Treasurer |
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
I, Matthew T. Hinkle, Chief Executive Officer of the Franklin Templeton ETF Trust (the Registrant), certify, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
1. | The periodic report on Form N-CSR of the Registrant for the period ended 11/30/2022 (the Form N-CSR) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. | The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Dated: 1/27/2023 | ||
S\MATTHEW T. HINKLE
|
||
Matthew T. Hinkle |
Chief Executive Officer - Finance and Administration |
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
I, Vivek Pai, Chief Financial Officer of the Franklin Templeton ETF Trust (the Registrant), certify, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
1. | The periodic report on Form N-CSR of the Registrant for the period ended 11/30/2022 (the Form N-CSR) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. | The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Dated: 1/27/2023 | ||
S\VIVEK PAI
|
| |
Vivek Pai |
Chief Financial Officer, Chief Accounting Officer and Treasurer |