Master Portfolio Trust
04/28/2026 | Press release | Distributed by Public on 04/28/2026 05:29
Semi-Annual Report by Investment Company (Form N-CSRS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-10407
Master Portfolio Trust
(Exact name of registrant as specified in charter)
One Madison Avenue, 17th Floor, New York, NY 10010
(Address of principal executive offices) (Zip code)
Marc A. De Oliveira
Franklin Templeton
100 First Stamford Place
Stamford, CT 06902
(Name and address of agent for service)
Registrant's telephone number, including area code: 877-6LM-FUND/656-3863
Date of fiscal year end: August 31
Date of reporting period: February 28, 2026
| ITEM 1. | REPORT TO STOCKHOLDERS. |
(a) The Report to Shareholders is filed herewith
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Liquid Reserves Portfolio
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|
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Semi-Annual Shareholder Report | February 28, 2026
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This semi-annual shareholder report contains important information about Liquid Reserves Portfolio for the period September 1, 2025, to February 28, 2026.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-masterfunds-documents. You can also request this information by contacting us at 1-800-625-4554, or 1-203-703-6002.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-masterfunds-documents. You can also request this information by contacting us at 1-800-625-4554, or 1-203-703-6002.
WHAT WERE THE FUND COSTS FOR THE LAST SIX MONTHS? (based on a hypothetical $10,000 investment)
|
Fund Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*,†
|
|
Liquid Reserves Portfolio
|
$1
|
0.01%
|
| * | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. Additional amounts may be voluntarily waived and/or reimbursed from time to time. |
| † | Annualized. |
KEY FUND STATISTICS (as of February 28, 2026)
|
Total Net Assets
|
$8,627,121,882
|
|
Total Number of Portfolio Holdings
|
69
|
WHAT DID THE FUND INVEST IN? (as of February 28, 2026)
Portfolio Composition (% of Total Investments)
|
WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND?
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|
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Additional information is available on https://www.franklintempleton.com/regulatory-masterfunds-documents, including its:
|
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• proxy voting information • financial information • holdings • tax information
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| Liquid Reserves Portfolio | PAGE 1 | 98066-SHTSR-0426 |
(b) Not applicable
| ITEM 2. | CODE OF ETHICS. |
Not applicable.
| ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
Not applicable.
| ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
Not applicable.
| ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
Not applicable.
| ITEM 6. | SCHEDULE OF INVESTMENTS. |
| (a) | Please see schedule of investments contained in the Financial Statements and Financial Highlights included under Item 7 of this Form N-CSR. |
| (b) | Not applicable. |
| ITEM 7. | FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Schedule of Investments (unaudited) February 28, 2026
Liquid Reserves Portfolio
(Percentages shown based on Portfolio net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Short-Term Investments - 95.9%
|
|||||
|
Commercial Paper - 29.2%
|
|||||
|
ABN AMRO Funding USA LLC
|
3.913%
|
8/19/26
|
$75,000,000
|
$73,655,648
(a)(b)
|
|
|
Amazon.com Inc.
|
5.725%
|
3/2/26
|
43,900,000
|
43,886,611
(b)
|
|
|
Atlantic Asset Securitization Corp.
|
3.934%
|
4/20/26
|
100,000,000
|
99,462,280
(a)(b)
|
|
|
Australia & New Zealand Banking Group Ltd.
|
3.802%
|
9/4/26
|
50,000,000
|
49,048,175
(a)(b)
|
|
|
Automatic Data Processing Inc.
|
4.798%
|
3/4/26
|
175,000,000
|
174,910,137
(a)(b)
|
|
|
Banco Santander SA
|
3.944%
|
4/28/26
|
50,000,000
|
49,688,335
(a)(b)
|
|
|
Bank of New Zealand
|
3.836%
|
7/27/26
|
50,000,000
|
49,237,500
(a)(b)
|
|
|
Barclays Bank PLC
|
4.435%
|
3/6/26
|
150,000,000
|
149,893,035
(a)(b)
|
|
|
Barclays Capital Inc.
|
3.965%
|
8/13/26
|
50,000,000
|
49,123,545
(b)
|
|
|
Barton Capital SA
|
5.121%
|
3/3/26
|
65,000,000
|
64,973,324
(a)(b)
|
|
|
BNG Bank NV
|
5.094%
|
3/3/26
|
100,000,000
|
99,959,170
(a)(b)
|
|
|
BNG Bank NV
|
4.119%
|
3/12/26
|
75,000,000
|
74,900,527
(a)(b)
|
|
|
Caisse des Depots et Consignations
|
3.853%
|
5/27/26
|
100,000,000
|
99,092,610
(b)(c)
|
|
|
DBS Bank Ltd.
|
3.912%
|
5/14/26
|
99,650,000
|
98,867,279
(a)(b)
|
|
|
Fairway Finance Corp.
|
3.913%
|
5/11/26
|
50,000,000
|
49,622,835
(a)(b)
|
|
|
Great Bear Funding LLC
|
5.121%
|
3/3/26
|
50,000,000
|
49,979,480
(a)(b)
|
|
|
Great Bear Funding LLC
|
4.259%
|
3/9/26
|
100,000,000
|
99,897,220
(a)(b)
|
|
|
Home Depot Inc.
|
4.006%
|
3/17/26
|
150,000,000
|
149,725,860
(a)(b)
|
|
|
ING US Funding LLC
|
3.918%
|
4/22/26
|
85,000,000
|
84,526,975
(a)(b)
|
|
|
LMA SA/LMA Americas LLC
|
3.906%
|
6/23/26
|
44,350,000
|
43,817,787
(a)(b)
|
|
|
Longship Funding LLC
|
3.926%
|
4/16/26
|
64,000,000
|
63,683,411
(a)(b)
|
|
|
Mizuho Bank Ltd.
|
3.922%
|
6/8/26
|
75,000,000
|
74,213,603
(a)(b)
|
|
|
NRW.Bank
|
4.504%
|
3/5/26
|
100,000,000
|
99,939,670
(a)(b)
|
|
|
Oversea-Chinese Banking Corp. Ltd.
|
3.967%
|
5/11/26
|
100,000,000
|
99,235,510
(a)(b)
|
|
|
Oversea-Chinese Banking Corp. Ltd.
|
3.918%
|
6/2/26
|
50,000,000
|
49,507,590
(a)(b)
|
|
|
Siemens Capital Co. LLC
|
4.120%
|
3/10/26
|
85,000,000
|
84,906,024
(a)(b)
|
|
|
Starbird Funding Corp.
|
3.885%
|
8/11/26
|
50,000,000
|
49,150,940
(a)(b)
|
|
|
Sumitomo Mitsui Trust Bank Ltd.
|
3.946%
|
4/13/26
|
50,000,000
|
49,767,290
(a)(b)
|
|
|
Sumitomo Mitsui Trust Bank Ltd.
|
3.918%
|
4/24/26
|
60,000,000
|
59,653,566
(a)(b)
|
|
|
Sumitomo Mitsui Trust Bank Ltd.
|
3.913%
|
5/5/26
|
50,000,000
|
49,654,170
(a)(b)
|
|
|
Toronto-Dominion Bank
|
3.944%
|
5/27/26
|
100,000,000
|
99,071,620
(a)(b)
|
|
|
TotalEnergies Capital SA
|
5.771%
|
3/2/26
|
30,000,000
|
29,990,778
(a)(b)
|
|
|
United Overseas Bank Ltd. (SOFR + 0.220%)
|
3.900%
|
5/18/26
|
50,000,000
|
50,008,055
(a)(d)
|
|
|
|
|||||
|
Total Commercial Paper
|
2,513,050,560
|
||||
|
Time Deposits - 14.3%
|
|||||
|
ABN AMRO Bank NV
|
3.650%
|
3/4/26
|
175,000,000
|
175,000,000
|
|
|
Banco Santander SA
|
3.630%
|
3/2/26
|
200,000,000
|
200,000,000
|
|
|
Canadian Imperial Bank of Commerce
|
3.630%
|
3/2/26
|
125,000,000
|
125,000,000
|
|
See Notes to Financial Statements.
Liquid Reserves Portfolio 2026 Semi-Annual Report
0
Schedule of Investments (unaudited) (cont'd) February 28, 2026
Liquid Reserves Portfolio
(Percentages shown based on Portfolio net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Time Deposits - continued
|
|||||
|
Credit Agricole Corporate and Investment
Bank
|
3.590%
|
3/2/26
|
$25,000,000
|
$25,000,000
|
|
|
Mizuho Bank Ltd.
|
3.640%
|
3/2/26
|
135,000,000
|
135,000,000
|
|
|
National Bank of Canada
|
3.630%
|
3/2/26
|
125,000,000
|
125,000,000
|
|
|
Rabobank Nederland NV
|
3.620%
|
3/2/26
|
75,000,000
|
75,000,000
|
|
|
Royal Bank of Canada
|
3.640%
|
3/2/26
|
175,000,000
|
175,000,000
|
|
|
Swedbank AB
|
3.630%
|
3/2/26
|
200,000,000
|
200,000,000
|
|
|
|
|||||
|
Total Time Deposits
|
1,235,000,000
|
||||
|
Certificates of Deposit - 10.4%
|
|||||
|
Banco Santander SA
|
3.990%
|
3/2/26
|
75,000,000
|
75,001,567
|
|
|
Banco Santander SA
|
4.030%
|
3/4/26
|
49,450,000
|
49,452,013
|
|
|
Barclays Bank PLC (SOFR + 0.250%)
|
3.930%
|
4/23/26
|
50,000,000
|
50,009,730
(d)
|
|
|
Credit Agricole Corporate and Investment
Bank
|
3.800%
|
8/31/26
|
50,000,000
|
50,007,360
|
|
|
Goldman Sachs Bank USA
|
3.800%
|
4/29/26
|
100,000,000
|
100,003,110
|
|
|
KBC Bank NV
|
3.630%
|
3/4/26
|
100,000,000
|
100,000,010
|
|
|
KBC Bank NV
|
3.760%
|
6/23/26
|
74,200,000
|
74,195,214
|
|
|
Mitsubishi UFJ Trust & Banking Corp.
|
3.790%
|
6/12/26
|
75,000,000
|
75,007,372
|
|
|
Mizuho Bank Ltd. (SOFR + 0.250%)
|
3.930%
|
5/15/26
|
50,000,000
|
50,014,155
(d)
|
|
|
Mizuho Bank Ltd.
|
3.770%
|
6/4/26
|
74,200,000
|
74,199,837
|
|
|
Oversea-Chinese Banking Corp. Ltd. (SOFR +
0.200%)
|
3.880%
|
3/3/26
|
75,000,000
|
75,001,283
(d)
|
|
|
Sumitomo Mitsui Banking Corp. (SOFR +
0.250%)
|
3.930%
|
4/29/26
|
50,000,000
|
50,012,700
(d)
|
|
|
Sumitomo Mitsui Banking Corp.
|
3.810%
|
9/21/26
|
75,000,000
|
75,019,275
|
|
|
|
|||||
|
Total Certificates of Deposit
|
897,923,626
|
||||
|
Repurchase Agreements - 42.0%
|
|||||
|
BNP Paribas SA tri-party repurchase
agreement dated 2/27/26; Proceeds at
maturity - $125,691,528; (Fully
collateralized by collateralized mortgage
obligations and corporate bonds and notes,
0.254% to 7.000% due 3/25/26 to 4/25/70;
Market value - $133,673,125)
|
3.830%
|
4/20/26
|
125,000,000
|
125,000,000
|
|
|
BofA Securities Inc. tri-party repurchase
agreement dated 2/27/26; Proceeds at
maturity - $50,015,292; (Fully collateralized
by U.S. government obligations, 0.000% due
8/15/26 to 5/15/27; Market value -
$51,000,001)
|
3.670%
|
3/2/26
|
50,000,000
|
50,000,000
|
|
See Notes to Financial Statements.
1
Liquid Reserves Portfolio 2026 Semi-Annual Report
Liquid Reserves Portfolio
(Percentages shown based on Portfolio net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Repurchase Agreements - continued
|
|||||
|
Credit Agricole SA tri-party repurchase
agreement dated 2/27/26; Proceeds at
maturity - $450,137,250; (Fully
collateralized by U.S. government
obligations, 2.250% to 4.250% due 8/15/27
to 8/15/53; Market value - $459,000,003)
|
3.660%
|
3/2/26
|
$450,000,000
|
$450,000,000
|
|
|
Fixed Income Clearing Corp. tri-party
repurchase agreement dated 2/27/26;
Proceeds at maturity - $400,122,000; (Fully
collateralized by U.S. government
obligations, 0.125% due 4/15/26; Market
value - $408,000,025)
|
3.660%
|
3/2/26
|
400,000,000
|
400,000,000
|
|
|
Fixed Income Clearing Corp. tri-party
repurchase agreement dated 2/27/26;
Proceeds at maturity - $1,400,427,000;
(Fully collateralized by U.S. government
obligations, 1.875% to 3.875% due 8/31/32
to 11/15/48; Market value -
$1,428,000,000)
|
3.660%
|
3/2/26
|
1,400,000,000
|
1,400,000,000
|
|
|
Fixed Income Clearing Corp. tri-party
repurchase agreement dated 2/27/26;
Proceeds at maturity - $200,061,167; (Fully
collateralized by U.S. government
obligations, 1.625% to 4.625% due 11/15/50
to 2/15/55; Market value - $204,000,016)
|
3.670%
|
3/2/26
|
200,000,000
|
200,000,000
|
|
|
ING Financial Markets LLC tri-party
repurchase agreement dated 2/27/26;
Proceeds at maturity - $100,030,583; (Fully
collateralized by mortgage-backed securities
and U.S. government obligations, 1.125% to
6.000% due 8/1/30 to 7/1/56; Market value
- $102,000,000)
|
3.670%
|
3/2/26
|
100,000,000
|
100,000,000
|
|
|
JPMorgan Securities LLC tri-party repurchase
agreement dated 1/6/26; Proceeds at
maturity - $201,915,000; (Fully
collateralized by corporate bonds and notes,
2.749% to 6.831% due 4/4/27 to 6/1/67;
Market value - $211,229,758)
|
3.830%
|
4/6/26
|
200,000,000
|
200,000,000
(d)
|
|
See Notes to Financial Statements.
Liquid Reserves Portfolio 2026 Semi-Annual Report
2
Schedule of Investments (unaudited) (cont'd) February 28, 2026
Liquid Reserves Portfolio
(Percentages shown based on Portfolio net assets)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount
|
Value
|
|
Repurchase Agreements - continued
|
|||||
|
JPMorgan Securities LLC tri-party repurchase
agreement dated 2/27/26; Proceeds at
maturity - $100,030,583; (Fully
collateralized by mortgage-backed securities,
2.000% to 7.000% due 8/1/39 to 3/1/62;
Market value - $102,031,195)
|
3.670%
|
3/2/26
|
$100,000,000
|
$100,000,000
|
|
|
MUFG Securities Americas Inc. tri-party
repurchase agreement dated 10/22/25;
Proceeds at maturity - $100,553,222; (Fully
collateralized by money market instruments,
0.000% due 3/10/26 to 4/8/26; Market value
- $105,000,001)
|
3.830%
|
4/20/26
|
100,000,000
|
100,000,000
|
|
|
MUFG Securities Americas Inc. tri-party
repurchase agreement dated 2/27/26;
Proceeds at maturity - $100,030,667; (Fully
collateralized by mortgage-backed securities,
2.000% to 6.500% due 10/1/28 to 8/1/55;
Market value - $102,000,000)
|
3.680%
|
3/2/26
|
100,000,000
|
100,000,000
|
|
|
MUFG Securities Americas Inc. tri-party
repurchase agreement dated 2/27/26;
Proceeds at maturity - $100,030,833; (Fully
collateralized by corporate bonds and notes
and municipal bonds, 2.500% to 5.950% due
11/20/28 to 3/15/59; Market value -
$105,734,735)
|
3.700%
|
3/2/26
|
100,000,000
|
100,000,000
|
|
|
Societe Generale SA tri-party repurchase
agreement dated 2/27/26; Proceeds at
maturity - $200,061,167; (Fully
collateralized by mortgage-backed securities,
2.000% to 7.000% due 7/1/27 to 12/1/55;
Market value - $204,000,053)
|
3.670%
|
3/2/26
|
200,000,000
|
200,000,000
|
|
|
TD Securities LLC tri-party repurchase
agreement dated 2/27/26; Proceeds at
maturity - $100,030,833; (Fully
collateralized by municipal bonds, 1.316% to
5.250% due 5/15/27 to 2/15/60; Market
value - $108,002,817)
|
3.700%
|
3/2/26
|
100,000,000
|
100,000,000
|
|
|
|
|||||
|
Total Repurchase Agreements
|
3,625,000,000
|
||||
|
Total Investments - 95.9% (Cost - $8,271,334,420)
|
8,270,974,186
|
||||
|
Other Assets in Excess of Liabilities - 4.1%
|
356,147,696
|
||||
|
Total Net Assets - 100.0%
|
$8,627,121,882
|
||||
See Notes to Financial Statements.
3
Liquid Reserves Portfolio 2026 Semi-Annual Report
Liquid Reserves Portfolio
|
(a)
|
Commercial paper exempt from registration under Section 4(2) of the Securities Act of 1933. This security may be
resold in transactions that are exempt from registration, normally to qualified institutional buyers. This security has
been deemed liquid pursuant to guidelines approved by the Board of Trustees.
|
|
(b)
|
Rate shown represents yield-to-maturity.
|
|
(c)
|
Security is exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in
transactions that are exempt from registration, normally to qualified institutional buyers. This security has been
deemed liquid pursuant to guidelines approved by the Board of Trustees.
|
|
(d)
|
Variable rate security. Interest rate disclosed is as of the most recent information available. Certain variable rate
securities are not based on a published reference rate and spread but are determined by the issuer or agent and
are based on current market conditions. These securities do not indicate a reference rate and spread in their
description above.
|
|
Abbreviation(s) used in this schedule:
|
||
|
SOFR
|
-
|
Secured Overnight Financing Rate
|
See Notes to Financial Statements.
Liquid Reserves Portfolio 2026 Semi-Annual Report
4
Statement of Assets and Liabilities (unaudited) February 28, 2026
|
Assets:
|
|
|
Investments, at value (Cost - $4,646,334,420)
|
$4,645,974,186
|
|
Repurchase agreements, at value
|
3,625,000,000
|
|
Cash
|
350,778,269
|
|
Interest receivable
|
5,572,154
|
|
Prepaid expenses
|
40,000
|
|
Total Assets
|
8,627,364,609
|
|
Liabilities:
|
|
|
Fund accounting fees payable
|
126,180
|
|
Legal fees payable
|
35,271
|
|
Custody fees payable
|
30,710
|
|
Audit and tax fees payable
|
20,477
|
|
Trustees' fees payable
|
19,584
|
|
Accrued expenses
|
10,505
|
|
Total Liabilities
|
242,727
|
|
Total Net Assets
|
$8,627,121,882
|
|
Represented by:
|
|
|
Paid-in capital
|
$8,627,121,882
|
See Notes to Financial Statements.
5
Liquid Reserves Portfolio 2026 Semi-Annual Report
Statement of Operations (unaudited) For the Six Months Ended February 28, 2026
|
Investment Income:
|
|
|
Interest
|
$153,978,118
|
|
Expenses:
|
|
|
Investment management fee (Note 2)
|
3,822,146
|
|
Legal fees
|
131,694
|
|
Trustees' fees
|
64,593
|
|
Fund accounting fees
|
51,390
|
|
Audit and tax fees
|
22,427
|
|
Custody fees
|
11,280
|
|
Miscellaneous expenses
|
96,209
|
|
Total Expenses
|
4,199,739
|
|
Less: Fee waivers and/or expense reimbursements (Note 2)
|
(3,822,146
)
|
|
Net Expenses
|
377,593
|
|
Net Investment Income
|
153,600,525
|
|
Realized and Unrealized Gain on Investments (Notes 1 and 3):
|
|
|
Net Realized Gain From Investment Transactions
|
6
|
|
Change in Net Unrealized Appreciation (Depreciation) From Investments
|
326,402
|
|
Net Gain on Investments
|
326,408
|
|
Increase in Net Assets From Operations
|
$153,926,933
|
See Notes to Financial Statements.
Liquid Reserves Portfolio 2026 Semi-Annual Report
6
Statements of Changes in Net Assets
|
For the Six Months Ended February 28, 2026 (unaudited)
and the Year Ended August 31, 2025
|
2026
|
2025
|
|
Operations:
|
||
|
Net investment income
|
$153,600,525
|
$303,417,954
|
|
Net realized gain
|
6
|
1,013,379
|
|
Change in net unrealized appreciation (depreciation)
|
326,402
|
(876,622
)
|
|
Increase in Net Assets From Operations
|
153,926,933
|
303,554,711
|
|
Capital Transactions:
|
||
|
Proceeds from contributions
|
36,390,812,145
|
51,761,235,410
|
|
Value of withdrawals
|
(33,627,354,458
)
|
(54,662,995,817
)
|
|
Increase (Decrease) in Net Assets From Capital
Transactions
|
2,763,457,687
|
(2,901,760,407
)
|
|
Increase (Decrease) in Net Assets
|
2,917,384,620
|
(2,598,205,696
)
|
|
Net Assets:
|
||
|
Beginning of period
|
5,709,737,262
|
8,307,942,958
|
|
End of period
|
$8,627,121,882
|
$5,709,737,262
|
See Notes to Financial Statements.
7
Liquid Reserves Portfolio 2026 Semi-Annual Report
Financial Highlights
|
For the years ended August 31, unless otherwise noted:
|
||||||
|
|
20261
|
2025
|
2024
|
2023
|
2022
|
2021
|
|
Net assets, end of period (millions)
|
$8,627
|
$5,710
|
$8,308
|
$11,228
|
$14,242
|
$9,479
|
|
Total return2
|
2.01
%
|
4.69
%
|
5.72
%
|
4.72
%
|
0.65
%
|
0.17
%
|
|
Ratios to average net assets:
|
||||||
|
Gross expenses
|
0.11
%3
|
0.11
%
|
0.11
%
|
0.11
%
|
0.10
%
|
0.11
%
|
|
Net expenses4,5
|
0.01
3
|
0.01
|
0.01
|
0.01
|
0.00
6
|
0.01
|
|
Net investment income
|
4.02
3
|
4.62
|
5.55
|
4.56
|
0.78
|
0.24
|
|
1
|
For the six months ended February 28, 2026 (unaudited).
|
|
2
|
Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements.
In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total
return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less
than one year are not annualized.
|
|
3
|
Annualized.
|
|
4
|
The investment manager, pursuant to the terms of the feeder fund's investment management agreement, has
agreed to waive 0.10% of Portfolio expenses, attributable to the Portfolio's investment management fee.
Additional amounts may be voluntarily waived and/or reimbursed from time to time.
|
|
5
|
Reflects fee waivers and/or expense reimbursements.
|
|
6
|
Amount represents less than 0.005% or greater than (0.005)%.
|
See Notes to Financial Statements.
Liquid Reserves Portfolio 2026 Semi-Annual Report
8
Notes to Financial Statements (unaudited)
1. Organization and significant accounting policies
Liquid Reserves Portfolio (the "Portfolio") is a separate diversified investment series of Master Portfolio Trust (the "Trust"). The Trust, a Maryland statutory trust, is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. The Declaration of Trust permits the Board of Trustees (the "Board") to issue beneficial interests in the Portfolio. At February 28, 2026, all investors in the Portfolio were funds advised or administered by the investment manager of the Portfolio and/or its affiliates.
The Portfolio sells and effects withdrawals of its interests at prices based on the current market value of the securities it holds. Therefore, the price of an interest in the Portfolio fluctuates along with changes in the market-based value of the holdings of the Portfolio. Because the price of an interest in the Portfolio fluctuates, it has what is called a "floating net asset value" or "floating NAV". Under Rule 2a-7 of the 1940 Act ("Rule 2a-7"), the Portfolio must follow strict rules as to the credit quality, liquidity, diversification and maturity of its investments.
The Portfolio follows the accounting and reporting guidance in Financial Accounting Standards Board ("FASB") Accounting Standards Codification Topic 946, Financial Services - Investment Companies ("ASC 946"). The following are significant accounting policies consistently followed by the Portfolio and are in conformity with U.S. generally accepted accounting principles ("GAAP"), including, but not limited to, ASC 946. 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) Investment valuation. The valuations for fixed income securities (which may include, but are not limited to, corporate, government, municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) are typically the prices supplied by independent third party pricing services, which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services typically use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. When the Portfolio holds securities or other assets that are denominated in a foreign currency, the Portfolio will normally use the currency exchange rates as of 4:00 p.m. (Eastern Time). If independent third party pricing services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/dealers or at the transaction price if the security has recently been purchased and no value has yet been obtained from a pricing service or pricing broker. When reliable prices are not readily available, such as when the value of a
9
Liquid Reserves Portfolio 2026 Semi-Annual Report
security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Portfolio calculates its net asset value, the Portfolio values these securities as determined in accordance with procedures approved by the Board.
Pursuant to policies adopted by the Board, the Portfolio's manager has been designated as the valuation designee and is responsible for the oversight of the daily valuation process. The Portfolio's manager is assisted by the Global Fund Valuation Committee (the "Valuation Committee"). The Valuation Committee is responsible for making fair value determinations, evaluating the effectiveness of the Portfolio's pricing policies, and reporting to the Portfolio's manager and the Board. When determining the reliability of third party pricing information for investments owned by the Portfolio, the Valuation Committee, among other things, conducts due diligence reviews of pricing vendors, monitors the daily change in prices and reviews transactions among market participants.
The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer's financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts' research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.
For each portfolio security that has been fair valued pursuant to the policies adopted by the Board, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such back testing monthly and fair valuation occurrences are reported to the Board quarterly.
The Portfolio uses valuation techniques to measure fair value that are consistent with the market approach and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.
Liquid Reserves Portfolio 2026 Semi-Annual Report
10
Notes to Financial Statements (unaudited) (cont'd)
GAAP establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are summarized in the three broad levels listed below:
•
Level 1 - unadjusted quoted prices in active markets for identical investments
•
Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)
•
Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining the fair value of investments)
The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used in valuing the Portfolio's assets carried at fair value:
|
ASSETS
|
||||
|
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|
Short-Term Investments†
|
-
|
$8,270,974,186
|
-
|
$8,270,974,186
|
|
†
|
See Schedule of Investments for additional detailed categorizations.
|
(b) Repurchase agreements. The Portfolio may enter into repurchase agreements with institutions that its subadviser has determined are creditworthy. Each repurchase agreement is recorded at cost. Under the terms of a typical repurchase agreement, the Portfolio acquires a debt security subject to an obligation of the seller to repurchase, and of the Portfolio to resell, the security at an agreed-upon price and time, thereby determining the yield during the Portfolio's holding period. When entering into repurchase agreements, it is the Portfolio's policy that its custodian or a third party custodian, acting on the Portfolio's behalf, take possession of the underlying collateral securities, the market value of which, at all times, at least equals the principal amount of the repurchase transaction, including accrued interest. To the extent that any repurchase transaction maturity exceeds one business day, the value of the collateral is marked-to-market and measured against the value of the agreement in an effort to ensure the adequacy of the collateral. If the counterparty defaults, the Portfolio generally has the right to use the collateral to satisfy the terms of the repurchase transaction. However, if the market value of the collateral declines during the period in which the Portfolio seeks to assert its rights or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Portfolio may be delayed or limited.
(c) Interest income and expenses. Interest income (including interest income from payment-in-kind securities) consists of interest accrued and discount earned (including both
11
Liquid Reserves Portfolio 2026 Semi-Annual Report
original issue and market discount adjusted for amortization of premium) on the investments of the Portfolio. Expenses of the Portfolio are accrued daily. The Portfolio bears all costs of its operations other than expenses specifically assumed by the manager.
(d) Method of allocation. Net investment income and net realized/unrealized gains and/or losses of the Portfolio are allocated pro rata, based on respective ownership interests, among the Fund and other investors in the Portfolio (the "Holders") at the time of such determination.
(e) Credit and market risk. Investments in securities that are collateralized by real estate mortgages are subject to certain credit and liquidity risks. When market conditions result in an increase in default rates of the underlying mortgages and the foreclosure values of underlying real estate properties are materially below the outstanding amount of these underlying mortgages, collection of the full amount of accrued interest and principal on these investments may be doubtful. Such market conditions may significantly impair the value and liquidity of these investments and may result in a lack of correlation between their credit ratings and values.
(f) Income taxes. The Portfolio is classified as a partnership for federal income tax purposes. As such, each investor in the Portfolio is treated as owner of its proportionate share of the net assets, income, expenses and realized and unrealized gains and losses of the Portfolio. Therefore, no federal income tax provision is required. It is intended that the Portfolio's assets will be managed so an investor in the Portfolio can satisfy the requirements of Subchapter M of the Internal Revenue Code.
Management has analyzed the Portfolio's tax positions taken on income tax returns for all open tax years and has concluded that as of August 31, 2025, no provision for income tax is required in the Portfolio's financial statements. The Portfolio's federal and state income tax returns for the prior three fiscal years are subject to examination by the Internal Revenue Service and state departments of revenue.
(g) Other. Purchases, maturities and sales of money market instruments are accounted for on the date of the transaction. Realized gains and losses are calculated on the identified cost basis.
2. Investment management agreement and other transactions with affiliates
Franklin Templeton Fund Adviser, LLC ("FTFA") is the Portfolio's investment manager and Western Asset Management Company, LLC ("Western Asset") is the Portfolio's subadviser. FTFA and Western Asset are indirect, wholly-owned subsidiaries of Franklin Resources, Inc. ("Franklin Resources").
Under the investment management agreement, the Portfolio pays an investment management fee, calculated daily and paid monthly, at an annual rate of 0.10% of the Portfolio's average daily net assets.
Liquid Reserves Portfolio 2026 Semi-Annual Report
12
Notes to Financial Statements (unaudited) (cont'd)
FTFA provides administrative and certain oversight services to the Portfolio. FTFA delegates to the subadviser the day-to-day portfolio management of the Portfolio. For its services, FTFA pays Western Asset a fee monthly, at an annual rate equal to 70% of the net management fee it receives from the Portfolio.
As a result of the investment management agreement between FTFA and the feeder fund, FTFA has agreed to waive 0.10% of Portfolio expenses, attributable to the Portfolio's investment management fee. Additional amounts may be voluntarily waived and/or reimbursed from time to time.
During the six months ended February 28, 2026, fees waived and/or expenses reimbursed amounted to $3,822,146.
FTFA is permitted to recapture amounts waived and/or reimbursed to the Portfolio during the same fiscal year under certain circumstances.
All officers and one Trustee of the Trust are employees of Franklin Resources or its affiliates and do not receive compensation from the Trust.
3. Investments
At February 28, 2026, the aggregate cost of investments and the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:
|
|
Cost
|
Gross
Unrealized
Appreciation
|
Gross
Unrealized
Depreciation
|
Net
Unrealized
Depreciation
|
|
Securities
|
$8,271,334,420
|
$95,347
|
$(455,581)
|
$(360,234)
|
4. Derivative instruments and hedging activities
During the six months ended February 28, 2026, the Portfolio did not invest in derivative instruments.
5. Operating segments
The Portfolio operates as a single operating segment, which is an investment portfolio. A management group assigned to the Portfolio within the Portfolio's investment manager serves as the Chief Operating Decision Maker ("CODM") and is responsible for evaluating the Portfolio's operating results and allocating resources in accordance with the Portfolio's investment strategy. Internal reporting provided to the CODM aligns with the accounting policies and measurement principles used in the financial statements.
For information regarding segment assets, segment profit or loss, and significant expenses, refer to the Statement of Assets and Liabilities and the Statement of Operations, along with the related Notes to Financial Statements. The Portfolio's Schedule of Investments provides details of the Portfolio's investments that generate returns such as interest, dividends, and
13
Liquid Reserves Portfolio 2026 Semi-Annual Report
realized and unrealized gains or losses. Performance metrics, including expense ratios, are disclosed in the Financial Highlights.
Liquid Reserves Portfolio 2026 Semi-Annual Report
14
|
Changes in and Disagreements with Accountants
|
For the period covered by this report
|
|
Not applicable.
|
|
|
Results of Meeting(s) of Shareholders
|
For the period covered by this report
|
|
Not applicable.
|
|
|
Remuneration Paid to Directors, Officers and Others
|
For the period covered by this report
|
|
Refer to the financial statements included herein.
|
|
15
Liquid Reserves Portfolio
| ITEM 8. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| ITEM 9. | PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| ITEM 10. | REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| ITEM 11. | STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR, as applicable.
| ITEM 12. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 13. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 14. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
Not applicable.
| ITEM 15. | 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 Registrant's Board of Trustees that would require disclosure herein.
| ITEM 16. | CONTROLS AND PROCEDURES. |
| (a) | The Registrant's principal executive officer and principal financial officer have concluded that the Registrant's disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the "1940 Act")) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934. |
| (b) | There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected or are likely to materially affect the Registrant's internal control over financial reporting. |
| ITEM 17. | DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
| ITEM 18. | RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION. |
| (a) | Not applicable. |
| (b) | Not applicable. |
| ITEM 19. | EXHIBITS. |
(a) (1) Not applicable.
Exhibit 99.CODE ETH
Exhibit 99.CERT
Exhibit 99.906CERT
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, there unto duly authorized.
Master Portfolio Trust
| By: | /s/ Jane Trust | |
| Jane Trust | ||
| Principal Executive Officer | ||
| Date: | April 27, 2026 |
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/ Jane Trust | |
| Jane Trust | ||
| Principal Executive Officer | ||
| Date: | April 27, 2026 | |
| By: | /s/ Christopher Berarducci | |
| Christopher Berarducci | ||
| Principal Financial Officer | ||
| Date: | April 27, 2026 |
Master Portfolio Trust published this content on April 28, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on April 28, 2026 at 11:30 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]