CLARION PARTNERS REAL ESTATE INCOME FUND INC.
70.70%
93,329
1762562
May 19, 2026
May 22, 2026, 11:32 AM
Reporting Persons (3)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Franklin Resources, Inc. | CO | 70.70% | 93,329 | 93,329 | 0 |
| Charles B. Johnson | Individual | 0.00% | 0 | 0 | 0 |
| Rupert H. Johnson, Jr. | Individual | 0.00% | 0 | 0 | 0 |
Disclosure Items (7)
Class S Common Stock, per share
CLARION PARTNERS REAL ESTATE INCOME FUND INC.
620 8th Avenue, New York, NY, 10018
This Schedule 13D is being filed by Franklin Resources, Inc., a Delaware corporation ("FRI"), Charles B. Johnson ("C. Johnson"), and Rupert H. Johnson, Jr. ("R. Johnson, Jr."), (FRI, C. Johnson and R. Johnson, Jr., the "Reporting Persons"). C. Johnson and R. Johnson, Jr. are the principal stockholders of FRI. R. Johnson, Jr. is also the Vice Chairman of FRI and C. Johnson is an Executive Consultant to FRI. C. Johnson and R. Johnson, Jr. are citizens of the United States.
The address of the principal business office of each of the Reporting Persons is One Franklin Parkway, San Mateo, California 94403-1906. The directors and principal executive officers of FRI, their present principal occupations, citizenship and business addresses are listed on Exhibit C.
The principal business of FRI is to act as a holding company for various subsidiaries engaged in the investment management and related services business. The principal occupation of each of C. Johnson and R. Johnson, Jr. are listed on Exhibit C.
During the last five years, none of the Reporting Persons, and to the best knowledge of the Reporting Persons, none of the persons listed on Exhibit C, was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Franklin Resources, Inc.: Delaware Charles B. Johnson and Rupert H. Johnson, Jr.: USA
The Reporting Persons have invested in Class S Shares of Common Stock ("the Shares") as follows: On March 12, 2021 5,223 Shares were transferred for no consideration from Legg Mason, Inc. to FRI. 88,106 Shares were acquired on April 16, 2026 and a total purchase price of $1,051,085 was paid from FRI's working capital. C. Johnson and R. Johnson, Jr. do not own directly any shares of the Issuer.
93,329 or 70.7%
Sole power to vote or to direct the vote of the Shares: Franklin Resources, Inc.: 93,329 Charles B. Johnson: 0 Rupert H. Johnson, Jr.: 0 Shared power to vote or to direct the vote of the Shares: 0 Sole power to dispose or to direct the disposition of the Shares: Franklin Resources, Inc.: 93,329 Charles B. Johnson: 0 Rupert H. Johnson, Jr.: 0 Shared power to dispose or to direct the disposition of the Shares: 0
On April 16, 2026, FRI purchased 88,106 Shares at a per share price of $11.35 to maintain capitalization and liquidity in th Shares on account of an investor rebalancing its holdings.
Not Applicable
Not Applicable
Not Applicable
Exhibit A: Joint Filing Agreement Exhibit B: Item 5 Ownership Exhibit C: Principal Executive Officers and Directors of FRI (incorporated by reference to Schedule 13D filed on May 14, 2026) EXHIBIT A: JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other of the attached statement on Schedule 13D and to all amendments to such statement and that such statement and all amendments to such statement are made on behalf of each of them. IN WITNESS WHEREOF, the undersigned have executed this agreement on the date of the signing of this filing. Franklin Resources, Inc. Charles B. Johnson Rupert H. Johnson, Jr. By:/s/THOMAS C. MANDIA Thomas C. Mandia Assistant Secretary of Franklin Resources, Inc. Attorney in Fact for Charles B. Johnson pursuant to Power of Attorney attached to this Schedule 13D Attorney in Fact for Rupert H. Johnson, Jr. pursuant to Power of Attorney attached to this Schedule 13D Exhibit B: Item 5 Ownership C. Johnson and R. Johnson, Jr. (the "Principal Shareholders") may each own in excess of 10% of FRI's outstanding common stock and are the principal stockholders of FRI (see FRI's Proxy Statement-Stock Ownership of Certain Beneficial Owners). The Principal Shareholders may be deemed to be, for purposes of Rule 13d-3 under the Act, the beneficial owners of securities held by a wholly-owned subsidiary of FRI. The Principal Shareholders disclaim any pecuniary interest in any of the Shares reported herein. In addition, the filing of the Schedule 13D on behalf of FRI and the Principal Shareholders should not be construed as an admission that any of them is, and each disclaims that it or he is, the beneficial owner, as defined in Rule 13d-3, of any of the Shares. FRI and the Principal Shareholders believe that they are not a "group" within the meaning of Rule 13d-5 under the Act and that they are not otherwise required to attribute to each other the beneficial ownership of the Shares held by any of them.