Jane Trust
President and Chief Executive Officer at WESTERN ASSET HIGH INCOME OPPORTUNITY FUND
CEO
Executive
Board
About Jane Trust
Jane E. Trust, CFA, is Director, President and Chief Executive Officer of Western Asset High Income Opportunity Fund Inc. (HIO) and has served on the HIO Board since 2015; she was Chairman of the Board in 2024 and is an “interested” director under the 1940 Act due to her officer roles at Franklin Templeton Fund Adviser, LLC (FTFA) and affiliates . She currently also serves as Senior Vice President, Fund Board Management at Franklin Templeton (since 2020) and President and CEO of FTFA (since 2015) . The HIO proxy statements do not disclose TSR, revenue, or EBITDA performance metrics tied to Ms. Trust; officers receive no compensation from the Fund and such performance metrics, if any, would be set at the adviser level (FTFA) and are not provided in HIO filings .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Franklin Templeton Fund Adviser, LLC (FTFA) | President and Chief Executive Officer | Since 2015 | Leads adviser to HIO; governance and oversight of fund administration and advisory services . |
| Franklin Templeton | Senior Vice President, Fund Board Management | Since 2020 | Oversees fund board management across complex; facilitates governance processes . |
| Legg Mason & Co., LLC | Senior Managing Director | 2018–2020 | Senior leadership at legacy parent platform prior to integration into Franklin Templeton . |
| Legg Mason & Co., LLC | Managing Director | 2016–2018 | Leadership responsibilities at adviser platform . |
| FTFA | Senior Vice President | 2015 | Senior executive role concurrent with joining HIO Board . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Putnam Family of Funds (105 portfolios) | Trustee | Not specified (current) | Board-level governance across large fund family; cross-complex stewardship perspective . |
| FTFA/affiliates fund complex | Officer and/or Trustee/Director of funds (114 overseen in 2025; 123 in 2024) | Since 2015 | Broad oversight footprint across fund complex enhances governance experience . |
Fixed Compensation
| Component | FY 2023 (HIO fiscal year ended 9/30/23) | FY 2024 (HIO fiscal year ended 9/30/24) |
|---|---|---|
| Compensation from HIO (cash/equity) | $0 (officers receive no compensation from the Fund) . | $0 (officers receive no compensation from the Fund) . |
| Note | Officers may be reimbursed for reasonable out-of-pocket travel expenses for attending Board meetings . | Officers may be reimbursed for reasonable out-of-pocket travel expenses for attending Board meetings . |
HIO’s proxies do not disclose Ms. Trust’s base salary, bonus targets, or equity awards at FTFA; these are set and paid by FTFA and are not reported in HIO filings .
Performance Compensation
- Not disclosed in HIO filings. The Fund states officers (including Ms. Trust) receive no remuneration from HIO; any performance-based pay (e.g., bonus, RSUs/PSUs, options, metrics, vesting) would be at FTFA and is not included in HIO proxy disclosures .
Equity Ownership & Alignment
| Metric | 12/31/2023 | 12/31/2024 |
|---|---|---|
| Dollar range of HIO equity owned (beneficial) | “A” = None . | “A” = None . |
| Aggregate dollar range of equity in all funds overseen in family of investment companies | “E” = Over $100,000 . | “E” = Over $100,000 . |
| Group ownership (all directors/officers) of HIO | Less than 1% as of 2/7/2024 . | Less than 1% as of 2/7/2025 . |
- Pledging/hedging: Not disclosed in HIO filings.
- Stock ownership guidelines: Not disclosed in HIO filings.
- Vested/unvested breakdown, options in-the-money value: Not disclosed in HIO filings.
Employment Terms
- Role and election: HIO executive officers are chosen annually by the Board to hold office until successors are elected and qualified; officers receive no compensation from HIO (only expense reimbursement for meeting travel) .
- Contract terms (term, severance, change-in-control, non-compete, clawbacks, tax gross-ups, deferred compensation, SERP/pension, perquisites): Not disclosed in HIO filings; any such terms would be governed by FTFA employment arrangements and are not reported in HIO proxy statements .
Board Governance
- Independence: Ms. Trust is an “interested person” under the 1940 Act because she is an officer of FTFA and certain of its affiliates; she is therefore not an independent director .
- Leadership structure:
- FY 2023 (proxy year 2024): Board had seven directors (six independent); Ms. Trust served as Chairman; Eileen A. Kamerick served as Lead Independent Director; independent directors met in executive sessions and had independent counsel .
- FY 2024 (proxy year 2025): Board had eight directors (seven independent); Eileen A. Kamerick served as Chair of the Board (independent); independent directors regularly met outside management .
- Committee memberships: All standing committees (Audit; Nominating; Compensation; Pricing & Valuation) are composed solely of independent directors; as an interested director, Ms. Trust does not serve on these committees .
- Attendance: Each director attended at least 75% of aggregate meetings of the Board and committees for which they were eligible in FY 2023 and FY 2024 .
Dual-role implications: In 2024, Ms. Trust held both CEO and Chairman roles at HIO, a potential governance concern mitigated by a Lead Independent Director and strong independent committee structure; in 2025, the Chair role shifted to an independent director (Kamerick), enhancing board independence while Ms. Trust remained CEO/Director .
Director Compensation (for context; Ms. Trust)
- Ms. Trust received no remuneration from HIO as an “interested person” in FY 2023 and FY 2024 .
- Independent directors’ compensation is disclosed, but not applicable to Ms. Trust .
Performance & Track Record
- Fund or stock performance during tenure, achievements/controversies: Not disclosed in HIO proxy filings for Ms. Trust.
- Section 16 compliance: HIO reports all filing requirements met for FY 2024; the FY 2023 proxy noted one late Form 3 for a different officer (not Ms. Trust) due to administrative oversight .
Compensation Committee Analysis
- Composition and independence: Compensation Committee comprised solely of independent directors; chaired by an independent director (Mr. Cucchi in FY 2023; Mr. Mason in FY 2024) .
- Mandate: Recommends appropriate compensation of the Independent Directors for Board and committee service; does not set officer pay at HIO (officers are paid by FTFA) .
Investment Implications
- Alignment: Ms. Trust reports no beneficial ownership in HIO (“A” = None) while holding over $100,000 across the broader fund family, indicating limited direct “skin in the game” for HIO specifically; near-zero group ownership (<1%) may temper board/management alignment with HIO common shareholders .
- Governance: The 2025 move to an independent Chair reduces the prior dual-role risk (CEO + Chairman), with robust committee independence maintained; this is governance-positive and may improve oversight of the adviser relationship and fees/valuation processes .
- Compensation risk: Because officer compensation is set and paid by FTFA and not disclosed in HIO filings, investors lack transparency into Ms. Trust’s incentive metrics, vesting, and potential selling pressure—key inputs for pay-for-performance analysis and trading signals; absence of HIO-paid comp eliminates direct Fund-level pay-incentive misalignment but shifts focus to adviser-level incentives that are opaque in HIO disclosures .
- Retention/COC economics: No HIO-level employment, severance, or change-in-control terms are disclosed; retention risk and parachute economics, if any, reside with FTFA and are not available in HIO proxies, limiting event-driven insight from HIO filings alone .
- Trading signals: Lack of reported HIO holdings by Ms. Trust implies minimal direct insider selling pressure on HIO; without Form 4 detail or adviser-level equity awards, insider flow-based signals are constrained from HIO documents alone .
Bottom line: Governance quality improved with an independent Chair in 2025, but investor-grade pay-for-performance analysis on Ms. Trust requires adviser-level (FTFA) disclosures; within HIO, she holds no reported HIO shares and receives no Fund-paid compensation, reducing direct Fund-level alignment signals but avoiding Fund-paid incentive risks .