SCHEDULE: Sit Investment Associates Transitions Back to Schedule 13G

Sit Investment Associates and Sit Fixed Income Advisors II LLC are transitioning back to a Schedule 13G filing, indicating they no longer hold securities with the intent to influence control.

Summary

• Sit Investment Associates, Inc. and Sit Fixed Income Advisors II, LLC (collectively, the 'Reporting Persons') have filed an amendment to their Schedule 13G, marking a transition back from a Schedule 13D filing.
• This transition signifies that the Reporting Persons no longer hold securities of Franklin Master Intermediate Income Trust with the purpose or effect of changing or influencing control of the issuer.
• The Reporting Persons initially filed a Schedule 13G on January 27, 2014, and subsequently filed amendments. Their investment intent changed, leading to a Schedule 13D filing on October 2, 2023.
• As of September 29, 2026, the Reporting Persons no longer hold securities with a purpose or effect of changing or influencing control.
• The total number of shares beneficially owned by each Reporting Person is 23,203,176.00, representing 48.2% of the class of securities.
• This percentage is based on 48,184,341 shares of common stock outstanding as of March 31, 2026, as reported in the Issuer's Form N-CSRS.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a neutral to slightly positive filing, indicating a shift in investment strategy from active influence to passive holding, which is a common and expected move for institutional investors.

Positives

• The transition back to a Schedule 13G filing indicates a de-escalation of active influence, which can be seen as a stabilizing factor for the company's stock.
• The Reporting Persons confirm they are acting in the ordinary course of business and not for the purpose of influencing control.

Negatives

• The filing implies a prior period where the Reporting Persons held securities with the intent to influence control, which might raise questions about past strategic intentions.

Risks

• While the filing states the Reporting Persons no longer hold securities with the intent to influence control, any future change in strategy could reintroduce such risks.

Future Outlook

The filing does not contain forward-looking statements or guidance regarding future financial performance. It solely addresses the change in reporting status.

Management Comments

• The Reporting Persons initially filed a Schedule 13G with respect to securities of the Issuer on 1/27/2014, and filed amendments thereto. Subsequently, the Reporting Persons' investment intent changed with respect to the securities of the Issuer and the Reporting Persons filed a Schedule 13D on 10/2/2023, and filed amendments thereto in accordance with Rule 13d-1(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
• As of 9/29/2026 the Reporting Persons no longer hold securities of the Issuer with a purpose or effect of changing or influencing control of the Issuer, or in connection with or as a participant in any transaction having that purpose or effect.
• Accordingly, the Reporting Persons are transitioning back to a Schedule 13G pursuant to Rule 13d-1(c) of the Exchange Act in accordance with Rule 13d-1(h) of the Exchange Act, and this Amendment No. 12 will serve as the Reporting Persons' exit Schedule 13D.
• By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11.

Industry Context

StockSavvy.ai notes that the transition from a Schedule 13D to a Schedule 13G is a common occurrence for large institutional investors. It typically signifies a shift from an activist or strategic investment approach to a more passive, long-term holding strategy, often driven by portfolio rebalancing or changes in investment mandates.

Stakeholder Impact

• Shareholders: The change in reporting status may be perceived positively by some shareholders as it suggests a less confrontational or activist stance from a significant holder, potentially leading to more stable stock performance. Others may view it neutrally as it does not directly impact the company's operations or financial health.
• Management: The company's management may find this transition reassuring, as it indicates a significant holder is not actively seeking to influence control, allowing for more predictable strategic execution.

Next Steps

• The Reporting Persons will continue to hold securities of Franklin Master Intermediate Income Trust under the new reporting status.
• Future filings will be made as required under Schedule 13G.

Key Dates

Keywords

Schedule 13G, Schedule 13D, Beneficial Ownership, Investment Strategy, Institutional Investor, Securities Exchange Act, Control Influence