Thomas C. Mandia
About Thomas C. Mandia
Thomas C. Mandia is Senior Vice President of Western Asset Managed Municipals Fund Inc. (MMU) and has served in this officer role since 2022. He is Senior Associate General Counsel of Franklin Templeton (since 2020) and has held long-tenured legal and fund governance roles across the Franklin Templeton/Legg Mason complex, including Secretary of FTFA (since 2006), LM Asset Services (since 2002), and Legg Mason Fund Asset Management (since 2013), and previously Managing Director and Deputy General Counsel of Legg Mason & Co. (2005–2020). Born in 1962, he is based out of Franklin Templeton offices in Stamford, CT per the officer roster. MMU’s proxy states officers receive no compensation from the Fund (officer compensation is not disclosed at the fund level), and no TSR or operating performance attribution is provided for individual officers in fund filings .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Franklin Templeton | Senior Associate General Counsel | Since 2020 | Not disclosed |
| Franklin Templeton Fund Adviser, LLC (FTFA) | Secretary | Since 2006 | Not disclosed |
| LM Asset Services, LLC (LMAS) | Secretary | Since 2002 | Not disclosed |
| Legg Mason Fund Asset Management, Inc. (LMFAM) | Secretary | Since 2013 | Not disclosed |
| Various funds associated with Legg Mason & Co. or its affiliates | Assistant Secretary | Since 2006 | Not disclosed |
| Legg Mason & Co. | Managing Director and Deputy General Counsel | 2005–2020 | Not disclosed |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed in MMU filings | — | — | — |
Fixed Compensation
| Component | Amount/Status | Notes |
|---|---|---|
| Base salary from MMU | $0 | “Officers of the Fund receive no compensation from the Fund.” |
| Target/Actual bonus from MMU | $0 / $0 | Not paid by the Fund |
| Pension/SERP from MMU | None disclosed | Only director pension statement disclosed; officers: no compensation from Fund |
| Perquisites from MMU | Limited | Officers may be reimbursed for reasonable out-of-pocket travel expenses for attending Board meetings |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not applicable at Fund level for officers | — | — | — | — | Officers receive no compensation from the Fund |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Individual beneficial ownership (Mandia) | Not disclosed in proxy (individual officer holdings not itemized) |
| Group ownership | As of Aug 29, 2025, the nominees, Directors and officers of the Fund as a group beneficially owned less than 1% of outstanding Common and Preferred Shares |
| Shares outstanding (context) | 54,618,848 Common; 11,363 Variable Rate Demand Preferred Shares as of Aug 29, 2025 |
| Shares pledged/hedging by officer | Not disclosed |
| Officer stock ownership guidelines/compliance | Not disclosed in Fund filings |
Employment Terms
| Term | Disclosure |
|---|---|
| Current title | Senior Vice President (officer) |
| Start in current role | Since 2022 |
| Appointment/term | Officers are chosen each year at a regular Board meeting and hold office until successors are duly elected and qualified |
| Compensation from Fund | None; officers may be reimbursed for reasonable out-of-pocket travel expenses for attending Board meetings |
| Severance / Change-of-control | Not disclosed in Fund filings |
| Non-compete / Non-solicit / Garden leave | Not disclosed in Fund filings |
| Section 16 compliance | The Fund believes all required beneficial ownership filings were met in FY ended May 31, 2025 |
Investment Implications
- Pay-for-performance linkage at the fund level is minimal for officers: MMU discloses that officers receive no compensation from the Fund and only limited travel expense reimbursement; no cash or equity incentives are disclosed at MMU for officers, so vesting schedules, performance metric weightings, and change-of-control economics are not applicable at the fund level .
- Alignment via direct equity ownership appears limited at the aggregate level: nominees, Directors and officers as a group owned less than 1% of outstanding shares as of Aug 29, 2025; individual officer ownership (including Mandia) is not broken out in the proxy, and no pledging/hedging disclosures are provided for officers .
- Retention risk looks contained by institutional tenure and cross-platform roles: Mandia’s continuous senior legal roles since 2005 across Legg Mason and Franklin Templeton suggest strong organizational embeddedness, though his employment economics (severance, non-compete, CoC) are governed outside of MMU and are not disclosed in the fund’s filings .
- Governance/controls: Officers are elected annually by the Board and Section 16(a) compliance was reported as met for FY 2025, indicating standard governance cadence and reporting discipline; no officer-specific related-party transactions, clawback terms, or tax gross-ups are disclosed at the fund level .