Jane E. Trust
About Jane E. Trust
Jane E. Trust, CFA, serves as Director, President and Chief Executive Officer of Western Asset Intermediate Muni Fund Inc. (SBI) and is designated as a Preferred Stock Director; she has served on the SBI Board since 2015 and held the Chairman role in 2024 before the Board moved to an independent chair structure in 2025 . Her background includes senior leadership across Franklin Templeton Fund Adviser (FTFA) and Legg Mason & Co., LLC, with investment management and risk oversight experience as an executive and portfolio manager; she holds the CFA designation and was born in 1962 . She is Senior Vice President, Fund Board Management at Franklin Templeton (since 2020) and officer/trustee/director across a large fund complex; specific operating performance metrics (TSR, revenue, EBITDA) are not disclosed at the SBI fund level .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Franklin Templeton Fund Adviser, LLC (FTFA) | President & Chief Executive Officer | Since 2015 | Executive leadership of adviser to SBI and broad fund complex; designated “interested person” on SBI Board due to officer role . |
| Franklin Templeton | Senior Vice President, Fund Board Management | Since 2020 | Oversight of fund board processes and governance across complex; supports risk oversight . |
| Legg Mason & Co., LLC | Senior Managing Director | 2018–2020 | Senior leadership in investment management; contributes to portfolio/risk oversight . |
| Legg Mason & Co., LLC | Managing Director | 2016–2018 | Management of investment operations; governance interface . |
| FTFA | Senior Vice President | 2015 | Executive role concurrent with SBI directorship; governance and administration . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Putnam Family of Funds (105 portfolios) | Trustee | Not specified (current) | Broader fund governance exposure and cross-complex oversight . |
| Franklin Templeton/FTFA-affiliated funds | Officer and/or Trustee/Director of 114 funds (2025); 123 funds (2024) | Since 2015 | Extensive leadership reach; information flow and network across closed-end and mutual fund complexes . |
| SBI | Preferred Stock Director designation | Current | Preferred stockholders elect Ms. Trust as one of two Directors; governance nuance for preferred class . |
Fixed Compensation
SBI does not compensate executive officers, and no remuneration was paid by the Fund to Ms. Trust in fiscal years 2023–2024; officer travel may be reimbursed .
| Component | FY 2023 | FY 2024 |
|---|---|---|
| Cash compensation from SBI (officer) | $0 | $0 |
| Pension/SERP from SBI | Not provided (Fund does not provide pensions to Directors; officers receive no compensation) | |
| Perquisites from SBI | Not disclosed; officers may be reimbursed for reasonable travel |
Notes:
- Independent Directors of SBI are paid by the Fund; Ms. Trust is not, as an “interested person” .
- Compensation for Ms. Trust at FTFA/Franklin Templeton (salary, bonus, equity) is not disclosed in SBI’s proxy; pay details reside at the adviser parent and are outside SBI’s filings .
Performance Compensation
Not disclosed at the SBI fund level for Ms. Trust. SBI’s Compensation Committee oversees only Independent Director pay; executive compensation is determined by FTFA/Franklin Templeton, and SBI provides no officer compensation or incentive plans .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership in SBI | Dollar range “A” (None) for Ms. Trust as of Dec 31, 2024 (and Dec 31, 2023) . |
| Aggregate holdings across fund family | “E” (Over $100,000) for Ms. Trust across family of investment companies . |
| Group ownership at SBI | Directors and officers as a group owned less than 1% of outstanding SBI shares as of record dates . |
| Shares outstanding (record date context) | 14,082,315 common shares and 1,896 VRDPS outstanding as of record dates cited in proxies . |
| Pledging/Hedging | Not disclosed in SBI filings . |
| Ownership guidelines (executive/director) | Not disclosed in SBI filings; committee governance applies only to Independent Directors . |
Implication: Fund-level “skin-in-the-game” is minimal for Ms. Trust (no SBI shares disclosed), though she holds >$100,000 across related funds; insider selling pressure tied to SBI stock appears limited given “None” holdings .
Employment Terms
- Appointment/Term: SBI executive officers are elected annually by the Board; Ms. Trust serves as President and CEO at SBI and FTFA, with officer roles renewed annually .
- Severance/Change-of-Control: Not disclosed at SBI fund level; no officer pay from SBI and no golden parachute terms reported in SBI proxy .
- Non-compete/Non-solicit/Garden leave: Not disclosed in SBI filings .
- Consulting post-termination: Not disclosed in SBI filings .
Board Governance
- Structure: In 2024, Ms. Trust served as Chairman (an interested director) with a Lead Independent Director; in 2025, the Board moved to an Independent Chair (Eileen A. Kamerick), with Ms. Trust serving as Director, President & CEO .
- Committees: Audit, Nominating, Compensation, and Pricing & Valuation Committees are composed solely of Independent Directors; Ms. Trust does not serve on Board committees .
- Attendance: Each Director attended at least 75% of Board and applicable committee meetings in FY 2024 and FY 2023; no Directors attended the 2024 or 2023 annual stockholder meetings (no formal attendance policy) .
- Preferred Stock Governance: Preferred stockholders, voting separately, elect two directors; Ms. Trust is designated as a Preferred Stock Director alongside Ms. Colman .
- Independence: Ms. Trust is an “interested person” under the 1940 Act due to her officer role at FTFA; Independent Directors constitute a super-majority of the Board .
Director Compensation (context for governance)
- Independent Directors receive compensation at both fund and fund-complex levels; examples include fund-level aggregates and complex-level totals (Ms. Trust receives none from SBI) .
- Compensation Committee chaired by an Independent Director (Mr. Mason in 2025; Mr. Cucchi in 2024); it met once in each fiscal year to recommend Independent Director compensation .
Risk Indicators & Red Flags
- Interested Chair shift: 2024 Chair was an interested director (Ms. Trust); shift to Independent Chair in 2025 mitigates independence concerns .
- Low insider ownership at SBI: Directors and officers collectively own <1% of SBI; Ms. Trust reports “None” in SBI—low alignment at the Fund level .
- Section 16 compliance: All required filings met for FY 2024; FY 2023 had one late Form 3 for another insider due to administrative oversight .
- Control Share Act: SBI opted into Maryland Control Share Acquisition Act, restricting voting rights of “control shares” unless reinstated—affects governance dynamics rather than executive risk .
Board Service History and Dual-Role Implications
- Years of service: Director since 2015; President & CEO concurrently since 2015 .
- Roles: 2024—Chairman + CEO; 2025—Director + CEO with Independent Chair; Ms. Trust designated Preferred Stock Director, elected by preferred holders .
- Implications: The 2024 dual role (Chair + CEO) concentrated influence; 2025 governance shift to Independent Chair improves checks and balances and strengthens independence, while Ms. Trust remains an “interested” director due to FTFA officer status .
Investment Implications
- Pay-for-performance alignment at SBI is structurally limited: SBI pays no officer compensation and Ms. Trust holds no SBI shares, suggesting minimal fund-level incentive alignment; governance relies on independent committees and adviser-level incentives at FTFA outside SBI disclosures .
- Governance improved in 2025: Transition from an interested Chair to an Independent Chair enhances Board independence, mitigating dual-role concerns; Ms. Trust’s continued Preferred Stock Director designation maintains preferred holder representation .
- Trading signals: With “None” SBI ownership disclosed for Ms. Trust and <1% aggregate insider holdings, insider selling pressure specific to SBI appears low; monitoring preferred shareholder dynamics and Control Share Act constraints remains relevant for activism/discount dynamics .
- Data gaps: Key executive pay levers (salary, bonus, equity grants, severance/CoC terms, pledging/hedging) are not disclosed at the SBI fund level; any assessment of Ms. Trust’s incentive alignment should source FTFA/Franklin Templeton parent disclosures beyond SBI’s proxy .