Fred Jensen
About Fred Jensen
Fred Jensen serves as Chief Compliance Officer (CCO) of Western Asset High Income Fund II Inc. (HIX), a role he has held since 2020; he was born in 1963 and reports directly to the Board regarding compliance risk oversight matters . Officers of the Fund receive no compensation from the Fund (they are typically compensated by the adviser), and Fund documents do not disclose officer-level compensation metrics or incentive design, limiting pay-for-performance analysis at the Fund level . Jensen’s career spans senior compliance leadership at Franklin Templeton since 2020 and nearly 14 years in compliance leadership at Legg Mason entities prior to that .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Franklin Templeton | Director – Global Compliance | Since 2020 | Leads global compliance; serves as CCO of the Fund reporting to the Board on risk and compliance matters . |
| Legg Mason & Co. / Legg Mason Office of the Chief Compliance Officer | Managing Director; Director of Compliance | 2006–2020 | Oversight of enterprise compliance programs across Legg Mason-affiliated funds and advisers . |
| Legg Mason Global Asset Allocation | Chief Compliance Officer | Prior to 2014 | CCO for asset allocation affiliate (pre-2014) . |
| Legg Mason Private Portfolio Group | Chief Compliance Officer | Prior to 2013 | CCO for private portfolio affiliate (pre-2013) . |
| The Reserve Funds (investment adviser, funds, broker-dealer) | Chief Compliance Officer | 2004 | Fund/adviser/broker-dealer compliance leadership . |
| Ambac Financial Group (investment adviser, funds, broker-dealer) | Chief Compliance Officer | 2000–2003 | Adviser/fund/broker-dealer compliance leadership . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company directorships or external board roles disclosed in Fund filings; officer biography lists only employment roles above . |
Fixed Compensation
| Component | Disclosure | Source |
|---|---|---|
| Base salary | Not disclosed by the Fund; officers receive no compensation from the Fund | |
| Target bonus % | Not disclosed by the Fund | |
| Actual bonus paid | Not disclosed by the Fund | |
| Perquisites | Not disclosed by the Fund | |
| Pension/SERP/Deferred comp | Not disclosed by the Fund |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| — | — | — | — | — | — |
Fund documents do not disclose officer-level incentive metrics (e.g., revenue, EBITDA, TSR) or award designs for Fund officers; officers receive no compensation from the Fund .
Equity Ownership & Alignment
| Item | Value | As of | Source |
|---|---|---|---|
| Officers and directors, as a group, beneficial ownership | Less than 1% of outstanding common shares | July 31, 2025 | |
| Individual beneficial ownership – Fred Jensen | Not individually disclosed by the Fund | — | |
| Shares pledged as collateral – Fred Jensen | No pledging disclosure specific to officers found in Fund filings | — | |
| Hedging/derivatives policy context | Bylaws require disclosure of hedging/derivative positions by stockholder nominees in advance notice submissions (governance control context; not an insider pledging policy) | Nov 20, 2024 |
Employment Terms
| Term | Disclosure | Source |
|---|---|---|
| Employment start date (CCO) | Since 2020 | |
| Term/selection | Officers are chosen annually at a regular Board meeting and serve until successors are elected and qualified | |
| Compensation from Fund | Officers receive no compensation from the Fund (reimbursement only for reasonable out-of-pocket travel to Board meetings) | |
| Employment contract, severance, change-in-control | Not disclosed in Fund filings for officers | |
| Non-compete / non-solicit / garden leave | Not disclosed in Fund filings for officers | |
| Clawback provisions | Not disclosed in Fund filings for officers |
Investment Implications
- Pay-for-performance calibration at the Fund officer level is not evaluable: the Fund discloses that officers receive no compensation from the Fund and provides no officer-level incentive metrics; compensation for the CCO likely resides at the adviser (Franklin Templeton), outside Fund disclosures .
- Insider alignment/trading signal appears limited at the Fund level: officers and directors as a group own less than 1% of outstanding shares; individual officer holdings (including Jensen) are not disclosed, reducing visibility into potential selling pressure or alignment from personal stock ownership .
- Governance and risk oversight: as CCO, Jensen reports directly to the Board on compliance and risk matters, indicating a formal line of accountability to independent directors—supportive of control environment quality, though this does not translate into measurable incentive alignment metrics at the Fund level .
- Pledging/hedging: no officer-specific pledging disclosure found; bylaws require stockholder nominees to disclose hedging/derivative positions, reflecting a governance posture on voting/economic exposure but not an explicit anti-pledging policy for officers .
Key gaps: No disclosure of base/bonus/equity awards, severance/change-of-control economics, ownership guidelines or clawbacks for Fund officers. For a fuller incentives/retention assessment, investors would need adviser-level disclosures from Franklin Templeton regarding compliance leadership compensation structures .
Citations:
DEF 14A (2025-08-05) – Officers section; compensation statement; CCO reporting to the Board.
DEF 14A (2025-08-05) – Security Ownership of Management; group ownership <1%.
N-2/A (2025-09-19) – Officer biography and birth year; CCO since 2020; prior roles.
8-K (2024-11-20) – Bylaws: hedging/derivative disclosure requirements in advance notice provisions.